A disgruntled Soarin steps up to the familiar door of his old high school friend Maud Pie's house. It has been only been a few years since he had graduated but it feels like an eternity since he came by for a visit. Though it was understandable between Maud's aggressive sister, her over enthusiastic sister, and the quiet one Soarin could never really feel comfortable around them.

Just as he is about to knock on the door it opens. A petite girl stands there in a tank top; and panties. She tilts her head down as she blushes.

"Well here is the quiet one,"

"Hey there Marble is Maud home?"

Marble clutches the door frame as she nods her head.

"Great! Can I come in?"

Marble tilts her head down as she moves to the side. Letting Soarin into the house. As he steps into the house he is greeted by the familiar scent of baked goods wafting his nose. As Soarin takes in a deep inhale of the sweet air Marble tugs on his sleeve. Looking over to her she ducks her head behind her bangs as she points to Maud's room. Soarin makes his way to the designated room.

Soarin knocks on the door. When there is no response he slowly opens the door. Peering inside he sees Maud asleep on top of her bed. Her grey tank top snuggly cleaving to her triple D sized breasts. With each inhale her shirt rises to reveal her black and grey striped panties. Just as he is about to close the door a commanding voice from behind startles him.

"What the hell do you think you're doing you sick perv!"

Soarin spins around to see Limestone Pie behind him her arms crossed under her D cup sized breasts. A very annoyed look on her face as she taps her foot.

"I was looking for Maud," Soarin answers.

"Well you found her shit-head asleep. What were going to do!? Have your way with her while she sleeps!?" Limestone grabs Soarin by the collar and pulls him down to her eyelevel.

"What!? No! I just wanted to talk to her is all,"

"Yeah? About what?"

"Stuff," Soarin's eyes drift off to the side as he mumbles his answer.

"Stuff huh? Like what?,"

" Things that Maud would be able to help me with that's what!"

"Well she's asleep so you can either leave go talk to Pinkie, or you can try your luck with me,"

Soarin thinks about his options. On one hand he could just leave; and try again later. On the other he could talk to Pinkie who would most likely go into some elaborate party; or something else entirely crazy; or he could talk to Limestone. Who he really doesn't know too much about. Besides her aggressive nature; and obsession with her family's quarry. He doesn't really want to come back later; and Pinkie is also out because what he needs is help not a party. Maybe he could talk to Marble? No, she is too shy to be much help. With a sigh Soarin nods his head Limestone was his only option right now.

"Ok, I'll talk to you,"

Still holding onto his collar Limestone pulls Soarin through the house; and into her room. The room was unusually bright! The walls were a hot pink; and all kinds of glass figurines decorate her dresser. In the center of the furthest wall was a queen sized bed with red satin sheets; and pillows. On her desk were several documents and graphs all having to do with her family's quarry.

As Soarin is forced to sit on the edge of Limestone's bed he notices that the room smells like vanilla candles; and sure enough from his new perspective he can see several candles of various sizes on her desk. Limestone grabs her desk chair and pulls it in front of Soarin. With its back facing him Limestone straddles the chair showing off just a slight camel toe in her sweatpants.

"Well we're here so talk shit-face," Limestone looks at Soarin with somewhat annoyance.

" You're serious? You actually want to listen?" Soarin asks as he tries not to stare at Limestone's breasts.

" No, but if it will get you out of here faster I can sit here; and let you whine like a bitch for a couple of minutes,"

"Geez thanks you are so caring who would have thought," Soarin says sarcastically.

" Shut up; and spill it,"

"Fine. It has just been a really crappy day for me ok! Well more like week. First I wrecked my motorcycle,"

"What kind?"

"Huh? Oh, its a 2016 black Kawasaki ninja,"

"Sweet,"

"Yeah so anyways some asshole doesn't stop at a red light; and completely rams me. Luckily I managed to come out of it with only a couple of scrapes; but my poor bike was totaled. To make matters worse the guy didn't have insurance so I have to pay for the damages myself,"

"The bastard,"

"Yeup. Anyways after that I was forced to take a leave of absence from work because that bike was my only means of transport. Not to mention the fact that Spitfire completely chewed me out about being late for practice. I tried to go and get drunk, but after paying all my medical bills I don't have enough money to even buy an apple pie,"

"Is that what you're here for? Pie?"

"What? No! Well maybe I don't know! Maud has always been the one I could talk to about these kind of things. I just needed to talk to her is all," Soarin puts his face into his hands.

Limestone puts a hand on Soarin's shoulder. "Are you done?"

Soarin nods into his hands.

"Good because I believe I know what you need,"

"And exactly would that be?" Soarin asks.

"Sex,"

"What!"

"You're too worked up over all the crap. You need to relax; and have some good old fun,"

"Wait are you offering what I think you're offering?" Soarin asks with a raised eyebrow.

"If it will stop your bitching; and get you out of here than yes. I will take you for the ride of your life; but be warned after we are done you won't be able to look at sex the same way ever again. Do you still want me to help you?"

Soarin ponders at her words. Just what kind of sex is she offering him? Is it really that good? It is true that sex would really help him relax after all the crap that has happened to him; but this is Limestone Maud's younger sister. Would she be fine with him plowing her? Does he really care? If what she is offering him was really that good how could he refuse?

With a gulp; and bite of his lower lip nods his approval.

Before he could even blink Limestone pounces on top of him. The sound of clicking startles him. As Soarin turns his head towards Limestone he notices that she has just handcuffed him to her bed posts. Where in the hell did she get the handcuffs? Before he can question her she ties his legs to the bedframe as well. Limestone looks up at Soarin with a devilish grin. She walks over to her bedroom door; and flicks a switch. A soft red light fills the room; and oddly enough some music was starting to play out of a surround system. Was that Nirvana's Heart Shaped Box? Yeup! Why was she playing that?

Limestone pulls off her shirt; and sweatpants leaving only a black laced bra; and panties. With a seductively slow paced strut she prowls over to Soarin. Where she then turns her strut into a crawl. As she crawls up to meet Soarn's gaze Limestone reaches over to her dresser to pull out a candle; and lighter. She lights it; and places it on the dresser's top. She smiles at Soarin as she leans in close to him; and plants a forceful kiss on his lips.

Soarin is unsure at what was going on; but decides to play along; and opens his mouth. Immediately her tongue rushes into his mouth where it precedes to explore his mouth. As if it were an unexplored cavern. Her tongue twists; and turns as it plays with Soarin's tongue. Making sure not to leave so much as a crevice left untouched. Soarin's body begins to heat up as Limestone runs her hands along his neck. Limestone moans into his mouth as she tastes him. Making him grow even more aroused. With a sudden; and forceful break Limestone pulls away from him. He lets out a grunt of protest.

Peering down at him Limestone reaches a hand behind her; and unlatches her bra. Letting it fall down her body. With her breasts now freed from their imprisonment Soarin could see that her nipples were already hard. Limestone caresses Soarin's body as she snakes her way up his shirt. Pulling it all the way up to his armpits revealing his athletic body along with several scrapes; and road burns. She licks her lips as she looks at his ripped abs covered in scrapes.

"What are you..."

Limestone reaches back into her dresser where she pulls out a small wooden chest. Opening it up she pulls out a...oh crap it is a riding crop! With the tip of the crop she traces circles around Soarin's nipples; and along his center. She raises it above her head and; into the air.

"Wa...wait!"

*Smack!*

Soarin lets out a groan of pain Limestone brings the crop down onto his left nipple. It stung; but it was different from his other pains it was somehow arousing. Limestone smiles widely as she brings back up.

*Smack!*

This time she hits his right nipple. He lets out a small whimper of pain as she hits it a little harder than other one.

*Smack! Smack!*

Limestone alternates between hitting Soarins' nipples until they were bright red; and perky. Soarin pants as she finally puts the riding crop down beside her. Only for Limestone glance back down into her chest. Soarin gulps as she reaches into it. A small battery; and tiny clamps are now in her hands.

Soarin's eyes grow wide as she puts one of them onto one of his sore nipples. Limestone lowers herself down; and plants a kiss on his lips as she places the second clamp onto his nipple creating the circuit. Soarin grunts in erotic pain as his body twitches from the electricity running through his body. As Limestone continues to kiss Soarin she begins to grind against his crotch making his cock throb against its confines.

Soarin's mind is in a haze as his body turns the pain into pleasure. He would have never imagined that he liked this kind of thing. Maybe it wasn't the pain that was making him aroused; but the incredibly attractive woman on top of him. Her breasts rub along side the clamps as she grinds him. Making her moan every so often. Just as he is about to cum in his pants Limestone stops her grinding; and removes the clamps from his nipples. He gasps for air as his body starts to calm back down.

Limestone lowers herself; and looks at his pants. Using her teeth she unzips his zipper. She pulls his pants down to his knees revealing his dick pitching a large tent in his boxers. She smiles as she unbuttons them letting his dick out to play. She swishes her mouth before she lets out a stream of saliva covering his dick.

Crawling back up she removes her panties; and places the tip of his dick into her slit. With a groan she slams herself down unto his dick. Man does she feel so good! She squeezes his dick as she slowly lifts herself up then slams herself back down. Every time she hilts him she grinds her hips. As she controls the pace Soarin gets a good look at her D cups bounce up in front of him making him cry out with desire.

Limestone screams into the air as she increases the pace. Filling the air with her sounds of pleasure; and slapping skin. Soarin soon adds his own sounds of approval as he is about to cum. A sudden sharp pain greets Soarin as Limestone digs her claws into his chest making him bleed. She starts to slam down onto his shaft with even greater force making him wince as her ass hits his swelling balls hard. A primal scream erupts from Limestone as Soarin cums inside of her. As the last of the bursts of cum subsides inside of her Limestone slowly pulls off of him.

She looks down between her legs as Soarin's dick was still half way erect. Giving him an angry look she unlatches his cuffs; and pushes him off of her bed.

"Owe what was that for?"

"Sit!" Limestone points over to the chair.

Soarin grunts as he removes his pants; and shirt. Sitting in the chair Soarin waits for whatever it was that was about to happen to him. Sure enough the familiar clicking of handcuffs is heard as Limestone binds Soarin's hands behind the chair.

He waits patiently for what is about to happen to him. He was having more fun than what he thought he would. Of course he has heard about this kind of thing; but never really thought that he would enjoy it! Limestone wraps an arm around Soarin's neck as she leans in from behind.

"If you thought that was fun just wait you haven't seen nothing yet," Limestone whispers into his ear. Tickling his ear. His heartrate begins to accelerate at those words.

A strange heat begins to rise from behind him. Soon enough he catches a glimmer as to what was causing the heat. Limestone had in her hand the candle from earlier. His eyes dilate as the tongue of flame gets close to his face. Tilting the candle a large drop of hot wax is poured onto his chest.

The instant that the hot wax touches his claw covered chest he yelps expecting it to hurt; but to his astonishment it didn't hurt. Rather the heat seemed to sooth his aching chest. As it filled his chest with a sense of warmth his cock returns to being rock hard. Then another drop of wax fell onto his chest this one was running over a bruise making it feel especially warm. Soarin lets out a low moan of pleasure. Then a third drop landed on him this one however hurt as it hits one of Limestone's claw marks. Soarin lets out a scream of pain. His dick twitches at the shock of pain!

Panting heavily Soarin's eyes glaze over as his head reaches a new level of euphoria! He was expecting another drop of wax; but when it didn't happen he looks up at Limestone who is pouring the rest of the hot wax down her chest. She moans out seductively as the stream of wax runs down her chest down her stomach; and lightly touches the top of her pussy. Soarin moans out pleadingly as he looks at her. Limestone smiles at him as the candle goes out.

Going back over to her toy box Limestone pulls out a red ball gag; and a vibrating dildo. Standing in front of Soarin she shows him the dildo. It was massive; and covered with tiny bumps. She starts to lick her toy lubricating it with her spit. Once it was properly lubricated she smiles at Soarin.

"If you are wondering this isn't for me; but for you," Limestone gives him a wicked smile as she emphasizes this.

Soarin's eyes narrow as she makes her way to him. " Please tell me you are not going to do what I think you are going to do?"

Limestone chuckles at Soarin's cowardice. She picks up the ball gag; and tries to put it into Soarin's mouth. He turns his head as she tries to put it in. With an annoyed groan she walks over to the bed; and grabs the riding crop.

"I see you've been a bad boy; and bad boys need to be punished!" she raises the crop above her head.

"No! Please,"

*SMACK!*

Limestone strikes Soarin right in his dick! He grits his teeth as he screams out in pain.

" Naughty, naughty if you are not going to play nice then I am going to have to punish you even more," Limestone raises the crop again.

*SMACK!*

Limestone strikes him on his left nut making Soarin scream. This time he was unable to keep his mouth closed. As he tilts his head up Limestone puts the ball gag into his mouth; and tightens it. Soarin screams his disapproval into the gag as Limestone only smiles at him. She picks the dildo back up; and turns it on. As if alive it begins to wiggle; and writhe as blue, green, and red lights flash under its cloudy skin. The bumps begin to move in-out at a synchronized rhythm.

Soarin tries to scoot away as Limestone stalks him. His retreat is futile though as Limestone sits on top of him. As she looks deep into his eyes she pulls his hair forcing him to look up at her. Her eyes go sadistic as she curls her lips revealing a toothy grin. Soarin closes his eyes as he hears the dildo getting closer to his ass.

A panicked scream resonates in his throat as the tip touches his sphincter. Than came a painful pinch as Limestone forces the vibrating toy deep into him. Soarin huffs as he feels the dildo pulse inside of him. It was unbelievably painful; but at the same time the toy was stimulating his prostate making his dick become harder than what he thought was possible.

Soarin lets out muffled moans of dazed pleasure. When a sharp pain wakes him from his stupor.

*SMACK!*

"Did I say you could enjoy yourself you worthless pig!?"

*SMACK!*

Limestone's demeanor has changed she has gone from being her usual aggressive self to something else entirely. She was holding a decent sized whip in her hands. She cracks it against the ground as Soarin moans his confusion.

*CRACK!*

"Did I say you could speak!? You deserve to be punished you sad excuse of a man!"

*CRACK!*

Limestone snaps the whip on Soarin's nuts making him cry a little. She brings it down again across his chest.

"How dare you waist my time with some one like you! I bet your mother thought you were a girl when she gave birth to you! It wouldn't surprise me! What with that pathetic excuse of a dick between your legs!"

Soarin's heart drops at this. Why is she doing this?

Limestone walks over to him; and slaps him. She spits at him before she takes the handle of the whip; and places it under his rock hard dick. She presses Soarin's dick between his abdomen; and the whip's handle. She rolls it upwards causing it to hurt as it reaches his head. He pants as the dildo continues to stimulate his dick; but with Limestone torturing him he can't make heads; or tails as to what is going on. Thankfully it isn't long before Limestone stops jacking him off with the whip; and mounts him.

With an agonizingly slow pace she lowers herself down onto him. Once she reaches his base she stops. Letting him feel her tight walls clench his dick in their warm embrace. Soarin can't believe what was going on between the dildo pulsating inside his ass; and his dick being squeezed by Limestone's pussy. He wants to cum soo badly. That is when she starts to bounce up; and down on him. It would be a dream come true if he could do anything but what with him bound; and gagged; and Limestone slamming herself down hard on his dick there really isn't much that he could do.

Limestone arcs her back putting her breasts into Soarin's face as they both cum all over his lap. He can't believe how much cum was coming out of him. Burst after burst he came. He has never cummed this hard in his life! Limestone presses Soarin into her chest as she pants. She undoes the latch to the ball gag letting Soarin adjust his sore jaw. With a grunt She slowly pulls out the dildo from his ass. Much to his relief. His arms fall to the wayside as Limestone unlocks the cuffs.

With gentle strokes Limestone combs Soarin's hair back as she presses herself against his raw body. His heads was in a state that he has never experienced before.

"Shhhhh. It is all right. Nothing can hurt you while I am here. This is a safe place. You are safe. Let all the stress go," Limestone softly pets Soarin with one hand as the other removes the wax; and gently rubs all of places she had struck.

Soarin lets out a soft sigh of relief as he somehow feels better. In fact he has never felt this good in all of his life. Just as he takes an inhale of Limestone's breasts the door opens up. A certain pink girl comes into the room.

"Whose ready for pie!?" Pinkie chuckles as she sees the scene in front of her. Limestone gives Pinkie Pie a vicious glare as she wraps her arms around Soarin's neck.

"Hehe Soarin are you going to stay for dessert?" Pinkie asks as both Maud and Marble walk into the doorway.

"Ah, sure why not!"

"Yay!" Pinkie giggles as she throws off her shirt revealing her massive pink double g breasts confined to a tiny bra. Maud; and Marble follow suit sowing off their magnificent bodies; and tiny, tiny bras.

Soarin's nose starts to bleed as he was about to have the best dessert that he will ever get. If he survives that is!

Author's Note

Cover art is by:http://kp-shadowsquirrel.deviantart.com/art/A-Routine-Measure-388663636
This story was requested by Mr. Ghostman. This story is a little bit different from my previous clop fics as I usually just keep it to one maybe two BDSM fetishes; but this one had a lot more. But hey at least Soarin got his pie! Wink, wink.