The Corruption of The Ponyville Baker

Chapters

Prologue
Chapter 1 [Pinkie Pie]
Chapter 2 [Cup Cake & Pinkie Pie]
Intermission
Intermission Pt. 2
Chapter 3 [Pumpkin Cake]
Chapter 4 [Pound Cake]
Intermission Pt. 3
Chapter 5[Engaging Royalty]
Chapter 7[Fluttershy]
Chapter 6[The Sleepover]

Prologue

It was a bright and sunny day in the Ponyville town square. It was in the middle of summer; the children were out frolicking in the grass and doing other miscellaneous activities. A lot of the young mares were wearing rather revealing pieces of clothing, catching the eye of many a stallion.

Pegasi could be seen flying overhead, dutifully performing their jobs at keeping the weather the way it was; kicking and punching any thunder clouds that had strayed a little too far from the Everfree Forest that threatened to ruin the beautiful day.

The sounds of many ponies shouting together in an attempt to advertise their wares could be heard in the bustling square, making a cacophony of noise that could be heard at least a half a mile away.

A lone baker trudged wearily through the throngs of pony bodies, his trademark cap bouncing slightly atop his bright orange mane, bumping and gently pushing ponies aside, muttering apologies along the way.

Carrot Cake had volunteered to do the weekly grocery shopping today, leaving Pinkie Pie and his wife to hold down the fort back home. Contrary to popular belief, The Cakes’ do not rely on sugary confectioneries as their only source of food, and that they strongly believe in having a more balanced diet. Maybe with a slight exception of Pinkie Pie though. She’d devour any number of sugary treats and could somehow maintain that plump little figure of hers.

Carrot shook himself out of any distracting thoughts, his cap nearly dislodging from its perch atop his head, and turned his attention to the shopping list that he had brought along with him. He scanned the item that was at the top of the list, and embarked on his quest. “First up, tomatoes…” the stallion muttered to himself.

The day had gone by without a cinch, and Carrot found himself still carrying a fair amount of coins. He was overjoyed that he was able to barter his way into purchasing items a lot cheaper than they actually were. He looked up to check the position of the sun in the sky. It barely moved!

Smiling to himself and whistling a merry tune, he began making his way back home with a little spring in his step. Maybe I should do ALL the shopping from now on. We could save a tonne of money! he mused.

Suddenly, he paused mid stride as he caught sight of a stall that he had never seen before. Most of the ponies that were peddling their wares were locals and he knew almost everyone of them and what they’d usually sell, though seeing someone from out of town was not entirely unheard of.

With his curiosity peaked, and deciding that he had the time, he made his way to the stall.

One of the reasons why the stallion had decided to check out said stall, was because of how it stood out from the others. A table was set out in front of a rather flashy star spangled tent, and on said table was an assortment of many odd looking trinkets.

As he advanced towards the tent, he could make out a shape of a pony emerging from the entrance of the tent. The presence of the pony gave him pause, and his gait faltered a little. The pony was covered in a robe, completely covering her form (Carrot had came to a conclusion that she was indeed, a female, due to the size and shape of her body), and a hood drooped over her face, covering it completely, though the protrusion on her head gave away that she was a unicorn.

His nerves began acting up a little, but still he pushed on, until he arrived at his destination, his arms full with paper bags stuffed to the brim with organic foods amongst other things.

“Greetings, stranger, and welcome to the Great and Powerful Tri-! *cough* I- I mean, welcome to my Great and Powerful Shop. Please feel free to peruse my wares, and tell me if anything catches your eye.”

In an instant, one of the stallion’s eyebrows shot up in suspicion, but he chose to keep his mouth shut. Instead, he replied with a simple, “Will do.”

He looked through the various assortments of little trinkets and bebops, wondering what the use of any of this was. His roaming eyes eventually landed on a peculiar pocket watch. It was made out of wood, and it was also old and dusty. Its hands were a dazzling midnight blue, and it had blue ring around the edges of its face. To top it all off, its numbers were in roman numerals instead of the usual modern numbers.

“That looks interesting.” The stallion said from behind the paper bags.

“Ah, I see you have quite the eye, to spot something so valuable,” she said in a startlingly deep tone, chilling the stallion. “This, my yellow friend, is The Clock of The Abyss!” she said in an awe-inspiring tone.

The stallion’s brows instantly dropped into a deadpan, clearly unimpressed. “That sounds corny.” Said the stallion in flat tone.

“Ho ho! You say that, but you know not of its magical properties! When the wielder clicks this button,” she lifted a finger to point at a non descript place on the side of the pocket watch, “and whichever pony that was unfortunate enough to gaze onto its face will be rendered utterly dazed, and would have no choice but to obey the wielder’s every command!” she emphasized her point by ending her sentence with a graceful flourish of her cloak, and Carrot caught a glance of a shade of blue and a cocky smirk underneath the multiple folds of her robe.

It was obvious that she was trying to con him and to sell the watch at an exorbitant price, but the stallion was feeling lucky today so he decided to try his luck.

An hour had passed as the stallion tried haggling the persistent mare to lower her price. 200 bits for a gosh darned pocket watch! Carrot internally fumed. The little negotiation that had happened had sparked a competitive side to the stallion, and he had pursued doggedly to get what he wanted. Finally, after what seemed like an eternity, the mare had begrudgingly lowered the price to a mere 100 bits.

It was still a high amount to pay for a simple pocket watch, but the stallion felt a sense of pride as he walked away from the square. His arms were beginning to get sore from carrying all these bags, but he didn’t care as he walked the distance to his modest home/workplace.

Carrot Cake was greeted with a soft, but merry jingle of the bell as he entered his modest home. The familiar smells of confectioneries greeted his nostrils, and he set about putting the groceries away.

He clumsily made his way into the kitchen, stumbling and bumping into things along the way, nearly falling over on multiple occasions. By some small miracle, he had managed to arrive at his destination without incident. Wiping the sweat off of his brow and letting out a small sigh of relief, he set about sorting and putting the groceries away into the family fridge.

His ears perked up as he heard the telltale sounds of bouncing. A warm smile etched itself onto his face as he turned around to greet his faithful and long time employee. “Hello, Pinkie.”

“Hi Mr. Cake!” she greeted him with a cheerful tone and her ever present bubbly personality. Just her presence alone could brighten up the entire room and anyone in it would have no choice but to smile along with her. Mr. Cake was pretty sure that her presence alone was a big attribute to the success of their modest bakery, making her irreplaceable. Not that he would ever replace Pinkie Pie, heavens forbid!

She bounced into the room, catching Mr. Cake off guard as she wrapped him in a tight hug. Her arms constricted around him, giving him almost no room to breathe, but he was used to her little antics from living under the same roof for years.

He just kept a smile on his face as he waited for her to release him. His eyes wandered around, and it eventually fell onto Pinkie’s cleavage that was only partially covered. Now Mr. Cake has always been loyal to his wife, but he was still just a stallion. Try as he might, he just couldn’t pull his eyes away from the perky breasts that were pressed right up against him. He could feel his cheeks light up, and he could feel his blood starting to rush down south.

Mr. Cake cleared his throat, and Pinkie released him immediately, with him landing rather painfully on his flank on the tiled floor. She had a sheepish grin on her face as she offered a hand to pull him back up.

While doing so, she had bent the upper half of her body, giving the stallion another unintentional peek of her breasts from her low cut blouse. The stallion stared for a little longer, before accepting the proffered hand before the situation could get awkward.

“I’m really sorry about that Mr. Cake.” Pinkie said in a small voice and an equally small smile. Mr. Cake blinked, and noted that she was dressed in a yellow blouse and a pink miniskirt. Mr Cake also noted that it was a really short miniskirt.

“No harm done, Pinkie.” He replied in a fatherly tone. He smiled at her, letting her know that he was perfectly fine. Pinkie could be rambunctious and overbearing at times, but she had always meant well, and Mr. Cake could never stay angry at her for long.

“Are you suuuure?” she asked, looking at him in mild concern.

“Yes, Pinkie. I’m sure.” Replied Carrot with a smile.

“Okay!” and with that, her usual bubbly demeanor returned, and she bounced around the stallion to where the ovens were located.

“Sorry about earlier, Mr. Cake! I just wanted to let you know how much you mean to me!”

“I know, Pinkie. I know.” Replied Mr. Cake has he resumed his duty of putting away the groceries.

She opened one of the ovens, no doubt checking on the baked goods that were inside if they were ready to be taken out or not.

The heavenly aroma that seeped out of the oven reached Carrot Cake’s nose, and he stopped what he was doing to ask what Pinkie was baking. That mare sure loved to experiment, and he was always looking to put something new on the menu to boost their sales.

What he saw made his eyes widen, his pupils shrunk into pinpricks and his jaw dropped.

Pinkie was bent over, her short miniskirt currently not covering anything. Mr. Cake could clearly see her white and pink striped panties that hugged her voluptuous buttocks snuggly, and her cutie mark of three balloons were in plain view. His eyes devoured the sight; from her well groomed tail and to the small ripples her butt made when she’d bounce lightly on the spot. Guess he knew where all the extra fat went.

Pinkie started humming a tune to herself, snapping Carrot Cake out of his trance. He tore his gaze from the sight, and mentally berated himself for allowing himself to succumb to his lecherous thoughts. He was a married stallion, for Celestia’s sake!

Still, his wife has been putting on a bit of weight lately, and she hasn’t been putting out nearly as often as she used to… and being so close to such an attractive and young mare such as Pinkie... He shook his head again, this time more violently until he started feeling dizzy.

He really needed to get his head out of the gutter. After he’d finish with his menial chores, he resolved into taking a cold shower. He loved his wife. He has two loving and beautiful children. He was happy. He was content.

Wasn’t he…?

A couple of hours and a cold shower later, Carrot found himself sitting on his shared bed, staring at the unique pocket watch that he had recently purchased. He couldn’t quite place his finger on it, but ever since he had laid his eyes on the object, he had found himself drawn to it, beckoning him to obtain it for himself.

Carrot mulled this thought over for a moment, but brushed it off and convinced himself that he was merely being paranoid. He turned his attention towards the pocket watch once more, and the voice of the cloaked mare rang inside his head once more. He knew it wasn’t true, of course, because if it really did what the mare said it’d do, then she wouldn’t have sold it to him in the first place.

Still, his curiosity only grew, and he decided to see it for himself. He heard the door open, and he turned to see his wife, looking no worse for wear. “Hi sweetie.” She greeted him in a warm voice.

“Hey Honeybunch.” He greeted in a tone usually reserved for his wife and children. She smiled, and sidled up next to him, the worn bed creaking loudly as she sat down next to him.

“What’ve you got there?” she asked, her voice laced with curiosity.

“Oh, just a little trinket that I had gotten from the market today.” Replied Carrot. He had purposefully avoided telling her the price of said trinket, for fairly obvious reasons.

“It looks pretty. And thank you, by the way, for doing the groceries today.” She said, giving him a small peck on the cheek.

“It was nothing.” Carrot replied with a warm smile and a light blush.

He gave his wife a once over. She had definitely gained weight over the years, but that would seem almost unavoidable due to her profession. Still, it wasn’t nearly enough to be considered fat in anyway. Just a little… pudgy.

She was wearing a blue top, matching her sea blue fur and a pair of simple jeans. Her eyes were slightly bloodshot from all the long hours of work and taking care of their daughter. Their son had decided that he had wanted to spend the summer in a flight camp in cloudsdale, in order to better himself in the art of flying, while their 15 year old daughter had decided to stay with them and help the family business.

Carrot and the rest of the family had missed him dearly, but no one was more affected by this than his wife. She’d write almost everyday, and would have a panic attack if he didn’t reply within a week. Carrot wasn’t as worried though. He knew and trusts his son to be independent enough to look after himself.

Carrot once again turned his attention towards the small pocket watch in his hands, and then towards his wife. It’s worth a shot he decided.

“Wanna take a closer look?” he asked his wife suddenly, to which she replied with a nod of her head.

He brought it up to her face, and clicked on the button.

“Oh dear, it seems to be broken.” Said the blue mare. Mr. Cake sighed in disappointment. He’d already expected this, of course, but he was still a little bummed out nonetheless. The prospect of making ponies do whatever you wanted sounded pretty cool.

“Why don’t you take it to Time Turner? I’m sure he’d know what to do with this thing.” She continued.

Now there’s an idea. thought Mr. Cake. He looked out the window and saw that the day was starting to get late, so he’d resolved to go pay the quirky stallion a visit tomorrow. “I’ll do that.” He said.

He tucked the pocket watch into a drawer in his nightstand, and got up off the bed to wish his daughter good night.

As he laid in bed, his mind couldn’t stop wandering back to the pocket watch tucked into his nightstand. Again, he could feel something calling out to him, only this time, he wasn’t completely sure it was just his paranoia. He eventually drifted off into slumber, wondering what the following day would entail. He would have to wait, as only time, will tell.

Chapter 1 [Pinkie Pie]

“Here it is, all done!” said the brown stallion in a polite tone. The following day had arrived and Carrot had gotten up bright and early to see Time Turner about his new pocket watch.

Time Turner was more than happy to help Carrot Cake with his little antique watch. If anything, he took a particular interest in the watch, commenting on how elegant and beautiful it looked to an almost fanatical degree.

Time Turner had also mentioned that it was merely missing a few cogs and that it needed to be oiled and it should work. He also told Carrot Cake that it would’ve taken about an hour for him to finish everything up.

An hour had passed, and Carrot found himself standing in front of the stallion with a warm smile on his face. “Thank you very much!” said the yellow stallion.

“It was my pleasure!” the other stallion enthused. “I’ve never quite seen something like this before. Wherever did you get it and is there a chance that I might be able to obtain one that’s similar for myself?” said the stallion inquisitively.

Carrot winced at that, lifting an arm up to scratch the back of his head, before replying with a, “Sorry, I bought it from a peddler that was from out of town from the square. If I remembered correctly, this was the only pocket watch on sale.”

The stallion’s eyes dimmed at that, and his ears flattened against his head. “Well, that’s a shame.” The stallion said, crestfallen.

Carrot felt bad about the stallion, but there was nothing he could do. He then decided that he should probably change the subject. “How much will your services cost?” asked Carrot Cake.

“Oh, just 20 its should cover it.” The brown stallion responded.

Carrot fished out the aforementioned amount of bits from out of his pocket and gave it to the stallion, before thanking him once again and made his way back to the bakery.

He entered the bakery through the front door, hearing the familiar chime greeting him on the way in.

“Hi Mr. Cake!” came a very cheery voice from behind the counter. He spotted Pinkie behind the cash register, this time wearing the a yellow skirt and blue blouse. She waved at him amicably, and he returned it but with a little less enthusiasm.

He took in his surroundings, noticing that they were currently the only two ponies in the shop. It came as no surprise to the stallion, as today was a Sunday, and that was almost always a slow day.

He walked up and around the counter, until he was behind the counter with her. “How is business today, Pinkie?” Carrot asked the pink mare.

“Boring,” she responded simply. “I mean, why wouldn’t anypony come to our shop on this bright sunny day?! I mean, who wouldn’t want a double chocolate cake with frosting?! I know I would!”

Her ramblings fell on deaf ears as Mr. Cake slowly tuned her out until she was nothing more than white noise in the background. It was a skill him and many other residents of Ponyville have had adopted after getting to know the mare over the years, lest you get overwhelmed by the verbal assault. It was then that he had remembered about his pocket watch and its supposed magical abilities. Now that it was properly functioning, he decided that now would be as good as time as any to try it out.

He looked at Pinkie, his long time employee, and more importantly, friend. Maybe even more. She was like family to him. He felt a pang of guilt as he contemplated what he was about to do, provided that it worked.

What’s the worst that could happen? came a whisper from his subconscious. He thought about it, and realized that there was probably no harm in trying.

“Hey, Pinkie?” he asked suddenly.

Pinkie Pie’s ears perked up, and she immediately stopped her ramblings and turned to face her boss, swiveling her head to face him, her pink mane whipping violently behind her. “Yes, Mr. Cake?’ asked Pinkie innocently.

“Do you want to check out my new watch?” asked Carrot Cake.

“Sure!” Pinkie responded without a second’s thought. Carrot fished the aforementioned pocket watch from his pocket, and brought it up to eye level, its face pointed directly at Pinkie’s. “Oooh.” The mare said in awe. “Pretty!”

With a little hesitation, Carrot pushed the button. He felt the pocket watch glow warm in his hand, and he felt a tingling sensation throughout his whole body. He began to panic, but he relaxed a little after the tingling sensation disappeared after a few moments.

He looked himself over to see if anything had happened to him. Seeing no visible changes, he breathed a sigh of relief. He turned to look at Pinkie and what he saw made his eyes widen in astonishment.

Pinkie’s eyes were glazed over, and had an almost glassy vacant look to it. Her mouth hung open ever so slightly and her shoulders were slumped. Any trace of the lively mare was gone, seemingly replaced with this one that was seemingly dead on her feet.

Carrot waved a hand in front of her face. When he saw no response, he tried addressing her verbally. “Pinkie…?” he trailed off, unsure of what to make of the situation.

“Yes?” she responded in a dull tone that sounded completely out of place on the usually hyperactive mare.

Carrot stared at the pocket watch that he had in his grip in awe. It actually worked! he exclaimed internally.

He looked over his now hypnotized employee and decided to test the waters. He wanted to know exactly how this worked. He walked into the kitchen and brought out a stool with him and placed it in front of Pinkie. “Sit.” He told her while pointing towards the stool.

Wordlessly, Pinkie walked lifelessly towards the stool and sat on it, the vacant look never leaving her eyes. He looked at the pocket watch, and then to Pinkie again, before pushing on the button. Immediately, the vacant look on her face was replaced with one of confusion. “What happened?” Pinkie asked semi lucidly.

“Hi Pinkie.” Greeted the yellow stallion, making the pink mare jump slightly.

“Oh hi, Mr. Cake!” she responded, her bubbly personality returning in full force.

“Could you please do me a favor and check if we still have any milk left in the fridge? It looked like we were running low the last time I checked.” Asked Carrot innocently.

Pinkie fidgeted, and that was it. She didn’t move a muscle to try and leave her place on the stool. “What’s wrong, Pinkie?” Carrot Cake asked, continuing to play innocent.

“I don’t know,” responded the increasingly distraught mare. “I just don’t feel like getting up from this stool! It’s like my butt’s stuck to it!” she cried.

Carrot brought the pocket watch up again, and clicked on the button. Immediately, Pinkie’s eyes glazed over, and the same vacant look occupied her face.

“Hmm…” Carrot hummed to himself. It looked like the command in her dazed state carried over into her conscious state. Interesting…

He looked at her again, and all manner of lewd thoughts began assaulting his conscience. Here was a mare, completely and utterly powerless to stop his advances even if she wanted to, and he could do anything he wanted to her.

He turned away, admonishing himself for thinking about such things. He was a good stallion, and he’d never take advantage of a mare! Still, the temptations lingered. Just the thought of being able to do anything with a mare such as Pinkie was making him extremely agitated.

Maybe… just a quick peek. he thought. Just to sate my curiosity he concluded to himself.

He looked at her again, this time unabashedly admiring her body. Her breasts were round and perky, and they looked absolutely delectable. Her hips, as Carrot had a view of yesterday, were absolutely hypnotic, two round mounds of pink flesh that any stallion would die for.

Just a little… peek… he thought as his resolve started to crumble. “Bend over, Pinkie.”

Pinkie got off the chair, and proceeded to bend the upper half of her body over the counter. Carrot got behind her, and got on his knees, and got a view that nearly made his heart stop. After all these years watching the mare live under this roof, the things that he secretly wish she’d do only in the deepest recesses of his subconscious, was going to be a reality. His throat went horribly dry, and he could feel the pounding of his heartbeat in his ears.

She was wearing a white pair of panties with little pink frills on the edges. It hugged her buttocks snuggly, and Carrot took his time inspecting her behind. He lifted her skirt over her waist so that he had an unobstructed view. Slowly, he brought his arms up, and grabbed Pinkie’s ass, placing his hands on Pinkie’s cutie marks. He watched as the soft malleable flesh gave way and conformed to his fingers. He continued to squeeze and grope her butt, pushing her ass cheeks apart, watching as her panties sink into her crevice, before letting go, watching the two mounds of flesh smack together, sending tiny shockwaves through her butt, making it jiggle.

He curled his fingers around the edges of her panties before slowly sliding them downwards, stopping after he reached her thighs. He brought his trembling muzzle closer, until he was inches from Pinkie’s treasure. He went closer still, until he was mere centimeters apart, before taking a long indulgent whiff of her scent, making his body shiver, and the fur on his skin stand on end.

The scent was indescribable to Carrot Cake, and he immediately decided that it smelled better than any perfume. His nostrils flared, and he felt the familiar tingling in his loins. It took every ounce of willpower, but he managed to pull away from under Pinkie’s tail.

The last ounce of self control in him fought for dominance, but it was a losing battle, drowned out by this new voice that sounded just like his, but was as smooth as silk, and no matter what reasoning Carrot had, it was pushed aside in favor of the tantalizing new voice that sang to his primal desires.

No he decided. He couldn’t do it. At least, not in a public area. He pulled her panties back into its place, before standing up again.

He looked at his puppet again, and an idea struck him. He didn’t want to make love to a mindless zombie, but the Pinkie that he had known for years! He mulled over his dilemma for a moment, before a grin came over his features.

Clearing his throat, he issued his new command for Pinkie. “Pinkie,” the mare in question focused her attention towards him. “You are madly in love with me. In fact, you’ve been in love with me for years! But you’ve kept it a secret from anypony else. You knew it was wrong, but the burning desire in your loins says otherwise. Just the thought of me would send you mad in lust, and you felt that if you didn’t let your feelings for me be known today, you’d burst.”

And with that, he pushed the button on the pocket watch once again, and Pinkie shook herself out of her stupor, her mane bouncing back and forth. She looked around confused for a moment, before her roaming eyes fell on Carrot Cake. She diverted her eyes and her posture visibly shrunk, as if shying away, and Carrot also noticed the bright pink tint on her cheeks, despite her pink fur.

“What’s wrong, Pinkie?” Carrot asked, though he had more than an inkling.

“Oh, heh… i- it’s nothing.” Said the mare, flustered.

“Well, okay then, if you need anything, just let me know!” Carrot exclaimed in a friendly tone.

“Thanks, M- Mr. Cake… you’re always so helpful.” Replied the mare in a shy voice.

The next hour dragged on, with the mare increasingly getting more and more agitated. Carrot pretended not to notice, but Pinkie looked rather hot and bothered. Her breathing had increasingly gotten heavier, and her legs would keep shuffling together, as if she was trying to close them. A wonderful scent began filling the bakery, and Carrot doubted that it was coming from the sugary confectionaries. Still, Carrot remained the very picture of innocence, pretending not to notice any of Pinkie’s actions.

True to his word, nobody else had entered the bakery, leaving the two of them completely alone. The normally chatty mare was abnormally quiet, and every time Carrot tried starting a conversation with her, she’d just give a half hearted answer, before clamming up, averting her blue eyes and biting her lower lip.

“Pinkie, what’s wrong?” Carrot asked again, pretending to be concerned.

“I…” she started, but trailed off into incoherent mumbling.

“Yes?” Carrot asked patiently.

“I… I love you.”

“Well, I love you too, Pink-”

“NO!” the pink mare exclaimed suddenly, the stallion taken aback by her sudden outburst. “I mean, not like that, I mean, love you love you.”

“I still don’t understand, Pinkie.” The stallion lied.

“I- I mean, as a m- mare would love a s- stallion…” she continued in a quaky voice. “I know that it’s wrong and that you’re a married stallion and you’re married to Mrs. Cake, and you have foals but I just can’t get you out of my head I’d have dreams of you rutting me and it’s been driving me crazy and, ohsweetCelestiawhat’s wrong with me?!” Pinkie said, tears pricking her eyes.

“Pinkie…” the stallion said, putting a comforting hand on her shoulder.

Without warning, Pinkie lunged forward, locking Mr. Cake in a heated kiss, catching the stallion by surprise. Her lips were soft and tender as Carrot felt her tongue pleading for entrance. He acquiesced, and allowed her roaming tongue to explore his oral cavity. They continued their make out session for about a minute, before Pinkie pulled away, a thin crystalline trail of saliva connecting their mouths, Carrot’s eyes wide in disbelief.

“I- I’m sorry…” Pinkie said in between sobs. “I- I’ll just go now…”

“Where are you going, Pinkie?”

“You wouldn’t want a homewrecker to live right under your r- roof, right? I- I’ll… just go pack my things now…” Pinkie said, her voice full of pain and regret. “I’m sorry.”

In a flurry of movements, Carrot grabbed her by the hand, and pulled her in close. He brought his other hand up to behind Pinkie’s head, before their lips met for the second time. This time, Carrot was the one seeking permission, and Pinkie was only all too happy to accommodate him.

Their lips remained locked in passion, their eyes locked as if they were long lost lovers, and Pinkie practically swooned in Carrot’s arms. After what seemed like an eternity, they pulled away again. Pinkie cried, but not of tears of sorrow, but of tears of joy as her pony whom she had admired for so long had reciprocated her feelings for him.

They stared into the others’ eyes, still in each other’s embrace. “Why are you crying, Pinkie?” Carrot asked.

“I- it’s just that… I’ve been keeping this secret for so long, and that I’ve been so afraid of what other ponies would’ve said about me. A- and now that I know that you feel the same way… I- I’m just so happy.” Pinkie said, her voice cracking slightly and a grin etched on her face. Not her face splitting grin that she usually wore, but a very small sincere one.

“Shh… Pinkie. It’ll all be alright. I love you too.” Carrot said as he slowly moved his hands to rest on her haunches.

“B- but, what about Mrs. Cake?” Pinkie said.

“You don’t worry about her right now.” Replied the stallion as he moved his head lower to nip and pepper kisses on her neck and collarbone. Pinkie shivered under his actions, and her knees started to wobble. She felt her inhibitions slowly evaporating as he felt Carrot’s loving lips, the ones that she initially thought were only reserved for Mrs. Cake, sent jolts of electricity through her spine, and tingling her already wet core.

The stallion rose up to her level again, before plunging in for another kiss, and this time, none of them held back, their tongues wrestling fiercely. Pinkie was finally free from her anxiety. Free from the depression that had tormented her all this time. She didn’t care what the other ponies would think, as long as she had him.

They put their all into their lip lock, only breaking once in awhile for air, before coming back together again. Every time they parted, a small trickle of saliva would escape from them, trailing down each others’ chins.

Pinkie squeaked as she felt Carrot roughly grabbed her ass from under her skirt, and Pinkie’s energy faltered, leaving Carrot the chance to gain the upper hand, as he drove back her tongue and entered her mouth. Pinkie’s eyes pointed skywards as she enjoyed the sensations. She started moving her hips, grinding against Carrot’s hardening member in an animalistic display for the desire to mate.

Pinkie moaned as she felt Carrot’s member being grinded onto her most private of areas, and her mind could only think of how it’d feel deep inside her. The thought of being joined with her lover made her head spin just thinking about it.

She broke the kiss, which made Carrot let out a small whine of complaint, before turning into a shocked but pleasured ‘Ah!’ as he felt her hand caress his covered phallus. The sensation of Pinkie’s hand through the fabric was fantastic, but he needed more.

Sensing this, Pinkie lightly pushed Carrot away, giving him a devious grin, before she slowly got down on her knees. She pulled on his zipper, and his impressive stallionhood sprang out, exposed for all to see. Its colour was a mottled yellow with brown splotches. It was veiny, and it was throbbing with anticipation. Pinkie thought it was cute.

Tentatively, she brought her lips and gave small loving kiss at the top of its head, and a glob of pre oozed out of its tip, to which Pinkie moved in to have a taste. She dragged her tongue over the flat tip, making Carrot shiver and his fur stand on end, as Pinkie delighted herself in savouring Carrot’s heavy musky taste. It was bitter, of course, but Pinkie found it strangely appealing.

“Oh, Pinkie…” he moaned, his voice low and heavy. He was sweating now, and the feeling of self loathing and shame at what he was doing was drowned out by the sensations that he was experiencing. He had never been this excited with his wife, and they’d barely even started. All he could think about was to pound that young tight snatch-

*Jingle*

Carrot’s eyes snapped open in alarm at the prospect of getting caught. Somehow, somewhere during the heat of the moment, he had forgotten that he was still technically in a public area, and the risk of getting caught was very real.

He turned his head to the door, hands in his pocket if he needed to whip out his new toy, but he was greeted to the same empty bakery. He raised one of his eyebrows, wondering if it was just his imagination.

He turned to his new lover, whom had the same worried expression on her face. “C’mon, Pinkie. Let’s take this upstairs.”

Without missing a beat, Pinkie got up from her position on her knees and crossed the short distance to the front door, promptly flipping the sign on the door from ‘open’ to ‘closed’.

Pinkie bounded up the stairs, with Carrot hot on her heels, albeit a little awkwardly with the erection he was sporting. Pinkie decided that it was an opportunity to tease the stallion some more, and she lifted her tail up, giving him a good view of her panties that were now starting to get moist from her excitement. She turned her head slightly, so that she was only partially facing him, batting her eyelashes coquettishly.

Carrot’s eyes were drawn to Pinkie’s butt like moths to a flame, and if he were to get burned, he’d die a happy stallion. Right now, to him, there was nothing more beautiful and more mesmerizing than Pinkie’s child bearing hips.

They made their way upstairs, and Pinkie led him into her room. She closed the door behind him, before putting her arms around his waists, smiling seductively at him. She could feel the hot breath of the stallion on her muzzle. so warm and full of desire. There was no time for foreplay, Pinkie decided as she felt her lover’s warm, throbbing protrusion between her inner thighs.

A fire lit up inside her as she pushed Carrot onto her soft downy bed. She turned around, bent forward, and pulled her panties down south as she wiggled her butt at him. Carrot could only stare longingly, and painfully as each agonizing second that he was denied by Pinkie made him almost hurt physically.

She then grabbed the hem of her blouse, expertly removing it in one swift motion, where it dropped unceremoniously to the floor, her breasts now bouncing freely and unimpeded.

She made her way to Carrot, who was lying on his back on her bed, and crawled on top of him, and straddling him. Finally, after so many long years and lonely nights, she’d finally have the stallion of her dreams! Admittedly, she had been more than a little jealous of Mrs. Cake. She was so lucky to have had this wonderful stallion, but now, he was all hers!

“I love you…” she breathed onto his face, before locking his lips in a desperate kiss. She could feel her wetness dripping on to his member, and she hoped Carrot could tell how much she needed him. She used one of her hands to guide his member, until she felt it press right against her sopping entrance. She stifled a whimper as it made contact with her lower lips, and she slowly lowered herself down, leaning back to sit up so she could sink easier.

Carrot watched with wide eyes, and barely contained whimpers as more and more of his thick phallus sunk deeper and deeper into Pinkie’s wet, warm depths. He gave a blissful moan as he felt her hips connect with his. Even at the start of their relationship, Carrot had never recalled his wife ever being this tight.

Pinkie leaned back down, until her face was mere inches from Carrot’s, before she began moving her hips. Pinkie quivered as she felt herself lift off of Carrot, and immediately she was missing the sensation of being filled by the object of her desire that was there only seconds ago.

She lifted her hips, until only the tip was left in, before moving them in a circular motion, making Carrot cry out at the tingling sensations. Pinkie’s juices continued to seep out of her pussy, coating Carrot’s member, giving it a pearly sheen.

She dropped her hips suddenly, and Carrot nearly blacked out. Their hips connected with a wet slap, sending ripples through Pinkie’s delectably squishy posterior. Carrot was panting heavily, his breaths coming out shakily.

Pinkie repeated her motions again and again, increasing her speed ever so slightly at each pass. A wet squelching sound could be heard every time Pinkie speared Carrot’s member into her. Their coats were matted with their respective perspiration and other liquids.

Pinkie’s love canal felt heavenly to Carrot, and the fact that Pinkie was doing all the work made it even better. He began wondering he was ever hesitant of using his newly acquired powers. This just felt so good!

In the midst of their fervered and frantic lovemaking, Pinkie cupped her hands around Carrot Cake’s face, and stared into his orange eyes with her bright blue ones.

“I love you…” she said as she leaned in, and gave him one last kiss, before finally going over the edge. She screamed and moaned, lust dripping out of every sound she made as she came, her love juices seeping out and around their joint organs.

Carrot could feel her walls contracting and squeezing his member. Her already tight passage was even more constricting, making moving almost impossible. Pinkie had to stop and ride out her orgasm, as moving her hips became too laborious.

As she came down from her high, Carrot flipped her on her back, so that he was now on top. “My turn.” Carrot stated with glee.

In this position, he was able to thrust into Pinkie even deeper, stimulating her deepest places. The tip of Carrot’s cockhead hit Pinkie’s cervix, making her scream at the sensation of being completely filled by thick stallion meat.

Despite Carrot’s enthusiasm, he was already close to his own orgasm. Eager to reach his own release, he speed up his thrusts, pounding Pinkie’s abused pussy. She was absolutely breathless, and her tongue rolled lazily out of the side of her mouth as her hypersensitive pussy was being rammed over and over again. She came once. Twice. Her mind went blank as more and more of her orgasms erupted and surged through her body, overwhelming her.

Finally, after one final thrust, Carrot hilted inside of Pinkie, driving him over the edge and to the moon. The edges of his vision went black, and he started seeing spots as he experienced one of the most intense orgasms of his life. His member twitched inside Pinkie as it flared, expanding inside Pinkie until she felt as she was going to break. Nostrils flared and teeth bared, he grabbed Pinkie’s hips firmly, hilting inside her as the first spurt of his essence filled her womb. Spurt after spurt, Carrot continued painting Pinkie’s inner walls white. Pinkie’s face was locked in a silent scream, her features a cross of pleasure and pain, as she felt her body was on fire.

After what seemed like forever, Carrot’s orgasm died down. They merely laid there, joined by their hips. They stared into each other’s eyes, each of them breathless. Pinkie could feel him twitch. Carrot could feel Pinkie’s every slight movement.

They were content. They were happy

Until they heard a disbelieving gasp at the doorway.

Chapter 2 [Cup Cake & Pinkie Pie]

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Intermission

“Have a good day!” Carrot heard Pinkie say as yet another one of their customers walked out the door. It was the morning after, and business was in full swing with a steady stream of customers coming in and out of the bakery, the bell chiming merrily amidst the busy natter of ponies ordering this and that.

Carrot was in charge of the cash register today, and he had a small grin plastered on his face as their business continued to bloom. Pinkie was in charge of taking everyone’s orders, seeing as she was the only one who could possibly keep up in this miniature chaos.

Cup Cake was currently in the back, toiling away as she worked the kitchen. Carrot couldn’t help but think that he had probably gotten the easiest task out of everyone today.

Pinkie could be seen bouncing around the bakery the way only she could do, her happy demeanor shining like a beacon of light in the sea of ponies. Carrot sometimes couldn’t help but marvel at her seemingly boundless energy.

The hours dragged on, and the customers got gradually less and less, coming to only a small trickle compared to earlier in the day as Celestia’s sun began its slow gradual descent to be replaced by Luna’s glowing orb.

Carrot jumped slightly as he felt a small tap on his shoulder, and turned his head to see his wife standing behind him. “Why don’t you take a break, honey?” his wife asked him sweetly. He was about to open his mouth to protest, but shut it after he gave it some thought. He could use a little breather now that he thought about it.

He nodded in thanks as he made his way to the back to take his break, but not before giving his wife a loving peck on the cheek. Some of the customers’ expressions softened at the sight of public affection between the couple, but nobody noticed the hint of jealousy on Pinkie’s face…

Carrot sat heavily on one of the plastic chairs situated in the back and slumped his shoulders, the toll of working the whole day with little to no rest in between taking a toll on his skinny body. He took off his cap on his head and held it in his hands. Carrot smiled a proud smile as he thought about their modest little bakery that was slowly rising in popularity, and even reaching the ears of ponies from out of town.

He was snapped out of his thoughts as he caught sight of Pinkie walking into the back as well, her eyes fixed on him. “Hi Carrot,” Pinkie said with a smile. “Can I join you?”

Carrot couldn’t see why not. Carrot couldn’t help but notice that she didn’t use formalities anymore whenever she addressed him, which was understandable due to the nature of their new relationship, but that didn’t stop him from worrying that other ponies might notice. He decided that he would have to talk to Pinkie about it sooner or later, but it wasn’t a really pressing concern.

She sat down on the chair next to him, and shuffled a little closer. “Milkshake?” Pinkie asked as she handed one to him from seemingly out of nowhere. Carrot winced internally, having had more than his fill of sugary foods for the day, but he couldn’t possibly decline Pinkie’s offer. With a small smile, he took a sip from one of the bendy straws.

Pinkie produced another straw from Celestia-knows-where and began sipping from the same glass. If this was Pinkie’s idea of being romantic, then he couldn’t complain.

They enjoyed each other’s company in silence, happy for the small reprieve in their otherwise busy lives.

Pumpkin Cake was confused, to say the very least. She had been out hanging with her friends, considering that it had been a slow day yesterday and that she was not needed in the bakery. Shocked wouldn’t even begin to describe the feeling when she had walked in on her father kissing Aunt Pinkie Pie… amongst other things.

By some small miracle, she had managed to get her legs to move before she could get caught, and she had immediately rushed to tell her mother what she saw. She could still remember the look of shock and disbelief in her mother’s eyes when she told her what she saw, before she made a beeline back to their home.

She had decided to stay the night at one of her friend’s place to weather the storm, and come back the next day when the proverbial dust has settled. As she walked in the bakery though, she was surprised to see her mother standing behind the counter with a serene smile on her face. What happened? Had everything been resolved? Could she have been wrong about what she saw yesterday?

So many questions were swimming in poor young Pumpkin’s head that she didn’t even notice her mother waving her over. Snapping out of her stupor, she made her way behind the counter. “Hi mom,” she said in greeting.

“Hello sweetie,” her mother chirped. “Where have you been? I was starting to get worried.”

“I was at a friend’s place, mom…” she said in a small voice. She wanted to ask the question that was burning in her mind right now, but she wasn’t sure if she should.

Her mother chuckled. “Okay sweetie, but please inform me next time when you want to do something like that again.

“Okay, mom. Sorry…” she mumbled dismissively before she made her way to the back. Her questions kept piling on, until she was sure that she was going to develop a headache. She stopped dead in her tracks as she heard some giggling noises. She had heard it a million times, but this time, what made her pause was how that giggle sounded. It sounded… different.

Curiosity overcoming her, she leaned against the wall dividing the segments of the house that was the bakery proper and the kitchen, before peering around the corner. Her eyes widened at what she saw.

Pumpkin saw Pinkie giggling, but not her usual brand of giggling, but instead a very light and lilting one. And she was sitting next to her father.

“No, your other right!” Pinkie said before she giggled again, a light blush apparent on her pink cheeks.

“You mean here?” Carrot said, feigning ignorance. Pumpkin noticed that he had a splotch of what could only be milkshake on one of his cheeks. They were both giggling like teenagers who were going out on their first date.

Pinkie giggled again. “Here, let me just get it for you!” Much to Pumpkin’s shock, Pinkie leaned in and used her tongue and lapped away at her father’s face, until the little splotch of milkshake was only but a damp spot on his fur.

“You’ve got some on your face too!” Carrot said as he leaned in himself and licked Pinkie’s nose, to which Pinkie started giggling uncontrollably, before he locked her into a kiss, to which Pinkie sunk in with a happy hum. “Mmmm…”

Pumpkin fainted.

Carrot Cake looked over his daughter as she tossed and turned in her sleep. After she had passed out in the kitchen, Carrot’s fatherly instincts immediately took over, and had rushed to check up on her.

He had breathed a sigh of relief when nothing seemed out of place, so he had then picked her up and carried her to her room. After laying her on her bed, he had decided to wait for her to wake up so he could explain himself.

Carrot found himself fidgeting, twiddling his thumbs in nervousness. All he had to do when she woke up was to use the pocket watch on her, and make her forget everything she saw. That was the plan.

Of course that was the plan, but the new power mongering side of him had planted something within his deep subconscious, niggling and fighting its way to the forefront of his thinking. He looked over her sleeping form again. She looked so beautiful. He’d deny it, but deep down, he knew his daughter had become quite… enticing. Her soft lips, her silky fur, and her beautiful orange mane and-

No!! Carrot screamed internally. Now he knew it was not him! He might have taken advantage of his wife and surrogate daughter, but he had to draw the line somewhere! He clasped his head with his hands as the pervasive thoughts grew louder and louder, until there was nothing but it.

There was one thing that he loved above all else, and that was his children. He loved them even more than life itself.

He pulled out the pocket watch from his pants and stared at in anger. Stop it!! he screamed internally.

He couldn’t tell how he knew, but he felt like the pocket watch sighed a heavy sigh, as if it was disappointed. Before he knew it, the pain stopped as suddenly it began. Carrot nearly collapsed but managed to steady himself before he fell over.

Looks like we’re going to have to do this the hard way.

He looked at the watch in his hand in confusion, before the migraine came back with a vengeance. He fell over, convulsing as the surface of the pocket watch began to chip and crack, and the brilliant blue on its surface began to dim until it was nothing more than a dull grey.

Carrot Cake stopped thrashing suddenly, and all was calm and quiet in the Ponyville bakery. He slowly got back up, and started stretching, working out the kinks in his neck.

He looked down at the watch, seeing that it was now in a state of disrepair. He promptly tossed it aside. He sat down on the bed next to his daughter, and started stroking her mane. She was so beautiful. And so very, very sexy. Why was he so hesitant to admit it before? It was only true.

He didn’t feel any different. Maybe he just felt like he didn’t have any inhibitions now. Wasn’t he supposed to be worried?

Nah. Why would he? This new way of thinking just felt more… liberating.

His hand slowly traced down from her mane to her hips and then to her rump, squeezing the soft flesh.

Yes, he thought to himself, his irises glowing red. Much better…

Author's Note

My muse is a fickle thing. Why? It's because I wrote this in one day and publishing it; that's why.

Goddamnit.

I haven't been writing in a while, and I'm sorry. A lot of shit's been going in my life, but I won't go into detail. Anyway, here's a little setup for what's to come. If you've followed me for a while, you're probably shocked that I'm not just jumping straight into the sex. I'm trying to do it good this time! See? My dick's still in my pants!

Intermission Pt. 2

Pumpkin blinked hard as she felt the world spinning. Her muscles felt sluggish and she could feel a dull pounding at the back of her head. She groaned, and shifted around in her prone position to try and make the world stop spinning.

She brought her hand up to her head, but recoiled it when she felt a small bump on her forehead. That was definitely not there before.

She tried to recall the events that had happened prior to the incident. She laid still, and focused on her breathing. She remembered that she was on her way back home from her friend’s place, greeted her mother, and then she went around the back to see her father making out with her Aunt Pinkie Pie…

Her eyes snapped open as the memory came back to her. How her father had kissed Aunt Pinkie Pie without an ounce of hesitation. Did her mother know about this? Just what in Equestria was going on?!

She was beginning to hyperventilate when she heard a voice that made her jump out of her skin. “Hey Pumpkin,” came a voice not too far away from her.

She turned her head, and through the dim sunlight that streamed through the window, saw her father sitting in the corner. She could not believe that she could have overlooked something like that. She must have been so lost in thought…

“Are you alright, Pumpkin?” her father said again in a calm tone. Pumpkin’s body tensed, remembering that she was not the only pony in the room.

“Uh… hi dad,” she greeted him with a soft smile. “I’m fine,” she said in her response to his previous question.

“Are you sure?” her father said as he got up from his position from the corner of her room and slowly advanced towards her. Pumpkin couldn’t quite put her finger on it, but something seemed a little different about her father. Was it his gait? His posture? Maybe it was the fact that he was smooching Aunt Pinkie Pie?!

Whatever it was, Pumpkin didn’t like it.

He sat down next to her on the bed. She tried to shy away from him, but Carrot had placed her hand on her shoulder before she could do so. She felt a tingling feeling coming off his hand where he touched her, and suddenly she felt more relaxed. Shouldn’t she be wary?

“Let me just check,” Carrot said in a fatherly tone. “Just to be sure.” He then cupped his hands around her cheeks, and Pumpkin stayed dead still. He hummed and hawed, examining her forehead for her injury. “Ah! I know just the thing,” the stallion said as he leaned in, before planting a gentle kiss on her forehead, just below her horn. She felt something touch her, and she looked down to see her father’s hand slowly caressing her thigh, the offending limb slowly travelling up north. He was getting closer and closer. Pumpkin knew that she needed to push him away, but something stopped her. She watched with slight trepidation as he slowly inched his way towards her withers, so close until he was on her inner thigh. Body tingling, feet shivering, yet he advanced closer still at a snail’s pace. Heart beating like a drum, she slowly closed her eyes before she let the smallest of whimpers escape her lips. Suddenly, he stopped.

He pulled back, and got off the bed with a small creak. “Glad to see that you’re alright, Pumpkin,” the stallion said before promptly shutting her bedroom door behind him.

Pumpkin sat there on her bed for a time, a dumbfounded expression on her face. Was she really just thinking that? D-Did she really just want h-her own dad t-to…

Pumpkin gulped as the realization hit her that, for one moment, she had wanted him to go further. She shuddered at the thought. Maybe I should just take a shower… yeah, a shower sounds good right about. A really COLD one.

Pumpkin stood under the nozzle of her shower, before turning it on. She yelped and jumped back at the sudden icy sensation, but slowly eased herself in to it. She took one of her conditioners, and squeezing a generous amount of it before lathering herself up with it. She started at her midsection, slowly working up to her sizeable breast, using her hands to rub them to get them thoroughly sudsy.

One of her hands brushed against her nipple, and she gasped at how hard it was. Could it have b-been from… J-just ignore it, Pumpkin… she told herself.

She moved her hands from her breast, and started working on getting her lower half lathered up. She reached down to her ankles, working them up until she reached her thighs. The sensation flooding her brain with the recent memory of her father touching her there. For some reason, it would not stop clouding her mind.

She let her hand rest on her thigh, as she slowly sunk to her haunches, until she was sitting on the bathroom floor. She remembered her father’s hand, and emulated the feeling using her hand. She closed her eyes, letting her imagination roam. She imagined her father from before, hand on her lap and his face mere inches away from her own.

He began his slow journey towards her inner thigh as Pumpkin started to shiver. His hand continued to slither up her leg, moving under her skirt, and getting dangerously close to touching her panties. Pumpin bit her lip as she felt her father’s warm breath tickling her muzzle. She could barely breathe, and she was only getting hotter, and she could feel her lower lips quivering.

She blushed as she reached her own hand out, and resting it on her father’s thigh, as she slowly moved her own hand up his leg. She gasped cutely as he felt his fingers found their mark, rubbing her honey pot slowly in small circles above the thin fabric of her panties.

Her whole body shaking, she quickly reached her father’s crotch, rubbing at it back and forth. She could feel the member was already semi hard. If it was even possible, her cheeks got an even deeper shade of red.

She felt her father’s fingers pull back, before slipping inside her panties to get at her orange, swollen lips. She cried out as she felt two fingers entered her at once. Her breathing heavy, she noticed that her father had undone his pants, his pole at half mast. With an uncertain hand, she grasped the throbbing phallus, running her thumb over the drooling tip, before using the pre cum as a natural lubrication.

She heard her father growl, and that managed to intimidate her and excite her to no end. She began to run her hands up and down his member, pumping him at a steady pace from the base, all the way to the top as Carrot started thrusting his fingers into her at an increasing pace.

The thought of her masturbating her own father while he was thrusting his fingers into her most private of place made this lewd act so much hotter. She looked into his eyes as she continued to pump his mottled, veiny member, as it continued to throb in time with his rapidly increasing heartbeat.

Pumpkin could barely breathe anymore, as her lungs could barely keep up with her rapid breaths. She was getting close now, she could feel it. An invisible knot had formed in her stomach and it continued twisting and twisting until it was almost too much to take. Until it snapped.

“Daddy!!” she moaned as she came, her nectar leaked down and around his fingers as her pussy reflexively clenched around the nimble digits. In her euphoria, she gave one last pump to Carrot’s member, before he came too.

His dick flared, the thick cockhead expanding as it pulsated wantonly before thick ropey strands of his spunk shot out with enough force to splatter Pumpkin in the face. Pumpkin did not recoil as she was still riding her orgasm. He continued to cum, his seed landing on his daughter’s blouse, and the final few spurts landing on her exposed vagina.

She panted, and she opened her eyes to see the proud smile on her father’s face, which made her happy.

Suddenly, she found herself on the bathroom floor. Her eyes widened in alarm as she realized just what she had done. She had masturbated to the thought of her father. She started to panic. What would ponies think of her? Was she some sort of a sexual deviant?!

Even more to her horror, she had masturbated herself to multiple orgasms, and the bathroom smelled heavily of sex. She got up, and resumed her showers. How was this going to affect her life? Only time, will tell. Only that she was afraid of the answer.

Author's Note

Surprise! I wrote another chapter!

Also in the same day.

Goddamnit.

Chapter 3 [Pumpkin Cake]

Pumpkin brushed her mane out of her face as she looked at hers reflection in the mirror. After her little incident in the shower, she had put on her casual clothes, a white short and blue skirt that matched her eyes. She stared into her own eyes, focusing on her breathing to try and get her thoughts in order.

In and out. In. And out, she chanted to herself. Pumpkin tried her very best to forget what had happened in the shower. She reasoned to herself, that it was only a one time thing and that her hormones had gotten the best of her, and that she needed to get her mind off of things.

Satisfied that she was feeling calmer now, she resolved to try and help her mother with some chores. She knew it must have been a busy day, Mondays usually were, and she decided that since there were a few hours left in the day that she’d help her mother tidy up around the place. Plus, she was hoping that it would provide a suitable distraction from her current dilemma.

She made her way downstairs and into the kitchen in the back, where she saw her mother doing the dishes. ‘Hi mom,” Pumpkin greeted her from behind.

Cup Cake stopped what she was doing to face her daughter. “Hi Pumpkin,” she greeted with a smile, which quickly turned into a concerned frown as soon as her eyes landed on her daughter’s perturbed expression. “Is something wrong, dear?”

“N-nothing!” Pumpkin stammered out a little too quickly. Her body visibly tensed as she tried to put on her best smile.

It wasn’t really convincing.

Cup Cake raised her eyebrow at that. “Honey, you know you could talk to me about anything you want, right?” the blue mare said.

“Y-Yeah, I know. Thanks, mom. If I need to ask something, I’ll-uh ask you right away!” Pumpkin said again in the same tone.

Cup Cake’s children had never been good at lying, but she decided not to press the issue for now. If her little angel wanted to tell her something, she will do so in her own time. With a dismissive huff, she turned back to what she was doing.

Pumpkin, relieved that she had somehow dodged the bullet, walked into the storage room to procure a mop and a bucket and she walked into the bakery proper to begin her task of mopping up the place.

An uneventful hour had passed as she did various other menial tasks around her home. As she was putting the cleaning appliances away, she noticed the table that she her father had been sitting with Aunt Pinkie Pie earlier that day. The feelings and thoughts that were swirling around in her head just didn’t make any sense. Why was she feeling this way? And why is it that she couldn’t help but squirm whenever she thought about her father? No stallion had ever made her feel this way.

She made her way up the stairs. It was now close to her usual bedtime. She decided that maybe she could read a chapter or two of that new novel that she had been reading before she went to bed.

As she climbed up the stairs, she could feel a slight breeze in between her legs. She froze mid-step, shuffling and rubbing her inner thighs to try and deny the truth. Finally, moved her hand under her skirt, and to her dismay, felt the absence of her underwear. She blushed heavily as she realized that she must have been so preoccupied with her thoughts that she must have forgotten to put it on.

Must’ve left it in the bathroom, she thought to herself. She changed her destination, intending to retrieve her unmentionables.

When she reached the doorway to the bathroom, she paused as she heard some shuffling coming from inside. She crept up to the corner of the threshold, and peered inside through a crack in the doorway. Pumpkin’s eyes widened in shock.

She saw her father, standing in the middle of the bathroom, slowly stroking his large dick. She watched, as if in a trance, as her father made lap after lap of stroking his long thick phallus. His dick oozing out an unreal amount of pre cum as it travelled towards the bathroom floor. Her nose tingled as she could pick up the strong, musky scent of stallion. She felt disgusted, but it was like watching a train wreck about to happen. She knew it was going to be bad, but she just couldn’t tear her eyes away.

Her gaze slowly travelled upwards, and her breath caught in her throat. A blanket of ice making her heart stop. In her father’s hands, were her panties, with cute little teddy bears on them. He held it close to his face and was taking long indulgent whiffs of it.

Her tail twitched, and her whole body started shivering at the thought of her father masturbating to her scent. She felt something press against her marehood and, to her horror, had been her fingers that had moved on their own. As much as she wanted to protest, she could not fight the unbearable heat that had overtaken her body.

She reached under her skirt again, rubbing her soft pliable pussy lips. She bit on her other arm to muffle her moans. Why was she so sensitive? Unable to wait any longer, she pushed her fingers in slowly, her lower lips parting with a soft squelching sound due to how wet she was, and a steady stream of her juices trickled down her inner thigh, matting her fur.

Her legs buckled, and she nearly fell over but caught the doorframe in time, but in doing so had made noise. Panicking, she pulled her skirt down and ran back to her room as quickly and as quietly as she could.

Carrot smiled indulgently as he took another whiff of his daughter’s sweet scent. It was fun and all, but it was nothing in comparison to the real deal. He continued taking long whiffs of her daughter’s panties while stroking his dick. At the corner of his eye, he could see her daughter peering at him through the crack in the doorway, thinking that he hadn’t noticed her.

It was cute.

She stumbled and ran away suddenly, leaving Carrot a little disappointed. He was still happy that his daughter enjoyed the little show that he had put on for her.

Pumpkin Cake had immediately changed into her pyjamas and gotten in bed. She wanted to cry. What was happening to her? All she wanted to do now was to sleep. She closed her eyes, preparing herself for a night promised with fitful sleep, before she heard the door creak. She turned around, and breathed a sigh of relief as she saw her mother.

“Hi Pumpkin,” her mother greeted her with a smile.

“Hi mom,” Pumpkin said as she moved to a sitting position.

“Listen, honey,” her mother began in a caring tone. “There’s obviously something that’s troubling you. Do you want to talk about it?” As she said that, her mother made her way to her daughter’s bed, and sat down next to her, putting a comforting arm around her waist in a semi hug.

Pumpkin leaned into her mother, but didn’t say anything at first. How could she say it though? There were so many unanswered questions, but she felt that if she held on to them any longer her head might explode.

“Okay,” she replied simply to her patient mother. “I just-... just…” she trailed off.

“Yes…?” her mother asked expectantly.

“J-just… I’m just so confused!” she blurted out suddenly, making her mother recoil slightly. “Yesterday I told you that daddy was kissing Aunt Pinkie Pie, and I had stayed at a friend’s place because I was scared to come back home, but then when I did, you looked like you didn’t have a care in the world while daddy was kissing Aunt Pinkie Pie in the back!” she said out of breath.

“And then all the other weird things that’s been going on! Suddenly, I can’t think straight, and all I could think of was dad as a… as a…” she trailed off again.

Her mother hugged her a little tighter as some tears started pricking the young pony’s eyes. “As a mate. It’s so wrong in so many ways, but just the thought of him is making me so hot…” she looked up at her mother pathetically. “Am I a bad pony, mom?”

“No, sweetie. You’re not. And don’t even think that you are, even for a second,” the blue mare stated resolutely.

“B-but normal ponies s-shouldn’t have thoughts like-” Pumpkin was cut off as her mother shushed her gently.

“It’s okay, my little Pumpkin. You only have thoughts like that because you love your father.”

“B-but isn’t that wrong? What about Aunt Pinkie Pie?”

“Your father loves us all very much, and we love him very much too. Physical contact is the ultimate form of showing one’s love to another,” her mother said with a soft smile.

Pumpkin was getting a little uncomfortable with the direction of the conversation. “Are you telling me t-that it’s okay to have dirty thoughts about d-dad?” Pumpkin asked in a quivering voice.

“No, Pumpkin,” said her mother, which earned a confused glance from her daughter. “I’m saying that it’s okay to show just how much you love your father.”

Pumpkin’s eyes went wide at her mother’s words, and she truly thought her ears had stopped working for a minute. Her mother giggled at her expression.”B-but I thought-”

“What other ponies say don’t matter, sweetie. As long as we do it because we love each other, then it’s fine,” her mother said as she cupped her cheek.

“It’s true,” came a voice from her doorway. Her head whipped around, seeing her father standing there. “Just remember that we both love you very much Pumpkin, and I’d definitely love to show you just how much I love you.”

He pulled down his pants, revealing his long dangling phallus which was mere inches away from her face due to her seated position.

Her mind went numb at the sight before her, and all she could do was stare at it in shock. Taking her cue, Cup Cake guided one of her daughter’s hands to the base of her husband’s cock. “It’s alright, honey. Let mommy show you how it’s done.”

With that, she leaned in, taking the first few inches of her husband’s cock in her mouth, and bobbed her head a few times, before pulling back with a small pop. “Now it’s your turn,” her mother said as she pointed the phallus towards her daughter. Her heart beat in her throat. What was she supposed to do?! This was all so sudden!

Hesitantly, she leaned in towards her father’s cock. The phallus was glistening in the moonlight in a mixture of her mother’s saliva and her father’s pre cum. The unmistakable musky smell of raw stallion pervaded her mind, making her inner animal instincts kick in, and she felt her mouth begin to water a little at the sight.

She licked her father’s flat cockhead, gathering some of his pre cum on the surface of her tongue, and found that she quite liked the taste. She leaned her head in further, her lips forming a seal around Carrot’s throbbing dick as she tried her level best to give her father a clumsy blowjob.

Cup smiled at her daughter. She had a lot to learn. Gently, she placed her hand at the back of her head, and slowly applied pressure, pushing her daughter to swallow more of her husband’s dick.

Pumpkin gagged slightly, and tears started forming at the edges of her eyes as she gradually took more and more of the length inside of her mouth. Cup Cake,satisfied that her daughter was doing okay, snuck up from under her as she worked Carrot’s balls, lapping and paying attention to each orb as she dragged her tongue across the sensitive area.

Carrot groaned heavily as he felt himself being worked by the two most important mares in his life. With Pumpkin deepthroating him, making cute little glk glk glk sounds as she reached the base, while his wife tenderly licked his scrotum, and sometimes took a few swabs at the base of his dick.

The sounds of moans and gagging filled little Pumpkin’s room as she slowly lost her senses in her motions in coaxing her father’s seed out. Her nimble tongue working overtime to lap at the underside of her father’s crotch. She barely gagged anymore, despite the intruding phallus poking her at the back of her throat. She couldn’t taste his pre cum anymore, which was a little sad, but to prove that you really loved someone, sometimes you had to make some sacrifices.

Her mother pulled her back suddenly, and Pumpkin whinnied in disapproval. Her eyes were half lidded, heavy with desire, and a small amount of drool mixed with her father’s pre cum trailed down her mouth.

She panted heavily as her mother removed her pants and was completely laid bare before her father. A surge of arousal raced up his spine at the sight before him, making his dick twitch, a thin translucent liquid trailing from the tip. Pumpkin could barely think, her mind a cloudy haze of muddled thoughts laced with desire. All she could do, all she wanted, was for her father to put that thing, inside her. She moaned impatiently as each agonizing second ticked by, squirming as her swollen lips literally leaked from arousal.

Her mother moved in front of her father, and aligned his dick to her slick entrance. Her lower lips quivered in anticipation as she felt her father’s flat cockhead press up against her, poised to penetrate.

In one swift motion, he plunged forward. Carrot’s eyes crossed, and he started seeing spots as his dick was enveloped in her snug, silky walls. He buckled over, but managed to catch himself quickly before he landed on her daughter. She looked at him with half lidded eyes that were completely glazed over. Tears formed in her eyes as she felt herself being penetrated for the first time. She whimpered and panted, her chest heaving in shaky breaths. Carrot leaned in, until his face was mere inches from Pumpkin’s, and whispered in a voice thick with lust. “I love you.”

Pumpkin gave no sign of response as he closed the gap between their mouths, his agile tongue explored her mouth with wanton abandon.

During the kiss, Carrot started pulling back, her velvety walls started clamping around Carrot like a vice as he tried to do so. Pumpkin’s eyes rolled to the back of her head as she let loose a breathy moan, knots forming in her stomach that ached deliciously so.

The friction from pulling out of Pumpin was too much for her to bear, and she came, her femmejuice spurting out of her drooling cunt. Her body spasmed as her orgasm rocked her body, and a few errant sparks shot out of her horn. She moaned in ecstasy as she felt her mother’s tongue roughly brushed against her clitoris.

He pushed in, plunging himself into her velvety walls again, earning a loud slap as their hips smacked against each other. Pumpkin’s mind was jumbled mess. She had never been so full in her life!

Carrot repeated his motions again and again, pulling himself out until his medial ring, before burying himself inside his daughter again. He never thought that she could feel so amazing! He gasped, his own chest heaving as his thrusts increased at a fervent pace. His hands moved near Pumpkin’s waist, holding himself upright as the danger from passing out from the mind numbing sensations proved to be very real.

With each thrust of Carrot’s hips, Pumpkin would let out the most adorable squeak, egging him on further. The room reeked of their combined love making and Carrot knew that he was getting close.

Carrot felt his balls contract in the familiar sensation of an oncoming orgasm, and it him like a train. With a loud guttural groan, father and daughter came together. He hilted inside her one last time, the impact reverberating throughout Pumpkin’s body, her eyes rolling back as she screamed.

Carrot came deeply inside her, filling up her womb with his hot sticky love, and coating her heavenly walls in his essence. Pumpkin was burning up. She had never felt anything like it before. Her mind became a complete blank as she completely lost herself to her most intense orgasm of her life.

After what seemed like an eternity, Pumpkin came down from her high, utterly breathless. she felt her father’s semi hard dick throbbing within her. She shifted her body, feeling her father’s cum sloshing around.

Before she passed out completely, she smiled and whispered, “I love you too.”

Author's Note

Blargh.

Chapter 4 [Pound Cake]

A cream colored pegasus soared through the bright blue skies of Ponyville, his brown mane whipping wildly in the wind. His wings flapped at a fast, but measured pace as he gradually made his way to the center of the quaint village, exchanging quick greetings to other fellow pegasi that were meandering about.

His wings flared out, catching the updraft as he slowed his momentum and descended, angling his body a little higher, before landing roughly in front of Sugarcube Corner, kicking up a small cloud of dust. He coughed and dusted himself off. Pound Cake smiled an excited smile as he was finally back home. Being away in flight camp was fun and all, and he had constantly reassured his mother that he was perfectly okay in his letters, but the truth was was that he had missed home terribly, and that he had been looking forward to his return for the past couple of weeks. Nevertheless, he hadn’t regretted the time he had spent at flight camp.

With an excited little hop in his step, he pushed through the front door, his blue knapsack jostling merrily as he did. His ears flicked happily as he heard the familiar jingle of the bell as he entered the bakery proper. Sunlight filtered through the many windows, bathing the space in a comforting and welcoming light. The smells of the sugary goods was heavy in the air, and Pound took a long deep breath of the familiar smells.

It must be a slow day, thought Pound bemusedly, observing the fact that there was nary a pony to be seen. It was alright with him though, because he could use some peace and quiet rather than the usual hustle and or bustle.

He took a couple of steps before he heard some voices off to his side, and he turned to see his father… talking to Princess Cadance! Pound did a double take, his eyes widening and his eyebrows crawling up his forehead.

He blinked a couple of times, making sure that his eyes weren't playing tricks on him. Princess Cadance and his father seemed to be engaged in a friendly conversation, though Pound couldn’t really make out what was being said, it seemed that the two were chatting rather amicably. He was struck with a conflicting thought. Should he approach his father and say hello, or should he just wait until he was done talking to the princess? And was his eyes playing tricks on him again, or was the princess… blushing?

Before Pound could think about it any further, he heard a rather familiar voice that called him, “Pound, honey.”

Pound Cake turned around, spotting his mother behind the counter. She was wearing a simple blouse and skirt… which was odd. Pound knew for a fact that his mom would never wear skirts. Then again, ponies could always change the way they dress. This further emphasized the point that he was gone from home for way too long. A big smile tugged on his lips, and he strode towards her, his previous thoughts forgotten. “Hi mom!” he said in exuberance, wrapping her in a hug as he stepped around the counter.

“Pound, oh! I’ve missed you,” Cup Cake said, overjoyed as she returned the hug. She smiled warmly, her pink eyes looking down at him.

“I’ve missed you too, mom.” As Pound held his mother closely, he could smell the perfume that she usually wore, which smelled like lilies. He inhaled the familiar scent, bringing calm and serenity to his mind. If you couldn’t tell, Pound loved his mother.

He felt her hugging him… for a little too long. Even for a mother/son. He let her go, hoping that she would take the hint and release her hold, but she merely held on to him longer. As Cup Cake held her son in her arms, Pound thought, Wow, she must really miss me!

Instead of pulling away, he allowed her to continue. Things however, got a little uncomfortable for Pound. One of his mother’s hands had found the back of his head. She had initially ruffled his mane, but was now applying a small amount of pressure at the back of his head, and Pound slowly found himself sinking into his mother’s… bosom.

Realization creeped into his mind, and his cheeks lighted up in a hot blush. His eyes widened, and his wings nearly flared out. Slowly but surely, he was sinking into the crevice of his mother’s heavenly breasts…

“Mmmmm!” came the cream colored pegasus, whose head was almost completely buried in the two mountainous orbs. His mother released her hold on him, and he gasped for air. Sweet merciful Celestia! thought Pound as he inhaled the air around him like it was the last drop of water in a barren wasteland.

He turned to his mother, his hand scratching behind his mane as his mouth opened up into a sheepish smile. His mother smiled knowingly at the display, and merely said, “Sorry Pound. I was just so happy to see you.” With a smile, she continued, “Your sister’s in the kitchen. You should go see her.”

With a wink, she turned back to do… whatever it was she was doing. Pound was too flustered to care at the moment, and he’d take any excuse to get out of the awkward situation. He entered the back, and leaned against the wall, trying to calm himself. His heart was beating like a drum, and his ears felt like they were on fire. Other than that, he was perfectly fine. He took deep breaths, and continued doing so for a solid minute, until he finally felt calm enough.

He folded his wings. He couldn’t believe that he would lose control of them like that! And to his mother no less. He folded his ears in shame, his mouth turned into a self admonishing frown. Well, he thought to himself sourly. I guess I should go see Pumpkin now. He brightened up at the prospect. If anyone could make him feel better, it would be his oldest and dearest friend!

He marched into the kitchen. “Hey Pu-” his words died in his throat at what he saw. It was his sister all right. She was bent over the counter, probably doing the dishes, but Pound’s focus was on something far more interesting.

Her back was arched not unlike a cat, her rump sticking out in a rather compromising situation. She wore an extremely short red skirt, her tail was straight up, lifting her skirt ever so slightly and giving him an unobstructed view of what lied underneath. Pound’s eyes followed the two globe like pieces of pliable orange flesh, that waggled to and fro to the humming that came from her mouth. Her tail swished to and fro, teasingly giving sneak peeks to the perfectly plump, supple pussy that lay nestled between the two perfectly round ass cheeks, that were just begging to be poked and prodded. She wasn’t wearing any panties, Pound noted.

All the blood seemed to have drained from his face, and the rest of his body, instead travelling painfully quickly to another part of his body, making his pants feel uncomfortably tight. It must have been the lack of blood to his brain, because he could not tear his gaze from his sister’s backside, despite all the alarm bells going off, which got quieter and quieter with each passing second.

“Pound?”

Pound Cake snapped out of his daze, and looked up, instantly making eye contact with his sister. Her head was turned sideways, her clear blue eyes staring straight into his. Oh shit! he cursed inwardly, practically his entire face red with embarrassment. He had been caught, and he knew it. Her gaze then travelled downwards, and he looked to where she was looking and found, to his horror, that he was sporting a rather impressive erection. During his perversion, Pound had not noticed that his pants were getting increasingly tighter.

In a blur of feathers, he was gone.

Pumpkin giggled to herself. She was glad her brother was home…

Stupid. Stupid. Stupid. Pound admonished himself for the umpteenth time. The cool water beat pleasantly on his face and body, but it did nothing to quell the uneasiness that was niggling at his heart.

Shortly after the embarrassing display, Pound had decided that an ice cold shower was what he needed to cool off. So there he was, standing underneath the shower head, but with an erection that still refused to go away.

Pound scowled, his ears laid flat on his head and his wings drooped, almost touching the bathroom floor. She definitely saw, Pound thought to himself. She’s going to think I’m some kind of perverted monster. He sighed heavily. How am I going to make it up to her?

Minutes passed as he tried various shower activities. He tried humming, and even shampooing his mane! He looked down, his face twisting into a mild snarl at his persistent erection. He couldn’t help it. Whenever he closed his eyes, Pumpkin’s plump, juicy butt would fill his mind. The way it swayed, the way one ass cheek would rub against the other as she walked about in place...

Pound let out a small grunt as he felt one of his hands had wrapped itself around his stiff member. He let out a small, pathetic whine. He didn’t want to do it, but he needed to. Sighing once again, he decided that he would do it, just this one time, if only to get that image out of his head.

He bit his lip, and began stroking his turgid cock. His sister came to his mind. She was bent over the sink, like the last time he saw her, but instead of turning tail and running, he approached her. He would grab her ass cheeks roughly as she yelped, squeezing and kneading them with force.

He would flip her skirt, the hem resting on the small of her back as he would then move her tail out of the way, before lining up his member against her sopping wet entrance…

Pumpkin… he moaned as his masturbation intensified. His breathing became more labored, and his face was heating up. She would squeal adorably as he entered her, before calling out his name in pure ecstasy as he continued to bury himself inside of her…

“Pound?”

Pound’s eyes snapped open at the sound of his sister’s voice. “I heard something in there. Are you okay?”

“I-I’m fine!” Pound replied with a little shrill.

“Are you sure? You sounded pretty sick…”

“I’m fine,” said Pound insistently. “Go away!”

There was a pregnant pause, the only sound coming from the running water. Then Pound heard the pitter patter of retreating footsteps. He sighed in equal parts relief and frustration. He didn’t know if he should be glad or upset that he wasn’t able to finish. Either way, his erection had died down, so he had accomplished what he had set out to do.

Huffing in annoyance, Pound stepped out of the showers, towelling himself off as he made to put on his clothes…

Pound laid on his bed under the covers. The moon had barely risen above the horizon, but he had decided that he would go to bed early. The curtains were drawn, but it did little to block out the last remnants of sunlight that still lingered in the twilight.

He decided that if he was going to get called for dinner, he’d just lie and tell everyone that he wasn’t hungry. He was not a big fan of fibbing, but he would rather not see his sister again and risk embarrassing himself even further.

He tightened his grip around his bed sheets, and burying himself further in the downy confines of his bed, closing his eyes and willing himself to sleep. With so much on his mind, it proved difficult to do so, but after almost an hour of tossing and turning, his body finally shut down.

Sip.Slp.

Pound’s ears swiveled instinctually, curious of the peculiar sound.

Slp.Schlk.

There it was again, but louder. Groaning, Pound opened his eyes blearily, blinking away the sleep. At first, everything was it should be, and Pound couldn’t see anything out of the ordinary, until he noticed a rather large lump under the covers in between his legs.

In a panic, he grabbed the bed sheets and threw it off of him, and his eyes popped open at what he saw.

He was greeted by his sister’s soft blue eyes, staring at him lovingly… and the tip of his cock resting on her tongue.

“Pumpkin?!” Pound blurted out, his mouth wide in disbelief, his pupils the size of pinpricks.

“Yes…?” Pumpkin responded innocently.

Slp.Slrk.

Pound groaned involuntarily, his head turned to the ceiling, his back arched as he felt her sister’s soft lips suckle at the very tip of his dick, right where the pre cum continued to leak.

“Wh-*grunt* what are you doing?!” Pound asked in between breaths.

“Sucking you off,” Pumpkin replied casually. Pound stared, bewildered at how his usually shy and demure sister responded so brazenly, as if she was stating the weather.

“W-why?”

“Because I missed you, big brother, and I heard you calling out my name in the bathroom.” Pound’s ears folded in shame, and a furious blush ignited on his face. He turned his head away, and tried looking anywhere but the filly in front of him.

Slk.Schlrp.

“We s-shouldn’t be doing this… we’re brother and s-sister,” Pound said.

“Do you want me to stop?” It was a simple question, one that Pound should know the answer to, but his throat went dry. He looked at his sister again. Her big blue eyes that had always stared at him with love and adoration. Her long luscious eyelashes. Her small, soft lips that he admittedly imagined kissing before.

He had a crush on his sister for a while now. He couldn’t help it! Besides being one of the prettiest filly in Ponyville, he knew her the most. They had shared everything when they were growing up, and she was honestly and amazing pony --And Pound had fallen for that

Slp. Slrk.

Pumpkin continued her ministrations, oblivious to Pound’s internal conflict. She continued her teasing, only suckling the very tip of Pound’s dick, greedily lapping at the pre cum that oozed out. “I thought so,” she said as she received no answer.

Her eyes grew half lidded, and a smile grew around her mouthful of her brother’s cock. Pulling her head back and releasing the cock between her lips with a soft pop, she said, “Don’t worry big brother. Why don’t you let me take the lead for once.”

She placed her hands on Pound’s thighs, and gently pushed them apart as she shimmied closer. She opened her mouth, giving Pound a view of her pearly white teeth and her long, wet tongue, before closing them around Pound’s cock once more, this time taking in a a couple of inches.

Pound hissed in pleasure as he saw more and more of his phallus disappear into his sister’s maw. His muscles became tense as his heart rate soared, his wings flaring out uncomfortably.

More and more of his member was slowly devoured by Pumpkin’s warm, wet mouth, until her nose bumped against Pound’s pelvis. She gagged, but fought the urge to pull back.

Pound arched his back at the pleasurable sensation of his sister’s throat gagging around his protrusion. He groaned loudly.

His sister pulled back, and Pound feebly attempted to thrust back into her, yearning for that feeling again, but she kept him in place with her upper body weighing down on him. “Don’t tease me like that, Pumpkin,” Pound whined

Pumpkin merely hummed, sending tingling vibrations around his member. His cock twitched.

Without warning, she dove back down, swallowing Pound’s cock entirely. The suddenness of her movement caught Pound by surprise, and he moaned loudly. She kept up with her movements, bobbing her head quickly on his meatpole, her hair bouncing in tandem with the movement of her head.

Slp. Schlrk. Schlurk.

Pop!

“You like that, big brother?” Pumpkin said seductively, nuzzling his cock, to which Pound could only nod dumbly. It was all he could do amidst the sea of pleasure. She turned her head sideways, licking his shaft, travelling upwards until she reached the top, before giving the tip a little flick.

He cupped Pumpkin’s cheek, and stroked it lovingly. Things were happening a little too fast for his taste, but he couldn’t complain. He was just glad that his sister felt the same way.

At the corner of his eyes, he caught a small flash of blue, and he turned up to see what it was. He froze, his eyes widening as he felt his heart stop. Standing in the doorway, was his mother.

“Mom!” Pound yelled in a panic. He fought frantically for a valid excuse to what he was doing. Perhaps it was just a m-mistake o-or…

“Unf” Pound groaned involuntarily. To his horror, Pumpkin had not stopped her blowjob, and was instead going even faster! Despite his mother's eyes on them, he wouldn’t be able to hold back for much longer.

“P-Pumpkin…!” he tried to warn her, but it was too late.

Hot gooey liquid burst out of Pound’s dick, immediately hitting the back of Pumpkin’s throat. Her cheeks puffed out due to the sheer volume. Her eyes widened in alarm, and she swallowed urgently. Gulp after gulp, she swallowed her brother’s hot, thick load that spilled from his wildly twitching dick.

After what felt like an eternity to Pound, his orgasm came to an end, the last few weak spurts dribbling out of his phallus, which was quickly lapped up by Pumpkin. He looked to his sister, and saw that despite her best efforts, she could not swallow all of his seed. Her face was practically coated in the white substance, and some of it even managed to get in her mane.

She licked her lips. “Wow Pound. That was a lot,” she said, impressed.

He was really in for it now. Despite the post orgasmic bliss he felt, he knew that he was in for a whole heap of trouble. He clenched his eyes shut, awaiting his mother’s judgment. He waited, and waited, and for a time, no one said anything.

“My, my,” came the voice of his mother.

Pound opened his eyes, staring at his mother in confusion. “That was amazing, Pound,” said his mother appraisingly, before turning her attention to Pumpkin, and said, “Mind if I get a taste, sweetie?” Before Pound could process her choice of words, his mother leaned in and began cleaning his sister’s face… with her tongue.

Pound sat utterly paralyzed at the sight. Cup Cake began by kissing Pumpkin, whom returned the kiss without hesitation, her mouth opening wide and welcoming her mother to explore her previously violated oral cavity.

Their lips meshed together as her mother’s tongue slipped inside, roaming around the inside of her teeth, before finally meeting her tongue. Cup Cake gently closed her lips on Pumpkin’s tongue, noisily sucking on it to get to any semen that still lingered on it.

She pulled back, multiple strands of spittle and semen connecting their lips. They shimmered in the small amount of moonlight that filtered through the window, before breaking apart. Then Cup Cake moved on to the rest of her face, licking her cheeks, eyes, and nibbled on her neck a little, coating her orange fur in a healthy coat of saliva, before coming back to her mouth and sharing her spoils.

They kissed passionately, a blush on both their faces as they moaned into each other. A few passionate minutes later, they broke apart, and his mother turned to face him, and said, “You enjoyed that, sweetie?”

Pound snapped out of his trance, and looked down to see his member, stiff and ready to get yet again.

Cup Cake pushed her daughter on to her back, eliciting a surprised giggle from the young pony, before looking back at her son and fixing him with sultry eyes. She rested her head on Pumpkin’s lower stomach, her mouth mere centimeters from Pumpkin’s snatch. Using her fingers, she spread open her daughter’s labia, the lips parting and her wetness causing an intricate webbing of sorts, causing a groan to escape Pumpkin’s lips.

Pound’s nostrils flared at the overwhelming aroma of her arousal, snapping him out from his state of shock, but was soon overcome by an overwhelming lust. A lust for his sister.

Like a moth to a flame, he was drawn to the fire, and that fire was his sister’s dripping wet, slit. She winked. She winked for him, her clit poking out cutely at the top. She was wet for him, and only him, and he would do his damn best to honor that.

His lust overtook his initial shock of the situation. Questions such as: Why was he going to have sex with his sister? Why was his mother letting him? And most importantly, why is it so hot seeing his mother licking Pumpkin’s clit, and Pumpkin quivering whenever she did so.

Yeah, those questions can wait. Right now, there were more pressing matters that needed to be addressed.

Pound was shaking. He was about to lose his virginity, and to his sister no less! Somehow, deep within him, he knew he wouldn’t have had it any other way. He crawled over to his family, the bed creaking softly. The room was silent, as if everything stopped just to witness the taboo act.

He stopped in front of his sister, his body positioned in between her spread legs. With trembling hands, he guided his painfully throbbing member to his sister’s hole. He missed, his pole sliding upward and roughly brushing against Pumpkin’s clit, eliciting a moan, loud and needy in nature.

His mother tsk’d, the sound making him recoil back in shame reflexively. She smiled. She gently grabbed Pound’s dick, her hands felt like the smoothest of velvet, and aligned him to his sister’s entrance. She then used her other hand to spread her daughter’s lower lips, so all Pound needed to do was thrust.

Pound had such a good mother. She was always there to help her children in need.

Pound did just that, his member sliding in easily, his sister’s tight, moist walls wrapping around his member and sending his mind into bliss. Pound grunted. Pumpkin squealed. Their mother congratulated them.

Happy tears formed in Pumpkin’s eyes as her body felt weak, demanding Pound to take charge, to take her and dominate her, and Pound was only so happy to oblige. His eyes shone with a fire that would not have been misplaced in primitive Equestria.

His goal set into making the mare beneath him his, he grabbed her by the haunches, before pulling back and pushing back in roughly, generating a loud slap as their his met in coitus bliss. He was rewarded with a breathless squeak from Pumpkin, and a sound of encouragement from his mother.

He pulled back, his sister’s wetness completely coating his shaft, before ramming back home again. Pure instincts driving him as he started pounding into his sister’s cunt.

Slap.Slap.Slap.

“Pound…” she hissed sharply into his ear, conveying to him how much she was enjoying this. Her voice sounded strained, like she was in pain, but the truth was was that the mind numbing pleasure that came with it more than made up for it. The corners of her vision darkened and spots began appearing as brain tried to keep up with her body.

Slap. Slap. Slap.

Pound could feel his balls contract in the tell tale signs of his climax, and from the look on his sister’s face told him that she wasn’t far behind. The other mare in the room was pretty much ignored as the two copulating ponies increased their pace. Pumpkin dug her fingers painfully into Pound’s back, eliciting a grunt that was feral in nature.

Slap.Schlck.Shclk.

The sounds grew wetter and more lewd. Pumpkin wrapped her legs around Pound’s waist, restricting his movement’s, so Pound could only thrust into Pumpkin in short, rapid thrusts. It was all the same to Pound. He couldn’t last much longer anyway.

“Pumpkin!” he screamed as he reached his climax. His face scrunched into one in pure ecstacy as he emptied his load into her. He had tried to pull out, but his sister’s legs had held him firmly in place.

His hot spunk filled her womb, and Pumpkin screamed and thrashed underneath his larger frame, sputtering and drooling as her eyes were unfocused, as she felt her very being being lit on fire.

She had came too. Several times, in fact. Her juices squirting out in a jet, coating Pound’s empty balls with her nectar.

Finally, with juices seeping out of her abused folds, they collapsed, Pound on top of Pumpkin.

“Well done, kids. I… am… so proud… of you…” was the last thing Pound heard before sleep took him.

Author's Note

Poundkin

Intermission Pt. 3

The sun was high in the sky, shining its warm light onto the ponies in the quaint village of Ponyville, and most of the residents were outside to enjoy it by either having a picnic with their friends and family, or simply milling about the town square.

That was not true for Carrot Cake however, as he had a bakery to run! He sighed wistfully, a little sad to be missing out on such a beautiful day. It was a slow day for the bakery, with the only thing that kept him busy were a handful of ponies coming in and out of the shop, and the joyful cries of children outside the only sound that accompanied him besides the dull, calculating ticking of the wall mounted clock.

He flexed his arms, and with a flick of his wrist, he summoned a glass of water from thin air. His powers had been growing stronger ever since his discovery of it, to the point where he was able to do magic that supposedly only unicorns could do.

He was glad of it, of course, but he hadn’t had much opportunity to test it out due to the fact that he did not want to arouse any suspicion. That would be bad. He took a sip from the cup, the cool water feeling heavenly as it travelled down his throat.

Finishing the last few drops, he tossed it over his shoulder, where it smashed against a wall before the bits of glass dissipated into nothingness.

So far, his day had been rather boring. He idly contemplated on closing shop and having his way with his daughter again, but he dismissed the idea, going with the thought that he should not spoil himself.

Since her indoctrination, she had gone through a rather noticeable change in her behavior. For example, she was not nearly as shy and reserved as she usually was. On the contrary, she took every chance she had to tease her father, wearing extremely short skirts with no panties, batting her eyelashes, and would pounce on any excuse for physical contact.

It was a welcoming change though.

The bell on the door jingled, and, lo and behold, Cadance, the princess of love walked in. Carrot’s eyebrow raised curiously, wondering what someone like her was doing in his modest bakery.

It was fine with him, of course, as he smiled deviously. It was widely known that the princesses of Equestria, besides having the most authority, are the most attractive ponies in all of Equestria. She wore a simple pink dress, which barely covered her knees. She also wore a white belt that fastened around her midsection. It was simple, yes, but still elegant, the garment hugging her curves in all the right places.

Letting the door close behind her, she walked towards him, most likely with the intent of purchasing something. Carrot put on his most welcoming smile, and said, “Welcome to Sugarcube Corner. How may I help you?”

She returned his smile with her own, her lips curving upward in a friendly, but polite manner. “Can I have two lemon surprise muffins, please?” said the mare as she placed her hands on the counter, partially leaning against it.

“Of course,” Carrot said, the smile never leaving his face. He had to be friendly to the customers after all! “Just wait one moment,” Carrot said as he bent down to retrieve the item from the display counter.

Taking it out, he delicately placed the sugary treat in a brown paper bag, and placed it on the counter. “That’ll be six bits.”

The princess already had her coin purse out, and she fished out the aforementioned amount of bits and handed it to Carrot, to which he accepted gratefully.

Cadance was about to reach for her purchase and leave, but not before Carrot said, “Won’t you stay for a moment and chat? It’s a long day, and I could offer you a milkshake. It would be my treat,” said Carrot good naturedly.

While he thought the princess wasn’t looking, he took the time to admire her lithe, but well-curved body. From her delicately defined features to her long legs. A stallion like him would have no chance with a mare like her, of course, but there was one factor that needed to be taken into account.

She pursed her lips in contemplation. After a couple of moments, she said, “I don’t see why not.”

Over the course of the next couple of minutes, the two ponies talked about various topics. During their conversation, Carrot had learned that she was visiting Ponyville with her husband, Shining Armor, in order to spend some much needed quality time with her sister-in-law.

“And that’s why I’m here in Ponyville,” she concluded with an easy smile, sipping on her milkshake the stallion had gotten for her.

“Interesting,” said Carrot. He knew everything he needed to know already, of course. It seems that the muffins that she had purchased was meant to be shared with her extended family, and she was expected to be back soon.

If he was going to make his move, he needed to do so quickly. He snapped his fingers, the sharp cracking sound ringing loudly.

The effect was immediate. Her eyes grew unfocused and her shoulders slumped, her posture noticeably smaller. Thankfully, the only other ponies in the bakery besides him and the princess were his wife and daughter.

This was going to be good. It was immoral, unethical, yet exciting... He was going to sample her.

“Come with me,” said the stallion as he got up from his chair and made his way to the back of the bakery. Wordlessly, Cadance followed suit, albeit a little sluggishly. They arrived at the back of the bakery, turned a corner and into the kitchen, where Carrot turned around suddenly and pushed Cadance against a wall.

He grabbed the two straps of her dress on either side of her neck, before gently pulling them down to reveal her bright pink breasts. Cadance didn’t protest, as she was too busy staring at a particularly interesting spot on the opposite wall, an empty look on her face.

The top half of her dress hung loosely on her frame, the white belt around her waist the only thing preventing it from falling, leaving the upper half of her body completely exposed.

Carrot began his work, grabbing the two round fleshy orbs in his hands, groping them. “Hi daddy,” came the voice of his daughter.

“Hi sweetie,” he replied, not pausing in his actions.

“Is that princess Cadance?” Carrot snorted at her rather obvious question, but didn’t say anything. “Can I play with her too?”

Carrot pursed his lips, pausing only for the slightest of moments, before he shrugged and said, “Sure, I don’t see why not.”

“Thanks daddy!” exclaimed Pumpkin, which brought a smile on Carrot’s face. He scooched aside to give his daughter some room. Carrot grabbed Cadance’s right breast, while his daughter grabbed her left one. He sucked on the princess’s tit, as did his daughter, the princess letting out an involuntary moan.

They suckled and licked, the princess getting more and more vocal as blood started rushing to her face. “Why don’t you check underneath her, Pumpkin?” he asked his daughter.

Without a word, Pumpkin bent down, until her face was level with the unfortunate princess’s crotch, before she reached underneath her dress. She smiled triumphantly as she successfully grabbed the waistband of her panties, and pulled it down, revealing her dripping slit.

“She’s soaked, daddy,” Pumpkin informed her father. It wasn’t like he couldn’t already tell, the pungent aroma permeating the room was sort of a dead giveaway, but he complimented her nonetheless.

“Good work, Pumpkin,” he said excitedly.

He couldn’t exactly get his hands on her just yet, as she was expected elsewhere, so he needed to be patient. At least he knew where she was staying now, as she had told him earlier in their conversation. Ponies were too trusting for their own good.

She moaned again, but this time not by his own doing. He looked down, and saw his daughter helping herself to the princess. “Pumpkin,” he said with a reprimanding tone.

Immediately, Pumpkin stopped, and pulled her head from between the princess’s legs. “Yes daddy?” said Pumpkin, her wide eyes staring at him as her muzzle was coated by the pink pony’s juices.

“We can’t have too much fun with her now. She’s needed elsewhere,” said Carrot.

Pumpkin sighed dejectedly. “Okay…”

Five minutes later, Carrot was waving at the retreating figure of the princess. She walked with a light blush on her features, her legs shuffling rather closely together as she returned the wave. As she slowly disappeared from sight, Carrot smiled devilishly. Tonight: Princess Cadance.

Author's Note

A little bit of setup.

Chapter 5[Engaging Royalty]

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 7[Fluttershy]

Carrot sighed heavily to himself. It was starting to get late, as evidence by the sun’s slow descent over the horizon. Carrot fanned himself a little with his green t-shirt that he was sporting, cursing himself because he knew that he had only himself to blame for the late hour. His mother and his wife had reprimanded many times for his procrastination, but never had he allowed them to sink in.

Sighing one last time, he knocked on the wooden door of a cottage that was located a little out of town. Hopefully she’s in, Carrot thought to himself before immediately regretting it for potentially jinxing himself. Well, if she wasn’t it, he supposed he could just let himself in and wait for her there. It would not really make a difference to him.

Passing through the trees that was dotted with dozens of birdhouses served as a reminder of how much of an animal lover Fluttershy was, and he wondered if they would get in his way at all. The bunch of animals that Fluttershy harbored were notoriously smart, especially the one bunny that Pinkie had told him about that was never far behind the yellow pony. It would definitely complicate matters as far as he was concerned, and the word ‘complicate’ was not a welcome verb in his dictionary.

Reaching into his jeans pocket, he fished out a tiny little scrap of paper to examine, and the word ‘Angel’ was scrawled in bright, pink letters. Carrot scoffed. How difficult could one rabbit be? It was the bear that had him the most worried. Indeed, when comparing a large, grizzly bear to a tiny bunny, it’s funny to think that someone would be more afraid of the bunny.

The door opened, but it was not who he was expecting. Standing at the entrance, was none other than Angel himself, looking none too pleased. One of his paws held the door open, but it was only a crack and it was almost impossible to get a peek inside. He had a paw on his hip, stamping his rabbit feet impatiently and gazing at Carrot with an annoyed look.

“Um,” Carrot said simply. He was at a lost for words. Carrot would never admit this to anyone, but he definitely felt a cold sweat form on his brow as he continued to stare at the bunny that only reached to his knee. Despite the difference in size, Angel bunny continued to glower at him, making him more and more uneasy.

He needed to get rid of this ‘thing’, immediately.

Click

His fingers snapped, but it didn’t have the results he wanted. Angel bunny cocked his head curiously, but otherwise maintained his miffed expression. Carrot mentally reprimanded himself. He did not count on his powers to not extend to animals too, but in hindsight, he should have seen it coming, or at least experimented a little.

Carrot had to say something, anything, to get rid of this little menace, but a voice from within interrupted before he could speak. “Angel? Who’s there?”

Angel winced, before begrudgingly turning around and making some elaborate hand gestures that would only leave Carrot perplexed.

“Then let him in, lease. It’s rude to leave a guest waiting outside the front door.”

More elaborate hand gestures followed, more insistent this time, as he argued, presumably against it.

“Then I’ll just greet whoever it is outside. I’m sure it’ll be fine.”

The door then opened wide to reveal the caretaker that was responsible for all the animals here. Angel looked like he wanted to protest, but the door closed on him before he could, and Carrot cheered a little inside. All he needed was a little alone time with Fluttershy.

“Hello, Mr. Cake. I didn’t expect you here,” Fluttershy said with a smile. “I’m sorry about Angel bunny, he just takes some time to warm up to ponies he’s never met before,” she said apologetically, before adding under her breath, “And then some.”

Carrot didn’t hear the last part, but decided not to pursue it. “That’s quite alright, Fluttershy,” he said, though he felt sorry for the yellow pony. Taking care of a bunny like that would no doubt be handful.

Fluttershy smiled again under that curtain of pink hair. “I hope you don’t mind, but the house is a little crowded right now. It was just lunchtime, and most of my animal friends are still inside.”

Carrot groaned internally as she said that. This is as complicated as it gets. He needed to think of a way so that they would not be interrupted. He scratched his head in frustration, his baker’s hat noticeably absent as he searched for it unknowingly as a source of comfort.

“Um…” Fluttershy interjected timidly, unsure if she should interrupt the perplexed baker.

A thought occurred to him. Of course! The answer was right in front of him. Fluttershy!

He lunged towards the yellow pegasus, eliciting an unexpected ‘meep’ from her, before he grabbed her face with both his hands. Holding her face steadily in place, he moved his own face just inches away from Fluttershy’s. Her heart was beating fast as the stallions face continued to move closer, just centimeters now, and she nearly passed out from the sudden exertion.

She was scared, terrified, even of the stallion that held her. She wanted to scream, or run, or do something, but the fear that gripped her heart paralysed her, and her feet would stubbornly refuse to move, firmly rooted to the ground.

Still stunned, he pushed a thumb into her mouth, which she opened absentmindedly. She wanted to bite down so badly, but Carrot’s gaze held Fluttershy’s firmly, draining her will to fight back. His eyes flashed red for a moment in a way that could not be perceived as anything but sinister.

His own mouth parted, and Fluttershy’s chest tightened as he moved in closer as if to kiss her. Never in her life did she think that her first kiss would be stolen, and by someone she knew fairly well either. His mouth moved closer and closer, until the slightest movement on her part would cause their lips to touch, feel his warm breath on her own tongue, and then, nothing.

For a while, nothing seemed to happen, until a black, formless smoke escaped from Carrot’s open muzzle, and entered Fluttershy’s. The feeling could not be described as one of comfort, but it was not entirely unpleasant. The sensation left Fluttershy breathless, as she slowly started to feel her body relax. Her eyes slowly rolled to the back of her head and she slumped over, seemingly lifeless.

Carrot also followed suit, standing lifelessly with a blank look in his eyes.

And then Fluttershy stirred, with a smirk that was alien on the pegasus’ features. “Perfect,” she hissed triumphantly.

“Just stay here,” she said to the lifeless form of the baker, before slipping inside her own home, where she was greeted by the sight of dozens of animals, big and small, and they were all staring at her.

“Hello,” she said, a sense of unfamiliarity in her voice that cause Angel’s nose to twitch suspiciously. He glared at her accusingly, demanding answers with his silent glare.

Crap, she thought to herself. She needed to try harder. Thinking, a whole slew of memories came gushing forth, her past and present, and dreams for the future, were all laid out to her. It was almost overwhelming as she fought to steady herself at this new barrage of information.

This is not going to help, she thought with a groan. She needed a way to get rid of all the animals in the room. Narrowing her search, she looked for ways to which best deal with a situation like this. Some way that would make all the animals listen and do as she says.

She found it, and the answer should not have surprised her. The only way that she could make all of her animals listen to her, Angel included, was through the use of her rather infamous Stare.

The thought alone brought forth a bevy of negative thoughts. Reluctance, regret, guilt, all mixed into a melding pot of horrible memories. It was clear that she hated using it, and only used when she thought that there was not an option anymore.

But I digress, the intruder in her mind supplied. This was what she needed! Carrot Cake had the power to control ponies, but Fluttershy has the power to control animals! This was the extension of her power she needed.

Smiling triumphantly, she dug deep within herself, and memories of the times of when she used the Stare came bubbling forth. She put those memories into action, opening her eyes wide, exuding an aura of authority.

Immediately, the animals folded their ears as they’re introduced to the Stare. Reduced to a compliant state, Fluttershy proceeded to give her commands.

“We have a guest at our door, and I would like all of you to leave for now,” she said with a tone that invited no argument. “Please,” she added as an afterthought, as her conscience would seemingly not stop bugging her if she didn’t.

They complied, even Angel, as they filed out the back door in a quick but orderly fashion. Before long, the room was cleared out and animal free. Smiling in satisfaction, she walked back to the stallion at her front door. Opening it, she expected to see the lifeless form of the yellow stallion, but nearly had a panic attack by what he was greeted with.

“Um, hello? Fluttershy?” the faux-Carrot asked.

‘Fluttershy’ gaped like a fish, too stunned to talk.

‘Carrot’ looked around, worried. “What am I doing here?” he said before his gaze fell on the sun that had descended over the horizon. “Good heavens, what time is it?!” he exclaimed, alarmed. “I need to get back to Sugarcube Corner! Sorry Fluttershy, I gotta ru-”

Click.

Carrot stopped dead in his tracks and nearly fell over from the momentum. His eyes, unfocused, stared at nothing in particular as his jaw fell, hanging loosely, a blank expression.

Fluttershy stared intently at ‘Carrot’, still trying to process what had happened. Many questions ran through her mind, but the main one was: If I’m over here, then who is over there?

Perhaps it was the remains of his consciousness from before? Or a split personality? He really didn’t stop to check when she last did this with Pinkie Pie. This was really unexpected.

She thought about it long and hard. After what seemed like hours, Fluttershy finally came to a conclusion. A delectably intriguing conclusion indeed. She closed the door on the motionless stallion, and made her way upstairs and into her room.

Entering it, she was greeted with sights that were alien to her yet incredibly familiar to her as well. It perpetuated a strange sense of deja vu that was mind bendingly bizarre. After taking a few moments to steady herself, she took note of this new/old room.

There was a simple, but comfortable looking bed against the wall, and a study located next to it. There was a fireplace on another side of the room, to which she guessed was an extension of the chimney she saw below. There was a trunk at the foot of the bed, filled with all kinds of knick knacks and toys that were usually reserved for when the CMC would visit, though it has not been used by them in years.

There was a wardrobe in the far corner of the room with a full body mirror right next to it. Walking towards it, she took a look at herself for the first time today. Generous amounts of light poured from the open window, making the reflection in the mirror positively grow. Though her mind was shy to admit, she was absolutely beautiful.

Her hand ran through the long, cascading hair, silky, and smooth to the touch. She inched forward in the mirror, and brought her face close, staring intently at it as if it was her first time examining it. She cupped her cheek, feeling the soft bristles on her skin tickle her senses, fascinated.

She knew that she didn’t have the luxury of spending forever here, the bakery still called to her, so she moved on. Her gaze moved downwards, taking note of the clothes she wore: a green blouse with a modest, pink skirt. Upon closer inspection, her cutie mark was emblazoned on one side of it.

Her eyes soon fixed on her bust, and the aches on her shoulders made themselves known. It was definitely larger than average, at least, from what she could tell. Picking through the memories, she realised that growing up, she had had many insecurities, and her bust was a major one. She had been a lanky pegasus growing up, and that singled her out and made her an easy target for bullies.

She shook her head at the thought. The word alone was enough to bring up a lot of bad memories, something that she did not need right now.

She grabbed the hem of her blouse, the excitement returning to her in gusto. She pulled the garment over her, her hair getting in the way and causing some slight pain as she tugged on it forcefully.

Finally free from their confines, her breasts bounced free, and a spike of pain ran through her body, causing her to yelp.

“Careful, Carrot,” she cursed under her breath. It wasn’t her first time in a mare’s body, in more ways than one, but she had not gotten used to it yet.

Looking in the mirror rendered her speechless. There, standing in the mirror, was Fluttershy, face flushed and hair frazzled. Her breasts were practically spilling out of their confines, and she was clearly wearing a bra that was two sizes too small.

She needed to get out of it. She hadn’t realized how uncomfortable it was. It was a new sensation, and the adrenaline that coursed through her at the time clouded her senses, and she was much too numb to feel the discomfort. Looking at it now, it was difficult to fathom how she could have ignored it for as long as she did.

It was purple. Lacy. Sexy, though she hardly wore it with anyone in mind. It was just another ordinary bra for her, given to her by a friend. Although she was thoroughly embarrassed, she did not fail to notice the little wink that accompanied the little gift.

She was grateful, of course, but she did not appreciate her friend poking her nose into her love life.

She undid the straps with relative ease, relying on the muscle memory of her new body. Immediately, she felt release. Her breasts popped open, before finally settling due to gravity. She exhaled heavily, and rolled her still painfully stiff shoulders. She loved big breasts, but she didn’t know that it came with such a downside. She gained a new respect for all the mares that had large busts.

Scratch that, big boobs are awesome and she did not care for the pain. Her eyes widened, and her pupils shrunk to pinpricks at the sight of the figure standing in front of her.

Her boobs, while large, were still undeniably perky. She grabbed one of her breasts and squeezed gently, eliciting a moan from herself. She gasped and closed her mouth with an audible clack of her teeth.

Embarrassed and in disbelief, she could not believe that something so undeniably feminine had just escaped her lips. Oddly enough, it only served to fan the flames of her arousal, another piece of drywood to add to the flame growing in her belly.

Getting aroused by the sound of my own voice. That’s something I thought I’d ever experience, she thought to herself as she tentatively continued to grope her own breast. She bit her lip, but it proved worthless as her moans continued to fill the room anyway.

She noticed that there were two slits where the nipples should be, and remembered that inverted nipples, but can stand on end if suitably aroused. Trembling in excitement, she thought she’d try something bold. This thought had crossed her mind several time in the past, but was dismissed as stupid and something her mother was ashamed of.

Grabbing her right breast, she tugged on it slightly, and brought the shy nipple closer to her face, closer to her quivering lips. Stupid idea, kept ringing through her head, but the small amount of curiosity always followed it. She decided it was time to act on that curiosity.

She tried using just her lips at first, sucking on the slit. The sensations sent mixed signals to Fluttershy’s brain, and it was difficult to decipher. All she knew was that it felt foreign and strange to both the new and old occupants.

Now came the tongue. She was now tonguing the slit where her nipples were supposed to be. Life can be a funny thing. A couple of minutes more of these strange sensations, her arousal continued to grow, with each flick of her tongue sending a small jolt of arousal down her loins, causing her body to twitch in response. She smiled dopily as her nipple finally peeked out of their hiding place, and the cool air on the sensitive nub made her bite her lip, unused to experiencing it.

Eagerly, she did the same thing with her other breast. Drool and spittle dripped from her curvaceous bust when she was done with them, matting the fine fur on her chest slightly. She nibbled on the newly exposed tit slightly, yelping a little bit at the sensation of her blunt teeth. Flushed, she released her tit and continued exploring her body.

Moving downwards, she felt her slim, but slightly chubby belly, and remembered the strict diet that she was on, causing a grimace to cross her face. Moving downwards still, she caressed her wide hips, finally resting on the soft surface of her ass, another flood of memories came forth of mixed emotions as she caught several stallions staring at her posterior, before running away in fright. It was embarrassing, though she would never admit to herself, also somewhat exciting. She gave her wide ass a few experimental slaps, feeling the force of the ripples reverberate throughout her delicate skin.

She tugged at the waistband of her simple underwear, giving herself a wedgie, the sensation of the soft fabric against her sensitive mound making her moan. She realized how much her body has wanted her to touch herself, to achieve some kind of release. In the past, whenever the need arised, she had always locked herself away in her little cottage to wait it out. After a calming cup of tea or two, and several cold showers, she would eventually suppress her urges. As a caretaker of animals, she wasn’t a stranger to the more intimate parts of life, but she was always afraid, afraid of what might happen if she gave in to these urges.

She couldn’t tell her friends, her memory supplied for her. She was much too embarrassed to do that, despite trusting her friends with her life. It was a crippling fear that she was too shy to admit, despite how much she had abandoned her shell and grew more self confident.

As a result, her body was a mess of pent up sexual frustration and denial, as the new occupant realized. The self imposed wedgie was just something of an impulse, but she wasn’t aware that she’d be locking her dormant sexual desires this way.

The rational, calmer side of her mind told her to get into the shower to cool, but that thought was nothing more than a quiet whisper fighting against a storm of howling Wendigos. Her blush grew deeper, and she knew what she wanted, though the current occupant was at war within herself.

To heck with it, she said as she opened up her wardrobe with the goal of putting something seductive on. She knew just what she wanted, and the stallion at her door was the perfect pony to give it to her.

Spotting a hand mirror on the dresser, she levitated it towards her. This will do just fine, she thought to herself with a smirk.

~0~

Carrot blinked a couple of times before rubbing her eyes. Taking a look at his surroundings, he found himself in front of Fluttershy’s door. He felt confused. What was I doing here?

Visiting.

That’s right, he thought as his memories formed in his brain. He was just visiting Fluttershy. He hadn’t seen her in awhile, and he was just coming for a friendly visit.

Satisfied, he patted down his shirt and jeans before adjusting his hat, before realizing that he wasn’t wearing it. He chuckled at his old habit. Raising his hand, he knocked three times, before stepping back and putting on his most neighborly smile. He waited patiently, though he did not have to wait long.

The dutch door opened with a loud creak, and Carrot felt the air inside his lungs leave his body.

The door opened to reveal Fluttershy, though it wasn’t the only thing that was incredibly revealing. Partially hidden behind the green door, the owner of the house stood in her doorway, seemingly wearing nothing but a white bathrobe with extremely poofy frills kept together with a purple sash that was loosely tied around her waist. She leaned forward on the door, and the collar around her torso threatened to undo itself completely as it hung loosely around the barely clothed pony.

“Hello Mr. Cake,” Fluttershy said, jostling Carrot Cake out of his stupor. Fluttershy smirked knowingly as Carrot Cake stuttered clumsily. Observing him, she noted that that was how she would have acted before she had purchased that pocketwatch from that street vendor. Oh how I’ve changed, she remarked as she continued to watch ‘Carrot’ fumble around for the right words.

How was this possible? she asked herself. Was it a split personality? Maybe a part of her soul still remained perhaps? Whatever it was, she could still control it, so she had no reason to be alarmed for now. She’d have to look into it later, and what the implications could be, but for now, it was a rare opportunity to know what it’d be like for the other party.

“Are you okay, Mr. Cake?” she asked, batting her eyelashes. She tilted a little bit, the collar of her already loosely tied bathrobe revealing a little more skin. “Would you like to come inside?”

“Yes!” Carrot blurted, before his face ignited in a blush. “I-I mean, um, is this really a good time?” He averted his eyes as he backpedaled. Carrot swallowed heavily. I’m sure Fluttershy isn’t exposing herself on purpose, he thought to himself as he tried to think of other things to calm himself. He felt that she’d probably die of embarrassment if Carrot pointed it out to her, so he was hoping that she would take the hint and go back inside.

“Why of course it is!” Fluttershy said simply, smiling amicably at him, before grabbing his arm firmly and pulling him inside before he could protest.

As the door closed behind him, Carrot felt his throat dry up as the world around him grew quiet. It was a quaint little cottage, with very simple furniture and a homely feel, but all he could think about was the deafening silence it provided as he realized he was now hypothetically locked inside a small room with an almost nude Fluttershy.

Speaking of the pegasus, Carrot’s nervous eyes focused on the approaching pegasus. Carrot instinctively took a step back from the surprisingly assertive pegasus, but immediately felt the front door of the house press up against his back, looking just like an animal cornered by its predator.

“Are you feeling okay, Mr. Cake?” Fluttershy asked in concern, her face now mere inches from his.

Carrot stuttered, caught completely off guard by her actions, and his brain worked overtime just to keep up. She pushed her flowing hair back, exposing her forehead, as she leaned in to touch his.

“I don’t think you have a fever,” she stated after a couple of seconds but felt like an eternity for the stallion. He could feel her warm breath tickle his dry lips, and the smell of her hair teased his senses. He had to resist the urge to pull her close, to bury his nuzzle into the nape of her neck and chase the strong scent of lavender that permeated the air.

He could barely breathe. With each inhale brought the intoxicating scent of mare that beckoned him to act on his primal instincts. Why did he feel this way? It’s not like he was in an unhappy marriage, he loved his wife, but the temptation to dip his hands into something forbidden proved to be stronger than anything he had ever experienced.

This was a test of his faith, he decided. He needed to put an end to this now, or risk losing his rationality.

“Um, Fluttershy?” he said, his voice timid and small.

“Yes, Mr. Cake?”

“Your, uh, bathrobe is, uh, a little loose.” There, he said it. Hopefully this would shock Fluttershy from whatever stupor she was in and make her realize just what she was wearing. He was hoping that mentioning the bathrobe would be a good enough hint. After her inevitable freakout, he would just quietly excuse himself, and maybe come back in a couple of days to apologize, preferably with a basket of treats of sort. Lemon tarts perhaps? She always struck him to be a lemon tart sort of mare.

He had it all sorted out in his head, and he was ready for the consequences, only, it never happened. Flattening his ears on his head proved to be a pointless action.

Fluttershy blinked, her expression unreadable as she seemed to process this information. A couple of beats later, she simply smiled. “Oh, sorry. I just got out of the shower,” she said as if it was nothing out of the ordinary. She then turned around and walked over to her chimney/stove. “Would you like some tea?”

Carrot’s eyes instinctively locked on the the retreating mare’s posterior, her tail lifting up the bottom end of her short bathrobe and giving the stallion a peek at her shapely, yellow ass, covered by a pair of lacy white panties.

This is hilarious! Fluttershy thought. It has certainly been an educating experience. Now she knew why some mares often like to tease stallions; because it was so gosh darned exciting! Plus, she felt attractive, and had him in the palm of her hand.

Perhaps it was time to up the ante, she thought as she went to brew some tea. She fetched a couple of teabags that she had procured from Zecora whom visited from time to time. It was an exotic blend that originated from the zebra’s homeland.

She bent down in an exaggerated manner, her legs straight and her rump sticking out provocatively. She levitated the hand mirror that she programmed Carrot not to see next to her so that she could watch him discreetly. She suppressed a knowing chuckle as she looked on. If this Carrot was anything like her, then she knew it wouldn’t take him long to get him in the mood.

Still reeling from Fluttershy’s nonchalant attitude, he continued to stare blankly after Fluttershy’s butt as she made to brew some tea for them. He shook his head a little to gather his wits. He needed to get out of here before he did something he might regret. Carrot didn’t want to admit it, but Fluttershy was extremely attractive. From the hourglass body proportions to her cute face and butt, it was absolutely no surprise to him that she was once a model, albeit short lived.

But she was Fluttershy. The gentle and caring soul that resided next to the Everfree forest. Bearer of an element of harmony, not to mention hero of the whole of Equestria. She was also one of Pinkie’s friends, and that would probably make him old enough to be her father.

He opened his mouth, but he was once again rendered speechless, something of a recurring theme for him today. Fluttershy had her back towards him, her figure bent forwards in a rather compromising position, but that was not what stole his voice.

Her flowing pink tail fell to the side of her apple-shaped ass, giving Carrot an unobstructed view of her plump butt. She was wearing crotchless panties, her plump, yellow mound framed perfectly by beautifully knitted butterfly motifs.

Carrot continued to stare as everything else fell out of focus. Her slit looked soft, moist, with a hint of pubic fluff. As she worked, her butt rocked to and fro, the motion causing tiny ripples across her yellow ass, pushing Carrot into a trance like state. With each movement, it beckoned him to come closer, to have a taste of what it’s offering.

Fluttershy licked her lips as she saw from her hand mirror, how effective her plan was. Whilst ‘waiting’, for the kettle to boil, she had gradually leaned forward more and more, until she was pretty much at a ninety degree angle, knowing that ‘Carrot’ would never notice. She could barely contain her mirth as she saw that Carrot wasn’t even hiding the fact that he was staring anymore.

How pathetic.

The kettle whistled loudly, snapping Carrot out of it. He flushed in embarrassment and hung his head in shame when he realized what he had been doing. The action almost made Fluttershy feel bad for him. Almost. She was enjoying herself immensely.

Moments later, Carrot found himself sitting down on the couch in the living room, waiting patiently as Fluttershy prepared some tea for them. He sighed heavily. Everything had been going so quickly that he had had hardly anytime to collect his thoughts.

“Here you go, Carrot,” Fluttershy said, startling him slightly. His ears twitched at the casual way she had addressed him, but he paid her no mind. She set two cups filled with the brown liquid on the table in front of him.

“Thank you Fluttershy,” he said, avoiding eye contact, but instead caught sight of her nether region. Her bathrobe opening up from the waist down and her crotchless panties doing nothing to hide it. Her vaginal lips looked a little swollen, moist, and a small patch of her fur on the inside of her thigh looked a little damp.

Carrot’s throat went dry at the sight but he quickly banished the thought from his mind as he picked up the tea cup, hoping it would calm him down. The scent wafting from the amber liquid tickled his sinuses, and he could feel some of the tension leaving his body. Under normal circumstances, he would have asked Fluttershy where she had gotten this particular blend.

He took a sip, feeling the hot tea travel down his throat, only to feel it nearly travel back out as he felt her sit down next to him. He looked at her, eyes wide, and she smiled back without a care in the world. A bead of sweat rolled down the side of his face.

Carrot exhaled uneasily as he felt her soft yellow fur brush against him. Her enticing fragrance teasing his nostrils, and the cute way she looked looked at him was weakening his resolve. Something is definitely going on, he thought with certainty.

Finally, it all clicked. She was seducing him. To the outside observer, it may have seemed painfully obvious, but the naivety of the small town baker had blinded him from the truth. She was seducing him. The thought ran through his mind once again, slowly sinking into his psyche.

It had simply never occurred to Carrot Cake; that the innocent Fluttershy would even consider the idea, let alone pursuing it so vivaciously. At that moment, he knew that he needed to stop this, before anything else happens, and turn her down gently.

He opened his mouth, but the breath left him like a punch to the gut. Fluttershy had apparently helped herself and had silently undid Carrot’s pants, and was currently suckling and nursing his flaccid length.

“Fluttershy,” he eked out timidly, his voice cracking at the intense pleasure provided by the soft lips of the pegasus against his rapidly hardening penis. “I-I think we should stop,” he said before a groan forced its way out of his maw, his face contorting in pleasure as Fluttershy applied a little more pressure at the underside of his cock.

I remember liking it like this, Fluttershy thought as she tried to recall how she had felt when she had a phallus. While she was servicing her previously owned member, a thought occurred to her. Would this technically count as masturbating? She was, in a sense, pleasuring herself.

“Do you want me to?” she replied, her mouth curling into a demure smile while she held the cock steadily in her wet mouth. Her voice sent pleasant tingles down Carrot’s spine, and it nearly drove him over the edge.

She went back to sucking, her lips wrapping around the malleable flesh, while her tongue gently lapped against the flat cockhead. Precum, hot and salty, assaulted her taste buds and made her question her decisions. Her train of thought prior to the act was simple: to experience sex as the opposite gender. How many ponies actually had the opportunity? Though she was a little hesitant at first, the pleasured faces as she fucked all the mares previous had her curious.

Now though, she wasn’t so sure as she tasted the gooey substance. Although the taste was somewhat appalling, she could not deny the small amount of arousal that she felt as the musk of the yellow stallion filled her senses. She soldiered on, now bobbing her head as well, her delicately coiffed mane bobbing along with her as she pleasured the stallion.

Carrot was about to blow. He wasn’t exactly a virgin in any sense of the word,(he has kids for Celestia’s sake!) but it had been awhile since he had found release, and his wife has not been as sexually active as she had been in their honeymoon years.

“I’m married!” he blurted out. The culmination of all the guilt and distress all culminated in that one outburst. He loved his wife. Though she was not as young or as sexually active as she used to be, she was still his wife damnit! And he was a faithful stallion. ‘Till death do us part. Those were the vows that he had recited on their wedding day. Not until a buxom mare would blow him.

Silence. Carrot could hear nothing as he waited for her response. He opened his eyes, and what he saw made his heart skip a beat. She was looking up at him, her big round eyes staring right into his soul, crumbling his defenses, as she continued to stare at him demurely.

Her face was partially hidden by Carrot’s erect cock, his dick acting as a substitute for her hair in obscuring one of her teal orbs. Then, she smiled, an unmistakably deviant glint in her eye. Silently, Carrot watched her as she stood up and turned around, her ass jiggling as she pirouetted gracefully, her ass now eye level to Carrot.

“So you don’t want this then,” she said as she sensually groped her ass, pulling it to one side to reveal the frilly underwear that was snugly tucked in between her buttcheeks. Clear liquid trickled down from her puffy lips, ready and inviting. The smell was positively intoxicating as it beckoned Carrot to have a taste.

Carrot’s lips quivered as every stallion’s dream was literally presented to him on a silver platter. Saliva pooled in his mouth as he felt his wanton desire literally leaking out. Something inside him broke, and it was with great sadness that he buried his muzzle in Fluttershy’s ass.

A tear rolled down his cheeks as his tongue was graced with the sweet taste of Fluttershy’s pussy juices, and he felt like he could ejaculate right there. His dick throbbed with renewed need, and primal instinct drove his hands to part Fluttershy’s fat globes of ass to get better access to her lower lips, the crotchless panties doing wonders as Carrot could access Fluttershy’s dripping cunt without hassle.

Fluttershy moaned as he dragged his broad, coarse tongue against the length of her engorged cunt, her tight labia parting ever so slightly to allow entrance to the eager appendage. It was an unexplainable feeling. Her belly tightened into knots as she felt what it was like to be a mare for the first time. She could feel every bump, every surface Carrot’s tongue touched on her sensitive vagina, and the more she felt it, the more she wanted it.

Instinct driving him, he pushed Fluttershy onto the table. Surprised, she braced against it with a grunt, before Carrot got up and pulled his pants down and removing it completely. He bared his teeth as he felt empowered with the urge to mate, to fuck, consequences be damned. All that mattered was the quivering pegasus before him, beckoning him to mate with her.

Bareback. He needed to cum inside her. To dominate her. To rut her until she could not walk straight the next morning. The adrenaline was incredible. Never before had he felt so aroused, not even on his wedding night. The thought brought Cup, his wife, to mind. That what he was doing, the sin he was about to commit, would probably tear his wife up if she ever found out.

But the thought only egged him further, betraying his wife for someone younger, sexier, than his wife had ever been. He had hated the very core of his being for it, but he could not deny that the thought would stir him up in ways that he could not have imagined.

He grabbed Fluttershy’s ass with both hands, his nostrils flaring in excitement, as he pressed the tip of his leaky cockhead against Fluttershy’s sopping wet pussy.

Meanwhile, doubts swirled around Fluttershy’s head. Maybe this wasn’t such a good idea? All future doubts were erased from her mind as Carrot’s thick cock forced its way through her wanting vagina, parting the walls and tickling part of Fluttershy’s brain as pleasure surged through her. She moaned as she lost control of her jaw, and her tongue lolled out lazily as bits of drool dripped from her tongue. Her eyes rolled to the back of her head unintentionally as she was overcome with this new sensation.

Wet sloppy noises emanated from where the two ponies were joined, some fluid leaked out the sides of her stuffed entrance, staining the wooden floors in a lewd way.

This was it. He was now officially cheating on his wife. The guilt was overwhelming, because he loved her, and now he was throwing it all away for a fling. Someone who he’s probably never going to see again. Despite living in the same village, the baker had rarely seen the timid pegasus whom had had always secluded herself. But the tight pussy around his fat, throbbing cock was so much better than his wife’s. So snug. So comfy. He loved the way it hugged his shaft.

When he tried to pull out, it would make this delectably lewd ‘schlick’ noises, and its walls would clamp down, begging for him to put it back in, begging to be filled by him and him only. When he pushed it back in, juices would leak out and drip onto the floorboards below, further staining the floorboards with their combined fluid, and when his cockhead would bump against the cervix of the mare that he was passionately rutting, she would reply with a moan, asking him kindly to keep going.

Now every time he would have sex with his wife, he could only imagine this pussy, the one that would wrap him up just so. It frustrated him, but the allure of the forbidden fruit proved to be too tempting for him.

He continued rutting her, her grunts and moans would fill the room, accompanied by the ‘schlick’ sounds of his member sliding in and out of her, and the ‘plap’ sound as his pelvis would collide against her ass, which acts as a more than suitable cushion for him. He grabbed the back of her panties, and pulled, the soft fabric pressing against her taint, and Fluttershy moaned in return.

Fluttershy was loving this, as she felt this strong stallion take her from behind.

As the ponies continued to fuck, a single piercing thought shot through the baker in the cloudy haze of pleasure. I’m going to cum. Now Carrot wasn’t stupid pony. The last time he ejaculated inside a mare, he became a father. He could probably guess that if the guilt hadn’t broken him down and made him confess to his wife first, a very pregnant Fluttershy would raise some suspicions.

But it was too tempting. The thought of impregnating the quivering mare before him pushed him even closer to the edge. He forced himself to slow down, much to his reluctance, delaying his, without a doubt, mind blowing orgasm, and he figured Fluttershy could use a little breather.

His thrusts grew slower, and more than half of his member slid out before he pushed himself back in. Knees bent just slightly, he thrusted at an upward angle, grinding against the top of Fluttershy’s vaginal walls. Fluttershy mewled in delight as she pushed against Carrot.

He needed to be careful. He could only take things so far. Once I feel like coming close, I’ll pull out, he thought with determination. He did not need the guilt of having Fluttershy sire his bastard child while he denied of having anything to do with it.

“Carrot.”

His ears perked at the sound of his name.

“I want you to cum in me.”

A ringing filled his ears as he heard those words uttered to him. The sort of ringing that you’d get when you know you’re about to do something wrong. His chest felt tight as a war waged in his very being on what he’s about to do.

“Please, Carrot,” Fluttershy panted, each word coming out of her mouth a vicious attack on Carrot’s resolve. “Fill me up.”

Carrot grabbed Fluttershy’s ass and thrusted suddenly, earning a surprised yelp from the pegasus. Grabbing her hips, Carrot thrusted animalistically, abandoning all pretense of hesitance. Small, pleasured gasps escaped from Fluttershy’s quivering lips as the usually reserved baker plowed into her again and again. She wanted to moan, but Carrot’s relentless pounding against her sensitive cunt left her too breathless to voice out her pleasure.

The edges of Carrot’s vision grew dark as he felt one of his strongest orgasms wash through him. He grit his teeth as he fully hilted into Fluttershy, releasing his spunk into her, coating her walls white with her seed. As he peaked, he chased after that quickly fading sensation of pure ecstasy, thrusting deeply and quickly into her, prolonging his orgasm.

Fluttershy let out a silent scream as she experienced her own orgasm, her pussy twitching violently, squeezing Carrot’s cock, the friction its creating sent surges of pleasure throughout her body. Tears welled in her eyes as the pleasure overwhelmed her, and Carrot plowing through a handful of mini orgasms, before finally grinding to a halt.

Carrot looked at the mess he had created; his conquest. Fluttershy laid sprawled on the coffee table, in which they had used as a makeshift nest for their lovemaking. Though he felt a sense of pride and accomplishment, only a single thought ran through his mind and would plague his waking life from then on: What have I done?

Chapter 6[The Sleepover]

Author's Note

Warning. This chapter contains: Futa

Chapter 6[The Sleepover]

Carrot drummed his fingers against the countertop, humming to himself. Thoughts of expanding his conquest swam in his mind unbidden as the bakery was once again devoid of customers, though Mr. Cake wasn’t particularly worried about that. Business was still doing well and would most likely stay that way for the foreseeable future.

The next goal was obvious: the other elements. Now that he had Pinkie under his thumb, it was only natural that he went after the other element bearers, but how to do so was what stumped him. He wasn’t stupid. He needed to be cautious around them. He had only managed to get Pinkie under his control because Pinkie worked for him and he saw her all the time.

The other elements on the other hand, wouldn’t be as easy. Having been exposed to dark magics before, Pinkie’s magically attuned friend, Twilight Sparkle, the element of magic herself, would be able to sense his ill intent from a mile away. She was Princess Celestia’s student for a reason after all.

He couldn't make the mistake of underestimating her, but then, how would he get close enough to catch her unawares? He chewed on his lower lip in thought. It would be so much easier to go after the rest of the elements, but he had a feeling that the newly crowned princess would suspect something was up before long. He needed to take out the head first, and the rest would soon follow.

Sighing deeply, he pinched the bridge of his nose in frustration. He had been at this for hours now and with nothing to show for it. Distressed, he walked away from the counter and up the stairs leading to the second story of the modest little house. It didn’t really matter if there was no one tending the counter; it was a slow day and any customer that came in could ring the bell placed on the countertop for service.

He walked towards Pinkie’s room and raised a hand to knock on the door. He thought that perhaps maybe Pinkie had an idea or two for his particular predicament. They were her friends after all, and they trusted her. Hay, everyone trusted Pinkie, so maybe he could put that trust to good use.

“Come in!” a familiar bubbly voice chirped from within.

Walking through the wooden portal brought him to the realm known as Pinkie’s room. It was of course, pink. A simple bed was located in one corner of the surprisingly spacious room and a simple wooden chest sat at the foot of the bed.

As for the pink mare, she seemed to be busy packing. Clothes and other miscellaneous items were crammed impossibly into a tiny knapsack like it was nothing. Even with the infinite possibilities that his newfound dark magic had brought him, it still paled in comparison to Pinkie’s defiance to logic.

Discarding his musings, Carrot cleared his throat. “What’re you doing, Pinkie?” Carrot inquired.

“Packing.” She pulled out a tuba from her mane, before that was forcefully into the pack as well. “I got a sleepover later at Rarity’s! Twilight and AJ will be there too.”

The mention of Twilight’s name gave Carrot pause. He hummed contemplatively, a finger tapping against his chin as a bevy of ideas were rattled and tossed around in his noggin. After a couple of moments, his eyes widened. He had a plan. It was a dumb one, there was absolutely no doubt about that, but what did he have to lose? Carrot grimaced. Scratch that, he had a lot to lose. Who knew what would happen if the princess of friendship herself found out what he had done to her friend. And sister-in-law. And brother. Basically, if he was found out, he would be a dead stallion. He was powerful all right, but he was positive that even he couldn’t face the wrath of an enraged alicorn.

A moment of silence passed as the yellow stallion mulled over his thoughts.

“Pinkie?”

“Yes, Carrot?” Pinkie looked up at him inquisitively, a smile plastered on her face.

“I’m going to need you to do a favor for me…” the stallion said slowly, the beginnings of a rather sinister smirk appearing on his face.

The mare merely cocked her head in confusion.

~0~

A series of knocks resonated in rapid succession from the door Carousel Boutique. “Coming~!” came the elegant voice that could only be the owner of a certain posh unicorn.

The bluish-purple door opened to reveal Rarity, in all her marshmallow-y glory. “Good evening, Pinkie!” she greeted, her voice strong and elegant. “I am so glad that you could make it. Please, do come in,” she said as she ushered Pinkie inside.

Pinkie noted that her friend was dressed in a rather revealing manner, with a lacy black bra and matching panty that hugged her figure tightly. A garter belt was wrapped around her waist, securing a pair of thigh high socks. She raised an inquisitive brow at her friend’s rather risque choice of apparel, but decided against raising an opinion on it. Her lady boner might show.

Closing the door behind her, Rarity clapped her hands in glee as the last of her friends had arrived. Being the meticulous mare that she was, she had all the activities for the night planned out. Though it might take a little while to convince Applejack to allow her to give her a makeover… Rarity grimaced. Scratch that, it would take until the next winter wrap up to convince her farmer friend to do so, but even so, she was sure that her other friends would be more than willing to partake in the activity. If they had some time afterwards, they could even try out some new dresses that she had designed for them! This was simply going to be the best. Night. Ever!

She could hardly contain her giddiness as she bounded up the stairs like a child. It was so unlike her, but this was a very special occasion.

With a single sleeping bag in tow, Pinkie followed after Rarity up the stairs, but she couldn’t help but stare at the lovely white posterior that was right in front of her. Two glorious, fat orbs of pliable pony flesh were the center of her attention as each step up brought a little sway in the unicorn’s wide hips.

Her thighs were thick, obviously from the lack of exercise and the amount of ice cream that the mare had always purchased from the bakery but had claimed that it was for her sister. Guess Pinkie knew where they all went now. Pinkie mused whether or not if it would be as squishy as a marshmallow.

Pinkie continued following closely, each step the snow white unicorn took was mirrored by her pink counterpart as she stared at the jiggling white flesh, barely contained by a pair of very thin and lacy black panties. No doubt sewn by the seamstress herself. Maybe. Pinkie knew that her friend makes all of her clothes, but she wondered if she made her own underwear as well. If she did, then she wondered if her friend would mind designing a pair for her.

Her tail was immaculately groomed, bouncing like a basketball, which was undoubtedly the product of countless hours spent grooming and the appliance of expensive mane care products. The elegant purple tail dangled enticingly in front of Pinkie’s face, and, as Pinkie leaned in to take a whiff, smelled like vanilla.

Another step, and this time it was her right foot as her left butt cheek rolled around and what little light that filtered into the stairway gave it a small, almost imperceptible alluring sheen. The fat accumulated on the left side, causing her panties to crawl up her crevice just a slight bit further, leaving little to the imagination. Her left foot came up next and the process repeated.

Her three diamond cutie marks moved up and down in a smooth circular motion, a movement that seemed to be strangely elegant yet hypnotic. Never before had the pink mare had such a close up view of her friend’s cutie mark, but she sure hoped that it wouldn’t be the last.

As they reached the top of the stairs, Pinkie had to wipe some drool that had embarrassingly leaked out from the side of her mouth.

Rarity opened the door to her bedroom, and Pinkie followed close behind.

“Howdy Pinks!” came a familiar southern drawl. Ears perked, the pink mare turned towards the source of the voice, bringing her attention to the orange mare seated in the middle of the room, next to Twilight. The purple mare looked up from the book she was reading and gave Pinkie a warm smile and waved her over invitingly.

“It’s about time you came, Pinkie. We were getting a little worried,” the aforementioned alicorn said. Her wings fluttered excitedly as Pinkie joined them on the carpeted floor.

Pinkie placed her sleeping bag to the side. “Sorry, there was a big order at the bakery today, and I had to work double time to finish it!” Pinkie explained/fibbed to which prompted a sympathetic nod from Twilight.

As soon as Rarity took a seat, Applejack looked at her with a scrutinizing gaze, scrunching her nose slightly as her eyes studied the white unicorn’s appearance. “Ah still don’t know what’s wit the get-up Rare’s. Ya ain’t tryin’ to impress nobody,” the apple farmer said as she turned toward her ashen friend and giving her a measuring look.

Rarity huffed indignantly, dramatically placing a hand over her chest. “Why Applejack, trust me when I say that a lady would want to feel as such all the time,” Rarity replied, tilting her nose upwards in a display of faux haughtiness. “Especially in the evening.” Everyone thought she was done, before she opened her mouth again to whisper under her breath, “Not that you would understand what that would feel like.”

Fortunately for Rarity, Applejack didn’t seem to hear the comment. Applejack leveled a deadpan look at Rarity, crossing her arms over her slightly smaller bosoms and raised a single, disbelieving eyebrow. “And how exactly does wearing frilly underwear make you feel more like a lady?”

Rarity harumphed. “Trust me when I say this Applejack, but the feeling of this soft material just feels heavenly against your skin; it’s silky soft and you should try it sometime. All you have to do is ask.” Applejack, unsurprisingly, still didn’t buy into the mare’s argument. “Unlike someone who’s dressed equally as revealing but somehow manage to keep it… boring.”

To an outside observer, one could practically hear the competitive chord being struck inside Applejack’s head. “And what’s wrong with what I’m wearin’?” Applejack asked defensively. Pinkie looked her over. Applejack had the body of an athlete, but the gods above had seen it fit to bless her in certain areas. Her body was toned from the hours of physical labor, not muscly as to detract from her appearance. Fat accumulated in all the right places, evident of Applejack’s consumption of sweet things to which Pinkie could only guess that it must have been all those apple fritters.

She was wearing a red tank top that seemed to be missing all of its buttons and was tied with a simple knot across her chest, fully exposing her mid riff and plenty of her cleavage. Down below, she wore a simple pair of green panties, which hugged her hips tightly and showed off a small portion of her cutie mark.

Rarity opened her mouth, no doubt to offer a witty retort, when she was suddenly interrupted by a loud, “GIRLS!” All eyes turned towards Twilight, and she shrunk a little from the sudden attention directed towards her, but she composed herself a moment later. She had already foreseen a fight breaking out long ago, and she had decided that now would be a good time as any to put a stop to it.

Clearing her throat, the alicorn said, “Should we start with some games?” Pinkie noted that she was the most modest one of the lot, wearing a plain, purple two piece pajamas. Similarly with Pinkie, they were both completely clothed.

Rarity and Applejack blushed, and shot an apologetic look to Twilight, which Twilight accepted with a grateful smile. Relieved that the conflict had been resolved for the time being, Twilight then turned to the other mare that was in the room that had been strangely quiet the whole time. “You can choose Pinkie. What game should we play first?”

Pinkie pursed her lips and hummed in thought, sticking her tongue out the side of her mouth in a rather comical fashion. A light bulb suddenly went off. Like, a real light bulb popped into existence above Pinkie’s head as an idea formed in her brain. The bulb then fell as gravity realized it was slacking on the job and broke into a dozen tiny pieces on the floor. The rest of the occupants of the room naturally ignored the little phenomenon brought on by their pink friend.

“I know! Let’s play Truth or Dare!”

Her exclamation was met with a chorus of approval.

~0~

“Truth,” Pinkie replied with a slightly red tint on her face. She took another swig of the bottle of cider in her hand, wincing at the burning sensation the liquid brought with it as it travelled down her throat. It was well into the night, and Applejack had thought that bringing a little cider to spice things up a little would have been good idea. Twilight and Rarity had been against it initially, but they slowly gave in after much coaxing by the farmer.

Now, many bottles in, Twilight seemed to be the most inebriated, wobbling this way and that and getting dangerously close to tipping and getting intimately acquainted with Rarity’s bedroom floor. The bottle had stopped its spinning and was pointing at Pinkie, indicating that it was the pink mare’s turn.

The dares done and truths said had gotten increasingly more risque, but that could be attributed to the alcohol, though Pinkie knew it was for another reason. She allowed herself a small smile as her plan slowly came into fruition.

Jabbing a finger at Pinkie, Twilight opened her mouth to form her question, which in hindsight, was completely inappropriate and humiliating, which elicited the appropriate reactions from the other mares in the room as they gasped, wide eyed and stunned.

“Have you ever had sex with Mr. Cake?” Like the saying goes, the drunk pony’s words are the the sober one’s thoughts, and like Pinkie had figured earlier, Twilight could already tell that something fishy was going on in the bakery.

Pinkie sighed. Being locked in Pinkie’s body, for all the good that it had served him up until this point, did have its downsides. For one, he was never allowed to lie (unless it was to cover up a surprise party), especially in a truth or dare game. It was the rules after all. It was stated in the Party Book 101, which was nothing short of a bible to her. Carrot was Pinkie Pie, but the brain sitting inside the body’s skull right now was still Pinkie’s, and with it, came certain protocols that he had to follow. Sighing deeply, he replied to Twilight’s question with a simple, cringe-inducing, “Yes.”

Being inside Pinkie’s head was an interesting experience. She already knew how her ‘friends’ would react. Rarity looked like she was about to faint, Applejack merely stared, wide-eyed in slack jawed silence, while Twilight seemed to be having trouble processing this new information.

Pinkie waited patiently for a response from them. What would a mare do in a situation like this? was a question that she had frequently asked herself tonight. She casually examined her fingernails with a bored look, hoping that her feigned disinterest would not make them freak out so much.

Perhaps this would be a good time to increase the dosage. Snapping her fingers, the other ponies adopted a blank look, their eyes suddenly turned empty and glassy. It was then that Pinkie got up and sauntered towards the remaining bottles of cider, and spiked them heavily with a dose of her own aphrodisiac. Hopefully that would do the trick.

She snapped her fingers again, returning consciousness to the other ponies. Applejack was the one that spoke up first. “Landsake’s Pinkie! The stallion’s married!” the mare decried as she shot Pinkie an accusing look.

Pinkie crossed her arms, “Well his wife didn’t seem to mind.” Not surprisingly, this statement was met with more shock from the other ponies. Rarity fainted, again, and the other two were rendered speechless, until Applejack spoke up. With a small voice that was rarely heard from the usually loud farmer, she said, “What didja say?”

“You heard me. Mrs. Cake is totally cool with it. We’d even do it together sometimes!” As Pinkie said that, Applejack sputtered and flushed beet red at the implications. Her pupils shrunk to the size of pinpricks as she was once again rendered speechless.

“Wanna hear about it?” Pinkie asked in an overly excited manner, but really, she was doing everything in her power to hold back the peals of laughter that threatened to erupt from her throat at their expense. Before anyone could protest, Pinkie beat them to the punch. “So, it was like any other day at the bakery…”

The next half hour was filled with incredible detail of the sex that she and the Carrots had had prior, told from Pinkie’s perspective. As it turns out, no one could stop her when she was on a roll, and whether it was from morbid fascination or the aphrodisiacs finally kicking in, they all remained seated, squirming uncomfortably as they all listened to Pinkie’s retelling.

~0~

“And then he squirted it right in my mouth. I tried to gulp it all down, but it was too much and I had to pull it out! It wouldn’t come off my mane for days!” Pinkie concluded, smiling at her friends’ blushing faces.

On any other circumstances, the coloration on their faces would probably be a cause for worry, and they should be rushed to a doctor immediately. Rarity gasped breathlessly. “Well, dear, that was a rather… interesting tale to say the least,” she said as she fanned herself ineffectively with her hand. Strange how the practically nude unicorn seemed to be sweating the most. She shifted her weight, and an undeniable squelching sound of wet fabric could be heard, much to the embarrassment of the fashionista.

Nobody commented on it though, as they were all in a similar state. Twilight chastised herself for feeling so... aroused. This was wrong! Twilight thought. I shouldn’t be getting aroused by this… this…debauchery... Try as she might, she could still feel herself getting wet, and her breaths coming in shorter pants. What was wrong with her? Was her heat coming in a little early? Also, having sex with ponies that was old enough to be your parents? Gross!

“My turn!” Pinkie cried out, startling everyone. She spun the bottle, and Twilight dreaded her turn. She breathed a sigh of relief as it pointed to Applejack, but the amount of relief was instantly washed over and replaced with trepidation as she saw the malicious sneer on Pinkie’s muzzle.

“Dare.” Oh she was so going to regret saying that.

~0~

Applejack stared wide eye in horror as Pinkie’s dare registered in her alcohol addled brain, and if it was even possible, her cheeks took on an even darker hue. Pinkie smirked mischievously at her reaction. She could see Applejack seriously considering on calling it quits, but her little charm permeating the air that she had set up a little prior prevented her from doing just that. It was against the rules to not perform a dare.

Rarity, on the other hand, despite the events that had transpired throughout the night, was overjoyed of the ‘dare’ Pinkie had given their orange friend. After what seemed like forever for the young cowgirl, she finally spoke up, “Fine! I’ll do yer stupid dare! C’mere, Rares’!” Applejack exclaimed as she stood up in a huff.

Rarity looked shocked for a moment, looking as if she wasn’t actually expecting for her friend to go through with it, but it lasted only for a moment as a wry grin crossed her features. With a spring in her step, she led Applejack away to what seemed like an enormous walk-in closet.

Walking in, Applejack did a double take at the vast assortment of clothing of pretty much anything she could have possibly imagined, and then some. If she wasn’t as drunk as she was right now, she probably would have said something along the lines of, “Gee Rares’, ya sure got a lot of clothes that yer probably never gonna wear.”

Closing the door so that they could have a little privacy and walking past the stunned Applejack, Rarity pulled out an unassuming white box from a discreet corner of the room, passing it to the blonde-maned pony. Judging from the barely contained smirk that adorned the unicorn's face, she could probably tell what the contents were. With trembling hands, she grasped the lid, and removed it.

The site of a set of black, frilly underwear sat innocently in the box, but Applejack felt like it was taunting her. Looking back up with a small grimace, she said, “Thanks, now do ya mind?”

“Applejack, please, we’re all girls here. And besides, I need to make sure that they fit,” the unicorn said simply.

Applejack groaned in annoyance. If Rarity wanted to stay then so be it. She was simply much too tired to argue and all she wanted to do was to get this over with. She turned away from the unicorn, undoing her shirt and took off her underwear, bending low, unknowingly revealing her sopping wet marehood to the unicorn. The smell that pervaded the cramp room was intense enough to make even Rarity take notice.

Seeing Applejack’s sex in such a state only served to remind her of her own needy sex. Maybe she could get Applejack to agree to… No! she chastised herself as she caught herself staring. You’re a lady and a lady respects other ponies’ privacy! Still, she could not stop her thoughts from wandering and her eyes from roaming all over Applejack’s athletic body when she thought her friend wasn’t looking.

She bit her lip. Hard. Why was she acting like this? She liked stallions didn’t she? Why does she find the normally repulsive earth pony so attractive now? She looked at her friend again, particularly at her toned flanks and the succulent looking apples on her butt cheeks.

“I’m done, Rares’” Applejack said, snapping Rarity out of her thoughts. Rarity looked at Applejack, and her eyes widened in surprise.

~0~

If the strong, pungent aroma in the room was any indication, Twilight was getting restless. And by restless, Pinkie meant aroused. Pinkie Pie turned her attention towards the alicorn in the room, furrowing her brows in mild annoyance. It seemed like they were putting up more of a fight than she had initially thought. The amount of her special little drug that they had imbibed would have sent any other mare in a lust-filled frenzy.

She looked so flustered. Her body was matted from sweat, and a small, damp spot could be seen from where she was sitting. She looked like she was ready, and all she needed was a little… push. But, she needed to be patient. She wanted them all to be reduced to begging, losing all self control, and then, and only then, would she make her move. And once her seed was sown (so to speak), there would be no turning back. Yes, she thought sinisterly, All according to plan.

She crossed her legs a little tighter. If she could even last that long. The stirring in her loins had been getting increasingly harder to bear, and she felt like she was about to burst. Hopefully, they would break soon. If she let her guard down now, everything would have been for nought.

Besides, it was way more fun this way.

“I’m done, Rares’” came the muffled voice of Applejack. A moment later, the two ponies emerged from the closet, Applejack stomping in grumpily with Rarity trailing not too far behind.

Pinkie gawked, and Twilight’s expression was one of pure disbelief. Applejack had never looked, well, more girly than she did now. She stood awkwardly, obviously not comfortable with the apparel that she was wearing, but that did little to detract of how ravishing she looked.

Hugging her athletic form was a thin pair of black bra and panties(Rarity seemed to have a lot of those). The bra that she wore was almost transparent, leaving almost nothing to the imagination as her perky nipples was laid practically bare for all to see.

The panty that she wore was made with a similar design in mind; semi transparent and soft to the touch. If one were to squint hard enough, they could see her lower lips, quivering and leaving a small stain against the soft, cottony fabric.

When Pinkie had dared Applejack to wear the kinkiest underwear Rarity had, it was safe to say it did not disappoint.

Applejack squirmed embarrassingly from all the stares. All she wanted to do at the moment was to curl up into a ball and melt into the floor. For some reason that eludes the apple farmer, she felt even more naked wearing these than if she were actually naked… and it was turning her on. It was undeniably, inexplicably turning her on. The underwear hugged her in all the right places, the soft fabric sending her nerves atingle and making her fur stand on end. Every time she moved or fidgeted, the revealing underwear would brush against her slit, coaxing out even more of her juices and sending her heart aflutter. Even her breasts weren’t free of this torment/blissful treatment, as the fabric grazed along her sensitive nipples.How could Rarity stand wearing this stuff all the time? was the only thought that came to Applejack’s mind.

She clenched her thighs close together, feeling a small dribble of her liquids escaping the confines of her accursed undergarment, and made its treacherous way down her thigh where it made its agonizingly slow descent down her leg.

That agony was felt by another pony in the room though, as she had already reached her limit.

*Snap!*

Just like that, everyone in the room went still but one. Pinkie took off her pants, revealing her throbbing member, the head flaring angrily at denied stimulation. As for the owner of said horsecock, she was panting breathlessly, cheeks flushed from all the activities that had transpired.

Applejack, thought the lust-filled pony. She was the one to tip her over the edge, and for that, she would get the honor of being the first. With a smug smile, the pink pony advanced to her target, her dick swaying wantonly with each step that she took.

“On your knees,” she said, and Applejack did as she was told, staring back at Pinkie with empty eyes. Pinkie wasn’t exactly cheating per se… just trying to speed up the process a little, is all. With delicate fingers, she pried Applejack’s mouth open, revealing her pearly white teeth and healthy pink tongue.

It looked so hot and… moist.

She jammed her meaty cock down Applejack’s throat, bottoming out in one single thrust. Pinkie’s tongue lolled out and her eyes rolled to the back of her head as she shivered in ecstasy. She gulped down breaths of much needed air to collect herself, before she drew her hips back, and thrusted again. Applejack gagged, but she didn’t seem to care.

She grabbed a fistful of straw colored mane, dislodging the cowboy hat that was perched on top of Applejack's head, and began thrusting with wild abandon. “You see Applejack? This is what you get, you apple-picking whore.” The insult came from nowhere, but it served its purpose in egging the party pony on. Pinkie grunted through gritted teeth as she continued to hump the farmer’s mouth roughly.

She adjusted her position a little, both her hands coming up to grasp either side of the orange pony’s head. She found out, to her dismay, that having hips as wide as she did made it a little harder to face-fuck a pony, as the extra fat couldn’t help but jiggle in time with her thrusts.

She pushed on still, her dark pink balls slapping against Applejack’s chin as she bottomed out again and again. Each thrust went deep, causing Applejack to gag and squeeze around Pinkie’s member as her throat muscles worked against Pinkie’s thrusting, and Pinkie, being so close to the edge even before committing the act, could only last for so long.

She came. It wasn’t the first time, but it was the first time that she came as a mare. Well, mostly a mare. A hand instinctively went up to her chest and squeezed one of her breasts roughly, her index finger and thumb tweaking the hard nipple as she continued to thrust into Applejack’s mouth, spraying spurt after spurt of her earth pony seed down the farmer’s throat.

Applejack took it all down like a champ, dutifully swallowing the thick load and not once pulling out for air, even after the sixth spurt of Pinkie’s cream was pumped straight into her stomach.

Pinkie pulled her cock out, the member flopping out of Applejack’s mouth as the last handful of spurts landed on her face and drizzled lazily onto her boobs, staining her still new underwear. Pinkie dropped to her flank, a tired but happy grin on her face.

Brushing some of her sweaty mane from her face, she addressed the other two in the room. Panting, she said, “Clean her up.”

And so they did. With their tongues, of course. There was no other method of cleaning that was more effective than a good ol’ tongue bath, and Pinkie made sure that they used nothing but their tongues.

Rarity went for Applejack’s face, while Twilight went for her boobs. The tongue-bathing lasted for a couple of minutes, which was more than enough to get Pinkie hard and ready to go again. An involuntary moan escaped Applejack’s lips from the sensation of being lathered up by her friends’ saliva. After they were done, their lips then greeted each other in a three way kiss, sharing what they obtained as Pinkie watched with rapt attention, languidly stroking her obscene phallus.

Their tongues meshed together sensuously, moans and cries of pleasure wafted from them as they swapped jizz between each other.

After they were done, Pinkie snapped her fingers again, hoping that the taste of male would finally tip them over the edge. For awhile, nothing seemed to happen. Nobody spoke or made a move, when suddenly, Rarity laid on her back, her hands reaching desperately under her panties as she stroked her nether bits.

“Rarity!” Applejack exclaimed somewhat half heartedly at the sight of her friend masturbating. “What in tarnation are ya doin’?!”

Through ragged breaths, Rarity said, “Well if you have a -unf problem with w-what I’m *grunt* doing, then I would have to *huff* politely ask you to leave.” She continued on unheeded by her friend’s decry, her nethers now practically burning with need. Pulling off the soaked undergarments, she plunged two fingers into her, moaning loudly and unashamedly as she fingered herself roughly. She sat on her haunches and spread her legs as wide as she could, no longer caring of what anyone else would think of her, and soon, another finger joined in in her quest for release.

Applejack’s eyes shrunk to the size of pinpricks at the erotic display. She tried to reach up for her hat to pull it over her face so that she could preserve what was left of her innocence, only to find that it was not there.

Staring at her friend, she could feel her own lower lips quivering, and her body heating up like an oven. She swallowed nervously, and suddenly noticed a rather odd, but not unpleasant salty taste that was present on her tongue.

She got up and took a step towards the masturbating unicorn. What am ah doing? Applejack thought as she took another step. It was a fleeting thought, but one that registered as clear as day for Applejack.

Another step, and Rarity’s whines and whinnies of desperation grew louder. Applejack’s eyes roamed over her friend. Tears leaked out of the corners of the fashionista’s eyes, aching for an orgasm that seemed to never arrive. In her hazy state of mind, she caught Applejack’s advancing figure, and gave her a pleading look. A silent plea for her to help a friend in need.

And Applejack was that friend.

Isn’t this… wrong? Applejack thought, Wait, why was it wrong again? Applejack spared another second to mull over this question, before the rational side of her brain turned off. Fuck it.

With her mind made up, she bounded the last few steps to her friend and tackled her, bringing her lips to her friend and kissing her roughly. “Oh Applejack!” Rarity said breathlessly, before they locked lips again. Lips meshing and tongues lashing, they made out passionately, breaking apart at intervals only to let out a series of mewls and lustful whimpers.

The heat that built between the two of them was nothing short of sweltering as their pressed against one another. Applejack’s hand snaked downwards and found her mark, eliciting a sharp gasp from the squirming unicorn beneath her. She moaned loudly as Applejack began her work. “Ah only wished ah brought my rope,” Applejack rasped. Rarity could feel every breath Applejack exhaled, suffocating her and serving as her source of oxygen as well.

At the other corner of the room, Pinkie watched as Twilight trembled in her spot, and thought that now was as good as time as any to make her move. She sauntered over to her friend and sat down next to her. “Are you alright, Twilight?” Pinkie asked with a faint, knowing smile on her lips.

Twilight’s chest heaved as she turned to look at Pinkie, before her glassy eyes locked on to Pinkie’s phallus which was dangling carelessly between the pink mare’s legs. Pinkie noticed Twilight’s staring. “You want it?” she asked as she wrapped a comforting arm around her friend.

Twilight nodded before she could stop herself.

Pinkie leaned in until her face was right next to Twilight’s ear. The noises coming from the other side of the room did nothing to muffle what Pinkie whispered next. “Spread your legs for me, Twilight.”

With a soft groan, Twilight laid on her back, her rational mind taking a complete back seat in this whole act as she spread her legs, revealing her swollen, puffy pussy to her pink friend.

She was exposed. Exposed in front of one of her best friends. The realization should have come with some modicum of indignation or embarrassment, preferably both, but there was none to be found. All she wanted was the large, throbbing phallus that was CLEARLY not supposed to be on a mare inside her. Alarm bells rang loudly in her head, but it was impossible to be heard from the blood rushing in her ears.

Twilight was sweating now, little beads of her bodily fluids leaking out of her pores and trailing down her body, giving her coat a light, but somewhat alluring sheen. Her breaths came rapidly, her small cute boobs rising up and down with every intake of breath. Her eyes fluttered dazedly, staring up at her friend from her position. What was she waiting for?! Twilight’s mind screamed. She would have conveyed her thoughts into words, but she was having too much trouble breathing to begin with. All she could manage was a series of needy moans and desperate whines. Twilight idly thought that she probably looked no different than a bitch in heat, and hoped that it was incentive enough to get Pinkie the FUCK ON TOP OF HER.

Pinkie smiled smugly to herself. Twilight looked like she had lost her mind to the heat. For all she knew, she could have. Deciding to relieve the newly crowned princess of her plight, Pinkie moved closer to her nethers, and guided her leaking cock towards her vagina. The tip pressed hotly against the puffy, hot flesh, and Twilight hissed from the contact. She tried wiggling her butt and moving a little closer in an effort to impale herself on it, but she had no such luck. Pinkie will penetrate her whenever Pinkie wanted to. She had no power over the situation.

After what seemed like an eternity for Twilight, Pinkie pushed forward, penetrating Twilight and burying an inch into her. Twilight groaned in pleasure as she was getting exactly what her body wanted. Without warning, Pinkie thrusted forcefully, hilting almost immediately into Twilight’s tight canal as Twilight let out a scream of pain. Nerves began lighting up in her body, sending mixed messages of pain and pleasure.

Pinkie continued thrusting regardless, either because she was blinded by pleasure or that she didn’t care for her friend's well being. Teeth gritted, Pinkie kept thrusting with all her might, hitting Twilight’s core again and again, each slap of her hips against Twilight’s brought a loud squelching sound with it. Despite Twilight being absurdly aroused, Pinkie still had a lot of trouble thrusting in and out of her friend. She was unbelievably tight and oh so hot. Pinkie started developing a sweat as well, and she began panting from the exertion.

Twilight’s cries built into a fevered pitch, as she screamed and grabbed Pinkie by surprise, falling on top of her as Twilight locked her in a heated kiss. Pinkie’s larger breasts pressed against Twilight’s, their sensitive nipples making contact and sending tingles down their spines. Pinkie continued thrusting while maintaining the passionate lip lock with Twilight, plowing through the purple alicorn’s first orgasm.

The roughness of Pinkie’s ministrations sparked something deep within Twilight, and a series of small, rapturous orgasms racked her body, sending her in a tizzy as she thrashed and screamed into Pinkie’s mouth.

Pinkie panted heavily. Twilight’s passage held on to her meat pole like a vice grip, and it was no small miracle that she had lasted this long. With one final, deep thrust, her heavy balls slapping against Twilight, she came. Hot, white ropey strands of her seed flooded Twilight’s womb, and Twilight experienced another powerful orgasm from the heat. The vagina is a very flexible organ, able to accommodate the size and girth of a foal if need be, so it wasn’t much of a surprise to Pinkie as a noticeable bulge began to form in Twilight’s stomach due to her reluctance to pull out.

She stayed hilted inside her friend for a few moments, making sure that Twilight would have her fill. After regaining her composure, she looked over Twilight, and found that she was already fast asleep. Well, dark magic does take a lot out of some ponies.