Cadance picked herself up on wobbly legs from the pile of cushions she had been laying on, wearily standing on all four hooves as she surveyed the room around her. Her eyes settled on Rarity, the mare walking back towards the group with her head held high and lips puckered in a pout. She took her seat with a “Hmmph”, turning away from Cadance and the rest of the group.

The Princess of Love looked at the disappointment etched across the fashionista’s face, matching the mare’s frown as she placed a hoof on her shoulder. “Rarity, what’s wrong?” Rarity simply shrugged Cadance off, turning further away from her and folding her forelegs together, pouting even deeper. Cadance thought for a moment, a smile slowly breaking across her face.

“Now now, Rarity. No one should be sad on Hearth’s Warming… and I think I have just the thing…”

Cadance’s horn lit up in a blue aura, drawing the mare’s attention towards her as a matching light started to shine underneath the bed. Out came a large cardboard box, the word ‘TOYS’ inscribed on its side with a black marker. The Alicorn levitated it over to herself and pulled the top off, revealing the exact type of ‘toys’ that the secret package contained. Inside, a colorful plethora of sex toys were piled up haphazardly; all kinds of dildos and vibrators just waiting for somepony to grab and play with. Rarity’s eyes widened as she gazed upon the treasure trove of toys, a warm wetness building between her legs as she took in the sight.

Cadance turned towards Applejack and Rainbow Dash, the small spat they had been in after Applejack’s previous comment seemingly over as they embraced each other in a deep kiss, hooves roaming over each other’s backsides. Cadance cleared her throat in an attempt to get their attention. “Rainbow? AJ? May I please ask a favor of you?”

The two mares fell over, neither mare seemingly hearing the Princess as Applejack landed on top of the pegasus. Their lips broke apart, a strand of saliva connecting them for a moment before breaking off to fall onto Rainbow’s chest. Applejack began licking her friend's neck, slowly making her way down towards a different pair of lips between the pegasus's legs until something tapped her on the back of her head. She turned around, seeing a pair of large dildos floating behind her. The smirking face of Cadance lay past the silicone toys, a smile that was soon mirrored on both Applejack and Rainbow’s faces as they got up and each grabbed one of the dildos.

"Mighty nice toys you got here, Cadance. What'cha want us to do with these?"

Cadance pointed a hoof towards the mare seated behind her, Rarity’s eyes widening as she realized what was about to happen to her. “Would you two please take care of Miss Rarity? I wouldn’t want anyone to feel down on Hearth’s Warming…”

Rarity gasped, looking over at her two friends as they began to casually saunter over to her, a slight sway to their hips and a mad gleam was in their eyes as they slowly stalked their defenseless prey. The mare in question tried to back away from the two as far as she could, squeaking out an *eep* when she backed into the wall. The white mare’s eyes fixed themselves on the pair of menacing toys coming her way, visions of her perfectly well kept temple that was her body being assaulted by such long, thick, tools of pleasure building the heat between her legs. She blushed when the thought caused her marehood to wink, the wet *shlick* of her clit clearly heard by her two approaching friends whose grins widened.

“Stay away! You… you ruffians!” She meekly protested, her flagged tail betraying her true desire.

Applejack brought the toy in her hoof up to her mouth, making a show of licking a vein on the long, green stallionhood. “Come on Rares, lighten up a little, would ya?”

Rainbow had apparently forgotten Cadance’s request, stopping before she had even reached Rarity and sitting down on the floor. She spread her legs out as wide as she could, leaning back on her forehooves to show off everything between her thighs to the fashionista. “Yeah Rarity. Why don’t you come over here and help a friend out?” The pegasus brought the red, tapered dildo she had been given down between her legs, running the tip up and down her wet blue lips. The head hooked on to her labia, lightly pulling her marehood apart and revealing the bright pink folds hidden within. Rarity licked her lips as the tip of the shaft pulled away, glistening in the light as a strand of Rainbow’s juice connected the athletic mare to the toy.

Rarity’s eyes were pulled away from the pegasus's pretty pussy lips back to Applejack, the mare running the dildo in her hooves back and forth over her lips. Rarity’s tongue poked out of her mouth as she mimicked the licks of the orange mare, slowly panting as she imagined it pushing into her depths. When she felt a drip run down the side of one of her hind-legs, she finally made up her mind.

“Well… I suppose… it IS the holidays...”

Applejack patted her on the back with her free hoof, the other holding up the dildo for Rarity to see. “There we go! It’s time to quit bein’ so fussy and get down for some good ol’ fashioned apple buckin’!”. She pulled Rarity away from the wall and made her way around to the rear of the white mare, nudging aside the curly tail that got in her way to reach the lips hidden underneath. Rarity’s white marehood had turned a light shade of pink from her arousal, a drip of fluid falling from the wider base of her labia to the floor just as Applejack arrived. A flash of pink greeted her, Rarity’s clit winking out when Applejack's breath blew across her mound.

Applejack twirled the purple hairs of Rarity’s tail around in her hoof, giving it a good tug to make her friend gasp and to get it out of the way. Using a combination of her hoof and her mouth, Applejack worked the flared head of the dildo into the dripping wet tunnel of Rarity’s sex. It took a moment, the dildo slipping around the leaking lips and accidentally sliding up to poke at the puckered white ring above. With some adjustments she successfully popped the first inch of the silicone rod into the fashionista, Applejack starting to slowly bury the rest of the green shaft inside of her friend and watching intently as the thin lips of her labia parted around the toy. Applejack took a peek underneath the mare at her average sized teats, jiggling about as Rarity shivered in pleasure. Everything down there was prim and proper, groomed to perfection with a faint smell of vanilla that wafted up into Applejack’s nostrils.

“Really, Rares? You got your fancy perfume down here, too?”

Rarity moaned as Applejack followed up her question by quickly burying the dildo all the way inside her quivering tunnel in a single shove. “Ohh… you can never be too… ah... prepared, Aaaapplejack!” She spread her four legs, solidifying her stance and opening herself up for her friend to get even deeper. Her legs had begun to shake as Applejack pulled the dildo back out to the tip before beginning to thrust it in and out of her winking marehood. She bent her head down and looked between her legs, seeing drips of her own excitement falling past the smiling face of Applejack behind her as the mare continued to pummel her pussy with the fake stallionhood.

“I’m sure if you… ah… wanted to-ooh… you could get your kitty all nice and… pretty too…’

Applejack scoffed, looking between the shaking white legs of the mare with her eyebrow raised. “Kitty? What in the hay, Rarity? Just call it what it is.” She winked at her friend and moved her head, flicking her tongue out at the nub that peeked out next to her face, causing its owner to gasp at the contact to her pleasure button. She spoke again, this time following up each word with another lick to the clit. “It’s… a… dripping… wet… pussy!” Applejack ended her statement by sucking the bottom half of Rarity’s labia. digging her tongue into the white mare and sucking on her juicy lips even as the dildo drove into her depths above.

Rarity moaned out, picking her head up in pleasure. Her vision was filled with cerulean blue, the wings of her other friend grabbing onto the sides of her face and pulling her forward. She quickly placed her hooves on each of the athlete’s thin but muscular thighs to prevent herself from face planting into the mare’s crotch.

Rainbow had already inserted her toy into herself, the only thing left of the long tapered dick was the round base that now sat at the mare’s opening. The pegasus’s labia was a pair of trim lips, the muscles inside of her tunnel squeezing the silicone shaft within her and forcing out a stream of her own lubricant that flowed down to her tail.

Rainbow reached down and tapped the top of the toy before moving her hoof up to slowly rub at her clit. “Come on, Rarity! Help a friend out!”

Rarity looked down at the weeping lips with trepidation, but another hard thrust from Applejack behind her made up her mind, Grasping the end of the toy in her magic, she slowly pulled it out from the depths of her friend. Rivulets of Rainbow’s essence flowed out around the toy as it left, the pegasus moaning out as she brought the tips of both of her wings down and pulled apart the lips of her labia. With a wet pop the dildo came free, Rarity watching as the pink insides of her friend molded back into their original shape.

The force of Applejack’s thrusts caused Rarity to rock back and forth, partially from the apple mare’s strength but also from her moving back to meet the thrusting dildo halfway. With shaking legs Rarity extended a hoof and began to rub Rainbow’s marehood, smearing her pegasus friend’s juices over the bottom of her hoof.

Rainbow leaned back, moaning towards the ceiling before looking back down at her friend. “Jeez, Rarity. Didn’t think you’d be one to get your hooves dirty in bed…”

Rarity bent her forelegs, slowly lowering her face towards the pegasus’s crotch. With half-lidded eyes that never left her friends, she let out a heated breath over the marehood beneath her. Right before she buried the toy back into her friend and latched onto the winking clit above, she heatedly whispered to her friend.

“Anything for a friend, darling…”

Cadance looked over at the trio with a smile before turning her attention to Pinkie Pie. The mare had not moved an inch, unless she counted the full-body shaking that the pink mare had been doing for as long as she had been sitting down. Cadance placed her hoof on the party mare’s shoulder, leaning down to whisper in her ear.

“Your turn, Pinkie Pie”

An explosion of confetti rained down around the Princess as Pinkie Pie blasted off towards the ceiling. The mare bounced around the walls of the room, yells of jubilation ringing in Cadance’s ears whenever the pink blur whizzed by her head. The large poofy bullet suddenly came to a halt right next to Fluttershy, Pinkie Pie suddenly acting like her normal self as she grabbed the pegasus.

“Come on, Fluttershy! Let’s go have some fun with Shiny!”

As one mare hummed a tune, the other was simply dragged along the ground as the pair made their way over to the bed. Pinkie crawled up onto the bed as soon as she reached it, making her way between the legs of the stallion to reach the prize that was waiting for her. Fluttershy meekly crawled up on the bed but did not approach any closer, sitting at the edge of the bed with her face hidden by her mane, only taking quick peeks at the bound stallion before blushing and hiding once more.

“Hey! Look!”

Pinkie had the back of her head pressed against the stallion’s cushiony black balls, looking away from him towards the rest of the group. Perched on top of her head was Shining’s half-flaccid cock, sagging over her to lay in her poofy mane. The head of the shaft stuck out near the top of her forehead, pointing forward towards the other mares.

“I’m a unicorn!” She bounced up and down, trying to get a reaction from her friends as the stallionhood jumped with her. “Get it? It’s a horn!”

The only response was a moan from Rainbow as Rarity shoved the dildo to the hilt inside of her while she sucked her clit, the pegasus’s blue lips spread around the contours of the silicone toy. Pinkie wrapped her mane around the shaft and brought it up close to her lips, speaking into it like it was a microphone.

“Wow, tough crowd...”

She turned around back towards Shining, his stallionhood falling from her grasp to lay against his balls. She nudged the cock around, causing it to flop this way and that as she giggled. Laying it against the stallion’s stomach and releasing it caused it to lazily whip back like a bungee cord, tapping her at the end of her nose.

“Boop. Tee-hee.”

Pinkie lifted the two heavy orbs underneath the cock in her hooves, dropping them down and causing them to jiggle around in their sac. She continued jostling the balls around as she began to sing.

“Jingle balls, jingle balls, jingle all the time! Oh what fun it is to play with a jingly pair of balls, hey!” She followed up her tune with a giggling snort. Pinkie lowered her head and scooped the two orbs up with her nose, placing them on top of her muzzle and laying them over her eyes. “Hey! Who turned off the lights! Oh, *chuckle* these aren’t my glasses!”

Shining sighed as his junk was played with, rolling his eyes beneath the blindfold. ‘Here we go again…’

Pinkie Pie removed herself from underneath Shining’s balls, dragging the tip of her nose up the slight curve of his shaft until she reached his tip. She saw her timid friend past the flare, the yellow pegasus not moving an inch as she hid behind her mane. She frantically waved a hoof to get her attention, lightly petting the shaft when Fluttershy peeked out from her hiding place.

“Come on Fluttershy! It’s not going to bite you, silly! It’s just a long, hard, stallion penis that’s wide enough that it could feel like you're splitting in two when it shoves itself inside of you!”

The blushing mare gave a near silent *eep*, laying down and wrapping her hooves around her face in the hopes that she could hide her embarrassment. When she heard Pinkie Pie baby talking, she peeked between her hooves to take another glance at the menacing pillar standing between the stallion’s legs. Pinkie seemed to be consoling the thick rod of flesh, slowly petting it like one would a frightened dog while talking to it.

“It’s okay little Shiny… it’s nothing to do with you, Fluttershy is just a little nervous, that’s all…”

Shining’s eyes blinked behind his blindfold.

‘What in Equestria…’

He blinked again as a hoof began slowly stroking over his member, barely pressing into it as it rubbed down towards the base before lifting away to repeat the entire motion all over again. It was if somepony was petting his stallionhood.

‘... eh… I guess that’s kinda hot…’

The shaft had somewhat deflated, more likely due to an absence of any real attention rather than any perceived insult Fluttershy had indirectly given it by shying away. Now it began to rise, returning to the proper length of a stallion ready to please his mare. Pinkie gleefully clapped her hooves together, playing with her new toy and giggling as she swung it around.

Fluttershy looked on, more at her friends reaction than the thing she was playing with. ‘I guess… I mean, it doesn’t seem so bad…’ Slowly she started to get up, the walls of her hooves and her mane breaking around her as she approached the bound stallion. She carefully crawled her way up the bed to sit next to Shining, Pinkie Pie backing away slightly with a wide grin on her face as she gave Fluttershy as much room as she needed.

Slowly her hoof reached out, her eyes growing wider as she got closer to the twitching shaft. Less than an inch away she began to feel the heat emanating from the blood-engorged stallionhood, the warmth growing and growing to a point that it felt it could burn her hoof. And then, with one last surge of courage, Fluttershy touched Shining’s cock for the first time, hoof pressing into hard flesh.

A loud growling sound caused Fluttershy to recoil in fear, far enough that she ended up falling off of the bed as she fled in terror. Pinkie’s eyes were wide in shock, but from an entirely different reason than her skittish friend.

“Oh no! Rumbly tummy alert! This stallion needs 40ccs of confectionary delight, stat!” The pink mare reached into her mane, pulling out a fully decorated cupcake from the depths of the poofy curls.

Shining blushed in embarrassment.

‘Hopefully that wasn’t as loud as it sounded to me…’

Seeing as whatever had been happening down between his legs had stopped, it seemed that whoever was down there had indeed heard his stomach’s plea for help. He tried to get their attention back on the matter at hoof by wiggling his hips around, his erect member bobbing about in the hopes of further pleasure. When that didn’t work, he made a short groaning sound around the gag in his mouth, which turned into a gasp as the large ball was suddenly pulled out, cool air flooding his mouth for the first time in what felt like ages.

Before he could mutter a single word something else had been shoved in, whatever it was bumping into the back of his throat and causing him to gag. He coughed for a few moments to get the tickle out of his throat, but when the taste registered in his mind he began to frantically chew.

‘This is pretty good…’

Pinkie watched the stallion eat with a stern expression, not even blinking when he coughed up some crumbs onto her face. She grabbed the stethoscope from the emergency medical kit hidden within her mane and placed it on the stallion’s stomach. She listened for a moment, poking and prodding around his belly to see if the treatment had solved his problem.

Her answer came in another low growl from his stomach and a weak “More…” from his mouth after he swallowed.

“Oh no!” She rummaged through her mane, panic settling in with each second she didn’t find another cupcake. When she came up empty-hoofed, she checked her tail to see if she had accidentally put some there. But Pinkie knew she never put any food there, it just wouldn’t make any sense to keep a stash in her tail! She watched as the stallion’s mast began to fall once more, little Shiny slow receding back into its fleshy home…

“Hold on, little Shiny! I’ll find something, just hold on!”

She began to look around the room for anything to feed the hungry stallion, nothing but furniture and her moaning friends crossing her vision. Her eyes settled on her fallen pegasus friend, the yellow pegasus half knocked-out from her fall to the floor. She had gone over backward in her haste, giving Pinkie Pie a good view between her legs at the juicy morsel…

*gasp* “Ideeeaaaaaaa!”

Pinkie picked up her slowly awakening friend with ease and plopped her down on the bed. Sitting right on top of Shining Armor’s head. The mound between her legs right up against his…

“Ahh!”

Shining didn’t pause for a second; as soon as the scent of a mare had registered in his brain he buried his tongue into her nethers. Whoever it was, she had a lighter flavor than his wife. Almost reminded him of a morning dew, with a sweet undertone of honey mixed in to make the flavor pop as it filled his mouth. The mare winked against his chin as he buried the tip of his muzzle inside of her. Deeper and deeper his licks went, tongue wedging past her succulent folds to reach more of the mare’s sweet nectar…

Fluttershy stared straight past the pink mare smiling before her with glazed-over eyes, the waves of pleasure emanating from her groin as Shining went to work satiating his hunger blanking out her mind. Past the opening yell she could barely make a sound, soft squeaks as loud as a mouse coming from her whenever Shining got really deep. Her wings unfurled to full span on either side of her, the deep red of a pleasured blush covering her face. The way his tongue wiggled about inside her, the way his chin rubbed against her pleasure button whenever he open or closed his mouth around her mound…

“Ohhh…’

Fluttershy lowered her hooves onto his chest and began to slowly rock her hips back and forth, dragging her weeping mound and winking clit across the tip of his muzzle. Shining moaned in return, his hunger all but forgotten as he drank his fill of the mare’s juices. And she certainly had plenty, small streams flowing around his face to form a wet spot on the bed below his head.

Pinkie watched as her shy friend started to get into it, pumping her hoof into the air and encouraging her on. “Yeah! You go Fluttershy!” Her attention was pulled away from her friend as the stallionhood in front of her began to grow right before her very eyes. Slowly it extended towards the ceiling, growing in length and in width as veins began to show up across its surface. As it became fully erect it flexed, curving up towards the stallion before bobbing back down to its original position. Slowly it shivered from the beat of the stallion’s heart, and Pinkie’s smile slowly fell to a frown.

“Seems little Shiny is getting cold… hmm… ah ha!” Pinkie climbed up to the bed, crawling between the bound stallion’s legs and scootching her hips forward until her marehood lightly pressed into Shining’s bountiful balls. She grabbed both of her teats and pressed them together, creating a stallion shaft sandwich between two bright pink mounds of flesh.

“Don’t worry, lil’ Shiny! Auntie Pinkie Pie will warm you right up!” The party mare’s face twisted in concentration, tongue peeking out of the side of her mouth as she began to rub her teats over the stallionhood. They were thick enough to cover about half of the rigid black rod within their warm flesh and they distended enough that Pinkie could rub them up and down from the base of Shining’s shaft to just under the head at the top. The pliable pink mounds wrapped around the contours of his shaft, bunching up the skin of his sheath as the breasts pressed down and squeezing blood up into the flare when they went up.

Pinkie hummed a tune, the beat in her head matching the beat of her teats rubbing up and down the shaft. The tunnel of soft fur rubbing up and down the black member caused the cock to convulse, a creamy current of precum dribbling from the head. The party mare ended her song when she felt a warmth seep to her twin mounds, stopping the rubs to look down at her teats before smiling over at her friend.

“Hee hee! Fluttershy, look! It’s leaking out frosting!”

Fluttershy loudly moaned, changing her rocking motions into full blown hip thrusts against the stallion’s face. She pressed into his muzzle hard enough that the tip would enter her marehood, allowing the stallion to bury his tongue as deep as he could into her pink depths. When Shining found her g-spot and began to relentlessly assault it, Fluttershy began to lose the strength in her legs, mouth opening up to pant as her hooves began to wobble around the stallion’s head. Sitting up on two legs wasn’t gonna cut it, so she began to lay down on top of the chiseled chest of white fur before her. Her hooves went slack, falling belly to belly as the stallion took full control of the expedition into her moist tunnel.

Fluttershy cooed against Shining’s stomach, the stallion’s long, rough tongue rubbing her supple folds as she released more of her nectar for the thirsty pony to drink. And drink he did, scooping up her essence on his tongue in one smooth motion from the pouting bottom of her labia to the top. He took extra precautions around her clit, light licks to the button of pleasure that were enough to make her moan but not enough to bring her to a quick end. She closed her eyes, letting the flood of sensations that radiated from her groin fill her mind with bliss. How had she been afraid of this? This was amazing!

The sound of flesh impacting flesh broke her reverie, looking up to see the two jiggling masses of Pinkie’s teats bouncing up and down. Small strands of white covered her teats, between which sat the ebony rod the pegasus had been so frightened of earlier. Now, as she gazed upon it, her mouth began to water. The beads of white streaking down its sides called out to her, drawing her eyes down the contours of the meaty shaft until the drops of precum were picked up by Pinkie’s teats. The added lubricant let Pinkie rub even faster, fore-hooves working on overdrive as she went as fast as she could. Fluttershy traced the wet path the drop had made back up to the top, the widening flare causing her eyes to do the same. Even as Pinkie Pie continued to mash her teats up and down the base of the glistening shaft, Fluttershy leaned in and wrapped her lips around Shining’s sensitive cockhead, moaning at the flavor that greeted her tastebuds. A heady mixture with a salty undertaste, thick but not too thick… Fluttershy needed MORE!

Pinkie looked down, her own special frosting fountain being cut off at the source by her usually finicky friend. “Hey! Make sure to save some for me, sista!”

Fluttershy paid no attention to her, moaning out as she drank up the essence of Shining Armor as he returned the favor.

‘Ok, NOW we’re talking!’

Whoever had wrapped their teats around his pride was certainly blessed. Either that or very much pregnant. They were larger than his wife’s, two warm melons bringing him to a state of euphoric bliss. That combined with the mouth sucking on the head of his cock and the sweet nectar that was washing over his tastebuds was bringing him towards his second climax of the night. He certainly had to thank Cadance for this later.

Suddenly, the marehood on his lips lifted away, only to smack back down with enough force to make him wince, his nose submerged within a hot, wet cavern...

“Oh yeah! Eat it! Eat me out!”

Fluttershy’s eyes were clenched shut, a red glow covering her cheeks as she thrust her hips into the stallion’s face. She continued to gasp and yell out as she did, silencing herself by once again wrapping her lips around the head of the stallion’s shaft. The pleasure began to mount within her, a tightness building below her waist that made her moan with each thrust of her hips. Wet slaps of her hips smacking the muzzle of the stallion beneath her rang in her ears. She began to leak out more and more as she approached her orgasm, a whine building in her throat that turned into a scream as her dam broke.

Lifting back up to sit directly on Shining’s face, Fluttershy’s wings spread out on either side of her and her head pointed towards the ceiling in a scream. Her mouth stayed open as a gush of honey-sweet marecum spilled out onto the stallion’s face, more than he could ever swallow spilling out of his mouth to run down his chin. The shaft between Pinkie’s teats throbbed, HARD, the party planner not slowing in the slightest as the fat mounds of her teats flew up and down the quaking shaft, The flare widened one final time, the head expanding as far as it could go before blasting off its first shot of creamy stallion seed.

Pinkie gasped as she watched the trail of white shoot up straight into the air, falling back down in slow motion before falling onto the stallion’s stomach. She bent over and wrapped her lips around the flare before it could fire another shot, the next burst of salty semen filling her mouth. The volume of his release became too much for the mare, forcing her to pull her head away with a mouth full of cream. The rest of his orgasm fell down onto her teats, coating the twin pink mounds with a light glaze of stallion seed.

“Ah! What a sticky mess! Hee-hee!”

She slowly backed away from the stallion, watching as his stallionhood began to deflate back down into his sheath.

“Aww… is lil’ Shiny’s going back home? But he never got to play with meee-oh!”

She was suddenly lifted into the air by a pair of blue hooves, wings beating around her as she was flown back towards the group. With an “oof” she was placed on her back. Pinkie turned her head to the left and saw Rarity and Applejack’s faces up close to her, side by side. Rarity’s mouth was held open as Applejack sucked on her horn and thrusted into her with a strap-on, the apple mare mounted over her friend as if she was a stallion. Looking down her body, she saw the menacing figure of Rainbow Dash, wings and legs spread with an extra appendage dangling between her thighs.

“Don’t worry, Pinks. I got someone who’ll play with you…”

Author's Note

And with that, only one mare remains...