Twilight leaned into Molly as the white alicorn gently washed her fur. After her… exploratory exercise in male anatomy, Twilight had slept away the remainder of the morning, until she was gently woken up by Molly so she wouldn’t miss her lunch date with Rainbow. Molly had taken the liberty to magically clean away what evidence she could of Twilight’s orgasm, but the younger alicorn still required a shower to get rid of the rest of the mess stuck in her fur. So here they were: Twilight happily sitting in Molly’s lap, chest to chest, as the larger alicorn washed her. Molly’s practiced hooves quickly reducing Twilight to mush in the same way Rainbow did a few hours prior.

“I have to say, Twilight, I’m still impressed of the extent you mastered fleshcrafting in such a short time,” Molly said.

“Well, I do have a good teacher,” Twilight replied.

“Oh shush,” Molly giggled, “You and I both know that I did little more than a demonstration. It was your own skill that allowed to have such… explosive results.”

Twilight felt a blush creep onto her cheeks as she ran through the memory in her head. She hadn’t meant to grow her dick to the extent that she did, but she just lost herself in the moment. She had no idea that having a cock would feel as good as it did, and she didn’t even properly stimulate her marehood. A full body shudder coursed through her as a fantasy formed in her mind.

Suddenly, a smiling Molly popped into her head. “There will be time for that later, Twilight,” she chuckled. “Right now, you have a lunch date to get to. I don’t want you to pounce on Rainbow the second she walks in.”

Twilight blushed further and buried her head in Molly’s neck, trying to hide herself from her own embarrassment.

Molly rolled her eyes and patted Twilight’s back. “Which brings me to my next point and first lesson. Well, second if you count fleshcrafting: Self-control; more specifically, your lack of it.”

Twilight’s brow furrowed as she leaned back. “I don’t have any self-control?”

Molly gave Twilight a flat stare.

“Alright, maybe when I get stressed out… or excited… or horny…” Twilight paused. “Okay, I see your point.”

Molly chuckled and gave Twilight an affectionate nuzzle.

“Not that there is anything wrong with that. I’m sure a lot of ponies would be in the same position you are if they suddenly acquired the powers of a goddess. Nonetheless, as a proper mistress you have to be in total control of yourself. It is fine to lose yourself in the moment every now and then, but it most certainly shouldn’t happen all the time, only when you want it to happen.”

Twilight nodded her head.“I guess that makes sense,” Twilight replied. “But how are you going to teach me that? I think I can find a few books in the librar-”

She was cut off when Molly put a hoof on her mouth, a smile on her lips.

“Books won’t help you too much here, but don’t worry, I know what I’m doing.”

There was a brief spark of panic in Twilight’s eyes at the mention of books not being helpful, but she quickly suppressed it. Smiling, Molly leaned forward and planted a kiss on Twilight’s lips, quickly slipping her tongue into Twilight’s mouth. The younger alicorn immediately let out a sensual moan, submissively allowing Molly’s tongue free-reign over her own.

After a few moments Molly pulled back.

“I prefer to use a reward system, like Celestia’s gold star stickers,” she booped Twilight on the nose. “Now, let’s finish this up. You have a date to get to.”

*****

A short while later, after a quick drying session that seemed to serve only as an excuse for Molly to feel Twilight up, Twilight was standing at the entrance to her castle. She was staring at the door handle, realizing that this was going to be her first time in town with her new body. Twilight felt a comforting wing wrap around her, surrounding herself in a cocoon of warmth and encouragement.

“No need to worry, Twilight. They already love you, now they’ll worship you instead.”

Twilight shot Molly a flat stare which she merely laughed off.

“Now go, Rainbow awaits.”

And with a final encouraging smile, she pulled her wing from Twilight and disappeared.

Rolling her eyes, Twilight took a final breath and pulled the door open.

It was a nice spring day outside: not too hot, not too cold, low humidity, and it seemed as if all of Ponyville was out in the streets. The laughter of foals floated through the air, complimenting the steady chatter of adults as they went about their business. The field in front of Twilight’s castle had apparently turned into an impromptu park of sorts, because more than one group of ponies were having a picnic on her lawn. Her appearance went unnoticed at first, but as soon as one pony saw her it seemed to spread through the crowd like wildfire.

Twilight could feel a small measure of panic forming in her gut as at least forty pairs of eyes turned towards her, but quickly remembered Molly’s words. ‘Self-control’. She closed her eyes took a deep breath, and almost immediately she felt the panic dissipate.

Opening her eyes, she gave the crowd a confident stare before shifting her visage into something else. She tried a mixture of Celestia’s serene, motherly look combined with Rainbow’s confident smirk and Rarity’s sultry gaze. It appeared to have the desired effect, because more than a few adults had reddened faces as they looked at her. She took a step forward, once again blending Celestia, Rainbow, and Rarity’s styles into something that caused several ponies’ jaws to drop.

Literally in the case of Thunderlane, who swiftly received an angry wing slap and glares from both Flitter and Cloudchaser. The stallion blushed sheepishly, giving the two of them an apologetic look while trying to keep an eye on Twilight. The fact that Rumble had a similar look on his face went entirely unnoticed.

Twilight slowly made her way through the crowd. Keeping a steady pace as she politely greeted each pony near her. Inside, she was positively beaming! She was being sexy! In public! And it was fun!

No wonder Rarity enjoys this so much, Twilight thought to herself.

Her ruminations were interrupted by a small body stepping in front of her. Her eyes swiftly refocusing on the pinto colt.

“Good afternoon, Princess Twilight!” Pipsqueak said, grinning adorably at her.

Caught off guard, it took Twilight a second before she leaned down and returned the colt’s smile.

“Well, good afternoon to you too, Pipsqueak,” Twilight replied.

Twilight was momentarily confused as the colt’s eyes seemed to go as wide as saucers before he tore his gaze away. He nervously shuffled his hooves around as he looked at the ground, his mane shielding his face from Twilight.

“Is something wrong?” Twilight asked, her voice filled with concern

Pipsqueak looked back up at her, his mouth opening and closing a few times as he struggled to properly form words.

“I think you’re looking very pretty today!” he eventually shouted out, loud enough for almost the entire park to hear him.

Twilight pulled back slightly, startled by his outburst. Quickly, however, she recovered.

“Thank you, Pipsqueak. It means a lot to me to hear you say that,” she replied.

Pipsqueak beamed up at her, elated that his compliment had been accepted.

“Not a problem, Princess! My dad always says to give a mare a compliment whenever I can!”

“Thats good advice. Be sure to keep following it,” Twilight said as she gave him a broad smile. After a moment of thought, she bent down and planted a chaste kiss on the top of the colt’s head, immediately causing a fresh blush to erupt across Pipsqueaks’ face. “Have a good day, Pip.”

The colt’s face was so red by this point that it was a wonder steam wasn’t coming out of his ears.

You know you just gave that colt bragging rights for years, correct? Molly said.

Twilight watched as the colt ran to Rumble, obviously a friend of his, and received a congratulatory hoofbump before he led the blushing pegasus away. Rolling her eyes at their antics, Twilight re-postured herself before continuing her way down the road, entirely conscious of the eyes watching her as she did so.

****

It wasn’t a terribly long walk to Sugar Cube Corner, and the fact that it was a rather pleasant day made it seem even quicker. Of course, the various ponies either staring at her or the few that managed to work up the courage to talk to her didn’t make it any worse. It took Twilight a quick moment to reorient herself as she made it to the now much smaller entrance, even having to lower her horn a tad so she didn’t clip the doorframe.

She was helpless but to let out a low moan of content as the sugary air filled her nostrils when she stepped into the bakery. There was a reason why Pinkie always seemed to carry the smell of freshly baked cakes and diabetes-inducing sweats. Not to mention where she got her endless supply of energy from.

“Twilight!” Rainbow’s voice pierced the air. “Over here!”

Unable to keep a smile off her face, Twilight turned to see her lover sitting in a corner booth, enthusiastically waving her down. She had already ordered her food, a half eaten sandwich was sitting in front of her.

“Eating already?” Twilight asked as she sat down across from Rainbow in the booth, a teasing look on her face.

Rainbow blushed slightly as she looked at her plate. “Well, I kinda did it out of habit… But I stopped when I remembered you were coming!”

Twilight giggled at Rainbow’s efforts to appease her, waving the pegasus off with a hoof.

“Relax Rainbow, I don’t mind. It’s not like this is a date or anything.”

Rainbow’s eyes opened wide at Twilight’s choice in words before a roaring blush invaded her features. Her mouth opening and closing a few times as she looked embarrassedly down at the table. It took a few seconds, but Twilight quickly matched Rainbow’s expression. The two of them sat their for a few moments, both too nervous to make conversation, and both of them sneaking glances at the other.

However, in the same vein that there's smoke before fire, there's awkward before Pinkie Pie, and the residential party pony quickly made her presence known.

“Heya, Twilight!” Pinkie shouted as Twilight quickly found herself being almost strangled to death with a hug by the excitable pony, her face buried in a veritable sea of pink. Pinkie pulled back enough to let Twilight breathe, but still didn’t release her from the hug.

“Wow, Twilight, did you eat some yeast last night? Because your buns certainly rose!” Upon finishing her sentence Pinkie released the alicorn, but quickly began poking and prodding her instead, with absolutely no regard for personal space.

“Pinkie!” Twilight exclaimed, trying to keep the party pony’s hooves away from some more… intimate areas. But nonetheless Pinkie’s hooves soon found their mark, and Twilight yelped as she found her plot being probed, directly on her cutie mark.

“Wow! You must have had a lot of cream stuffings to get this big!” She gave Twilight a serious stare. “Could use a serious glazing, though.”

“Pinkie!” Twilight shouted again, her mouth open in shock at what her friend was saying.

“What?” Pinkie asked, appearing genuinely confused.

It started with a giggle, but quickly cascaded into gales of laughter as Rainbow suddenly lost her self control. The pegasus slammed her hoof on the table as Pinkie and Twilight turned to her, quickly trying to regain herself. However, when Rainbow caught sight of Twilight’s blushing face, a fresh round of laughter broke free.

Twilight sighed exasperatedly, facehoofing as the last of Rainbow’s chuckled faded away.

“Sorry, Twilight,” Rainbow said, her voice slightly hoarse, “but Pinkie got you good there.”

Next to Twilight, Pinkie nodded her head with a beaming smile.

“Uh-huh!”

Sighing once again, Twilight couldn’t do anything but roll her eyes at her friends antics. Humor was just Pinkie’s way of dealing with new situations, so this really wasn’t anything new.

“Now that that's out of your system Pinkie, do you think I could get something to eat?”

The party pony looked Twilight up and down a few times, a surprisingly serious look on her face before she turned to Dash. Her nostrils flaring as she studied the two of them. A knowing smirk spread across her face.

“Sure, why don’t you two just come to the kitchen? I’ll whip you up something nice and quick!” She turned to Dash. “You too, I’m sure you’re still hungry.”

Twilight cocked her head. While the words were innocent enough, Twilight couldn’t help but feel a hidden invitation.

That’s because it is one, Molly said, and a rather forward one at that.

Well, there really wasn’t a reason to say no was there?

“That sounds delightful Pinkie. Lead the way.”

For the first time, Twilight looked at her childish friend in a new light. One that she would have never even connected to her before.

Pinkie was by far the chubbiest of her friends, not really a big surprise, but it was distributed in such a way that accentuated her curves rather than dilute them. Of course, Twilight’s eyes were drawn to Pinkie’s plot, which was larger than even Rainbow’s enhanced one, the swell of her cheeks all but screaming their existence. Her crystal blue eyes were so large and expressive that Twilight could lose herself in them, filled with such raw happiness that Twilight couldn’t help but feel a sense of awe for.

She was the epitome of the ‘girl next door’ look, definitely not having the raw beauty of Rarity and Fluttershy, or herself for that matter. But nonetheless she was undeniably attractive, possessing an unmatched air of approachability and friendliness. And now, she was extending an invitation to expand their friendship into something more… intimate. Slowly, a grin spread across Twilight’s face.

“Okie-dokie!” Pinkie replied before turning around and bouncing away, her plot heaving up and down with the motion. Twilight’s jaw couldn’t help but drop as she stared at the bouncing flesh. How she failed to notice it before was beyond her, the jiggling flesh all but demanding her attention. That was a plot she wouldn’t mind burying her face in.

“Finally noticed it huh?” Dash commented.

“Huh?” Twilight responded, having to tear her gaze away from Pinkie’s plot.

“Pinkie’s plot ,Twilight. It's practically a legend in Ponyville.” Rainbow smirked. “Well, I guess ours are on that list now as well.”

Twilight chuckled.

“I guess I have been a bit oblivious.”

“Just a bit?”

Twilight gave Rainbow a flat stare, causing the pegasus to chuckle.

“Alright, I’ll stop teasing, but let’s not keep Pinkie waiting.”

Nodding her head, Twilight stood up, quickly followed by Rainbow who picked her plate up as well, and followed their bouncing friend.

****

A short while later, Twilight was chewing her sandwich slowly as she stared at Pinkie Pie. Her friend had lead her and Dash to the kitchen and quickly placed a sizable meal on Twilight’s plate, even considering her new size. But since Pinkie had served the food she had done nothing to indicate her invitation was anything but an innocent one. She just kept going about her baking tasks ,whipping up new batches of dough and frosting. They were sitting at the Cake’s dining table; a rather sizable piece of furniture

“So… uhhh.... Twilight,” Dash began. “I managed to work it so that I have tomorrow off, which means I can spend the night at your place again,” she fidgeted in her seat slightly as a blush rose to her cheeks. “If you want me to, that is.”

Twilight switched her gaze to Rainbow, unable to keep a smile off her face.

“That sounds great, Dash! I’ll be sure to have everything ready for you.”

“You don’t have to do so much for me,” Dash said a bit hesitantly.

Twilight rolled her eyes and placed a hoof on one of Dash’s.

“Well I’m going to. Just be sure to be there as soon as you can after work. You can use my shower if you want.”

Dash visibly brightened as one of her rare genuine smiles spread across her face.

“Thanks, Twi.”

“Planning a party!?” Pinkie suddenly gasped. “Without me!?”

“This is a private party, Pinkie,” Twilight responded. “But the next one may be different.”

Despite the rejection, Pinkie still had a broad smile on her face.

“Don’t worry, Twilight, but who's to say you can’t have any fun during the pre-party?”

Once again Pinkie’s invitational tone was back, hidden under her air of innocence. Twilight cocked her head as Pinkie turned back to her baking, thinking of what to do.

“Do you trust me, Dash?” Twilight asked turning to her pegasus friend.

A confused look spread across Rainbow’s face, but nonetheless she nodded.

Twilight felt a smirk form, “Good, but if this goes too far, at any point, stop. Okay?”

Dash nodded her head.

Smirking, Twilight turned back to Pinkie. “I think a pre-party could be arranged.”

It took a few seconds, but Pinkie’s stance changed. Her back legs spread open as she flipped her tail over her back, exposing her crotch to Twilight and Rainbow. Twilight felt herself blush as she looked at Pinkie’s marehood. Her netherlips were thick and plump, already glistening with moisture, and was revealed to them in all its glory. Pinkie’s tight sphincter rested comfortably above, a very enticing target in its own right.

“Do you want to know what one of my favorite things about baking is?” Pinkie asked.

“Sure,” Twilight replied.

Pinkie smirked as she turned her head, showing Twilight the frosting covered spatula she had in her hoof. She extended her tongue, Twilight finally noticing how large it actually was, and dragged a long slow lick up the spatula, letting out an exaggerated moan as she did. Never had Twilight thought a pony could eat frosting in such a sexy way. Still smirking, she brought the spatula to her crotch and began to liberally coat her nethers with the sugary treat.

“Licking the beater.”

Twilight had to give her credit, that was pretty sexy. Especially given the fact that Pinkie turned back around, going back to her task as if nothing was different.

Take charge, Molly ordered.

“Dashie,” Twilight said, her voice taking on the same authoritative tone from last night.

Immediately a low moan sounded from Dash, the pegasus already flushing with arousal. Twilight turned to the pegasus, noting the scent of her arousal already filling the room.

“Our host spilled some food, clean it up.”

Dash’s ears flattened back against her head, and almost looked as if she couldn't believe what was happening.

“Did you hear me, Dashie?” Twilight asked. “If you won’t do this, say so. It’s not a problem if we stop.”

Dash swallowed thickly before shaking her head,

“No, it’s fine.”

Twilight’s smile turned positively predatory.

“Good. Now go and clean her up.”

Dash shuddered a final time before pushing away from the table. Her chair scraped across the floor, the sound loud in the otherwise mostly quiet kitchen. Slowly, Dash made her way over to Pinkie, her tail twitching with every step, betraying her own arousal. Pinkie let out a low murmur as Dash stepped up behind her, spreading her legs a touch farther for easier access. A rivulet of her juices slipped out of her marehood before running down her inner thigh carrying some of the frosting with it.

“Dash, clean her before it becomes an even bigger mess.”

“Yes, Ma’am,” Rainbow replied before leaning forward, licking up the trail of Pinkie’s juices, moaning as their heady taste combined with the sugary frosting in a positively delectable way. Upon reaching Pinkie’s marehood, Dash began to eagerly bathe Pinkie’s crotch with her tongue. Twilight watched in satisfaction as Rainbow started getting into it. The pegasus’ lithe tongue swiftly adding saliva to the mix of fluids covering Pinkie’s marehood.

Pinkie appeared to be entirely unaffected by Rainbow’s ministrations, but a slight shudder betrayed her. Twilight smirked as Pinkie bit back a moan when Rainbow’s tongue pierced her netherlips, the muscle plunging deep into her core. Rainbow brought her hooves up, grasping a hold of Pinkie’s plot like a possessed mare as she began to shamelessly grope the heavy flesh with her hooves. Twilight had to admit, Pinkie’s plot was rather fantastic. Dash’s hooves seemed to sink into it, appearing to be almost swallowed by Pinkie’s butt cheeks.

“Dash…” Pinkie moaned out, her voice low and needy. She pushed back into Dash’s probing tongue. Rainbow responded by spreading Pinkie’s butt cheeks before eating her out with even more gusto than before. The wet schlicking sounds of Dash tongue-fucking Pinkie swiftly became audible to Twilight.

Twilight was unable to stop her hoof from wandering down to her crotch at the erotic display she witnessed. Already her marehood was flushed with arousal, her nether lips plumping up as she teased the treasures beyond. With skill she didn’t know she had, she began to tease herself, drawing out as much moisture from herself as she could. She closed her eyes as pleasure began to course through her, slipping down further in her chair.

Self-control Twilight, Molly said. Do not lose your composure and do not cum. If you succeed you shall be rewarded.

Twilight sent a mental note of consent, opening her eyes and straightening her posture as she recentered herself. She was greeted by the sight of Pinkie enthusiastically thrusting herself into Dash’s face as her hooves were bracing herself on the counter, the pegasus herself obviously enjoying the action. A small puddle of Dash’s own juices were already pooling on the floor, their own scent thickening the air even further.

“My little Dashie has quite the talented tongue, doesn't she?” Twilight asked, no small amount of pride in her voice.

Both Pinkie and Dash moaned their approval, too absorbed in themselves to properly respond.

They’re going to have to learn to always give you a proper answer when you you ask a question, but for now do not concern yourself, Molly said. However, you should hurry them along so we can get to your lesson.

How? Twilight asked back.

Molly sent Twilight an image, and Twilight smirked in response. Her horn lit up as she lifted the frosting covered spatula out of its bowl, bringing it to Pinkie’s crotch. She gently nudged Dash off to the side and brought the spatula to Pinkie’s tight sphincter. Twilight watched Dash’s jaw drop as she frosted Pinkie’s rear, Pinkie herself letting out a little mewl of pleasure at the act.

“Clean her,” Twilight ordered.

This time, there was no hesitation. Dash leapt into action, her tongue all but attacking Pinkie’s crotch. A low continuous moan sounded from Pinkie’s throat, the mare pushing eagerly back into Dash’s tongue as the pegasus lapped at her rear. Twilight smiled in satisfaction as she saw Dash push her tongue passed Pinkie’s sphincter, both ponies’ moans crescendoing at the act. Rainbow’s hooves wrapped around Pinkie’s plot. The mounds of flesh seemingly swallowing the mare’s legs as she buried her face as far as possible into Pinkie’s crotch.

Pinkie’s orgasm started slowly, entirely uncharacteristic of the energetic mare. Her voice slowly rose higher and higher in pitch, accompanied by a clenching of her legs. Rainbow apparently figured out what was happening, and increased her ministrations, wringing an ecstatic scream from the party mare.

All of a sudden, the floodgates broke, and Pinkie had to bite her leg to stifle her scream as a veritable flood of juices erupted from her marehood. The stream of the thick fluid immediately coated Dash’s face, and even her neck and chest darkening the pegasus’ fur with the amount of fluids from the party pony. Startled, Dash pulled back for a moment only for the second burst of fluids to hit her square in the face. Rainbow instinctively swallowed the mouthful of juices she received, but failed to move away in time to avoid the third blast. Even Molly was surprised at the amount.

Pinkie’s body was visibly shaking as her orgasm continued. The poor mare unable to properly form words as a stream of gibberish escaped from her mouth. Smirking, Twilight took great satisfaction in the way Pinkie’s plot jiggled, the heaving flesh almost slapping Rainbow in the face.

Eventually, Pinkie’s orgasm came to an end. Leaving the party pony a sodden, sex covered mess on the floor, unable to stand after her raging orgasm, her hind leg still twitching a bit. The floor around Dash and Pinkie was a total mess, covered with a big puddle of their combined juices.

That was impressive, Molly commented, but now is your chance. Seize control!

“Dash, Pinkie,” Twilight commanded.

Both ponies turned to look at Twilight, their faces still having a slightly dazed look to them. Twilight’s horn lit up as she pulled the tablecloth up on their side.

“Theres one more mess to clean.”

Twin looks of realization spread across their faces, but Pinkie was the first one to react as she pushed away from the floor. She crawled under the table, and Twilight quickly felt a warm body settle in between her legs. Dash made a move to go, but paused and looked back at the counter.

Twilight raised an eyebrow as Dash stood up and pulled the bowl of frosting off the counter, turning to Twilight with a silent question on her face. Twilight rolled her eyes, but nonetheless nodded her head. A broad smile broke out on Dash’s face as she dove under the table with Pinkie Pie, nestling next to her between Twilight’s legs. Twilight flipped up the tablecloth in front of her and was promptly greeted by a smiling Pinkie Pie and Rainbow Dash, both of them looking up at her over her swollen marehood.

Twilight took a moment to observe her marehood, the thick puffy lips glistening with her arousal. Seeing Dash and Pinkie this close to it really drove in her new size once again, but from the looks on their faces it was, if anything, even more enticing. Rainbow lifted the frosting covered spatula to Twilight’s nethers, her eyes asking one more time for permission.

Twilight nodded her head and jumped slightly as the frosting was spread across her marehood. After using what she could, Twilight watched as Rainbow scooped another helping of frosting and add it to the covering on Twilight’s crotch. Pinkie herself was smiling as Dash used the rest of the frosting, almost completely covering Twilight’s nethers in white sugary goodness. After the last of the frosting was used up, Dash pushed the bowl off to the side.

Rainbow turned to Pinkie and after sharing a quick look, they leaned forward simultaneously and each trailed a single long lick up on either side of Twilight’s marehood.

Self-Control, Molly said again, they will enjoy this more if you make it seem they have to work hard to please you.

Twilight sent a mental nod to Molly, biting back a moan as Rainbow and Pinkie’s tongues once again licked her core. Twilight smiled as both Dash and Pinkie let out little murmurs of pleasure as they set about their task. Twilight felt a brief pulse of magic, and the tablecloth fell back down, concealing the two of them from her sight.

Already their ministrations were sending powerful bolts of pleasure up her spine. Rainbow’s tongue darted back and forth, much like the pegasus herself. She favored small, powerful licks, usually ending just below Twilight’s protruding clit. Twilight gave Rainbow a encouraging smile even if the pegasus couldn’t see it, as the pegasus wrapped her lips around her clit. It was easily large enough for the pegasus to manipulate it, causing Twilight to let out a little hiss of pleasure as she bit back a moan.

Pinkie’s tongue seemed to be everywhere at once. The party pony making lewd slurping noises as she licked as much of the mixture off Twilight’s juices and frosting as she could. Twilight couldn’t help but notice how big Pinkie’s tongue was, almost twice the size of Rainbows. And evidently Pinkie knew how to use it as well, as Twilight was struggling to keep her composure under the reckless onslaught.

Twilight was certain now that her transformation had made her more sensitive. She could feel her hips begin to buck up into the assaulting tongues, desperate for more pleasure. Of course, she made access to her crotch even easier, spreading her legs as wide as possible, which Pinkie and Dash took full advantage of. This time, Twilight couldn’t help but let a small moan lose as she felt two tongues approach her plothole, the sensitive flesh quivering under their touch.

Instinctually, Twilight tightened her legs, squishing Pinkie and Dash into her crotch. The two of them seemed entirely unbothered by this, and almost immediately they readjusted themselves to take advantage of the new position. Twilight’s eyes bugged wide as she felt each of her netherlips being gently sucked into a warm mouth. She moaned once again as she felt a small spurt of her juices escape from her, accompanied by a particularly strong bolt of pleasure.

Twilight could feel her body clenching as Pinkie and Dash suddenly thrust their tongues inside her, the writhing muscles scraping against her inner walls like no cock ever could. Their tongues were distinct inside her, with Dash’s teasing just past her netherlips as Pinkie’s plunged deep inside her. Both of them were audibly swallowing, gulping down Twilight’s marecum as the thick fluid filled their mouths.

Now time for the real test, Molly said, her voice sounding absolutely devious.

“Hello, Twilight! How good to see you!” a voice said from the doorway.

Twilight could feel her heart drop as panic exploded through her. She turned to see a smiling Mrs. Cake in the doorway, the matronly mare appearing entirely unaware of what was happening in the kitchen. But Molly’s words from earlier ran through her mind: Self-Control. Through sheer force of will she steadied her breathing, calming her racing heart. She was Princess Twilight Sparkle, and if somepony was going to catch her having sex, it sure as Tartarus wouldn't be in a kitchen at a bakery. At least a park, or concert, someplace she could get a good story out of.

“Oh! Hello!” Twilight replied, doing her best to keep her voice steady. Which was no easy task, as neither Pinkie or Dash seemed to be stopping nor slowing down, their tongues double-teaming her defenseless marehood.

Be smart Twilight, don’t you want your reward?

“How are you doing dear? You haven’t been here in ages. Pinkie certainly missed you, have you seen her yet?”

Twilight could all but feel the mare in question smile as she suckled Twilight’s clit into her mouth, her tongue twiddling the protruding nub.

“Yeah!” Twilight said, her voice rising before she reigned it back under control. “She went upstairs, said she had a surprise for me.”

In order to stop from crying out in pleasure, Twilight latched onto the nearest thing she could. Levitating her half-eaten sandwich to her mouth in an attempt to appear normal, still she bit into it a lot harder than necessary, muffling herself as best she could.

“Wonderful!” Mrs. Cake paused as something occurred to her, “I think I saw Rainbow Dash out in the dining room, would you like me to send her back here?”

Rainbow took this moment to readjusted her position so she could take advantage of Twilight’s exposed sphincter. The ring of flesh proving too enticing of a target for the pegasus to ignore. Twilight shuddered slightly as Rainbow skillfully teased her ass, reveling in the sheer feeling of naughtiness that the act entailed.

“She’s with Pinkie, I’m sure they’re having a ton of fun together right now.”

Twilight could swear she heard matching “uh-huhs” from beneath the table.

“Perfect!” her eyes bugged out slightly as she looked at the kitchen clock, “Oh I’m so sorry Twilight. I’d love to stay and chat, but I’m running late!” She turned around and trotted away. “Have a good day!”

“You too!” Twilight called back.

When she turned the corner, Twilight let out a deep breath she didn’t know she was holding. She felt Pinkie and Rainbow pull back before flipping up the tablecloth to give both of them a heated glare. The two of them kneeled between her legs, looking up at her with wide eyes. They looked like a picture of innocence, save for the rivulets of her juices that rolled down their chins and necks.

“That wasn’t funny,” she dead panned.

Dash and Pinkie shared a look before bursting out in giggles, unable to keep themselves from laughing. It took a little while, but eventually Twilight rolled her eyes and let out a few chuckles of her own.

“That wasn’t nice,” Twilight said, but with no malice in her voice.

“Yeah,” Dash agreed, “but it all worked out in the end.”

Twilight opened her mouth to retort about the consequences they would have face if they had been caught, but was stopped by Molly cutting her off.

Most impressive Twilight, at least for somepony as new to this as you are, Molly said with no small amount of pride. As expected from my personal student.

Here’s your reward.

Twilight gasped as the room suddenly blurred, quickly refocusing a second later. It took Twilight a moment, but she realized that she was now in Pinkie’s room, her back against Pinkie’s bed headboard with Pinkie and Dash kneeling on either side of her. The two of them looked confusedly around until they too realized where they were.

“If you wanted to take this party upstairs, Twilight, you just coulda asked,” Pinkie said, a naughty grin on her face.

Twilight went to respond, but stopped when she felt Molly’s presence in her mind, accompanied by her trademark smirk. Almost immediately, the telltale tingle of fleshcrafting surrounded her groin, and mirroring what happened earlier, a bulge of flesh bubbled out. It quickly formed itself into a sizeable set of black cock and balls, which while not nearly the size they were at the end of her… ‘exploratory’ session earlier, they were still much, much larger than the average stallion. Already it was at full hardness, veins pulsing along its length as it twitched against Twilight’s chest.

For once, Pinkie and Dash were both shocked silent as they stared at the new addition to Twilight’s crotch. Their jaws dropping open as the throbbing piece of stallion-meat pulsed with Twilight’s heartbeat, small strands of drool already slipping from their mouths.

“Uhh… that’s new, right?” Rainbow asked.

“Well, duh,” Pinkie replied, “I think I woulda seen that before. It’s kinda hard to miss.”

“Hey!” Dash replied, “it’s not like I snuck peeks under her tail or anything.”

“Uh huh,” Pinkie deadpanned back.

If somepony told her two days earlier that two of her best friends in the world, one of them maybe a bit more than that, would be arguing about whether or not her magically created cock was new or not, Twilight would have called them crazy.

“Girls,” Twilight said quietly, but with an unmistakeable air of authority to it.

Pinkie and Dash immediately stopped talking and turned their heads towards her.

“To answer your question, Dash. Yes, it is new. I used the same technique I used to reshape your ass and applied it differently to make this,” she stood the cock up with her hoof, noting with supreme pleasure the way their eyes followed it hungrily.

Suddenly, Pinkie’s eyes opened wide as she turned to look at Dash. Faster than an eye could blink, she raised her hoof and brought it down on Dash’s plot, creating a resounding smack that echoed throughout the small room. Dash immediately let out a loud yelp, something in between pleasure and pain as the stinging slap impacted her rear.

Twilight only stared at the mass of jiggling flesh, for research purposes of course.

“I knew you had more junk in your trunk!” Pinkie exclaimed.

“Pinkie!” Dash retorted, her voice slightly strained.

“I don’t think you’re one to talk about ‘junk in your trunk’, Pinkie,” Twilight said a tad amusedly.

“Uh-huh!” Pinkie acknowledged before standing up, turning around, and all but shoving her ass in Twilight's face. “It’s been voted the ‘Top Plot’ in Ponyville for the past six years, but I suspect I’ll have some serious competition this year, but unlike both of you,” Pinkie gave her plot a solid spank, “mine is all natural!”

Twilight barely heard the last of Pinkie’s sentence as her world suddenly became pink and jiggly. Needless to say, Pinkie’s ass was even more amazing up close, and the addition of her cleary soaked marehood only added to the effect. Not even mentioning the amount of juices that were running down her thighs,

“Damn straight!” Dash shouted, “My ass is going to show you who's boss!”

“Whatever you say, Dashie,” Pinkie replied, acting as if she wasn’t waving her plot inches from Twilight’s face.

“Girls,” Twilight said, her voice once again authoritative.

“Yeah?” they both said.

Twilight took a deep breath, totally not inhaling the sweet scent of Pinkie’s arousal, before continuing.

“Firstly, as much as I’m enjoying it, Pinkie, please get your ass out of my face,” the mare quickly did so. “Thank you.”

She lifted her cock with her hoof once again, stroking it a few times to make sure Dash and Pinkie were properly enthralled.

“Secondly, I’m very horny and I want to cum. So this is how the next few minutes are going to go: Both of you are going to suck me off, and when I’m about to cum you two are going to kneel down, and I’m going to jizz all over you. Is that clear?”

Twilight’s face was stern, showing that there really wasn’t any other course of action. She noted with supreme satisfaction the way that Rainbow’s eyes bugged out of her head, a roaring blush invading the pegasus’ features as Twilight’s orders registered with her submissive side.

“Well, no complaints here,” Pinkie said,”I haven’t had a good glazing since your brother’s wedding!”

Before Twilight could respond, the party pony leapt forward and trailed a long lick from the base of Twilight’s cock to the tip. The large muscle easily covering it in a sheen of saliva with only the first pass. Twilight gasped, her length twitching as a spurt of precum splashed against her chest. Completely unable to control herself at the sensation of Pinkie’s powerful tongue. Her tongue felt amazing, but Pinkie’s was positively divine. Quickly, Pinkie set up an enthusiastic rhythm. Burying her face in Twilight’s crotch as her tongue exploded into action. Twilight was helpless to do anything but moan at the onslaught, her hips humping up slightly as she sought more of Pinkie’s tongue.

“Wow,” Dash said dreamily, her eyes glazing over at the erotic sight. Wordlessly, she leaned forward and licked Twilight’s sex-wetted fur, moaning as the heady taste invaded her mouth.

This broke Twilight out of her trance, allowing her to re-center herself as a rainbow mane filled her vision. Smirking, Twilight reached a hoof forward and gently scratched behind Dash’s ear in much the same way she would a cat.

“Like it, Dashie? You’ll be having a lot of it in the future.”

Rainbow unconsciously leaned into the scratch, nodding her head as she did so.

Gently, Twilight guided Rainbow to the flared head of her cock.

“Open wide, Dashie, here’s something special for you.”

Dash quickly obeyed, opening her rather demure mouth as wide as possible.

As if on cue, another rope of precum spurted from her cock. The first bit hit Dash on the snout before she managed to move herself to catch the rest, the remaining precum still enough to give her a decent mouthful. Twilight smiled again as Dash’s entire body seemed to relax, a loud moan sounding from her throat as she swallowed thickly. Twilight let out a moan of her own as Dash leaned forward and wrapped her lips around her cock-head. It barely fit inside Dash’s mouth, the pegasus’ cheeks swelling out visibly from her enveloped member. Slowly, Dash began to bob her head up and down. Only able to take the first few inches of Twilight’s length due to the sheer size of it, but she made full advantage of what she could fit.

Twilight let her head roll back, resting against the headboard as the combined feeling of Pinkie’s tongue and Dash’s mouth coursed through her. This was so much better than doing it herself! While an experience she definitely would be repeating at some point in the future, it already paled in comparison to these two mares working her cock.

Rainbow brought her hooves up, stroking Twilight’s cock as she suckled on what she could, doing her best to milk it for more of it’s salty treat. Twilight felt Dash’s tongue lashing back and forth, stopping every now and then to tease her urethra. Pinkie leaned down and wrapped her lips around one of Twilight’s hanging balls, quickly covering the heavy orb with her saliva.

She’s definitely done this before, Twilight thought to herself, reveling in the feeling of Dash’s warm, wet mouth.

No doubt, Molly agreed. Hold your hoof to her neck, I’ll show you a useful trick.

Twilight did so, and quickly she felt a rush of warmth seep from her to Dash.

This is why the Spa Twins give such good massages, a little earth pony magic can go a long way.

Both Rainbow and Twilight yelped as the pegasus’ throat suddenly relaxed, allowing the head of Twilight’s cock to slip into her throat. They moaned in tandem as the new sensations coursed through them, unable to keep their pleasure silent.

“Deeper,” Twilight breathlessly ordered, Rainbow quickly obeying as she forced herself downwards. An easily noticeable bulge appeared on the side of her neck

A deep rumble traveled through Twilight’s' body as Rainbow obeyed, pushing her head down as her tongue lashed back and forth. Rainbow repositioned her hooves, placing them on either of Twilight’s thighs in order to get a better angle. With a satisfying pop, Rainbow pulled back in order to breath, moaning as another spurt of precum was fired down her throat.

Twilight gasped as Rainbow began swirling her tongue around to gather any of Twilight’s juices she could. Every time Rainbow’s tongue claimed another drop, another trickle, it sent shocks of pleasure racing down her spine, causing a nearly constant stream of delicious moans to echo from her mouth. Loud slurps began to sound from Rainbow’s mouth as she bobbed her head up and down, Twilight humping her hips upward lewdly at the same time, seeking to bury herself to the hilt in Rainbow’s throat.

Twilight watched as Pinkie brought a hoof between her legs, teasing her marehood as she continued to lather her attention on Twilight’s balls. Her eyes locked hungrily on the cock in Dash’s mouth. Juices leaked from her, thoroughly coating her hoof in a sheen of sex almost immediately.

Rainbow sucked the cock in her mouth deeper and deeper, moaning with Twilight as the alicorn’s member poked against the back of her throat. Twilight could feel her precum flowing in a steady stream through her cock, pumping the thick fluid into Rainbow’s mouth. She moaned once again as Pinkie shifted her attention to the length of cock. The party mare used her obscene tongue with the skill of a master as she lapped at Twilight’s cock, wrapping her tongue around it as she essentially jacked it off.

“Holy horseapples…” Twilight groaned out, her eyes rolling back in her head as the pleasure washed through her.

She felt her entire body clench as Rainbow suddenly burst into action. Evidently done with her languid pace, the pegasus bobbed her head up and down so fast it became a blur. Strands of drool flew from her mouth, adding to Twilight’s already soaked groin. Pinkie was forced to learn back, her eyes locked onto Dash in a mixture of surprise and envy.

The feeling of Dash’s throat rippling around her length was indescribable. The pegasus’ lips pulled back to the head before plunging to the bottom, her tongue taking a moment to tease Twilight’s balls before pulling back again. Thick gluk gluk sounds emanated from Dash’s throat, her rainbow mane waving back and forth as she impaled her mouth with Twilight’s cock.

Twilight had no idea how long Dash kept that up. The sheer ecstasy of Dash’s mouth was too overpowering for her to even attempt a facade at self control. Twilight shamelessly moaned out her pleasure, her tongue lolling limply out of her mouth. She could feel her orgasm building up in her core. She started to hump upwards, wrapping Rainbow’s mane around her hooves as she used the Pegasus’ throat as little more than a masturbation tool. Twilight gasped as her balls clenched, tightening up in preparation for the release of her load.

All of a sudden Twilight felt two hooves grab ahold of hers and lift Dash off her cock. Moaning in disappointment, Twilight opened her eyes to see a scowling Pinkie Pie glaring up at her.

“That doesn’t look like ‘jizzing all over us’ to me,” Pinkie said disapprovingly.

Twilight opened her mouth to retort, but quickly closed it when she realized that Pinkie was right. Nonetheless, Twilight was still slightly miffed. Pinkie denied her an orgasm, and a huge one at that, anypony would have to be disappointed about that. Her expression turning from irked to caring, Pinkie leaned back down and gently nuzzled Twilight’s balls and cock.

“It’s okay, Aunty Pinkie will take care of you.”

Twilight resisted the urge to facehoof as Pinkie reached up and yanked a still dazed Rainbow Dash down to her. The alicorn’s brow furrowed as Pinkie whispered something in Dash’s ear, quickly followed by matching smirks spreading across their faces. Dash crawled across Twilight, sitting on the opposite side of Pinkie before pulling the party mare into a heated kiss. It was pretty obvious from the exposed tongues and strands of saliva falling from their mouths that they were putting on a show for Twilight.

They aren't, Twilight thought to herself, her mind racing.

The two of them looked over their shoulders and smirked at Twilight before stepping back and sandwiching Twilight's cock between four mounds of feminine flesh. Twilight was helpless but to groan in ecstasy at the new sensations.

She could feel the difference in her lover's plots. Despite its softness, there was an unmistakable presence of muscle in Rainbow's ass, creating a wonderful contrast all her own. Pinkie's plot however, seemed to be made of fluff and happiness, practically enveloping Twilight's member all by itself. Pinkie's ass was the larger one, but not by an extreme amount. Pinkie and Dash smirked and pressed back against each other even more, pressing their plots together in a downright obscene display.

All three ponies gasped as the duo lifted themselves up, dragging their pussies against Twilight's cock as they eagerly pushed back agaisnt each other. The alicorn couldn't do anything but let out a low moan as her cock was masturbated by her lover's rear ends. Their plots gripping her in a way so... tight, and warm, and wet that it was a struggle to not blow her load right then.

Rainbow and Pinkie groaned as they lowered themselves, the head of Twilight's member emerging from its prison, dripping with a mixture of arousals. They gradually put more and more weight against each other, pressing further back into Twilight's cock, gasping as their clits made contact with the turgid flesh.

"How does this feel, Twilight?" Rainbow asked, doing her best to have some bravado over the arousal in her voice. "Are our asses so awesome that you just can't help but cum all over them?"

"Go ahead if you want to, Twilight. I could use a good glazing," Pinkie added.

Twilight managed to give the two of them a glare, telling them that she would cum when she damn well pleased. Unfortunately, this didn't have the effect she wanted.

Both Pinkie and Dash smirked as they increased their pace, jacking Twilight's cock off with their asses in a surprisingly skilled maneuver. Twilight herself let out a low, keening moan as her cock was massaged by the two beauties. She could feel their muscles clenching and releasing, providing an entirely new storm of feeling to her. Sizeable spurts of her precum jetted from her member, quickly covering Pinkie and Dash's plots in a sheen of sex before dripping down to lubricate their efforts. Twilight could feel their marehoods quivering against her, releasing their own fluids amidst breathless moans. Their thick, meaty lips surrounding Twilight's member in an embrace all their own.

Twilight watched as Pinkie and Dash bounced up and down. It was almost hypnotizing watching their movements, their asses jiggling with every impact against her crotch, the waves sending lances of pleasure through her dick. Their clits were pressed tightly against her veiny shaft, both mares moaning rapturously at the contact. The twin nubs were easily distinguishable, both of them larger than average for mare's their size. Twilight wrapped the bedsheet around her hooves, doing her best to ride out the waves of pleasure as her lover's rears repeatedly impacted her groin.

"Faster," Twilight ordered, her voice low and hoarse.

Wordlessly, Pinkie and Dash obeyed, their motion switching to fast and short bounces, pushing back into Twilight's cock as hard as possible to maximize the friction. All three ponies moaned and writhed, Twilight's hips humping upwards in an attempt to increase the pleasure even further. It was too much for her. Already denied an orgasm, Twilight quickly felt the coil of pleasure forming in her core. Her heavy balls tightening against her crotch as they prepared to release their load.

Twilight grit her teeth, desperately trying to hold back her orgasm, her eyes screwing shut. It was a losing battle, the sheer ecstasy of her cock being buried between her lover's plots was simply too intense. A deep groan sounded from her throat, signifying her last approach to orgasm.

Twilight, Molly admonished, Remember your promise.

With a growl, Twilight's horn lit up quickly surrounding Pinkie and Dash in a pink light. Both of them gave matching squeals of surprise as they were lifted away from Twilight's cock. Swiftly, they were turned around in the air and planted onto the bed: face down, ass up, just like Twilight wanted. The alicorn lifted herself up, moving behind her lovers as she reached down with a hoof and grabbed ahold of her cock. Slowly she began to masturbate, her eyes drinking in the sight of her two lovers.

Both of them let out little mewls of pleasure and anticipation, wiggling in the magical bonds Twilight held them in. They waved their asses back and forth, tails pinned to their backs, their pussies winking desperately at Twilight's face. Thick rivulets of juices were running down their thighs, their netherlips looking positively delicious. Twilight moaned, biting her lip as another warning pulse jetted through her cock, ending in a thick stream of precum landing wetly on Pinkie's plot, turning her pink fur dark.

Pinkie moaned lewdly, a fresh stream of her marecum running down her thighs, her ass wiggling needily back and forth. Twilight groaned as she once again took in the sight of Pinkie's magnificent plot. Her twin globes of globular perfection just practically begged to be worshipped, her marehood deserved to be filled by a fat, juicy cock. Dash's ass was right up there in terms of perfection as well, Twilight personally made sure of that. The pegasus' ass cheeks were big, round and tight, Twilight could barely resist spanking them on the spot.

"Going to.. cum… All over you!" Twilight groaned.

And with a final few pumps of her hoof, she felt her orgasm explode through her.

Twilight let out an ecstatic moan as she felt her balls finally release their load, while not as large as her previous one, it was still far larger than a normal stallions. The first rope of cum erupted from her cock with the force of a firehouse, jetting towards her two lovers like a bullet train. It impacted her lover's upturned asses wetly, the viscous fluid covering them almost immediately, clinging to their fur as the excess ran down their legs. Pinkie and Dash moaned in tandem, their back legs clenching as Twilight came over them.

Twilight groaned as the second rope painted Dash. The sight of Dash's ass being painted in her cum was something that Twilight would never forget, and definitely repeat. The tight, round cheeks quivering under the deluge of semen. Almost immediately, the bed beneath Rainbow was swiftly covered in a puddle of semen.

The third rope was directed towards Pinkie Pie, and was easily able to cover the party pony's ass. Her cheeks visibly jiggled with the impact of the semen, causing Pinkie to let out another loud moan as her entire body clenched in pleasure. Fresh streams of her own juices ran down her legs, clearing some semen away from her thick netherlips.

Her horn flashed again, spinning Pinkie and Dash around. Her lover's faces were a pure picture of ecstasy, both of them screwed tight in their own pleasure. Twilight grinned as her next roped of cum splattered over their faces, quickly drenching the two of them. Thier mouths hung open, silently begging for Twilight to fill them with her spunk. Still smirking, Twilight aimed her cock at the offered holes, quickly filling them as her lover's cheeks bulged with the amount of cum being released from her member.

Twilight spread the rest of her orgasm around liberally, covering her two lovers in her spunk with a satisfied grin on her face. Her two lovers had dreamy looks on their cum-covered faces, their manes positively dripping with her essence. Their mouths were still open, completely coated with her seed. Both of them showing off the cum they had managed to collect.

Eventually, when it ended, Twilight looked down at Pinkie and Dash with no small amount of pride. The two of them had done well pleasing her, and as such deserved rewards of their own.

"That was fun, wasn't it?" she asked rhetorically.

She received two affirmative nods in reply.

"Good, now swallow. Slowly.”

Both mares obeyed her, gulping down the impressive amount of cum they held in their mouths with undisguised relish, dual moans sounding from the both of them as visible bulges traveled down their throats. Twilight once again marveling at the amount of spunk she could produce.

"Now, thank me for that. Thank me for my cum."

For a brief moment, there was some hesitation, Rainbow looking Twilight in the eyes before bowing her head submissively. And with complete satisfaction in her voice replied.

“Thank you, Mistress Twilight.”

Pinkie followed her friend quickly, easily catching on the flow of things.

“Thank you, mistress, for your cum.”

Twilight smiled brilliantly as something welled up inside her. Something between pride, joy, and satisfaction. This is who she is now: a Mistress, a dominant. Training her… lovers? Pets? Submissives? It didn't matter really, they were hers, and that's what counted.

She straightened her posture, swiftly turning into an authority figure Celestia could be proud of.

“Now clean yourselves up. With your tongues," Twilight ordered, "I could use a good show after that."

Twilight smiled as she laid down on a clean part of the bed, her lovers swiftly obeying her command. She took another look at the puddle on the bed, they were going to be here for a while.

Not bad for a second lesson Twilight, Molly said. You almost lost it towards the middle there, but pulled through in the end. As your reward, the changes I made to your bedroom are finished, I look forward to sharing them with you when you return.

Looking down on Pinkie and Dash, the two mares happily cleaning the other of her essence, Twilight smiled before sending a pulse of acknowledgement back to Molly.

She was looking forward to it too.

Author's Note

Alright, I'm sorry this took so long to get to you guys. And I'm also sorry that I won't be able to work on this for the next month, please refer to this as to why.

Also, this imported really weirdly for some reason, and its 3am for me and I have to go to bed. So if you see anything thats obviously missing a paragraph or two, please leave a comment so I can fix it quickly in the morning. Thank you.

Natasha should post a link to the accompanying picture for this chapter in a comment when she posts it, which should be soon I hope.

As always, please leave comments criticisms and ideas in the comments. I look forward to reading them all when I get back.

Thats it for now,
Gold4tune out, pce /)