Dancing on Sunshine

by Ekhidna

Rating: mature
Tags: Slice of Life, My Little Pony: Friendship is Magic, Zecora, Anthro, Romance, Applejack, Spike, Rarity, Sex
Length: 34197

Rarity and Spike share a great relationship, both sentimental and sexual, yet she always felt something was missing. Thankfully, she might have just found out a way to fill the gap.

Rarity and Spike share a great relationship, both sentimental and sexual, yet she always felt something was missing. Thankfully, she might have just found out a way to fill the gap after the visit of three of her friends: Milano Mash, Redheart, and Coco Pommel.

The only problem standing in her way is Spike himself.

A devious plan is set in motion with the help of Applejack and Zecora to convince her drakefriend to see things from her point of view.

*If you are feeling generous you can buy me a Ko-Fi!! or leave something on my tip Tip Jar!

*Co-written with my friend Ebony Stallion*
**Cover art by FenRox. The complete cover art can be found in his gallery.**

Published 2016-09-06 17:00:02 UTC
Last updated 2016-09-06 17:00:02 UTC

Part 1

Author's Note

Special thanks to everyone that read this!

If you enjoyed it, then go and give some love to Ebony Stallion, too!

Special thanks to Shimmering Stallion for his huge help in editing.

*Due to time constraints the the third part and the Epilogue are left undedited, but shall be updated once Shimmering Stallion finishes with them.*

Part 1

Dancing on Sunshine

“So glad you could join me today,” Rarity said putting down her cup of tea. “I’ve been looking forward for a little lady talk and just relax for a change.”

“I know what you mean, Rarity, we have been a bit on edge as of late thanks to our work,” Redheart replied with a bright smile. “Coco has told us how busy you’ve been these past weeks preparing the outfits for Sapphire Shores and Countess Coloratura,” Coco, whom was sitting sandwiched between her and Milano and wearing her usual dress, blushed a little as she drank her chai tea.

Rarity waved the comment off with her hand while smiling at the nurse. “It is not that demanding, but I admit it is quite tasking when it comes to preparing so many new, different costumes. It is fortunate that Sassy Saddles can help us with their copies and the subsequent in demand they tend to have. Although Rara is no longer ‘Countess Coloratura’ she still needs the best of the best.”

“We are quite happy to help her achieve her dreams and help an old friend of Applejack,” Coco chimed in with her sweet, bubbly tone.

“I can only imagine what it's like to know so many superstars and important figures like you do, Rarity,” Milano said finishing her tea before Rarity used her magic to fill her cup again. “Thank you.”

“You’re welcome darling,” Rarity said giggling a little. “And it’s not that impressive to be completely honest. Sure, the first times you meet a celebrity or somepony of high status is exhilarating but when you realize they are no different from normal ponies it really loses its charm,” Rarity drank a bit more of her tea. “Besides, the girls and I are all your friends.”

“Yeah, but you don’t count!” Milano said with a huge smile. “You’re the Elements of Harmony, National Heroines. And Twilight may be a princess but we all know she is still Twilight the librarian at heart,” Redheart nodded in agreement while Coco simply giggled. “Not to mention Princess Celestia gave you that piece of paradise all for yourself to enjoy,” Rarity huffed faking offense. “But… now that I think of it and if you don’t mind us asking, what did the others ask from the princess?”

Rarity looked confused for a moment before replying. “Whatever do you mean, Milano?”

“Well, you got that beach house---thank you again for lending it to us--- for your ‘services to the crown’ sure, but what about Fluttershy and Pinkie Pie?” Redheart asked with curiosity. “I half expected Rainbow Dash asking to become a Wonderbolt.”

“You and I both, darling,” Rarity said refilling her cup. “But she said that if she were to become a Wonderbolt she’d do it on her own merits.”

“That’s surprisingly mature for her,” Coco admitted.

“No, she asked to have her entire collection autographed.”

“That doesn’t sound so bad,” Redheart raised a brow, seeing the look on Rarity’s face.

“By the entire team. It took them five days to finish,” Rarity barely managed to contain her laughter upon seeing the shock on their faces. “And she wasn’t the worst, that honour goes to our shy friend. Fluttershy asked to have an unlimited supply of food, water, medicines, funds and equipment to allow her animal friends to live in her cottage without any worries. How do you think she can maintain Harry the bear and Pudge the seal? Princess Celestia had to create a unique bank account just for her.” Rarity took a sip out of her tea while her friends looked at her with some skepticism. “Although she earns her own bits as a professional veterinarian.”

“What about Pinkie Pie?” Coco asked unsure if she wanted to hear the answer or not.

“She threw a party for Princess Celestia and Princess Luna. It was a private gathering of sorts, as you can understand; nevertheless our Pinkie gave the princesses one of their best days ever,” Rarity sighed happily. “I’ve never seen them smile like that before or after.”

“How thoughtful of her!” Milano stated proudly. “She’s always thinking of others and how to make them smile; Pinkie’s such a dear.”

“Indeed she is,” Rarity agreed. “For her part, Applejack didn’t ask for anything, she even refused Princess Celestia’s offer to at least clear Sweet Apple Acres’ debt,” the three mares took a glance between themselves before looking at Rarity once more.

“I wasn’t aware her farm was in debt,” Coco said in a tone slightly louder than a whisper.

“I know the Apples are sometimes hard-pressed with financial issues but they’ve always managed to get through them,” Milano said.

“Yeah, and it really doesn’t make sense with how much they sell and all the products the farm provides to Ponyville. They shouldn’t even be hard-pressed to begin with,” Redheart stated frankly since the Apple Family was one of the most famous and influential farming families in the region and in Equestria itself, if not the most.

“I don’t know all of the details myself, Applejack seldom talks about it, but it has something to do with her parents,” Rarity stated feeling a little sad about her friend. Sadly few ever knew Applejack’s parents. Milano and Redheart moved in Ponyville years after their tragic deaths and those that knew never talked about the issue either. Out of respect, like her father had told her once.

“A-anyway! What about Princess Twilight?” Coco asked in an attempt to erase the sudden gloomy atmosphere their conversation had created.

Shaking her head, Rarity soon smiled at Coco, thankful for her aid. “Twilight, being the student of Princess Celestia at the time, only asked for more books to read and enough equipment to turn Golden Oaks Library into a proper library,” Rarity giggled. “Princess Celestia laughed for a bit at her request, ‘My dearest student, if that’s what you wanted you only had but to ask for it’ she said after controlling herself. Twilight’s face was so red I thought she was going to faint from embarrassment!”

The four mares laughed a little at the expense of their newest princess for about a minute, the image of an embarrassed and probably abashed Twilight was just too funny not to laugh at. “Twilight requested a fully equipped observatory be built in Canterlot for the School of Gifted Unicorns instead. I think it should be completed in the following month or so,” they all shared another short round of laughter. Only Twilight Sparkle would ask for such a thing.

“But my Spikey-Wikey asked for more ice-cream than he could hope to eat, a golden flag that read ‘Number One Assistant’ and of course, dance lessons for Twilight,” Rarity said while the corner of her lips turned into a smile.

“Spike asked for something? But why? I mean, no offense but, has he actually done anything?” Redheart said before feeling the glare of Rarity. “I-I mean besides saving the Crystal Empire and all that!”

Rarity continue to glare the white mare wearing her usual nurse outfit, although her cleavage was a bit more revealing than necessary. After a few more moments Rarity sighed tiredly. “Sorry Redheart, I know what you mean but I assure you, without my darling Spikey-Wikey we wouldn’t be what we are today,” a comment which confused the mares.

“Whatever do you mean by that, Rarity?” Milano asked clearly confused. Rarity bit her lower lip and pressed a finger below her chin. Her eyes drifted to watch the ceiling and she hummed in concentration for about ten seconds.

“It’s… hard to properly explain to those that don’t know our relationship with him,” Rarity closed her eyes while turning her head to face the floor. “Remember his rampage?” Milano and Redheart nodded, Coco was only aware of such an event when Spike himself told her about the incident. “After that event he became paranoid. It was more than a little frightening to see him push himself beyond his limit. He worked until he couldn’t move anymore, he never ate more than it was necessary, he created his own code of honour; the same one he still follows today with an almost fanatical devotion. For Celestia’s sake, the poor dear had an existential crisis because of it,” Rarity took another sip of tea as she laid out her little story. “His code exists, in his own words, to prevent himself from becoming a monster again. It went on for almost a year until Applejack saved his life from timberwolves, when we finally saw just how bad his situation really was.”

The three other mares didn’t interrupt Rarity at any moment, they sat quietly listening to their friend talk.

“The next day after he defeated the giant timberwolf the girls and I had a long chat with him. I won’t bore you with the details, but things didn’t turn out quite as well as we believed and it made us realize how much Spike meant to us and all he had done. He is, shall we say, the heart and conscience of our little group. We know we can count on him for everything and anything and Princess Celestia knows this, too.”

“Wow…,” Redheart exclaimed still not fully understanding what Rarity really meant but by the look in her face it was enough to know it was something deep and very personal.

“Are you dating him out of pity?” Milano asked sending a harsh glare to Rarity. Her tone took her friends aback but Rarity instantly answered.

“Of course not! I would never dare to do something so vile and repugnant!” Rarity stood up unintentionally showcasing her long blue dress adorned with a few gems and green flames on the bottom. Her ample bust, a rocking set of K-cup marshmallows, bounced a little against her dress at her abrupt movement. “Spike won my heart long before he finally mustered the courage to confess his love for me. I love him with all my heart and soul,” Rarity said with clear hurt in her voice.

“Then why didn’t you say anything to him, Rarity?” this time it was Coco who made the question in confusion.

“I… I couldn’t do it. It wouldn’t have been fair for another mare that had and still has strong feelings for him,” Rarity said as she sat down again. “Do forgive me for my unladylike outburst, Milano,” Rarity asked to the mare wearing a beige blouse and long khaki colored skirt. Milano just gave her an apologetic smile, also sorry for her previous question. “I simply had to give her a chance to gain Spike’s affections and I also had to give Spike time to sort his feelings out.”

“That was very thoughtful of you, dear,” Redheart said tenderly.

A moment of agreed silence fell between the mares before Milano sighed.

“If that’s the case then why don’t you and Spike start a herd and invite that mare to join? It has worked for us beautifully,” Rarity was a bit surprised, and creeped out, when the three mares sighed dreamily at the same time. “Or you don’t see eye to eye with that mare?”

Rarity drank the rest of her tea in one go before answering.”Heavens no, she and I are good friends actually,” Rarity crossed her arms in a hugging motion below her ample chest. “And I have thought on starting a herd before. I love my Spikey-Wikey with all my heart and he loves me back just as much or maybe more but….,” Rarity pressed herself tightly for an instant before letting out a rather haughty and tired sigh. “I must admit that I can’t keep up with Spike in the bedroom all on my own,” she said with a bright blush on her face.

She continued, “I’ve tried to bring up the subject of starting a herd to him but he says that he’s a one mare dragon,” her blush intensified. “I’ve always wanted my prince charming to come and sweep me off my hooves to love me and only me forever and ever. But I’m just one mare and he has more stamina than what I can handle!” Rarity breathed out.

Before the others could chime in, Rarity continued to elaborate, “And it’s even worse because he just loooves~ to service me. I can only go on for five or six rounds before I’m spent but he’s still fine and ready for more!” Rarity practically yelled. “How am I going to properly satisfy him on my own when he has the endurance of several stallions!? If only I could convince him to at least give the idea a chance he might actually agree.”

“I know what you mean, Rarity,” Redheart said finishing her tea too. “When Caramel was dating that whorse, a herd was the last thing on his mind and he was a bit cautious about it even after we… showed him the perks of having a herd.”

Rarity huffed. “Were it so easy for me. I respect his decision, I really do, but I think my friend and Spike could be happy too and we could have a small, nice herd together. I never thought of entering a polyamorous relationship before but the look in my friend’s eyes when she sees us together...” Rarity went silent for a few seconds. “And the fact that I can’t completely satisfy Spike on my own eats me away terribly. But with that dragon code of his in play a herd is practically out of the question.”

The three mares exchanges glances between themselves and to their distraught friend several times.

Rarity closed her eyes and let out a loud sigh of defeat. “Well, at least I can please him in other ways; he absolutely adores my generous bosom,” as if to make a point Rarity pressed her arms up making her breasts jiggle and waggle a little.

The three herd mates stopped their movements and began to smile slowly as they turned to face Rarity. Whom in turn had reopened her eyes only to see her friends smiling deviously at her (a complete accomplishment regarding the usually sweet, adorable Coco).

“G-girls?”

“We might have an idea~,” the three mares answered at the same time making Rarity gulp down in fear.

<><><><><><><><><><><><><><><><>

“How does it feel Spikey?” Rarity whispered sweetly against his left ear-fin while pressing down her twin marshmallows on Spike’s back while at the same time moving up and down in slow motions; allowing him to feel her warmth and softness. Meanwhile she could feel his scales against her hardened nipples sending waves of cold pleasure up her breasts. The two were simply in Rarity’s bedroom, as the mare, clad in only a tiny blue thong, gave her beau a massage with her rather big breasts, rubbing the big orbs up and down his spine. “Do you like it?”

“Yesshhhh~” Spike moaned completely relaxed under the massage his dear marefriend was giving him.

“I’m glad,” Rarity giggled. She then began to lick and bite his ear-fin tenderly making the dragon moan more.

“This is new -mmmmhhh- new, Rari,” Spike moaned in pleasure at a particular hard bite while she pulled at his ear-fin. “N-not that I’m complaining.”

Rarity continued her service for several minutes until Spike was practically half-asleep. I don’t believe it, Zecora was right, Rarity thought genuinely surprised as she remembered her visit to the zebra shaman.

<><><><><><><><>*Flashback*<><><><><><><><>

Rarity knocked at Zecora’s hut door and waited patiently for a few seconds until the zebra opened the door. Rarity smiled at the mare before giving a quick glance up and down. As expected the mare was dressed in her usual tribal attire which consisted in a ‘X’ shaped silk-like brown bra that held her incredibly impressive L-cup breasts. Her bra didn’t press her breasts but instead managed to hug her nicely while her nipples and areolas, while not completely out in the open, could be easily seen through the fabric; well, only the shape of them but it still left very little to the imagination.

Her marehood was covered by a loincloth made out of the same silk-like fabric of her bra that covered her lower assets nicely, Rarity was barely able to make out two tiny strings that ran along the piece of cloth that she knew belonged to her panties, as they dug into her supple hips. Besides those pieces of fabric the only other things she wore were the golden rings that adorned her neck, wrists and ankles and some smaller ones acting as earrings.

Rarity would be the first to admit that Zecora was a true beauty. Zecora’s azure eyes and near perfect exotic and truly feminine figure was the cause for many wet dreams around Ponyville; mares and stallions alike. Not to mention her breasts were the biggest in Ponyville as she was sure were as big or perhaps just a cup size away from Princess Celestia’s herself.

“Hello Rarity, I’m pleased to see you’ve come to visit. Please, come inside; I can see in your eyes you’re at your limit,” Zecora said while stepping aside and allowing Rarity to come inside her pleasant hut. It wasn’t luxurious or splendid by any stretch of the imagination, but Rarity found it was charmingly cozy and ever so welcoming.

“Thank you, darling,” Rarity thanked before she sat on a nearby chair. “I hope my unscheduled visit doesn’t hinder your work or plans for the day.”

“Fear not my pony friend, your arrival is unexpected, certainly. However, no plans I have for the day, for I finished my duties early,” Zecora smiled at Rarity and in turn she smiled up at her. Sitting next to Rarity, Zecora relaxed on her seat. “Now tell me what troubles your mind, I promise to help you no matter what kind.”

Rarity took a deep breath before explaining to Zecora her talk with Milano, Coco and Redheart until they reached the point of Spike’s unwillingness to even consider the idea of a herd.

“I see that your problem is strange and quite dire, for a dragon to have multiple mates should be natural as breathing fire,” Zecora said with a thoughtful expression. “In my country dragons are not outcasted like in Equestria, for shamans to know their customs and nature is part of our agenda.”

Rarity was taken aback at this revelation. “So is there something wrong with my Spikey-Wikey!?” she asked frantically.

“Not quite what I meant, although it is rare to see a dragon who will only seek out one mate. The problem is that code you mentioned; it prevents him from reaching a stable state.”

“Then what should I do?” Rarity asked pleadingly.

“Break him out of his shell,” Zecora answered without rhyming.

“B-but how?”

“I’m certain Milano and her herd mates mentioned my expertise, for many techniques I know that are aim to please,” Zecora said making Rarity blush and nod. “Very well, I shall teach you one that will put Spike’s mind at ease, but first tell me of this mysterious mare that cause you no displease.”

Rarity stared into Zecora’s eyes for the longest time before she finally sighed in defeat. “Promise you won’t tell anypony?” Zecora nodded. “It… it’s Applejack,” Rarity waited for Zecora to say something but her zebra friend simply stared at her allowing her to continue. “She developed a small crush for Spike after that whole diamond dog fiasco. It never went away and in time her crush only grew. After the timberwolf incident she fell in love with him or so she tells me, Applejack herself told me all about it after the defeat of Tirek,” Rarity stopped once again to let Zecora intervene but she never spoke up.

“A few months after that I found myself staring at him more than necessary and wishing for his company. It didn’t take long for me to figure out I had fallen in love with my Spikey-Wikey, but as I said I didn’t say anything to give Applejack a chance. Do you remember when she was wearing those revealing clothes?” Zecora nodded. “It was all to gain Spike’s attention but it didn’t work out; my dear Spikey-Wikey can be so dense sometimes. Anyway, when Spike finally confessed and we began dating Applejack’s attempts died out but her love for him lingered,” finally Zecora replied.

“You wish to start a herd so Applejack may join, but is it for friendship and love or for what you cannot do alone with your loin?”

Rarity’s blush intensified. “B-both,” Rarity mumbled. “I know Spike could love Applejack like he loves me if he would only give her the chance. And Celestia knows I can’t handle him on my own.”

Zecora got up from her seat. “Then follow me to my bedroom with haste, for I shall teach you a skill in accordance with your taste,” Rarity thanked Zecora multiple times as she followed close. “Forgive me for asking, but is there more ahead you are planning?”

“Of course, I only need Spike to agree,” Rarity hummed proudly before a thought occurred to her. “Zecora, darling, when was the last time you went out on a vacation?”

<><><><><><><><>*Flashback end*<><><><><><><><>

I’m so glad Zecora agreed to come just in case we need more advice. Now all that’s left is to convince Spike and Applejack, alright, here goes nothing! Rarity thought before taking a deep breath and then breathing out slowly against Spike’s cheek, ending with a teasing lick.

“Spikey, love?” Spike hummed pleasantly in response. “What do you say if we have a little vacation?”

“Sounds… good,” Spike enjoying his treatment. “I… I just have to ask…T-Twilight for some… time off.”

“I already asked her, love,” Rarity licked his cheek again before kissing him softly and at the same time pressed her breasts and body further onto him.

Spike purred. “B-but what about your orders?”

“Already finished, Coco and Sassy can handle the rest themselves,” Spike moaned in approval.

“Where do you… -mmmm-… want to go, my love?”

So far so good. “I was thinking that it would be just daaaaarling to spend some time in my beach house,” Rarity leaned in a little to kiss him. She instantly felt his thin yet strong and agile tongue invade her mouth and wrap itself around her own tongue. Their kiss lasted for almost half a minute until Rarity broke it, a string of saliva creating a bridge between their lips. “Just you, me, the ocean, the beach……and a couple of friends.”

Spike’s muscles tensed considerably beneath her touch. He didn’t respond or moan, he went silent for a couple of seconds despite Rarity’s actions never ceasing. “Which friends?” he asked softly.

“Just two of our friends, darling,” Rarity said in a borderline sickly sweet tone. “Zecora and Applejack. Zecora already agreed but we’ll go tomorrow to ask Applejack. They more than deserve a vacation, don’t you think?”

“I don’t know… Are you sure I wouldn’t bother you all?” Spike asked before purring in delight.

I can’t believe this is actually working, Rarity thought a bit surprised. “That’s one of the reasons I love you so much, my sweet,” she kissed his cheek. “Strong,” and again. “Caring,” and again. “Spikey-Wikey,” and one last time. “Always thinking about me and others over yourself.”

“That’s because you deserve it and,” using his tail he managed to poke and brush her buttcheeks making her yelp in surprise. “Thinking about you is so much fun.”

Rarity saw his smug grin and leaned in to lick the corner of his mouth. “You’re so naughty! Whatever happened to my innocent Spikey-Wikey?”

“You happened, Rari,” Spike replied earning himself another kiss and an increase pause from Rarity’s ministrations.

“I know,” Rarity giggled.

“...…Alright, I’ll go, but only if you promise I won’t get in the way, deal?”

“Deal,” Rarity replied, rewarding her drakefriend with a long, sloppy kiss.

<><><><><><><><> *The Next Day-Sweet Apple Acres* <><><><><><><><>

Spike and Rarity walked around Sweet Apple Acres searching for Applejack early in the morning. It wasn’t even nine in the morning, but they knew the apple siblings were up hours before. Fortunately they had bumped into Big Macintosh, the gentle stallion giving them the direction they should follow to find his oldest sister.

It took them a good ten minutes to finally find the orange-coated mare in the furthest part of the apple fields. Spike and Rarity walked up to the mare preparing herself to kick the tree, once they were in her hearing range Applejack kicked the tree with her right leg. The tree shook for a few seconds before the apples it held fell into the buckets resting below, with only one or two apples missing them.

“Good morning, Applejack!” Rarity exclaimed happily wearing a baby blue blouse that hugged her upper half nicely, a yellowish skirt that went halfway down her lush thighs and a set of short baby-blue sparkling short heels.

“Morning, Applejack!” Spike greeted with the same enthusiasm wearing a plain white shirt that did a good job showcasing his muscles. He was no Bulk Biceps nor a Big Macintosh but he was certainly above average in the muscle department. His face was also more masculine, it was no longer completely circular but it wasn’t gruff or anything like it. Nor he was a superstar by any means but he was quite handsome at the eyes of the vast majority of the mares in Ponyville. He was wearing blue baggy shorts and nothing on his feet; he never wore any shoes to begin with.

Applejack turned to face her friends and the effect was instantaneous.

Spike felt his brain disconnect for a second at the sight of Applejack. Her mostly exposed coat glistening with sweat under the rays of the sun made her look incredibly alluring. She was wearing what used to be a pair of blue jeans now cut down into something less than shorts; allowing the world to witness in awe her puzzlingly long, slender and very powerful legs in all their glory. Spike could also see two red strings running above the sides of her shorts, no doubt her panties… or a thin thong. Above that he could see her perfectly toned stomach and her slender waist, he could easily distinguish her six pack that made her look even more gorgeous, at least to his eyes.

But what really caught his attention above all else were her K+-cup breasts held tightly by what used to be a white shirt, now modified to look like a glorified bikini top. Staring a little more than he should he noticed her nipples and areolas pressing against her slightly wet top that, if the knot between her large orbs was anything to go by, was straining to fulfill its job.

Spike was no idiot, at least, most of the time. He noticed the subtle changes Twilight and the rest of the girls had went through ever since becoming the Element Bearers. They became a bit taller, they had more energy, healed faster, increased tolerance to heat and cold, had slightly increased stamina, they lost a bit of weight here and gained a bit of weight there. Their rumps grew a little along with their hips, their scent became sweeter and hypnotizing and, of course, the biggest change of all had been their breast size.

Take Applejack for example, when he and Twilight came to Ponyville for the first time her breast size was a very modest B+-cup and now she was K+-cup, just a tad bigger than Rarity’s breasts in fact. The one that had suffered the least from these effects had been Rainbow Dash, still, going from B-cup to GG-cup is rather impressive, especially considering how she worked through it, all the while still training to become a Wonderbolt. Shaking his head Spike managed to control himself just in time to meet Applejack’s gaze.

“Howdy there!” Applejack greeted the couple with her familiar southern drawl and a huge smile on her face while her left hand fixed her trademark stetson hat. “What brings you two here so early in the morning?”

“Now darling, must there really be a reason to simply visit a friend?” Rarity said stopping a few steps in front of Applejack.

“Guess not,” the farm pony admitted before sighing and sweeping away some sweat off her forehead. “What can I do you for?” Applejack asked looking to Spike and into his eyes for a second. She blushed a little but kept her smile in front of Rarity.

“Oh nothing really, Rarity was just wondering if you’d like to come with us on a trip,” Spike said taking a glance at his lover. “Zecora is coming too and we have everything ready to leave tomorrow morning.”

“Aww shucks, I dunno if I can, harvest season is over but--”

“Shush shush shush, Applejack you’ve been working too much lately, you deserve a little break I insist on you coming with us. We’re going to stay at my beach house for a couple of days, a week at most, surely Big Macintosh and Apple Bloom can take care of the farm just fine,” Rarity said interrupting her friend. “Believe me darling, you want to come,” Rarity gave Applejack a small smirk.

Applejack for her part was going to explain why she couldn’t leave the farm before she saw the smirk of Rarity, soon followed by a quick glance at Spike. Applejack blushed like never before and hung her mouth open for a few seconds.

“Y-you sure?” Applejack asked a bit louder than intended.

“Of course, what are friends for, am I right, Spikey?”

Spike locked gazes with Applejack for a moment, their green eyes staring at each other until Spike gave his long-time orange-coated friend a warm, toothy smile.

“If you’re not comfortable with me going I’ll stay so you girls can enjoy--”

“I accept!” Applejack interrupted with a loud yell, before blushing, as she continued, “Um… what I mean to say, is that I think some time off might be just what I need… heh… heh,” Applejack laughed nervously while she scratched the back of her head and with closed eyes.

“Wonderful! Be sure to pack everything you’ll need, darling. We leave at 8 P.M.. Ta-ta!” Rarity sang happily before grabbing Spike’s hand and dragging him along away from their friend. Spike barely managed to send her an apologetic smile and a wave before leaving Applejack completely alone.

Alone and happier than ever.

<><><><><><><><><><><><><><><><>

*Ponyville Train Station - 7:55 A.M.*

Spike and Rarity sat on their side of the train cart holding hands and leaning against each other with closed eyes while Zecora and Applejack sat patiently on the other side. All had arrived early at the train station and were waiting for it to finally get going.

Zecora was carrying two leather sacks while wearing her dark tunic. Applejack on the other hand had only brought a small suitcase and was wearing similar clothes to the ones she had worn yesterday with only an added thick jacket. Rarity had brought, much to their surprise, only four small suitcases along with her purse and was wearing a fuzzy coat. Spike brought a medium suitcase and a backpack, he was wearing a sleeveless pink shirt that read ‘PARTY!’ in the front and purple shorts.

“The train will depart shortly, all passengers please board up and take your respective seats,” the female announcer said in a neutral tone.

“Figures,” Spike said with a chuckle. “I’m about to fall asleep and someone comes to wake me up,” he turned his head just enough to gaze upon Rarity’s sleeping form. Spike blushed before leaning in to kiss her forehead just above her horn. Rarity mumbled something in response before her lips curled up into a smile. Spike then turned to face the other two mares in the cart and blushed.

“I-uh-I promise to not get too much in your way when we arrive.”

“Nonsense my dear dragon friend for it is us who should not travel there. Your heart is in the right place nonetheless so we promise to reside with great care,” Zecora replied smiling at the dragon.

“If you say so, Zecora,” not fully understanding her last line Spike continued. “But if you start to feel awkward having me around I can leave at any moment, you all deserve a little time-off more than I do, anyways.”

“Why would we want you to leave, Spike? And, c’mon sugarcube, what’s that nonsense about us feeling awkward around you? For Pete's sake you have seen me and the girls naked plenty of times before!” Applejack saw Spike’s blush intensify while Zecora covered her mouth with one hand while she giggled.

Spike shifted in his seat a little upon hearing the giggles of Zecora. Applejack’s words were true after all; throughout the years he had seen, for one reason or another, his closest friends naked more than once. Twilight was, of course, the most common occurrence and the rest amounted into several sleepovers, late night parties courtesy of Pinkie Pie, private trips as gifts from his mother or by complete accident. In turn they had seen him naked, and his usually hidden member, arguably just as many times.

It had happened so many times that during their last sleepover at the castle the girls were all naked when he had walked into the room to retrieve their dirty and used plates. All of them had only thanked him without bothering to cover themselves. He, of course, being the gentledrake that he was and following his own code didn’t overstay his welcome and left with nothing more than a blush on his face. Still, having Applejack talk about it so openly with Zecora so close managed to embarrass him to no end.

“Just sayin’,” Spike answered feeling Rarity’s grip tighten just enough to make his blush disappear. “You’re gonna love it there, Zecora, it’s truly beautiful; I guarantee it.”

“Spike’s right on the bits, I can’t believe Princess Celestia gave it to Rarity just like that.”

“Not really considering how little free time she actually gets. Last time Celestia got free time for herself was years ago, but she does love that place,” Spike stated while caressing Rarity’s mane.

“For such knowledge for you to possess, has sparked my curious desire, can you tell us how you achieved it, if I may inquire?” Zecora asked leaning forward just enough to press her glorious bosom against her already tight-pressing tunic.

Spike felt a blush trying to crawl its way up to his face again. He scratched the back of his head trying to push it down. “Well, I used to live in Canterlot and Celestia was the one who taught me how to be Twilight’s assistant. I already knew that place when she took me with her when I was six years old.”

“The princess took you with her? Why would she take you with her?” Applejack asked a bit confused and curious. “Weren’t you living with Twilight and her family?”

“Actually, no. I spent a lot of time with Twilight sure, but I wasn’t living with her, we spent so much time together so we could learn about each other, earn familiarity and trust and for my training as her assistant. I actually lived in the castle,” Applejack ‘ahh-ed’ in response. “It’s funny how many think her family adopted me but I guess I can see why. I mean, Twilight is like my big sister, Shining Armor is like my big brother and is one of my bros.”

“Like my brother?”

“Exactly. I do call Aunt Velvet and Uncle Night Light, well, Aunt Velvet and Uncle Night Light though, but that’s because I see them like they’re my aunt and uncle.”

“Wait a darn minute there, if Twilight’s family didn’t adopt you then who did? Or are you an… orphan?” Applejack muttered a bit softer than her usual tone.

“Technically I’m an orphan, remember?” Spike replied with a smile. “And I was indeed adopted. Twilight knows who adopted me and so does Rarity and a few others,” Applejack and Zecora shared a glance before leaning forward just enough to make Spike blush slightly. “W-well, remember what I said before about Princess Celestia? To answer your question, Zecora, she took me with her during that trip because she wanted to… spend some quality time with her son.”

“I knew it!” Applejack said pressing her back against the back of her seat. “I knew there was something fishy between you two!”

“But please don’t tell anyone, okay? Cele---Mom doesn’t want everyone to know yet,” Spike said happy to see Applejack agree without hesitation. He turned to Zecora who only watched him with a proud smile. “Zecora?”

“For you to trust me with such information must not be an easy part, tell me, my dragon friend, what place have I, in your heart?”

“You’re a great friend, Zecora, and I know you can keep a secret better than anyone else,” Spike smiled at her while Zecora closed her eyes and tilted her head to the side. Holy guacamole, I never thought Zecora could look so cute, Spike thought feeling his blush increase a little. “Anyhow, what have you two been up to lately?”

There was a loud whistle outside and seconds later the train began to move, despite this the three of them paid no mind preferring to continue their chat for the rest of their ride. After two or so hours in, Rarity woke up and joined in the conversation and also awakening another part he had never seen of a certain mare. The next hour surprised Spike at the blatant flirtatious advances Zecora was making on him, sure it was innocent enough; a giggle here, a slow blink while looking at him directly at the eye and making sure he’d notice her batting eyelashes, a lean here with a shift there making her cloak snug her body, breasts and curves nicely and, of course, the way she just slurred his name from time to time.

Applejack, on the other hand, seemed to be a bit more, well, he couldn’t exactly pinpoint what the difference was but he knew it was there and it was directed to him for some reason. It felt strange to him because even though it disturbed him a little bit it wasn’t in a bad way, it was kind’ve like when Rarity and him started dating but not as strong. Her actions were more akin to a weaker version of what Zecora was doing, yet at the moment, Rarity was the one that surprised him the most; simply because she didn’t say something or protested against their actions.

If Rarity caught another mare, outside of Ponyville at least, flirting with him on the street she always leaned against him, kiss him, pull one of his arms and snug it against her two glorious melon sized marshmallows (his personal favorite) or drag one of his hands and press it against her perfectly soft yet strong asscheeks allowing him to give one a nice squeeze. And he knew from experience Rarity always caught all and any mares that dared to flirt with him.

There’s no way she doesn’t know they’re flirting with me, Spike thought automatically laughing at a joke Zecora told. Stealing a glance at a laughing Rarity he questioned to himself why she wasn’t doing anything, it almost looked like she was allowing them to flirt with him. Then the answer dawned at him. Of course! It’s because they’re our friends and she knows they’re just playing around! Spike thought happily.

<><><><><><><><>At the same time in another place<><><><><><><><>

“I’m going to punch Spike.”

“H-honey?” Shining Armor said looking at the sudden fire that had erupted in the eyes of his wife. “Are you… feeling alright? You ahh, you’re kind of tearing the sheets. And what would you punch Spike for?”

“I said I’m going to punch Spike and I will punch him because he’s an idiot. I don’t know why but that’s what I feel right now,” Cadance said flatly sending a shiver down her husband's spine.

<><><><><><><><>Back on the train<><><><><><><><>

His line of thought was broken at the calling of his name by his loving marefriend. “Yes, Rari?”

“Darling, could you please get us something to drink?” Rarity asked, pressing her breasts against Spike’s side ever so gently, making him blush a little. He was no stranger to such ‘encouragement’ in public but it always embarrassed him nonetheless, a little perk she found ever so amusing in her lover. To ensure her victory she batted her eyelashes a couple of times.

“I’d love to, Rari, what do you want?” Spike said getting up from his seat; his right arm instantly missing the warmth and softness of her breasts around it.

“Splendid! I want some water, sparkled if possible.”

“Apple juice for me, partner.”

“To alleviate my thirst, coconut water my throat demands, to find some for me I will leave in your hands.”

“Alrighty then, be back soon,” Spike leaned in to give Rarity a quick smooch on her lips. He turned to the other two mares, nodded and then left the cabin, closing the small door as he did.

The three mares waited for several seconds until Spike’s footsteps were lost to them in the midst the sounds the train made.

“Coast is clear, can you tell us what the hay are you planning, Rarity?” Applejack asked crossing her arms. “Don’t be going all fancy with me, just tell me bluntly if what you suggested back on my farm was real or not.”

Rarity nodded smiling brightly. “Of course is real, Applejack, why wouldn’t it be?”

“Cause I know Spike’s standing on the whole herd thing. How did you convince him?” she then turned to face Zecora. “And Zecora, forgive me for saying, but I never thought you had a thing for Spike,” at her statement Rarity’s expression turned brighter.

“You’re right, Applejack, Spike isn’t interested in forming a herd,” Rarity declared.

Applejack felt a pang of pain in her heart. “Then why--”

“But we’re going to make him change his mind if possible,” Rarity sighed. “Before you say anything, darling, we’re not going to force him to accept it like some kind of brutish, loathsome mares. But you know as best as I do that If he’s going to make a real decision then we need to get that code of his out of the way first.”

“His made up dragon code clouds his mind to suppress his desires, fear tugs at his heart, stopping him from reaching what he requires,” Zecora said wisely. “Milano and her herd mates suggested our laid-out plan, but it’s up to us to make up as much as we can.”

“I know his code is a real thorn on the side plenty of times, but is it really that bad? And what in the hay is this plan you’re talking about?”

Rarity leaned back in her seat to get comfortable. “Do you remember how devastated poor Caramel was after the incident?”

Applejack crossed her arms with her face forming a scowl. “How can I not?” Caramel, while not an actual member of the Apple Family, was one Big Mac’s best friends since he was a colt and the two of them grew up in close friendship; friendship that Applejack also shared with the stallion to a great extent. After learning what Sunny Drops had done to Caramel it took the combined strength of Pinkie Pie, Rainbow Dash and Spike to stop her from hunting the pegasus down and putting her head on a wall. The only reason Big Mac never went after Sunny Drops himself was because he was in Manehattan visiting their Orange relatives when it happened.

Rarity cleared her throat. “And you know it was thanks to Coco, Milano and Redheart that he was able to finally heal that horrid wound and found a loving trio of mares at the same time?” Applejack nodded. “All of that happened during their week-long trip when I lent them my beach house after Spike confessed a day prior. To say they bonded during that time would be an understatement,” Rarity blushed a little. “We shared a nice chat two days ago where I told them of my little situation to them, in return they explained in unnecessary yet… welcome detail how they managed to not only heal Caramel but to also convince him to start a herd with them.”

Rarity turned to face Zecora for a moment before continuing. “They also told me to come to Zecora for advice since she’s currently giving them lessons to improve their sexual techniques in many ways,” Rarity’s blush intensified. “And I can give first hand testimony of their effectiveness.”

“Ahh…” Applejack replied unsure if she had to feel relieved or embarrassed. “Zecora, you coming is to give us advice or something like that? You have no interest in Spike?” the slightest of blushes graced Zecora’s face before replying.

“In my home land engaging a dragon is a common sight, I must admit I sometimes see Spike at midnight,” it took a few moments for the other two mares to fully understand her words. Applejack simply smiled widely while Rarity smirked.

“Really now~?” Rarity sang.

“Before we get sidetracked, what’s the plan you were talking about?”

“Quite simple, really, we’ll use our charms to bring Spike out of his shell bit by bit. If we come on him head on he’ll refuse us without a doubt and possibly frighten him in the process; we have to do this carefully and slowly, remember he has to make the choice, whatever that may be, without the influence of that blasted code of his. Zecora will aid us and guide us in the process,” Rarity smirked with a not-so-subtle glimmer in her eyes. “And maybe join us? I’m sure her expertise will make our advances easier, darling.”

Applejack saw Zecora blush while she nodded. She felt happy Rarity considered her as a possible herd mate since her crush on Spike was known to all her friends, except for Spike. Yet there was one thing that still bugged her. “Why now, Rarity?”

Rarity glanced at her before looking down at her thighs. “I never entertained the thought of a polygamous relationship, traditional or not, but the truth is that I can’t sexually satisfy Spike on my own. It pains me every time he makes love to me and sends me to Nirvana multiple times, while he remains away from satisfaction each time telling me that ‘it’s fine’. I want to see him happy and content and after seeing Coco and her herd… I… I want to have that kind of relationship. And who better to start one than with a good friend that loves my Spikey-Wikey as much as I do,” Rarity straightened up her head to look at Applejack and then at Zecora. “And perhaps another wild and exotic point of view?”

“Rarity…” Applejack and Zecora said at the same time, they took a quick glance at each other and smiled. “Thanks, I’ll do my best!” Applejack said leaning forward to grab her soft left hand while Zecora reached for her right.

The three mares smiled contently for a couple of seconds before they began to discuss what they were going to do and how. They didn’t know if they could actually do it, they were confident alright but Spike’s code was a big obstacle to overcome. But they were going to give it their best.

On another part of the train Spike felt a shudder travel up his spine.

<><><><><><><><>A couple of hours later<><><><><><><><>

“Just put this here and it’s all done,” Spike said to himself placing the last beach chair along with an umbrella beside it. There were also two coolers filled with apple cider and other beverages nearby, another cooler filled with food, a portable grill, the sunscreen lotions and creams Rarity used and a pile of towels. Sitting down on his own chair right next to Rarity’s he took in the full view of the gorgeous beach, wishing his mother could take more time to herself and just enjoy a good time. “Maybe I’ll offer to sit in for her when I’m back?” He pondered to himself.

The group had arrived at their destination less than an hour prior and after Rarity explained to Zecora what the keys did, showed her around the house and gave her her room, Spike volunteered to put out everything they would need outside for them; letting the three mares to prepare themselves and get familiar with their rooms. He himself was still wearing his clothes from the train, having only thrown his luggage into his and Rarity’s room.

Spike turned to face the house when he heard the door open. He could see the silhouette of his beloved marefriend walking out while he got up to greet her properly; his want, no, need to see her wearing only one of her tight-clad bikinis didn’t influence his eagerness in the slightest. The dragon, however, was frozen in place, his eyes widened and his tail stiffened at the sight of what Rarity was wearing.

Rarity strolled out of the house with a slow step, swaying her hips a bit more than necessary and erotically as a result, wearing her bikini. Although ‘A collection of strings with a few patches of cloth’ would be far closer in reality to describe her dressing choice. She was mostly naked except for the white patches of silk-looking cloth that covered her nethers and her nipples, leaving the borders of her pink, delectable areolas exposed without any regard. Her long legs glistened a little against the sun, her tail and mane perfectly brushed and kept like her pristine white coat, blocked only in a few zones by the black strings of her bikini held together by five golden rings; two above and two below the cloth covering her nipples and one a tad below her belly button.

Spike followed her every step as she walked up to him. Her sexy and seducing walk vastly incremented another part of her he loved to death; her melon-sized breasts - which looked a bit constricted in the already tight bikini - bounced and waggled up and down ever so slightly and in such a manner that it was nothing short of hypnotic. As Rarity got closer he could see a sexy smirk adorning her lips before taking an ‘innocent’ extra bouncy sway of her hips which, in turn, made her tits bounce more for a couple of moments before passing him completely. Spike followed her with his eyes, discovering a thin line of string running in between her perfect ass cheeks and up her spine until it reached another ring behind her neck.

“How do I look, Spikey-Wikey?” Rarity asked twirling around once, her glorious breasts seemingly dancing in the wind as she did so.

“Absolutely perfect,” Spike replied not daring to blink or tear his gaze from his goddess. He didn’t even question her bikini choice since she only reserved such risque attire when completely alone with him, in the privacy of the castle or here; sadly, or should he say thankfully, he never grew accustomed to such a thing. In fact the rest of the girls did pretty much the same even with him around, which spoke volumes of just how much they trusted him with their dignity and safety. Still, that didn’t mean he was immune to their beauty and sexual appeal as he could feel his hidden member trying its best to be free from his cavern each time; much like it was doing now.

Rarity smiled coquettishly, looking back at Spike as she sat and then laid on her beach chair, Spike could hear her exaggerated sigh and see the wiggle on her breasts before the mare turned her face to see him, or rather past him. “Over here, darling!” Rarity called waving her left hand on the sky excitedly. This caused Spike to turn to see the newcomer and Rarity smirked.

Spike felt a kick in his stomach the moment he laid his eyes on the second mare of the trio, another of his close, personal friends. Applejack didn’t walk but rather ran towards Rarity making her strong yet perfectly shaped legs glisten with an unnatural golden light against the sunlight. She was wearing one of her usual ‘bikinis’ that were made out of spare pieces of cloth, mostly donated by Rarity herself. Rarity had wanted to make real bikinis for her in the past but Applejack said they didn’t fit her. As a result, she always stuck to her own makeshift bikinis.

Perplexingly enough they worked wonders for her physique. Her lower waist was covered by a skirt-like piece that was wider on her left thigh turning narrow as it traveled to her right; the piece was held in place by a tight knot and thanks to her running the way she was he caught a glimpse of a red thong covering her marehood behind her red-squared skirt. Looking up he saw her stomach and her abs dancing before his eyes as she ran. But what stole the show were two things; her tightly clad breasts and her mane.

Her mane was free from its hair band, letting it flow in the wind and shine against the rays of the sun even more than her coat. Her breasts, however, were bouncing up and down in such a way that he wondered how her choice of bikini top - a good two sizes too small for her if he had to guess - matching the color scheme of her skirt, was doing its job so well of not freeing her two beautiful orange melons for the world to see. It wasn’t as if it wasn’t trying, as there was a knot resting at the bottom of her great cleavage, looking as if it could burst at any moment. Not that it would make much of a difference, really, since he could easily see her nipples and areolas pressed hard against her bikini top. By far she was more covered than Rarity and he knew from experience that after Fluttershy, Applejack was the most modest one out of the six.

Applejack ran past Spike, giving him a perfect view of her powerful thighs and buttocks, combining that with the previous sight of her form and bouncing melons effectively made his dick silently protest against its prison. Spike shook his head a few times as Applejack reached Rarity and both of them complemented their bikinis. Calm down, Spike, calm down... remember your exercises and The Code, Applejack is your friend and so is Zecora and the girls so show them the respect they deserve for the confidence they’ve bestowed upon you, your princess is Rarity and nopony else, Spike thought making himself calm down and the annoying scratch at the back of his head to die down.

“Marvelous this hidden sanctuary is to my eyes, I would love to come back should the opportunity arise,” Zecora said from the house door.

Spike, feeling calm enough, replied. “It sure is! You’re always welcome to join us next sum… mer…”

He was left speechless once he turned to greet their zebra friend. The first thing he noticed of the mare coming to light and walking at what seemed like a snail’s pace towards him was her mane. He had never, ever seen her mane in any other style aside from her mohawk. Right now though, Zecora had her striped mane down, free in the wind much like Applejack’s mane and as much as it pained him to admit, she looked down right gorgeous; one of his fetishes, aside from absolutely adoring big breasts, were the manes and mane styles on mares. As if reading his mind a gush of wind blew just in time to make her mane dance wildly caressing her body and exposed L-cup size breasts. His hidden boner returned with a vengeance as did the scratch at the back of his head.

It took all of his willpower just to maintain his cock hidden at the sight of her. Rarity was wearing a cloak in comparison to what Zecora was wearing; nothing more than a thin loincloth that barely covered her marehood. Her free, wiggling, jiggling, wobbling, soft-looking, heavenly, watermelon-sized clouds of heaven were hypnotic to a fault. He could clearly see her perky gray nipples being brushed by the gentle breeze and her areolas, while not oversized, were bigger than Rarity’s though not by much, yet oddly enough that seemed to be more alluring to him; in his eyes they were like some sort of quartz; soft, delicious quartz.

“I’LL GO GET CHANGED, BYE!” Spike screamed before running to the house, passing right by Zecora. Taking a hasty glance back he confirmed his suspicion that Zecora wasn’t wearing anything under her ridiculously tiny loincloth and that it was only a frontal piece. He was flashed by the slightest of pecks at her marehood along with the full view of her perfect ass. He quickly looked up in an effort to tear away his sight from Zecora when he saw her looking at him with a worried expression right before she winked at him. Spike didn’t wait any longer and slammed the door shut.

He was resting against the door, breathing rapidly with his eyes wide open. “Breathe… breathe,” Spike said to himself managing to calm himself a tad down. “Th-there has to be an explanation for Zecora to wear such… to wear nothing but that loincloth,” a flash of Zecora’s figure made itself present in his brain. “Stop it!” he silently yelled before the image was quickly followed by another of Applejack as she ran. “Stop it, dammit!” he shouted once more, before finally one of Rarity appeared managing to put his mind at relative, fragile ease. After a full minute, and with his mind clearer, a thought managed to creep in his brain. He rushed to his room and quickly located the closet, opening it to discover Rarity’s garments. Inside was simply a set of similarly revealing bikinis and nothing more.

As quickly as he came into the room he left and went to Applejack’s room and repeated the process, finding a few bikinis similar to the one she was wearing and few others similar to Rarity’s ones. Finally he went to Zecora’s dorm and discovered a couple of loincloths and some potions and herb jars in her closet, and to his discomfort, no tops of any kind. Spike took a quick glance at the loincloths discovering their size varied, and that if he was correct the one Zecora was using right now was the biggest one she had. After that he closed the closet and walked out of her room. Returning to his and Rarity’s room, he sat on the edge of the bed and glared at the painfully hard erection creating a large tent in his shorts.

Meanwhile outside on the beach the three mares were standing below the largest umbrella, talking in its shielding shade.

“Do you think we overdid it, went too far?” Applejack asked worriedly.

“Nonsense, dearest Applejack, didn’t you see his face and how his gaze followed us everywhere?” Rarity said happily.

“Our first move had mixed results from my perspective, we must act carefully if we want to reach our objective,” Zecora said looking back at the house.

“Maybe, but Spike ran off faster than the vermin on my farm,” Applejack said, a little saddened.

“He’s just embarrassed, believe me darling, he loved our little show even if he denies it,” Rarity said proud of herself.

“But how can you be so sure!? I saw his face after Zecora came out, Spike didn’t look all that comfortable if you ask me!”

“Trust me darling, Spike will come out of the house in no time,” Rarity claimed with certainty.

“If you say so,” Applejack glanced at Zecora’s practically nude form. “I get it’s traditional and all that, but did you really have to come out wearing just that?” Zecora didn’t reply but there was a glimmer of pride shining in her eyes. Looking back at the house the trio waited for about a minute but Spike didn’t come out. “While we wait, Zecora, what did Rarity mean back in the train by you teaching stuff to Redheart and her herd mates?”

“An expert in many fields I proudly proclaim myself to be, including those that pursue the roots of the sexual tree. Milano, Coco, and Redheart came to me for previous knowledge I had shared with them in the hospital, their goal a most noble one; to allow their newfound stallion to overcome his greatest obstacle.”

“So you taught them how to be better at sex?” Applejack asked bluntly, her mind not being able to process such a thing coming from the shamaness.

“Oh, Appleja~ack! What Zecora really meant to say was that she taught them how to make Caramel feel more at ease and comfortable around them. Zecora’s teachings are meant to be used to fulfill a goal, not just for pointless sex. For example she taught me a calming massage technique to help me relax Spike before suggesting this little trip of ours and he agreed on his own, despite telling him you two were coming as well,” Rarity took a step back grabbing her two giant marshmallows from the underside. “And all I had to do was use my girls; Spike absolutely adores them and I’m sure he loves yours, too,” Rarity said teasingly at the other two mares making Applejack blush a little and Zecora to giggle.

“Y-you think Spike likes my… tits?” Applejack said glancing at her breasts. Out of all her friends she was the one who was less than thrilled about this particular change. She didn’t hate them but she wasn’t comfortable with them either. “I-I mean a year ago I was wearing… other kinds of clothes but Spike didn’t bat an eye at me,” she said with a sad tone.

“Darling, Spikey was positively smitten with me. Plus his code…”

“I guess you’re right, thanks for giving me a shot with Spike, Rares.”

“My pleasure.”

They waited as time passed with no signs of the dragon. Rarity got up from the beach chair, developing further concern for Spike.

“What other things do you teach, Zecora?” Applejack asked glancing between Zecora and the house door, breaking the uncomfortable silence.

“Massaging and teasing techniques are my speciality, dances and subtle touches that are meant for informality. But what I take great pride in knowing to use in full advantage,” Zecora touched her massive breasts ever so tenderly, her fingers and palms running down them like silk that screamed sensuality to the four winds. Her action made the other two mares blush at her display. “Is using breast size to please your mate until they break into rampage,” Zecora finished by lightly pinching her left nipple just enough to draw soft moan from her.

After her little display the trio continue to stand waiting for Spike. The minutes passed and there was still no sight of him. Five minutes into their waiting Rarity began to fear they had really pushed themselves too hard on her drakefriend. Her fears were dissolved when, much to her joy, Spike came out of the house wearing a pair of purple trunks with green borders and flames adorning the waistline, the colors matching his own.

Now it was the mares’ turn to watch him intently. They saw his long, above-average muscular legs and his feet claws digging into the sand; each step impressively not disturbing the sand below. Behind him they could see his tail swaying to and fro calmly; its thinness mislead the actual power it had. His arms were hanging still on his sides and they could make out a noticeable amount of muscles below his shining scales. His front was a mix between his green belly scales that ran from his lower jaw all the way to the down-side of his tail’s spear head end, and his purple scales that covered the rest of his body for the exception of his spikes and barbs.

He didn’t look strong thanks to his lack of muscular physique but the mares knew he was far stronger than any stallion in Ponyville, even more than the mighty Bulk Biceps and Big Macintosh and his stamina was something to be envied (Rarity had tested his endurance personally multiple times). The fact that his pectorals, biceps and pretty much every other telltale body building muscle in his body were, at first glance, nothing too impressive made him seem like a sleeping giant. It was a sort-of-secret kept only amongst his friends and family, which made the three mares feel all tingly inside.

Spike soon reached the mares and without warning grabbed the left hand of Applejack and the right hand of Zecora in between his large, powerful hands and trimmed claws softly. He looked them directly in the eye before he started to talk.

“Applejack, Zecora. Please forgive me for my immature reaction before. I shouldn’t have run away like that or eyed you the way I did. You are beautiful, gorgeous mares and… it was wrong of me to take advantage of your trust in me the way I did. We came here to relax and have a good time and how you choose to spend these days shouldn’t bother me at all. We are close friends so, please, if I made you uncomfortable or bother you from now on, simply tell me so and I shall leave,” he declared without blinking and with confidence clear in his eyes.

“Spikey!” Rarity called before launching herself against her dragon, forcing him to let go of the other two mares in order to catch her. She pressed herself hard against him, her slightly erect nipples brushing against his chest. “Darling, you have nothing to apologize for,” she said quietly against his ear before kissing his right cheek.

“But I--”

“She’s right, you know? You have nothing to apologize for, sugarcube,” Applejack said with a bright blush on her face and also making her way to his left side. “But tell me the honest truth, did you really mean it when you said you found us attractive?” she asked pressing herself against his arm. It was a risky move after his little speech but she had to prove to him that it didn’t bother her.

“Applejack’s inquire rings true, are we appealing for your view?” Zecora asked moving to his right side and pressed herself against him just like Applejack while Rarity kept his arms busy.

Spike lost his breath for a moment before he chuckled and kissed Rarity on the lips; nothing more than a sweet little peck before he chuckled.

“Attractive? Appealing? Those words don’t do you justice. You, all of you, are some of the most beautiful mares I’ve ever seen and know in my life. I’m proud to call you my friends and honoured to have your confidence,” Spike smiled widely showcasing his fangs. Suddenly he let go of Rarity and quickly wrapped his arms around the waists of Zecora and Applejack while his tail traveled between his legs to catch Rarity by her waist, he squeezed them a bit against himself before lifting them up just enough for their hooves to leave the sand. “Now, let’s go play and enjoy the beach. Zecora, I must show you a little rift I’m sure you’ll love!” Spike said enthusiastically before dropping them and running for the water.

The three mares glanced at each other and then to Spike. They smiled widely before running after Spike.

Their mission was officially go.

<><><><><><><><>A few hours later<><><><><><><><>

Applejack and Spike sat next to each other on their beach chairs watching Zecora and, surprisingly enough, Rarity swimming around in the calm water simply enjoying their time. Applejack was busy watching the ocean, her entire body still wet from their last swimming match. She stole a glance at Spike every once in a while; his scales were also wet and the way the rays of the sun reflected on him somehow increased his handsome looks, at least in her opinion. She blushed when Spike looked back at her and pulled her into a one arm hug around her shoulders. He didn’t say anything and neither did she, she limited herself to lean against him just enough to rest her head against his shoulder.

“Thank you, sugarcube,” in her position she couldn’t really see his face but she was able to see him look at her with interest. “For saying such nice things about Zecora and me.”

“I only said the truth, Applejack,” Spike replied with an apparent neutral tone. “And I think I do know about beauty since I practically grew up surrounded by it. Mom, Twilight, you and the girls. Of course that also includes our friends.”

“Even Discord?” Applejack nudged his ribs with her elbow.

“Errr….most of our friends. Point is, if I say you’re beautiful then you are beautiful. I’m actually quite surprised you, Dash and Twilight don’t have a special somepony yet.”

Applejack let out a loud chortle followed by one of her trademark nasal giggles. “I don’t know about Twilight if you don’t, but Dash is hanging a lot with that Soarin’ guy from the Wonderbolts. I thought he and, what’s-her-name? Spitfire, that’s the name! I thought Soarin’ and Spitfire were an item already.”

“I didn’t know that, heh heh,” Spike chuckled for a moment. “I can’t really see Rainbow in a polygamous relationship, much less a herd.”

“Why not? You never know until you try it,” Applejack retreated her head before scooting over next to Spike further, the dragon making no signs of displeasure. “Think about it, if they are then they must have a great deal of respect and trust in each other to be so intimate, and if they’re all happy why should it matter to anyone else, am I right?

“I guess,” Spike replied without much enthusiasm. “And what about you?”

“Me?”

“Yeah, you. Why are you single? And don’t tell me it’s because you aren’t pretty or something like that, I know for a fact you have a nice little club of admirers,” Spike said with a smug smirk.

Applejack blushed and scooted a bit closer to the dragon. “W-well, I just haven’t found the right one is all.”

Spike looked at her eyes for two full seconds before speaking. “Alright, spill it, who is it?” his smirk turned into a shit eating grin. “You can’t lie to save your life, AJ.”

Applejack hit him in the ribs again managing to get a chuckle from the dragon. “That ain’t none of your business!” Spike tightened his hug around her shoulder, urging her to speak. I can’t believe he saw right through me like that but yet he can’t see I’m in love with him? You really are an idiot, Spike, Applejack thought as her lips curved up into a sad smile. “‘Sides, it doesn’t matter if I tell you or not, he already has a special somepony and ain’t interested in forming a herd or anything like it.”

“Seriously?” Spike said in amazement. “I mean, I understand his point of view and all, but the least he could do is give you a chance or a straight answer and if he doesn't, then he’s nothing more than an idiot.”

Applejack fought the uncanny urge to facepalm at the sheer level of oblivious idiocy Spike was capable of achieving.

“Well, his loss, I suppose. You’re the most dependable of ponies, a beauty in your own right and one of the greatest mares I know,” Spike said flashing a smile to her. “You’re one of my best friends and I’m happy you’re here with me today, Applejack.”

Applejack blushed madly at his statement and with one final scoot she was finally sitting completely next to him with her flank, more specifically her cutie mark, brushing against his trunks. Feeling a bit courageous she leaned in to his side and gave him a full blown kiss to his cheek. Spike jumped a little in surprise at her kiss; blushing hard he touched his kissed cheek with his free hand and looked at Applejack.

“Thank you, Spike,” Applejack said almost whispering. “And by the way, I think you’re pretty handsome yourself, Rarity is a very lucky mare to have you at her side,” Applejack got up, pulling Spike with her. Once both of them were standing up she hugged him, pressing her melon-sized breasts hard against his chest. “I love how warm you are; gentle and welcoming, just like home.”

“Uuummmm--” words failed Spike as he felt her two large, cloud-soft tits pressing against him. All he knew was that he had to do something about it and fast; quickly remembering his time alone inside the house.

After his little discovery, Spike had spent a good couple of minutes controlling his emotions and urges. A task easier said than done for sure, thanks to the images of all three mares flashing in front of his eyes relentlessly. His conviction, however, was the first to recover and if Rarity was okay with what was going on then he would be too, no matter what. After all, there was no real harm in what they were doing; he was the one truly at fault for disrespecting them the way he had. With that the maddening scraping at the back of his head was gone. He was in control of his emotions; he wasn’t some sort of pervert, or Celestia forbid, a monster and he was damn determined to remain that way.

Again, a task easier said than done in his current situation. This was the first time such blatant advances and teasing were thrown his way and with such intensity; even his previous experiences in dealing with his six mare-friends couldn't compare since they were, for the most part, good natured, platonic and for fun. Thanks to those experiences he wasn’t blind, or at the very least ignorant, and could tell something was up between the three mares. What exactly? He wasn’t sure but he knew he was in the middle of it and that was what scared him. Shaking his head rapidly Spike decided he would prove to be stronger than whatever this was.

“Hey, you hungry? Cause I’m famished!” Spike, without ending the hug, turned to see Zecora and his marefriend. “HEY! I’m gonna prepare our meal!” he shouted receiving in response a distant ‘Alright!’. He was about to tell Applejack to let him go when she did so herself. “Mind giving me a hand?” he asked seeing the mare reach for her skirt.

Applejack undid the knot of her skirt allowing Spike to see her red thong that hugged the outer lips of her marehood nicely. “Sure thing partner!” she said before dropping the wet skirt on her chair. “There we go, now I feel all freshened up!”

“I can tell,” Spike commented peeling away his gaze from her thong-clad marehood and up to her breasts again. They bounced a little while Applejack stretched her arms backwards giving him a full view of her cleavage. How in the name of Luna is that knot holding up? He wondered to himself truly impressed her bra didn’t burst into shreds from the obvious strain her two great melons put on it.

The duo moved to the grill and began to prepare their meal. It was mostly salad with a few stewed carrots, apple pie for dessert, a nice-looking hay and broccoli mash-up and his famous guacamole. It took them almost twenty minutes before they had everything ready for a nice little banquet. Applejack called her friends to come to eat while she and Spike sat at their respective chairs holding a bowl and eating away at their meal.

Spike was munching happily when he saw the other two beauties come out of the water. Both Rarity and Zecora looked enticing with their wet, rather long manes clinging to their bodies nicely. Rarity shook her head in a slow and slightly exaggerated manner, letting her water-drenched mane dance for a couple of seconds. Zecora grabbed her mane in between her hands including the mane partially covering her breasts. The shamaness did a swift movement with her hands and almost instantly her mane was mostly dry, she then did a similar motion to Rarity although not as pronounced. Spike swallowed the entire carrot he had on his mouth when their breasts bounced in tandem with their movements, made all the more hypnotizing upon seeing their perky nipples semi-erect from the water’s coolness.

Shaking his head for a moment Spike regained his composure before Rarity and Zecora reached the table and began helping themselves to the food. Rarity sat next to Spike to enjoy her meal while Zecora sat next to Applejack. The following minutes were relatively uneventful, making their meal a relaxing, enjoyable one.

“Oh my, how clumsy of me,” Rarity said gaining the attention of her drakefriend.

Spike was going to ask what was wrong but before any words left his mouth he saw a carrot resting in between the crack Rarity’s twin white mountains created. Taking it out she dragged the tip of the carrot across her coat, up along her neck and into her mouth. She bit the tip before spitting it and then lick the now flat end of the carrot; all the while glancing at him with the corner of her eyes. After several needlessly long, slow lick she finally took a bite out of the carrot.

“Simply divine! Even for simple dishes your talents as cooks are without match, Spikey, Applejack!”

“That’s Apple Family pride right there!”

Spike was limited to scratching the back of his head while taking another mouthful of salad.

“Spikey, sweetheart?”

Spike swallowed. “Yes, Rari?”

“After we’re done eating, would you mind helping us put on some more sunscreen? I’m afraid we, as ladies, will need your magic fingers to properly cover our backs,” Rarity said ending her request with batting eyes and a little lean, just enough to rest almost her entire left breast on his right arm. Rarity saw him blush at her request while his lips quivered.

Spike visibly gulped down the mouthful he had before replying to Rarity amidst her quite unexpected advances. “Of course not, it’ll be my pleasure, beautiful,” Spike said with a genuine smile on his face before leaning in and kissing her cheek. Rarity blushed slightly before returning the kiss with one of her own. “After you’re done I’ll pick up the dishes and put the rest of the food away while you girls do your thing. Don’t even think of doing your backs without me~”

A couple of minutes later Spike finished picking up all the dirty dishes, along with the cooler the rest of the food was in and moved them all inside the house.

“Well his answer was rather unexpected,” Rarity said grabbing one of her sunscreen lotions and passing one for her companions with her magic. “I thought my Spikey-Wikey was going to refuse, put an excuse or at the very least blush.”

“Unexpected is not the word you seek. Collected is what you wish to speak,” Zecora said frowning. “His code has built up an outstanding resolve, a wicked barrier that we must dissolve.”

“Whatever do you mean, darling?”

“I think she’s saying we have to take it up a notch. I believe Pinkie told me my brother did something like that when she hooked him up with her sisters,” Applejack closed her eyes in concentration letting the memory come back to her, a few seconds later she reopened her eyes. “... and I think I know what to do.”

A couple of minutes later Spike returned to the trio finding them already resting belly-down with their backs exposed to him.

“Did I make you girls wait long?”

“Not at all, Spikey, we just finished doing our fronts to be honest,” Rarity moaned while she shifted a little in her place.

“Great!” Spike grabbed a bottle, then he squirted a copious amount of cream on his left hand. Grabbing the bottle with his tail he used both hands to rub the cream. Once done, he kneeled at Rarity’s side and began working on her back. “It won’t take long, I promise,” he assured to Zecora and Applejack, both of them silently awaiting their turns.

Spike was ready for more of their flirting but they didn’t say or do anything out of the ordinary. Once he was done applying a generous amount of sunscreen to their backs (and him carefully doing so in order to not touch their breasts or tickle them accidently) he turned around allowing Rarity and Applejack to cover their melon-sized breasts. Not that it covers much, he thought.

“While we wait for our sunscreen to dry, why don’t we enjoy the view some more, hmmm?” Rarity offered resting on her chair. The other two mares agreed and Spike silently laid on his chair beside her.

I guess… I had nothing to worry about, Spike thought as he reached out for Rarity’s hand, she hummed accepting his own hand and entwining their fingers together in a close, loving embrace. Looks like I’m really going to enjoy this week in relative peace after all.

Part 2

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Part 3

Fifteen minutes later all four of them were sitting around the bed.

“Are you fucking kidding me?” Spike droned. Looking at his marefriend he saw her sitting stiff, her gaze downward facing the floor in shame. “Rarity, I’m mad for what you three did behind my back. But I’m disappointed in you for not coming forward and talk to me about it before, and don’t bring up my code as an excuse!” He warned seeing her starting to look up to him. “Yes, I said I’m a one mare dragon, but if you were feeling the way you were you only had to tell me and I would’ve given herding a try just for you,” he said tenderly before looking at Applejack.

“And you, Applejack. Why didn’t you ever come up and told me about how you feel? I know I shouldn’t even be saying it for Rarity reasons, but still I could never break your heart like you feared,” the orange mare blushed in shame but didn’t broke eye contact until he turned to Zecora.

“You, Zecora, I can only say I’m both surprised and thankful for what you did despite the final goal. Still, I can’t believe you even like me that way or that you and Applejack went through it so easily,” Spike sighed heavily. “You used my own code against me but you had no idea what my code means to me. Tell me, do you have any idea what I could’ve done to all of you if Zecora wasn’t here to have some sense of control over your actions or if my code didn’t help me keep my urges down? You’d be nothing more than my sex slaves or worse, and Luna knows what would’ve happen after that. Do you realize the danger you were really in? Yes, I’m including you too, Zecora, you admitted to have no idea about what would happen to me.”

The three mares didn’t reply anything besides a soft ‘Sorry’.

“Nevertheless,” Spike began. “I’m also grateful you did so, and as a reward for telling me the truth I’m going to forgive you three, especially you Rarity, and also I’m not going to lie either. You see, you are right with me feeling unsatisfied; sexually that is,” Spike placed a hand on each of his knees. “And it has been eating me away from the inside for the past few months,” Spike smirked and licked his lips before leaning back and spreading his legs a bit showcasing his proud erect member. “So, as your punishment, you’re gonna have to relieve me until I’m completely and utterly satisfied.”

The three mares blushed heavily staring at Spike’s meaty phallus for several seconds. Then they looked at each other and smiled before standing up.

“Ah-ah-ah, before you get any ideas bear this in mind: I’m in charge here,” Spike said directly looking to his marefriend. “Rarity, I want those huge tits of yours wrapped around my cock,” he then looked at the other two mares. “While Zecora shares some more of that ‘traditional gratitude’ with Applejack; do try to be very grateful, will you? After that? Well, we’ll see~”

The three mares stood still for a moment before Rarity made her way to her drakefriend, kneeled and captured his virile penis. “You’re s-so warm,” Rarity commented. “Spikey, I’ve never seen th-this side of you before.”

“Did I said you could talk?” Spike frowned making Rarity flinch a little in fear and a blush appear on her cheeks. “You have a lot to make up to me for, so you better get started,” his frown morphed into a pleased expression while his tongue ran over his lips once again. “Applejack and Zecora sure got the message.”

Rarity couldn’t help but to turn her head to see that, in fact, her two accomplice were locked in a deep, tongue locking, breasts mashing embrace; she could hear Applejack’s surprised yet pleased moans while their eyes were half lidded. Zecora was helping herself with Applejack’s ass while the farm mare held the shamaness by her shoulders. Their ample bosoms pressing and mashing against each other moving and wiggling in harmony with their hot kiss. Oh….my, Rarity thought feeling fresh wetness form in her crotch.

“That’s more like it, Rarity.”

Spike’s voice made her turn her attention back to him and found she had subconsciously began massaging his dick with her tits. Looking directly at his face she could notice a fire in his eyes she had never seen before, it wasn’t like the fire she had seen nearly twenty minutes ago when he was transforming, this one was controlled but still savage and mighty. Swallowing hard she began to move up until only the tip of his dick remained visible just and inch or two away from her mouth; she could smell his heavy musk and hear the soft moans of the two mares right next to her left and her mouth watered. With a heavy sigh she let her great jugs fall down until they his Spike’s lap earning a satisfied grunt from him. She breathed in his musky scent before she repeated the motion again in that same slow motion.

It was during her seventh repeat when Spike reached out for her breasts and grab onto them. “Mmmfffff!” She groaned in hot pleasure; his palms pressing against her tender, erect and sensitive nipples and areolas, and also in slight pain; his sharp claws against the skin below her thin fur drawing electricity from his touch. Before she could say or do anything more Spike began to speed up her process by himself while also thrusting his hips slightly. That new, odd feeling of his testicles slapping against her jugs made Rarity moan louder. Rarity couldn't help but lick her lips seeing his tip so close to her mouth, she opened her mouth and her tongue began to snake out desiring to lick and taste him.

“I believe that’s enough,” Spike said coming to halt. Parting Rarity’s breasts from his diamond hard cock he squeezed them hard one last time before letting go; the look of disappointment in Rarity’s face a sweet drug that made his dick even harder. “Zecora, Applejack,” he called managing to pull them out of their trance. “While I do so enjoy the show I believe Rarity wants some of that gratitude of yours, Zecora,” Rarity got up and Applejack stepped to the side. “Applejack, my dick feels really cold right now,” on cue it throbbed sending a short stream of pre-cum flying out. “Your mouth looks like a perfect place for it to warm up.”

Obeying with a massive blush Applejack took Rarity’s previous spot kneeling in between his legs. “Ah...Ah have never done this before,” Spike raised a proverbial eyebrow. “Give a suckin’.”

“You don’t have to worry, Applejack, I’ll guide you for the start but I know you’ll figure out what to do quite soon,” Spike smirked. “You’ll be a pro at sucking my cock after a few times.”

Did he just said what Ah think he said? Applejack thought looking directly at his eyes. “How do Ah begin?”

“First wrap those heavenly clouds of flesh you call breasts around it,” Applejack did so, embracing his draconic cock with her large orange melons. “Now, use your tongue to lick the tip, give it sweet loving kisses and suck on it every now and then. Don’t worry about the flavor, you already tasted my cum before.”

With a hesitant lick Applejack let her tongue run around his entire tip cleaning it away from his pre-cum. Mah gosh, Ah can’t believe Ah’m really doing this, Applejack thought giving the very tip a kiss and a suckle.

“Z-Zecora!”

Rarity’s voice caught her attention and made her look at her two friends, or would’ve if not by Spike’s strong hand on her head preventing her from doing so. “You already have a job to do, AJ, better get to it,” Spike said petting her head. Applejack took his entire tip inside her mouth and suck while twirling her tongue around. “That’s it Applejack, suck on my cock good.”

While Applejack was blowing him away Spike focused on the two mares currently making out in a rather interesting position.

Zecora, using her right arm, held Rarity’s left leg up and spread enough to press her loincloth covered pussy up against Rarity’s. It was awkward and hot at the same time, their position also allowed for Rarity’s breasts to be pressed and partially rest on Zecora’s ample bust. Their tongues were out in the open fighting for dominance, although Zecora was clearly winning or merely toying with her partner. Zecora tugged Rarity’s tail from the base earning a loud howl of pleasure from the white mare.

“Spank her hard, she loves it,” Spike commented, his eyes glued to the show in front of him.

Rarity opened her eyes upon hearing him. “MMMMFFFFFFhhhhhuuuuuukkkk!” She moaned loudly and as best as she could when a heavy spank hit her right flank right behind her cutie mark. Her face fell resting her head against Zecora’s shoulder, her tongue lolled out covering with spit the zebras perfectly kept fur while the stinging satisfaction on her rear drove her near to an unforeseen climax. She was driven over the edge, however, when Zebra gracefully rubbed her pussy alongside her winking pearl, tugged her tail and broke their kiss to hungrily suck at her right breast; taking in full her areola while her tongue lapped at her nipple. With a scream of ecstasy Rarity came hard and her legs trembled, threatening to fail her if Zecora let go.

Applejack on the other hand, aided by Spike’s guidance and petting and the sounds of pure pleasure from Rarity, had redoubled her efforts and was now capable of stuffing enough of his cock inside her mouth for his tip to reach the entrance of her throat. She was about to draw back when his hand stopped her and instead pushed her down gently. “Relax your throat,” she heard him say. “Don’t fight it and just let it slide right in,” obeying him once more she did as told managing to take three more inches of his proud meat until she began to gag violently.

“Very good, Applejack, you did even better than I thought you would,” Spike pet her while she coughed and spit. Suddenly the farm mare put her mouth around his tip and sucked on it softly, her tongue lapping around, up and down wherever it could. After a couple of seconds she retreated giving it a long lick from bottom to tip ending with a kiss, her lips and his cockhead connected by a string made of saliva and pre-cum. “W-way better than I thought,” Spike complemented with his tongue lolling out of his mouth.

“Ah’m gonna be a pro at sucking yer cock, right? Might as well start by doing mah best,” with a wink and a sly smile she retreated confusing Spike.

His confusion was cut down, however, when he saw Zecora take Applejack’s place without resting her incredible huge breasts on his lap; denying him the soft embrace of heaven around his phallus. This unconformity was killed when Zecora reached for his balls, she held them in her hands fondling them lovingly making him grunt in this new form of pleasure. Moving her left hand to his shaft she started to stroke it slowly from base to tip, using her thumb to caress his cockhead whenever she reached it while her right hand took care of his hefty testicles.

After a minute or so she leaned in stopping her stroking, replacing it with her mouth around his dick. The technique was instantly recognized by the dragon and he had to force himself to not shut his eyes at the sight; his cock slowly disappearing inside the moist cavern of Zecora until she reached the base, her hand never stopping its fondling. She sucked and gagged and massaged his shaft with her throat muscles with masterful ease for several seconds until the need of air forced her to withdraw.

Zecora giggled seeing his throbbing shaft beg for more attention. She gave the tip a chaste kiss before moving an inch lower down his shaft and kiss it’s underside. Repeating the process every one or two inches, Zecora moved slowly until she reached the base and then moved further down until she kissed his exposed sack. She felt Spike shiver at the sensation and, with a quick glance up to his face, she wrapped her lips around his left testicle completely and began to suck gently on it.

“FUCK!” Spike shouted never having experienced something similar to it. It wasn’t quite like getting a blowjob or a titfuck but it was new and it caught him off guard. It didn’t last more than a few seconds before Zecora let go and repeated the process with his other testicle; the chilly air of the room contrasting against the warmth it had been wrapped around. As if that wasn’t enough Zecora brought her tits up and wrapped his balls in between, she didn’t move or squeeze more than only enough to let him enjoy her velvety soft warmth.

Far too soon in Spike’s opinion she pulled back but not before brushing his baby batter storages with her gray, perky erect nipples. “Full of your dragon seed your jewels are, it will take many tries to fully alleviate them,” raising quickly (while also moving her hips lavishly with the bouncy effect it had on her breasts) she climbed on top of him, spreading her legs wide and resting her soaping wet loincloth covered pussy on his stomach for the briefest of moments. Zecora smirked seductively before proceeding to turn around giving Spike a wide view at her puckered anus and partially covered cunt. Spike groaned when he felt his dick captured in between her soft asscheeks.

“That didn’t rhyme,” he said regaining his composure.

“I know,” Zecora leaned back and turned her head enough to kiss Spike fully, their tongues entering a dance for dominance which, much to Zecora’s surprise, she lost. After half a minute they separated, his long tongue retreating from the depths of her throat and into his own mouth. “Wider and stronger your tongue has become--”

“All the better to make you cum until you’re numb,” Spike finished with his own rhyme making Zecora blush. “I admit I like breasts more, but I’ll never turn down a fine ass either,” he said taking a strong grip over her backside. “And if I remember correctly, I said I’ll be the one calling the shots, so what do you say girls, time to get some revenge on this erotic shamaness?”

“I agree wholeheartedly.”

“That sounds mighty fine tah me.”

Rarity and Applejack moved to either side of Zecora, half sitting on her thighs while pressing their pussies against her silky fur. Wasting no time Spike also added his own contribution by giving the zebra a long lick along the center of her back, until it reached the back of her ringless neck and wrapped itself around it tightly but not in a bad way. Zecora moaned from the pressure her assailants delivered but also in frustration for she knew there was little she could do in her current position.

“Applejack, darling, why don’t you go ahead and show Zecora what happens when somepony touches a lady without her permission?” Rarity said with a sly grin.

“Ah think Ah can manage,” Applejack replied before reaching for Zecora’s right breast. “Hot dang, yer breasts are heavy,” Zecora moaned lightly while Applejack tucked and squeezed her tenderly. “And yer nips are harder than apple trees,” she said rubbing and pulling at her gray nipples with fascination causing Zecora to moan louder while Spike’s tongue tip snaked it’s way into her mouth and began to play with her own tongue.

“I agree with you wholeheartedly, darling. Your breasts are almost as big as Princess Celestia’s; absolutely amazing and tempting, I can safely say with full certainty these large tits of yours cause a major streak of wet dreams whenever you travel to town,” Rarity said helping herself to Zecora’s left breast giving it a similar but rougher treatment than Applejack’s, going as far as to pinch and massage her nipple and areola. Zecora grunted in protest trying to free herself but was held on tightly by the weight of the two mares and the powerful grip of Spike.

“Now darling, don’t be rebellious and accept your little punishment,” Rarity whispered next to her ear before giving her an extra tight squeeze making Zecora grunt loudly and everything stopped. “Oh….my….goodness,” Rarity said in a hushed tone raising her partially soaked hand.

“She lactates….she actually lactates,” Spike said with his entire tongue now back inside his maw. His eyes were wide, as were the other two mares, but the smile on his face betrayed his surprise. “Rarity, Applejack, you look rather thirsty,” Spike gave Zecora’s tush a firm squeeze. “Zecora is so nice and thoughtful she even brought some milk for us to drink, isn't she the most generous zebra there is?” Spike finished stealing a quick lick over her dripping nipple. “Mmmm, sweet like honey; utterly delicious,” Zecora groaned while also beginning to move her lower half massaging his rigid cock with her asscheeks.

Applejack and Rarity shared a momentary glance with the former blushing madly at the order given to her while the later licked her lips.

“As you command, Spikey,” Rarity cupped Zecora’s left breast again while also leaning down until her mouth was an inch away from her aroused nipple. “It certainly smells tasty. Bon appetit,” and then Rarity latched her mouth to Zecora’s breast taking in her entire nipple and part of her areola while her tongue lapped at it happily. Shooting a quick glance at the farm pony she gave her a small smile an inviting weak shake of her head.

Applejack swallowed loudly, Spike’s order and Rarity’s willingness combined with Zecora’s moaning and moving were practically urging her to follow suit. So follow suit she did. With some nervousness she leaned down cupping Zecora’s right breast until her lips wrapped around her until now neglected nipple. With a few exploratory laps and a kinky bite Applejack found herself strangely at ease with the current situation. Together the mares lapped Zecora’s tender nips while also beginning to grind their pussies against her thighs; Applejack was surprised she could feel her so well despite her meddling thong, although it didn’t cover her much to begin with. All the while Zecora moaned and groaned pleasurably.

A little over a minute later the two mares shared another glance and then began to suck.

“Kur’t zatorak!” Zecora said loudly in her native tongue. “S-stop...please,” Zecora pleaded but her ragged voice didn’t reach anyone. “It’s coming out….,” Zecora groaned right before her tits finally gave in an a jet stream of her milk flooded into the thirsty mouths of the two mares. “....Ishba….so...good…,” Zecora breathed out at the satisfaction being milked brought her.

Meanwhile the other two mares moaned gutturally while they loudly slurped down mouthfuls of prime zebra milk while also sucking with vigor without hurting Zecora too much. Spike by his part had a tiny smirk on his face while he held Zecora’s waist tightly with his hands; his eyes locked on seeing a free hand of each pony mare had found their way to Zecora’s backside and were now rubbing her ample buttocks up and down increasing his pleasure. He noticed their movements had increased in speed which told him they were getting close to an orgasm. He could also smell their combined musk and hear their lustful moans and their sloppy pussies rubbing against Zecora’s thighs.

In just over half a minute later the three mares reached a simultaneous orgasm; Zecora drenching Spike’s thighs and the bedsheets with her mare cum; all the while Rarity and Applejack drenched her thighs with their own femcum as their mouth sucked on her tits for dear life.

Applejack was the first to retreat her mouth enjoying the aftermath of her orgasm with her mouth still full of milk. She was about to drink it up when she felt a strong grip below her jaw stopping her from doing so. She followed the arm that was holding her until she met the gaze of Spike and saw him pressing and supporting Zecora’s weight. Without any word he pulled her in and she obliged until she was forced to step down from Zecora’s thigh and her mouth met his. Applejack’s eyes went wide feeling Spike suck the milk away for his own enjoyment, once her mouth was empty his tongue found it’s way down her throat trying to lick away every drop he could of that sweet ambrosia.

Suddenly he ended their embrace and moved to the other side to repeat the process this time with Rarity, the only difference being she had moved to him freely. Moments later they separated ending with a soft peak, Spike the turned his attention back to Applejack and also gave her a loving peck.

“I hope you didn’t drain her completely ‘cause I’m so going to drink a glass worth’s tonight.”

“Don’t worry, darling, I’m positive we left plenty of that surprisingly sweet milk inside her natural bags of wonderful goodness.”

“That sounds like something I’d say,” Spike let out a chortle before his hands took hold of Zecora’s massive bust. “Ohhhhh! I can totally feel the difference in weight, you were quite full weren’t you my lewd shamaness?”

“Y-yes,” Zecora replied grunting as Spike’s hand groped and heft her breasts. “It was starting to h-hurt,” Zecora felt his hands free her ample bust allowing her to move. Slowly she raised dragging and squeezing her buttcheeks along his proud member until it sprung freely. Turning around she let out a sigh of relief before leaning in to Spike, the dragon caught on her intention and met her halfway with a short yet passionate kiss. Pulling away Zecora’s smile disappeared and did a respectful head bow. “What would you have me do, Had Amund?” Zecora asked with a discomforting seriousness.

“Had Amund?” Spike questioned puzzled at her sudden change in attitude.

“It means ‘My Master’, I now await your command,” Zecora replied in that some tone. A momentary shock made the room freeze in time for several seconds until an enraged growl broke it.

“Fuck that shit, Zecora,” Spike said angrily surprising the three mares. With a puff of green flames coming out of his nostrils he continued. “I’m not your ‘Master’, I’ll never be your master for I do not own you. I’m not like other dragons and I don’t plan on acting like them. Ever. If that’s what you think of me now then leave; I may be letting out my pent up frustration but I rather die than let you or Applejack or Rarity or any other mare for that matter feel like objects of pleasure just for my sake. You’re my equals, my mares; just like I am your dragon.”

Zecora looked directly into his eyes for several seconds, mouth agape. Then tears formed in her eyes and she lunged herself forward hugging him close. “Thank you, Spike!” She said cheerfully before giving him a chaste kiss. “Thank you,” she repeated wiping away her few shed tears. “I’m sorry for--”

“Don’t apologize, darling,” Rarity cut her off. “Spikey, why don’t you give Zecora the number three? I have a feeling both of you need it right now,” Rarity suggested pulling Applejack up with her.

“I guess you’re right,” Spike said seeing the happiness and relief reflecting in Zecora’s eyes. “But you’re gonna spill the beans later, am I clear?” Zecora nodded. “Good, now then,” he began saying and suddenly tossed Zecora away from him and with a swift movement caught her with his tail before laying her on top of him with his proud phallus resting against her face, her jugs pressing on his stomach and her snatch against his maw. Without any indication or warning Spike began to kiss and lick the outer lips of Zecora’s pussy, while two of his fingers played with her winking clit.

Zecora let out a loud moan, mildly surprised at the skill, delicacy and strength Spike had displayed since while it could be considered brutish nothing had hurt her; if anything she only felt slightly lightheaded and dizzy. She then felt his tongue caress her pearl with slow, hard lappings while also throwing sound kisses all over her outer lips. Meanwhile he used his hands to press her down on him while his thumbs spread open her rosy cave; allowing her to feel his hot breath travelling inside her tunnel as he sniffed directly over it. She could barely hold back a scream of pure ecstasy from escaping her throat.

“Whoa nelly,” Applejack said impressed. “Ah’m a little jealous right now.”

“I can relate with that feeling, Applejack,” Rarity said while two of her fingers were busy working on her own pearl.

“But that doesn’t mean we just sit here and do nothing,” Applejack pointed out seeing Zecora take into her mouth half of Spike’s meat pole and then her gaze went further down. “Ah think Ah have an idea.”

“Whatever do you mean?” Rarity asked eagerly. Her answer came in the form of Applejack pointing at Spike’s hanging testicles. “Oh, naughty, naughty Applejack~”

“Hush you or Ah’ll take ‘em both mahself,” Applejack replied with a smirk before both mares kneeled and looked at his testes wobbling slightly. Feeling her mouth water Applejack leaned in and kissed his left ball making Spike’s tail freeze.

Rarity followed suit, but instead of kissing his right orb she dragged her tongue all over it making her drakefriend buck his hips weakly. “Quite bland, but the warmth is really enjoyable and the scent makes my mouth water for another taste,” Rarity analyzed giving it a sound kiss followed by one of Applejack. “I wonder how much of my dear Spikey-Wikey’s hot, tangy, sticky, delicious dragon cum is inside them, hmmm~” She sang before taking inside her mouth his entire right orb.

“Mmmfffhhh!” Spike moaned whilst slurping Zecora’s nectar into his hungry maw.

“Ah bet yah wanna fill our wombs with yer seed, don’tcha lover boy?” Applejack teased kissing his other orb while Rarity suckled tenderly the right one. “Yah wanna rut us until we walk funny and claim us like mares in heat?” She teased again now taking half his teste into her mouth giving it a hard suckle.

“Nnnnggggh!” Spike moaned loudly feeling Zecora taking almost his entire length inside her throat once again while the other two mares tortured his balls with their teasing. “I don’t want to do that,” he groaned loudly. “I’m going to do that and more,” he said before he went back to tend Zecora’s exotic flower.

Applejack let go of his orb with her face turning completely red and Rarity groaned lewdly letting her slobber travel down the sides of her mouth as she suckled, kissed and licked his other teste like some sort of forbidden candy. Meanwhile Zecora increased her pace but never went further down from half his length; giving her two companions enough space to work with ease (and mindful of Rarity’s horn).

Shaking off her momentary embarrassment Applejack continued her ministrations on Spike’s twin succulent fleshy testicle. Imitating her unicorn partner she took it all inside her mouth while her tongue lapped and licked slowly; she could also feel her right tit brushing against the alabaster unicorn left tit, their silky like texture brushing in synchrony with their movements and adding a pleasant sensation do to their warmth. Applejack heard a slopping noise to her right inviting her to tend to the dragon with more vigor; the sound was not alien to her for she knew it by heart: It was the sound of fingers plunging deep inside the vagina of a mare masturbating furiously.

Rarity cooed freeing her new tasty candy from her mouth while two fingers went in and out of her pussy and her thumb rubbed her clit. Giving it a tender, sound kiss her eyes travelled down and licked her lips hungrily. Moving her head further down she pressed her muzzle against the base of his sack before lowering even more dragging it against his scales until she reached Spike’s almost imperceptible tail hole. Rarity inhaled deeply taking in his scent for a prolonged wiff.

Sighing while cooing she gave it a temptative lick followed quickly by a kiss making Spike shudder and moan loudly. She smiled upon hearing Zecora’s pleased moan, no doubt enjoying a large glob of salty pre-cum. Using the tip of her mouth to circle around and poke at his hole Rarity kept her right hand clamped against her cunt doing it’s proper job. After a few repetitions she giggled giving it another soft kiss and a couple of licks using the broad upper side of her tongue; Spike bucked his hips and his anus clenched from her amorous treatment.

Rarity licked her lips, gave Applejack a quick glance seeing her enjoying herself and the sights, her gaze returned to her drakefriend’s anus, her blush intensified and finally leaned forward.

“Grraaaaa!” Spike moaned into Zecora’s pussy feeling his dear marefriend making out with his tail-hole with the same enthusiasm she would with his mouth. He could feel her tongue lapping and dancing around his tight hole spreading it to accommodate her appendage; he especially liked how his free sack brushed against her muzzle while she sucked every now and then. He felt Applejack free him only to take in his other hanging ball into her mouth, all the while Zecora bobbed her head while her breasts pressed against his stomach; her gray perky nipples brushing against his softer scales and her hips moving back and forth alarming him of an incoming release.

After a lengthy period of time, with Rarity going back and forth between his sack and his anus, Zecora changing speeds and adding her most generous bosom to the action by nestling most of his exposed shaft with her giant striped watermelons, while using her hand to rub him in rhythm with her blowjob; droplets of her sweet milk came out and ran down his shaft reaching his balls hungrily slurped away by the farm pony. Applejack, for her part, kept on maintaining her ministrations while also grabbing tightly onto the exposed base of his shaft; Spike finally felt his climax coming soon and hard. Increasing his service on Zecora’s flower he closed his eyes bucking his hips.

Rarity retreated with a soft *pop* and ending her treatment with a final lick. Travelling up once again she kissed his sack before turning to Applejack and kissing her in the cheek catching her attention. With upward nod she told her to stop and join her in her way up, the farm pony followed her without hesitation while Zecora stopped her blowjob; curious of what they were planning to do. Leaning in, Rarity kissed Zecora for the briefest of moments, then she kissed the tip of Spike’s tip prodding with her tongue the small orifice in the center earning a grunt from her lover.

Catching what Rarity was up to the other two mares join in kissing the head of the dragon meaty phallus, their tongues dancing and caressing him while oftenly bumping and licking each others; all the while their breasts were resting all over Spike’s groin area. Zecora pulled back and watched in amazement how Rarity and Applejack started to make out with Spike’s rod in between; she could barely catch glimpses of his cock-head but if Spike’s grunting, moaning and shaking body was any give away he liked it. She also noticed his efforts increased and felt her own orgasm was close.

“I--I’m ne-nearing cl-cl-climax!” Zecora blurted out before rejoining her friends, turning their make out session into a three-way and doing their best to milk the dragon dry.

They didn’t wait long, however, when the dragon let out a roar, he lift his hips and his cum gushed out. The first wave of his cum spluttered in between the mouths of the three mares partially filling them with it; they let out a surprised gasp and pulled back allowing a second wave of cum to rise like a geyser. They watched as another wave came followed by another and another of equal magnitude until a sixth wave came out with almost no strength or amount, ending with a few spurts that ran down his cock.

Applejack was the first to react swallowing the stains of cum inside her mouth, she savored it and found the taste strangely better than the first time she had gotten it. Looking to her friends she found they were drenched, much like she was no doubt, in dragon cum. Ropes of thick, musky foal batter clung to their manes, ears, necks, shoulders and faces all thanks to a shower of white, hot jizz. Looking at Spike’s impossibly erect penis she saw it was practically steaming the semen that clung to it. Further down she saw Zecora’s breasts were a complete mess; creating a large puddle of cum with her rift.

Might as well don’t let it go tah waste, Applejack thought licking her lips before diving down gently sucking away the small pool of incredibly tangy dragon seed. She was soon joined by Rarity while Zecora licked her cum-drenched horn.

“AHHH!” Zecora suddenly screamed as her body trembled. The other two mares stopped and waited patiently for Zecora’s orgasm to end naturally for almost an entire minute. “I...I thought...you f-forgot about m-me,” Zecora finally said with a shaky but pleased tone, taking it as a signal the other two mares returned to their cleaning duties.

“And leave you hanging like that? I would never,” Spike said before giving out a soft moan feeling his cock being cleaned away from the leftover stains of his own climax. “That was great, girls,” Spike complimented. “But I’m afraid it won’t be enough, when you’re done cleaning the mess you made me do I’ll tell you what to do next.”

It took them a while to finish but once they were done their fur was glistening while their bellies enjoyed a warm protein filled meal. Moving back they allowed Spike to shift and move until he reached the center of the bed and sat in a lotus position.

“Nicely done ladies,” reaching to his neck he bent his neck until a few satisfactory snaps were heard. “Oh dear, it seems my neck is stiff. Rarity, would you be so kind to lend me your lap so I can rest?”

“Of course, my love,” Rarity moved behind Spike and kneeled. With a quick shift in position Spike leaned back slowly until the back of his head laid on Rarity’s soft lap while his back spikes were nestled in between them. “Are you comfortable, Spikey?”

“You bet I am,” Spike sighed contently. “Your thighs are so soft...well, your entire body is soft like a marshmallow, but what I really love is the sight,” Spike smirked his vision filled with mostly boobage. “It sucks I can’t really see your face, but those two twin mountains of heaven sure make up for it,” Rarity and Applejack giggled in response. “But I feel something is missing. Mmmmm, I think I need a massage. A facial massage. I think your jugs will do just fine.”

The mares obeyed each one taking a side next to Spike while he slid down a little. With Zecora and Applejack on positions they decided to lay on their stomachs as their boobs came down to rest on Spike’s face. Rarity leaned down letting her heavy mounds to lay and capture the upper part of her lover’s head. She could feel her nipples brush against the breast fur of her friends while their own nipples and areolas rested and pressed peacefully against Spike’s face completely. A sudden exhale made them all shudder due to its warmth.

“Yish ish thefen,” Spike said reaching with his hands the rump of Rarity giving it a firm squeeze.

“I’ll take you really like our salacious breasts, don’t you?” Rarity teased. “I’ve never done something like this before, what should we do, Zecora?”

“We must start by letting Spike get used to our weight,” a low groan and the feeling of something wet snaking on the underside of their breasts cause the mares jump a little in surprise making their jugs bounce. “With that over our next move s-should be gentle rubbing and pressing while we make them bounce for added effect. Like this,” Zecora moved forward enough to press back her companions’ breasts, she then arched her body up a few inches and then dropped back with a bit of force making her milk bags to bounce, wiggle and wobble for a moment. While it wasn’t strong it was enough to make the breasts of the two others mares experience the collateral effects.

“Ah’ll try,” Applejack said a bit unsecured but willing to prove herself. Imitating the movements of Zecora step by step, Applejack was rewarded with a drowned moan. When she dropped back, she did so with more force making the tits pressing to her own share the ripples of her bounciness.

“Hmmff, Spikey approves,” Rarity said feeling his claws dig further into her but never breaking her skin. Silently she began to repeat the motions but her position didn’t allow her much freedom; instead she used her hands to lift up her breasts an inch or two, she waited for a second and the dropped her boobs causing Spike and her companions to grunt. “Oh my, that feels...quite invigorating for some reason,” the three mares exchanged a quick nod between themselves and began to repeat the motions at the same time. The result was to be expected, their boobs collided against each other like waves of water, but instead of destroying themselves, the bouncing was intensified, allowing to feel their weight and softness while also tend to the dragon below them. Rarity stole a glance at his pride and saw it throb, she could see droplets of pre-cum ooze from his tip while steam lines rose from his side ridges.

After a few tries and repetitions they found a suitable rhythm. Leaving all pretenses aside, the mares started to move in their own accord and occasionally move at the same time, the dragon below squeezed and massaged her rump in response while his muffled moans urged them to keep going. Suddenly his tongue emerged from in between the point where the six fleshy orbs met, it stood up proudly like a eleven inches mastil for a couple of seconds before it curved down and began snaking all over her breasts. They didn’t stop, not even when the forked tip found a nipple and wrapped itself around the perky mound tightly.

Zecora smiled keeping up her pace and reached down until she grabbed Spike’s dick, upon contact Spike trembled making the mares giggle. Following in the shamaness’ example, Applejack reached for Spike’s penis grabbing the upper part of hit.

“Golly it’s hot! But it doesn’t burn,” Applejack said impressed. The heat radiating from the meat stalagmite spreading all around her fingers and hand, if she could compare the feeling it would be like grabbing fire without it burning you to a crisp and despite it’s incredible warmth the skin felt smooth and humid not to mention the entire pole was hard. “It feels nice, Ah like it,” she said as she began to bring her hand up and down alongside Zecora. Her hand travelled all the way up to its head, gave it a firm squeeze and rubbed her thumb all over it. Zecora for her part took charge of the lower half in a smoother pace; she even got the talent to caress his sack with her fingertips.

“I just got a fun idea for you two!” Rarity said cheerfully. Her horn ignited and the two other mares moaned.

“That’s dirty play, Rarity!” Applejack protested but never ceased her actions. If anything she increased the pace. She clamped her legs tightly trying to stop the magic rubbing directly at her pearl. Looking at Zecora she noticed she wasn’t displeased with it.

“All's fair in love and war, or so the saying goes,” Zecora said winking at the farm pony.

“I’m just being generous, darling, nhhgg,” Rarity moaned also tending to her own winking pearl. “Spikey, do you like feeling the large breasts you love so much smother your face while two beautiful mares give you a handjob?” She asked in the sultriest tone she could muster. Her response was Spike taking in both her nipples and pull at them with his tongue. “Ohmmm, yes! Do it harder, darling!” Spike obeyed making Rarity moan loudly, some of her saliva drooling out of her mouth and onto her cleavage. Spike let go after a few seconds in search for another pray. Rarity pouting in disappointment and frustration found herself staring at the working hands of her two friends, both dutifully stroking Spike’s member with gusto and vigor. Then she got another idea.

A wonderful, naughty idea.

Her magic increased and a moment later her two friends slowed down their movements noticing something solid had materialized in between their pillowy tits. Zecora and Applejack looked at each other's bosom and saw a blue phallus sticking out from them and almost poking the lower part of their jaws. They instantly noticed the form of the blue phallus was nearly identical to that of Spike’s own. They both turned to stare at Rarity with a questioning look.

“Have you forgotten I’m a fashion designer, darlings? I take full pride on taking precise measurements; very precise measurements,” she told them with a smug smile.

“Ah ain’t arguing this time,” Applejack stated returning in full to her job.

“Outstanding the level of detail is, it almost feels like it’s real, Rarity,” Zecora said also returning to her job.

With her pride sated, Rarity started to use her magic to move the magic dragon dicks in and out of their cleavages. The mares stifled a grunt while their hands sped up while their breasts massaged Spike’s face and his tongue licked and lapped anything it could find giving especial attention to their tender, delicate, sensitive nipples and areolas.

After a good and relaxing couple of minutes, Spike let go of Rarity’s firm ass while his tongue travelled all over their nipples wrapping itself around them so tight it stung a little. Confused, the three mares stopped the massage while Zecora and Applejack merely slow down the double handjob. Once his tongue was firmly holding all six nipples he began to pull them down. Zecora, realising what was he trying to do, shifted from her position (but never letting go of the dick) into a more comfortable one to facilitate Spike’s job. Soon following in her example once again Applejack shifted into the same position while also holding back from moaning due to the combination of Spike’s pulling and Rarity’s dual magical touch.

The six massive clouds of flesh were soon pressed against the others while their nipples were dragged into Spike’s mouth. After ten or so tortuous seconds the tongue let go of them and in its place the soft texture and warmth of their nipples brushed against each other while strong lips kept them from slipping out of Spike’s cavernous mouth. Spike traced their joint bundle of milk dispensers with his forked tongue ever so slowly while he sucked them lovingly. With one final and hard suck he let go of them creating an audible slurping noise. The mares moaned in unison while they moved back allowing Spike to rise from his very comfortable position.

Zecora and Applejack were forced to let go of his harder than steel cock and took a moment to admire their properly served and glistening nipples, Rarity’s magic died away giving the two mares a well deserved rest. Spike sighed with utter and absolute content gaining their attention.

“I was in paradise; surrounded and smothered by large, silky soft, salacious, warm, heavy, bouncing mounds of God-like perfection. I thank to whatever deity responsible for their creation and know it has my eternal, undying loyalty,” a single manly tear trickled down his left cheek. He then turned to face the mares with a look of peace and a happy, dumb smile on his face. His gaze locked with Rarity’s and his expression instantly morphed into one of hunger while his smile became a cocky smirk. “I can smell you’re near, Raritits. Why don’t you come over here so I can fuck your tight pussy like you deserve? You’re my marefriend, after all, it’s only proper of you to take the first ride on my improved equipment, don’t you think so?”

Rarity blushed watching the rigid member of her drakefriend throb spurting drops of pre-cum all over the sheets. It’s movements were hypnotic to her, so much so that she didn’t notice her own action until she was just a couple of inches away from the steaming meat tower. Before she could advance further Spike’s strong hand cupped her chin gently forcing her to look up to his face.

“While I do love your mouth and throat, I think I said I need another set of lips clamping around my cock, didn’t I?” Rarity nodded. Sitting straight with his legs splayed in a slightly open angle, Spike smirked extending an inviting hand to his beloved.

Rarity took his hand and approached until she was completely pressed against him; her marshmallowy orbs surrounding most of his lower head leaving all up his nostrils visible from her position. She shuddered and repressed what would’ve been a very unlady like howl of pleasure when she felt his hands grabbing her below her buttcheeks; his fingers busying themselves by spreading her moist cavern open while the tip on his claws dragged themselves inside her folds for less than an inch; it allowed her the odd new sensation of feeling the heat of his nearby rod directly inside of her making her pussy water in anticipation.

Supporting her balance by grabbing onto his shoulders, Rarity began to sit down slowly until a couple of inches down she felt the tip of Spike’s member press against her tight vaginal hole. The heat was intense but it didn’t burn her and it actually felt kind of relaxing, the best part was how it made her clit wink faster. Going further down she began to spear herself with his meat.

Sweet Celestia! He’s stretching more than ever before and the heat is otherworldly, I can feel my insides burning but it feels so good! His ridges are rubbing everywhere!, Rarity thought letting out a loud moan of pure pleasure. She continued to go down until something hit her cervix, she could feel his tip kissing the entrance of her womb. Still she couldn’t feel her hips connecting with his.

“H-how does it feel, Rari?” Spike asked now resting his jaw on her bountiful cleavage. He could hardly contain the urge to start thrusting into her and bottom out; especially with how tightly her velvety, wet walls were clenching his phallus. To his surprise, Rarity rose her hips a couple of inches and then thrusted downward bottoming herself and creating a loud and wet slap when fur met scales. “Fuuuck!” Spike exclaimed loudly closing his eyes while Rarity moaned like a mare in heat. He hugged her close feeling her entire body trembling. Worry settled in and he started to pull back but was stopped when Rarity lifted her hips once again and proceeded to bottom herself again. Another howling moan from Rarity assured him she was fine putting his mind back in the game and his hands firmly squeezing her hips while she, quite literally, impaled herself repeatedly.

Meanwhile the other two mares watched in amazement their sexual debauchery; astonished by the sheer roughness of it all. The lustful moans of Rarity, the slapping noises, Spike’s groans and grunts mixed with the intense aroma of sex paralyzed them preventing them from doing nothing more than stare. The most amazing thing, however, was how Spike didn’t move; Rarity was fucking herself with Spike’s phallus and loving every single moment of it.

It didn’t last for long though, like Spike said Rarity was near her climax. Her movements turned erratic and Spike buried his face in her cleavage before finally thrusting his hips against her making Rarity scream in pure ecstasy. With one final and extra rough thrust Spike held her hips tightly glued to his while she showered his groin and the sheets with her marecum. Rarity didn’t shout or scream, she simply had her mouth agape with wide open eyes while her entire body resembled to be made out of jello.

For the longest time the two lovers didn’t move until Spike let go of the white unicorn gently slipping out of her while she fell on her back. Her eyes and mouth were closed and didn’t move aside from the occasional quivering all over her body. She was completely passed out.

“Whoa...nelly,” Applejack swallowed, her hands holding the side strings of her thong. Stepping down from the bed she began to pull them down but was soon stopped by Spike’s voice.

“My dear Applejack, allow me~,” Spike said crawling to the edge of the bed giving Zecora a nice view of his hanging pole, balls and ass. Reaching with his tongue Spike soon slipped inside the larger red cloth piece of the thong directly ‘covering’ Applejack’s pussy. His long tongue went in slowly, intentionally licking her pearl, her folds and even her puckered asshole when he reached it. He pulled them down slowly, letting drops of her wet cunt splatter along his tongue giving him a shower of sweet mare nectar. Once it was below her knees she slipped one leg out followed by the other, Spike pulled his tongue back holding her thong and into his mouth. He slurped and sucked it for a few seconds before taking them out with one hand and toss them away aimlessly.

“Sweeter than apples,” Spike chuckled. “Which one of you ladies is next?” Zecora and Applejack didn’t know what to say. He knew they both wanted it but neither dared to step up. That is until Zecora crawled next to him.

“I would, if you please,” Zecora pleaded with a burning blush across her face. Spike smiled before pulling her into a short, passionate kiss giving her a taste of Applejack’s flavor. She cooed once their lips separated and saw Spike lay on his back at Rarity’s hooves.

Zecora’s hands travelled to her hips until they reached the strings of her tiny loincloth. Using her right hand she traced a line up to below her belly button, she then rubbed her clit over the loincloth in circles a couple of times washing it in her juice even further before she untied it, did a little twirl giving Spike a view of her perfect ass and then tossed it to the dragon landing it on his face. Spike’s tongue brought it inside his mouth and sucked on it with immense gusto for several seconds. Spike smiled at her and then tossed her loincloth, it landing on top of Applejack’s thong.

Swallowing what felt like a brick, Zecora shakily climbed on Spike sandwiching his meat between his stomach and her impossibly wet lips; her winking clit working overtime thanks to his pulsating heat. She placed her hands against his strong pecs and simply laid there for ten entire seconds. She felt Spike take a hold of her hips and her body trembled.

“Zecora, are you afraid?” Spike asked softly, his tone reflecting care and worry.

Zecora looked at his eyes seeing them reflecting the same feeling his voice did. “....Yes,” she said diverting her gaze from his. “N-not of you….I’m afraid...of causing….disappointment,” looking back at the dragon grinded her hips back and forth twice while her great watermelons swayed in tandem. “I have never had sex before.”

“Yer a virgin?” Applejack asked climbing to the bed. “But Ah thought with all yah know tah do that yah have….plenty of experience,” she said crawling next to her. “Yah don’t have tah do this if yah don’t, sugarcube.”

“Applejack’s right, Zecora,” Spike gave her hips a soft squeeze. “If you don’t feel comfortable to continue we’ll stop,” before he could even move or say anything else, Zecora lifted herself up until she was kneeling and grabbed his dragon cock with her right hand. She guided his rod, rubbing it’s head against her slick marehood, until the first inch of it suddenly slipped inside her vaginal opening. “Are you sure you want to waste your virginity with me?”

“It won’t go to waste if I give it to you, Spike,” Zecora then began to slide down taking in inch after inch of his rod inside her. “My dragon,” she said causing Spike to blush and his cock to twitch. While it hurt that her walls were being spread wide for the first time, by his intrusive girth no less, she was decided to show she was a willing, capable partner. She had a good one third of his length inside her when something stopped her descent causing her to close one eye and hiss.

“You’re safe with me, my sultry shamaness,” Spike told her while his hands caressed her curvy figure, grope her firm backside, teased her back with his tail and lightly traced her perky, soft nipples with his tongue. “For you I’ll go as far you’re willing to go, gorgeous.”

Zecora took a hold of his tongue with her left hand and pulled it up to her mouth. She kissed and sucked his forked end for several seconds before pushing down once again; her inner barrier proving to be strong enough to hold the boiling hot shaft inside her at bay. She was glad and relieved Spike allowed her to take full control of the situation while his caressing hands and playful tongue help her feel more secure about herself. Grunting in exasperation she pulled up two or three inches before letting herself fall rather strongly.

“Ammmmfffff---Golkar!” the zebra cried out when not only her hymen was torn but Spike’s dick slid inside her in one single, painful stroke taking more than half his length. With her entire body trembling at the sudden and odd feeling of fullness, pain, pleasure, fear and fulfillment she was happily reminded she wasn’t alone. Spike’s hands travelled up and down her sides while he straighten up to kiss her breasts, areolas and nipples lovingly while Applejack held her steady as she kissed her left cheek. After some time Zecora felt the fire in her vagina die down soon being replaced by a strange pleasing sensation. As she grew accustomed to his girth, Zecora was finally able to completely feel just how much her walls were being stretched; how full she felt even though there was still room left to go and the intense heat that eased her insides and made her clit wink continuously; that was without mentioning just how wet she was and the amount of juices her love tunnel was drooling around and down Spike’s shaft.

Spike, for his part, held Zecora close but not tightly allowing her to move however she desired. But hot damn she’s gripping me tight, Spike thought giving nipples a lick catching a few drops of her delicious milk. Looking down where their bodies connected he sighed internally with relief. She’s not the bleeding type, I thought for sure it was going to be messy….but it must have hurt her a lot, he kissed her left breast repeatedly before giving the nipple (areola included) a good, hard suck. I know she’s a virgin but her tightness is ridiculous. It’s like she’s trying to eat me right up.

A minute or so later Zecora felt the pain was mostly gone and decided it was time continue. Looking at her side she saw Applejack looking intently while her right hand was pressed against her pussy and her left was pinching one of her nipples. Turning her attention back to Spike she saw behind him that Rarity was still passed out. And so, with a grunt and a moan, Zecora lifted herself up a couple of inches before dropping back down slowly without going further than her previous mark. Spike groaned and she moaned loudly while repeating the motion again and again building up a rhythm.

The shamaness worked her hips up and down his hard pole slowly taking more of it inside her with each repeat. By now Zecora was moaning so loud she was practically screaming, she could feel every throb, pulse and quiver Spike’s meat rod made while his ridges and tiny nubs brushed and graze softly her inner walls.

“Ah! F-feels….it..feels so good!” Zecora managed to say in between moans while her milk filled watermelons bounced freely; tiny drops of her milk spraying out most landing on Spike. “Do..AH!...Do...I feel….mmmmff...good?” Zecora asked looking directly at Spike’s eyes.

Spike smirked sweetly at her making her already huge blush grow even bigger and redder. “F-fuck yes!” Spike replied. “You feel-nhhhg- s-so good, Zecora!” his hands travelled down to her cutie marks and gave them a rewarding squeeze. “It feels so good b-because--grrrrnng!-- it’s you.”

Before Zecora could react to his words she felt something hit her cervix and she stopped dead in her tracks. She closed her eyes at the sudden spark that erupted inside her; she felt impossibly full and spread beyond whatever she had ever dared to try on herself before. Despite that incredible feeling that was only half the reason she felt so good; why it felt so right. “A-again…,” she whispered lifting herself again. “Say it again!” she implored bringing herself down until the tip of Spike’s phallus kissed the entrance to her womb.

“You feel amazing, Zecora!” Spike complied to her wishes using his tail and legs for support as his hips started to buck against hers; her moans grew louder while her movements sped up and at long last the slapping sounds of scales meeting drenched fur echoed all around the room repeatedly. “I want to fuck you all day long, my sultry shamaness,” Spike said with a growl.

“AHHNNNNGGGG!” Zecora screamed as her pace became stable and steady, both of them enjoying their first time together; while she enjoyed giving her virginity to Spike and also breaking out of her shell. She continued to bounce on top of him, occasionally stopping when their hips were connected to grind herself back and forth or in circular motions, and loving every moment of it despite the slight pangs of pain she felt when she took him in completely. Pain that was diminished thanks to Spike’s constantly praising and caring words, loving hands and playful tongue.

A sudden thought popped inside her head and smiled down at the dragon mischievously confusing the dragon momentarily. She slowed down her movements (giving Spike the chance to take control for the moment) and heft her large jugs to her face; using her hands she guided her tender erect nipples until they were pointing to her mouth just two inches away from it. Spike looked at her with unblinking eyes while his thrusts became more frantic. Taking a moment to adjust to the new speed, Zecora then wrapped her lips around her nipples and began to suck on them while giving him a saucy expression; her unnecessarily loud and lewd slurping adding to the noises in the room. Not that Spike minded since she could feel with dick become even harder than before.

“Oh my, that is i-incredibly hot,” Rarity said finally been woken up by the commotion and just like Applejack she was looking at the scene before her with great intent.

The feeling of being watched with such intensity by three sets of eyes, the sweetness of her own milk, the fullness and satisfaction Spike’s pistoning member gave her, the scent of sex in the air, all the praises, the security and her content and satisfaction. But over all the feeling of security, welcoming and love given by the two mares and the dragon was simply too much for her.

“LOK’ CUMMING!” Zecora shouted freeing her nipples and letting a few spurts of her milk land all over Spike and dribble down her neck, her orgasm hitting her out of nowhere; she wasn’t even aware how close it was thanks to the swirling emotions inside of her. “AAHHHH!” her hips slapped louder than any other time against Spike’s hips and remained that way while she bathed his groin with her marecum while Spike growled holding her in place. Her climax lasted for who knows how long and once it was over she fell forwards; her watermelon sized breasts smashing and pressing hard against Spike’s chest, head resting at Spike’s right side, while her panting form trembled in post-orgamic delight.

Her vision was fuzzy, unfocused and seeing polka dots dancing all around her peripheral vision range. Zecora felt something grab her chin and move her head until something long and strong caught her lolled tongue. Soon after her lips were mashed against a draconic set of lips kissing slowly but passionately while their tongues danced and caressed each other; his long appendage diving down her throat. They kissed until the lack of oxygen forced them to stop.

Opening her eyes she was greeted by two emerald green, majestic orbs looking down at her; she didn’t even noticed he had flipped her over her back. Spike kissed her snout before he started to pull out, the zebra grunted before letting out disappointed moans while her inner walls clamped around him trying to keep him in no matter the cost. Eventually though, Spike slipped out of her vagina with a wet, slurping sound confirming it.

“Thank you...my dragon,” Zecora cooed licking her lips and any remaining saliva from Spike.

“No need for thanks, Zecora. You deserve that and more,” Spike smiled down at her while he admired his handy work. Her opening was slightly gaping and her clit was winking every now and then; the sheet below no doubt completely drenched after such intense orgasms. Her fur was glistening with sweat and her impressive, almost princess-sized twin clouds of wonderful goodness leaked sweet nectar; her face partially hidden away by her downed mane making her look absolutely gorgeous and alluring. Feeling his cock twitch he turned to face Applejack. “Your turn, Applejack.”

“‘Bout time,” Applejack said laying on her back on the edge of the bed with spread legs. “No need for foreplay, sugarcube, Ah’m pretty dang wet already.”

Spike was taken aback by her forwardness for a moment before he smirked hungrily. “All hot and ready just for me? How nice of you, Applejack,” Spike taking three steps to his left. Taking a leg in each hand and letting them rest on his shoulders he only had to lean forward a little to rise her middle and align himself against her moist, dripping entrance. An uncharacteristic girly squeal escaped from her mouth. Taking a firm hold of her thighs he took a moment to look into her lust filled eyes, he chuckled internally noticing they were at the perfect fuck height; his phallus throbbed making a bead of pre-cum meld with her dripping honey juices.

“Yah don’t hafta worry about little ol’ me, Spikey, this ain’t mah first rodeo,” Applejack blushed cutely. “Although Ah wish it was.”

Spike felt his heart skip a beat. “W-well then,” Spike cleared his throat before he started penetrating Applejack’s velvety folds. True to her words she was incredibly wet, more so than Rarity or Zecora, so his entrance was met with almost no resistance. That didn’t meant she wasn’t tight. She’s even tighter than Zecora!? Spike groaned screaming in his mind as he sunk inch by inch inside of her. Turning his gaze down from her ditzy looking expression he saw her abs and pretty much all her noticeable muscles were clenching all around her groin area. So that’s why she’s tighter, talk about muscle control.

It took a couple of seconds but soon after than not their hips met and his dick kissed and prodded the entrance of her womb, ending with a groan from both of lovers. Taking their chance to adjust Spike noticed he was getting close. Dragon stamina, you better not embarrass me by making me cum before she does, you hear? Spike thought to himself before looking at Applejack’s face again. She looked...content? Happy? Fulfilled? He couldn’t nail it right but it was something amongst those lines. He could relate; he looked exactly the same the first time he and Rarity….Ohhhhhh.

“Sugarcube?” Applejack called pulling him out from his head. “Ah th-think Ah’m ready now,” Applejack licked her lips. “Fuck me, Spike, fuck me hard, fuck me fast. Rut me like Ah’m a two bit whorse, make me yours, stir me up good and paint mah insides white,” she licked her lips seeing the massive blush on Spike’s face and sensing the throbbing phallus inside her rub against all her right places. “D-d-don’t be gentle! Breed me, Spike!”

Spike looked at her unsure of what to do or say. A second later he grinned and growled like a wild beast stalking its prey would. He pulled back until only the tip of his penis was left inside of the farm pony, he slid his tongue out until the forked tip touched her clit, on it’s next wink his tongue wrapped it forcing it to stay in place. Spike looked at Applejack, her face red, her body trembling in anticipation and her breathing harsh and rapid.

“FUCK ME NOW, SPIKE!” Applejack screamed using her legs to try and bring Spike down; she didn’t had to, though.

With a powerful thrust that made the entire bed shake, Spike re-entered Applejack in a single stroke making the orange earth pony howl at the top of her lungs. Before she could recover, say or do anything Spike pulled out again and speared her pussy with his boiling cock. He pulled back out only to slam himself inside her once more with equal force. His hand let go of her thighs and travelled down to her hips; having a good, almost painful grip over them he began to piston her recklessly. Leaving all pretenses aside, the dragon growled and roared brutally fucking Applejack; all the while the mare in question screamed and cried out in pure, bestial pleasure.

On the sidelines, just a meter away from the fucking couple Rarity and Zecora watched their act in amazement. Goodness gracious, Spikey has never been that rough with me before, Rarity thought hearing another howl of pleasure from Applejack while Spike started to drool and his tongue rub and pull at AJ’s pearl. It must feel...absolutely divine, Rarity then looked at Zecora and her slightly quivering form. She felt her pearl wink and another naughty thought. Wordlessly she used her magic to lift Zecora up causing the zebra to look at her in confusion. She then laid on her side with spread legs before putting Zecora down and their pussies just a couple of inches apart.

Taking the hint (and motivated by the maddening howls of the rutting couple in front of her) Zecora closed the gap between them, their pussies mashing together as their winking clits ’kissed’ each other. They began to move their hips back and forth rubbing their precious places together; the sheets below them staining quickly over the amount of juices they released. Both mares moaned while their focus was directed towards Spike and Applejack.

Spike fucked Applejack just as she asked for it; hard and fast, and it was awesome. He had never had sex like this before, similar, yes, but not like this. In the back of his still rational mind he recalled Big Macintosh telling him during one of their ‘Bro Times’ that one of the pie sisters, Marble if he remembered correctly, liked it rough and that it was an invigorating yet tiresome experience. Spike had to agree one hundred percent with the invigorating part, because he didn’t feel tired; he felt more refreshed than ever for some reason….and he was going to take full advantage of it.

“YESSSS! FUCK ME!” Applejack shouted with tears trailing down her eyes at the sudden increase of strength Spike’s thrusts just gained. His hands also changed position moving from her hips to her twin melons, his grip over them hard and secure. “HHHNNNNGGG!”

“A-Applejack!” Spike growled her name letting go of her clit; his total focus directed on fucking the farm pony senseless.

“D-Darling!” Rarity moaned watching the wild rut in front of her while Zecora grinded her tender pussy into a pulp with against her own. “I’m--I’m nearing!”

“I’m close!” Zecora signaled, their grinding become more rapid and needy.

Their love juices mixed together creating an abundant and unique honey pot that ran down their thighs. Their clits winked each time Applejack screamed, howled and cursed in pleasure, meanwhile their inner muscles clenched in reflex each time they heard the harsh and loud slapping of hips meeting hips; unring them to produce even more of their mare ambrosia. With the spectacle in front of them and their lingering post-orgasmic sensitivity it took them just over two minutes to reach a new climax.

“Ahhhh!” both unicorn and zebra moaned as a new wave of freshly made marecum coated their thighs and drenched the poor sheet further. Their hips kept grinding albeit slowly and shakily while they continued to watch the rough fucking that was, apparently, drawing to a close.

“Grrrrrnnnnggg!” Spike grunted gritting his fangs and unwilling to close his eyes; Applejack’s expressions were just too good to not see. “I’m cumming!” he warned as he went into overdrive; his balls slapping hard against her rear without hurting him.

“F-FILL ME UP!” Applejack managed to scream out while she tried to suppress her orgasm down. “Don’t yah dare --fuuuck!--TAhh...p-p-puULL O-HA-HA-HWATTT---!” her scream died as her contained captive managed to break free. Applejack’s howl would’ve frightened the timberwolves if they had heard it when her orgasm shattered her world. Her mind went blank, her eyes rolled to the back of her head and her entire body trembled so much that anypony other than those inside the room right now would confuse her for a pony sized jello statue. A tsunami of marecum came squirting out of her marehood coating their groins with her sticky pleasure juice.

Spike, upon seeing Applejack’s orgasm practically break her, knowing he had brought it to her and feeling her spasming muscles clamp him so strongly was enough to pull him over the edge. With a mighty roar and stream of green fire he hilted himself inside her spasming pussy; his cock-head brushing roughly against the opening of her womb and then he came.

“Guuhhhhh!” Applejack moaned incoherently feeling the first gush of virile, fertile, lava hot, abundant dragon cum flood her womb. A second stream of that same dragon cum soon followed finding room where the first didn’t reach. Then a third one came followed by six more; each one of them bringing down with them a mini-orgasm.

Meanwhile Rarity and Zecora watched dumbfounded as Applejack stomach bloated out further and further until it looked like she had went through an entire Apple Family reunion banquet. Just that instead of food filling her stomach the cause of her current bloated condition was of her womb filled to the brim with A-Grade fertile dragon baby batter.

Taking almost an entire minute to regain his breath Spike let go of Applejack’s soft breasts and pulled her legs down. He began to withdraw when suddenly her legs wrapped tightly, almost painfully, around his waist pulling him close to her once more. He looked down at her and noticed her lips were moving mumbling something; the rest of her face covered by her mane. Leaning down until he was practically resting on top of the farm pony Spike tilted his head so he could hear what she was mumbling.

“...you….”

Spike, confused and a little worried, was about to ask if she was alright when Applejack took hold of each side of his face and lifted her head up revealing her crying eyes and a blush that covered most of her face.

“Ah love you,” she whispered loud enough for him to hear. “Ah love you, Spike,” she repeated pulling the dragon down for a kiss. Spike complied and returned the kiss in full. Their lips mashed together as they moved and their tongues tracing each other lazily. After half a minute they separated, a thin string of saliva still connecting their lips. “Ah love you.”

“......” Spike couldn’t reply the same, and certainly not with the same enthusiasm and truth her words carried behind them. If there was any doubt in his mind they were gone and out of the window now. She loved him for real; just like he loved his dear Rarity. Still, he smiled at her. “I can’t say the same….yet, but give me some time. I already love you like a friend, a close one, and I admire you for many reasons plus we know each other pretty well; I’m sure that after a few dates love will be inevitable.”

“Ah guess that’s fair,” Applejack whispered, her voice sounding a bit hoarse. Spike returned to his standing position and Applejack rubbed her bloated belly. “Ah...can feel it sloshing inside, there’s so much and it’s so warm,” she smiled while Spike gave her a proud smirk and lifted a proverbial eyebrow.

Spike felt her legs release their grip allowing him to pull back. He did so slowly and with care making Applejack moan as he did so. About ten seconds later his still erect phallus popped out of Applejack’s pussy followed by a thick spurt of dragon seed splattering all over the floor. Applejack grunted and another smaller spurt followed, then it transformed into a small white stream cascading out of her abused, properly fucked cunt. The farm pony pouted in disappointment feeling her belly began to shrink.

Spike turned to face Zecora and Rarity. “Who gave you permission to play with each other?” Rarity eeped and Zecora blushed. “As punishment you’re going to clean my dick while Applejack recuperates,” he smirked. “Using your other set of soft clouds,” Spike walked to the other side of the bed and sat down on the border right next to Zecora. “Get to it.”

Both mares moved to each side of him despite their legs not yet fully recovered from their orgasms. They moved their tails to the side and smacked their asscheeks together capturing a dragon meat rod in between them; standing stiff and hot through their cracks. Spike moaned in approval as the mares wasted no time and began to rub their rub their asses up and down his shaft. The double grip and the softness was almost like getting a titjob but not as good, at least for him. Spike could also feel their drenched fur and their puckered back holes with the ridges of his cock.

Spike reached with his hand catching one of their wiggling zongas, pinching their nipples and pulling at them as they kept on servicing his cock. They groaned biting their lips trying to focus on their task at hand. Their speed and movements would change often, going from rapid and forceful to slow and circular and even intercalating their positions with one holding the lower half and the other the upper one. They were careful not to rub the tip too much and while Spike would like it otherwise he couldn’t deny he was enjoying it.

A couple of minutes later Spike felt something tap his shoulder, looking back he found Applejack crawling to his side.

“I think that’s enough,” he said letting go of their captured nipples. He looked at Zecora and Rarity lightly panting and then at Applejack slightly quivering form. “Rarity, why don’t you help Applejack out while Zecora uses her magnificent bust on me.”

Pulling away from his shaft the unicorn and the zebra knew it wasn’t a suggestion. Zecora moved to his partially spread legs,kneeled and wrapped his phallus with her huge jugs of milk once more; Spike cooed in satisfaction feeling his cock being smothered by the flesh orbs he loved so much with only his tip standing proud on top of her soft valley. With a wide grin on his face he reached down and took hold of her breasts pressing his palms against her nipples and areolas. Taking a quick glance at the two other mares he was pleased to find them already embracing each other; Rarity taking a firm grip of Applejack’s buttocks to help her steady herself while the farm pony gripped one or the white unicorn buttcheeks, meanwhile her other hand was busy gripping her dock tightly.

The unicorn and the earth pony stared at each other’s eyes for the longest time, a blush across their faces and an occasional lick over their lips. With their melon sized breasts pressed up together the way they were they could feel each other’s heartbeat slowly increase by the second. Their hands began to grope and wander up and down the body of the other, feeling their natural feminine beauty and appreciate it wholeheartedly. Leaning forward their lips mashed into a deep longing kiss that draw a deep, guttural moan from them. Their tongues darted forward and started to dance and caress one another.

Spike smile grew wide seeing Rarity and Applejack kissing and exploring their bodies so wantonly. His own hands were busy kneading Zecora’s ample tits; her milk providing a natural lubricant that eased his work. Her boobs are almost as big as mom’s and just as soft, he thought recalling many a good memory of being squeezed into a tight hug between Celestia’s magnificent royal bust. Pulling back his right hand he brought it up to his face seeing it stained by her milk; liking his lips he cleaned his hand from her delicious nectar. Deep inside his memory he recalled being fed with such a delightful liquid once. When mom breastfed me, Spike told himself when a flash of a distant memory of him being cradled up in Celestia’s tender, loving, motherly caring arms while he sucked hungrily for her succulent, ripe mare milk.

Shaking his head a couple of times he chuckled. Well, I suddenly got creepy...but I guess that explains why I love big breasts so damn much...and perhaps my mane fetish, Spike smiled returning his hand to it’s proper place while Zecora used her hands to help knead his entire phallus with her breasts and her tongue lapped bead of trapped cum and fresh pre that flowed out of his urethra. He moaned sensing Zecora’s movements and caressing rub, massage and knead him everywhere at the same time and in just the right places. “You really know w-what you’re doing, don’t you?” Spike teased by pulling at her nipples while his remaining claws traced her surrounding fur and underskin.

His answer came in the form of a sudden but calculated circular motion that made his hanging balls relax; he could virtually feel his own sperm production double instantly. Zecora giggled before kissing his cockhead lovingly. Spike moaned loudly and bucked his hips feeling not only pleasure but also relaxation. Looking to the other two mare he found that Applejack and Rarity had stopped kissing but their hands never stopped not did their mouths for that matter. Applejack was slightly flexing down taking in both of Rarity’s nipples inside her mouth sucking and slurping them lewdly and loudly; while her hands groped, spread apart, pinched and occasionally spanked her rack.

Applejack pulled back liberating Rarity’s nipples before she herself was suddenly treated the same way, Rarity’s repositioning forcing her to let go of her rear and settle for her back while the unicorn’s alabaster hands took a hold of her ample derriere as her mouth and tongue sucked and play with her nipples, but unlike her Rarity was more calm and less forceful. Rarity’s combined treatment dragged a long lived moan from her. After a few seconds she felt Rarity stop before pulling her into a short-lived deep kiss, sucking her entire tongue into her mouth.

They soon separated and smiled. Rarity noticed Zecora’s position; she had moved from kneeling to more or less being in all fours, thus sticking her rump for the world to see her glistening cunt dripping with juices. Licking her lips Rarity let go of Applejack before sitting on a side position behind Zecora, she grabbed her two asscheeks eliciting a shuddr and a surprise moan from the shamaness. Rarity played with her striped backside for a bit, spreading her, massaging them and even going as far as to kiss her puckered asshole. With a smirk Rarity moved down until she captured Zecora’s pearl in between her lips and her tongue darted forward to lap and push against it.

Zecora moaned loudly against Spike’s phallus; her movements slowing down and loosing a good portion of their pressure thanks to Rarity. Spike watched contently how Rarity ate Zecora out despite it putting a hamper on her service. He saw Applejack move and climb on the bed, her position allowing to see puddle of his cum where she and Rarity had been playing on. He saw two noticeable trails coming out of said puddle; the first lead to the spot in the bed, where they had fucked no more than fifteen minutes before, connecting it to a larger puddle of dragon seed that also stained the sheets. The second string was being created wherever Applejack moved to, he could also make out two streams of his white, thick cum running down her right leg while droplets of it fell from her pussy hole.

When Applejack was near him she darted forward kissing him with reckless abandon, her huge orange melons wrapping around his right arm in a soft embrace. After an entire minute of fervent, uncontrolled making out (with Zecora’s moans and Rarity’s slurping noises being their background music) Spike broke it slurping his tongue back to his mouth from the depths of Applejack’s throat. Applejack cooed before nuzzling his cheek and then began to lick, nip and kiss his neck.

“Is Rarity doing a good job back there, Zecora?” Spike asked still gaze locked with Applejack’s green eyes.

“Y-yes,” Zecora moaned weakly, giving his tip a loving nuzzle.

Spike chuckled. “It sure sounds like it, if the sexy sounds Rari is making is any clue.”

Rarity sucked Zecora’s clit hard drawing a loud groan from the zebra. “Her taste is divine, Spikey, simply magnificent and exotic!”

“I should know, she tastes like strawberry and melon mixed together,” Rarity nodded eagerly before going back to work. “As for you, just how much of my cum is still inside?” he asked nuzzling her forehead.

“Plenty,” Applejack replied licking his neck with gusto. “Ah can feel a lot churning inside mah womb,” Spike pulled her into a short lived kiss. “Think yah can fill me up again, stud?”

“Don’t be greedy now, Applejack,” he groaned when Zecora gave a strong suck and a kiss to his tip. “There are two mares waiting for that same thing.”

Applejack huffed before focusing her attention on his ear-fin. Shen then began peppering his scaly neck with kisses for several seconds until she felt his now familiar tongue licking her right cheek. Pulling back green eyes met green eyes and she felt a quiver run down her spine.

“Have I ever told you how beautiful you are, AJ?” Spike asked sincerely.

Applejack’s heart soared and turned her head to the side, partially covering her face with her blonde mane. “Not that Ah remember, sugarcube.”

Spike chuckled followed by a pleased grunt. “Did you just pull a Fluttershy on me?” Applejack’s blush intensified. “You look adorable,” he nuzzled her snout. “You’re beautiful, Applejack. You are gorgeous. Guess I’ll have to say it more often, not that I mind telling the truth.”

“Stop it yah no good flatterer,,” Applejack whispered kissing his snout. “Yer embarrassing me.”

“That’s kinda the point,” Spike smirked slyly. Applejack caught his lips in a new passionate kiss for around ten seconds before she pulled back.

“Rarity?” Applejack called making the white unicorn stop and look at her. “Zecora?” Zecora also stopped,both relieved and frustrated that Rarity was no longer eating her out. “What say yah girls if we give Spike junior a hug?” she suggested climbing down Spike’s body.

Rarity beamed. “An excellent idea, darling,” she got up and circled Zecora while the zebra returned to her kneeling position, and Spike sadly letting her breasts free, while also giving Applejack (at her right) and Rarity (at her left) enough space to rest their large fleshy balloons on his lap and encapture the proud pillar of pulsating dragon meat.

“Oh fuck yesssss,” Spike slurred seeing and feeling his cock enveloped in between their heavenly breasts. He had to close one of his eyes to keep himself from cumming too early, he could feel their hardened nipples rubbing up and down his shaft and their combined softness and warmth only brought out throb after throb from his steaming hot penis. He let out a surprisingly feminine whine when the three mares began to push their breasts together, their motions massaging his phallus tenderly yet forceful enough to bury him still with their massive, salacious jugs.

Spike tore the sheet with his claws whilst trying to grab onto something to hold on to. It went on for several minutes with him at their mercy; they had none. The three mares assaulted him with their breasts with alternating speeds, taking momentarily possession of his dick for a quick single titjob, going back and forth between sweet caresses and rough fondling. Zecora was clearly the master in both technique and knowledge, guiding the other two mares every now and then or giving pointers for future occasions.

“Looks like Spikey-Wikey loves our huge, soft, delicate tits quite a lot,” Rarity said pressing her front against the other two mares and the rod sticking out proudly in the middle causing the dragon to groan loudly. “Is my widdle Spikey-Wikey gonna cum?” Rarity teased earning a weak roar and a nod from Spike. “Hmhmm, yes he is, yes he is!”

In a sudden move Zecora rose up and with the aid of one of her hands guided her left nipple to Spike’s cock-head; she gently rubbed it against his incredibly hot shaft and smearing it with her milk with her, in turn, smeared her nipple and areola with abundant amounts of pre-cum. Spike groaned throwing his head back and letting part of his tongue loll from the side. Kneeling down again the other two mares looked at her slightly agast.

“Catching your partner off guard with something he likes can lead to,” she looked at the semi-pass out dragon. “Interesting results. Always have in it mind.”

“Interesting results,” Rarity repeated. “Catching him off guard,” Rarity took a glance at Spike and noticed he had paid little to no attention to her words. An evil smirk crawled onto her face. “Let’s see what happens, Spikey~” she sang getting curious looks from the zebra and the earth pony.

“W-wha--AAAHHH!” Spike shouted feeling something prodding against his asshole. It lasted for just three seconds before the intruder entered him. Deeply. His muscles clenched the intruder, Rarity’s middle finger, with fervent abaddon for a moment or two before he roared; her nimble finger forcing his repressed orgasm to surge with a vengeance.

Spurt after spurt of creamy, hearty white semen gushed out from his tip ripping out spasm after spasm from his body. His hips never bucked or moved; Spike was too focused in enjoying his orgasm to care about anything else, except for the glorious mounds of divine flesh pressing against his cum-spurting rod. A minute or so later his orgam died down giving him the chance to calm down and bask in the afterglow. He opened his eyes and took a look at the mares; half expecting them to be painted with his bucket load of jizz.

“Whoa….*pant* I came that much?” Spike asked with ragged breath seeing a sphere of magic holding his abundant load a couple of inches above his cock. He could even see two or three steam lines coming from the top of the bubble.

“Yah filled mah womb with more than that, partner,” Applejack said looking at the magic bubble of cum. “Such a shame it goes to waste,” she sighed.

“Who said my Spikey’s warm cream is going to waste?” Rarity smirked licking her lips hungrily before pulling out her finger from his asshole causing Spike’s cock to twitch and spurt a few droplets of cum down his shaft. “Bon appetit, darlings,” with that said the white unicorn brought her cum filled magic bubble to her until it was an inch above her face. A thick stream of cum began to cascade onto her open mouth, filling it instantly with copious amounts of dragon seed. Rarity never closed her mouth, but her three companions could clearly see the bulges Spike’s thick semen made on her throat with each swallow; each filling her starved tummy with cup-sized portions of salty cream.

After a couple of moments the bubble was gone, and all of its previous contents were now safely stored in Rarity’s stomach. The unicorn let out a satisfied lady-like burp followed by a disappointed sigh. “Why must good things end so quickly?” she pouted pulling back and patted her slightly bloated tummy. “Thanks for the delicious treat, Mon Amour~” the other two mares also retreated looking rather jealous and angry at the unicorn for what she did.

Before anypony could say or do anything else, Spike used his tail to push Rarity against the bed (the mare could only gasp in surprise) and in a swift movement he flipped her over making her rest on her stomach. Her legs were hanging over the edge of the bed, her tail was moved to the side and her pussy lips opened wide.

“You can be quite cheeky, Raritits,” Spike said with a growl. “I guess it’s my own fault, so I’ll have to fuck that attitude out of you,” he said moving his hands to her hips before impaling half his length inside her moist pussy.

“Spike!” Rarity cried into the bedsheets once the burning length of her lover entered her without care or tact, and she loved it. “Yes darling, fuck me!” Spike obliged her yet his length never went further inside. “A-all of it, please! I want to f-feel you *pant* all the w-way inside!” Spike didn’t reply but after a few more humps he pulled out entirely. “S-Spike?”

“You stuck a finger up my asshole without my permission, and more importantly, without my order, Rari,” Spike smirked while his hands moved to her asscheeks spreading her wide, his claws digging into her fur threatening to sink into her skin. Rarity moaned due to the thrill of danger and shaked her ass in need.

“I-it was all in g-good spirit,” she moaned feeling his tongue lick and prod her ponut. “And y-you l-like iiiiYYYY!” she moaned out load when his tongue finally entered a good five inches swirling madly inside her. “MmMMmmMmmm!” Rarity bit the sheets while her hands gripped them tightly. Suddenly Spike pulled his tongue out in a single stroke making her moan and quiver from the impression alone.

“So now I’m going to stick something a bit wider and longer in yours,” Spike said putting the tip of his phallus against her rear hole. With a strong push he sunk a third of his entire shaft inside her snug, incredibly tight and velvety ass. Spike grunted before pushing himself inside her more and more ignoring Rarity’s protests and focusing on her timely moans and groans of bliss. “Damn you’re tight!”

Finally after what felt like forever he bottomed out inside of her, his hanging sack slapped against her drenched marehood; her winking clit kissing his balls repeatedly. Leaning down he kissed the back of her head and sniffed her messy mane, one of his hands travelled under her stomach and squeezed her making the mare grunt and groan while her walls clenched his burning spear tightly.

The couple remained unmoving for several seconds, then Spike started to rock his hips pulling out a few inches before slamming himself back inside her. Rarity screamed against the bed in slight pain and pleasure, sure they’ve had anal sex before but never so roughly. She herself had never inserted something bigger than Spike’s original penis, but now here she was; bent over the bed being forcefully held on by her drakefriend getting fucked in the ass by his girthful length. And she was loving it.

“It’s so-o-oh! Deep inside me…,” Rarity let out a loud pant. “It’s poking m-my entrails!” Rarity managed to say as Spike picked up the pace, each time taking out an extra inch. “Harder! Fuck me in the ass harder!” Rarity yelled rocking her hips against Spike’s incoming thrusts, his sack slapping against her pearl with each one.

With a loud growl Spike picked Rarity up and laid back on the bed with Rarity’s back pressed against his chest. Taking a firm hold of her thighs he spread her while also supporting her weight. It took him a moment to adjust to their new position but soon enough he began to piston her ass drawing new loud and pleasured moans from the white coated mare. Spike was enjoying himself immensely with Rarity’s tight rear squeezing his dick each time he withdrew it, begging him to ram it in and leave it there. Her moans and cries for more only drove him into a frenzy that culminated with rapid, loud slaps of his hips meeting with her generous derriere. He was forced to slow down a bit, however, when he felt something else climbing on top of him near his tail. With his face partially covered by Rarity’s mane he was able to see Applejack standing over them; one of her hooves pressing at the side of his tail while the other was at the right side of his hip.

It confused him and Rarity until she went down and then--

“Yah call yerself the Element of Generosity? Ah’ll teach yah to share with us in the future!” Applejack said while she grinded her bare pussy against Rarity’s.

“YES! YES! TEACH ME!” Rarity shouted having both her pussy and ass assaulted at the same time. She felt Spike’s grip shift from her thighs to her hips and resumed his thrusting. His grips being so solid that despite his incessant pistoning she didn’t move; she just felt the entire wave of each thrust but he held her steady allowing Applejack to attack her pussy mercilessly. “NHHHHGGG--I’M CU-CUMMING!”

Applejack grinded herself against Rarity’s groin faster, their moist pearls rubbing against each other. Spike for his part change from rapid pistoning to hard, deep thrusts that made her melon sized breasts bounce in tandem with his movements.

“GHAAAAA!” Rarity’s eyes shot open and her pupils turned the size of pins before she let out a guttural moan from the depths of her throat and came hard against Applejack’s pussy. Even so her two attackers didn’t slow down. “Pl-pl--pleaahhSEE!” Rarity cried out loud when another powerful orgasm hit her mere seconds after the first one had struck her. Three more orgasms, each weaker than the last, hit her in short spans of time until her attackers decided they’ve had enough.

Applejack moved to their right side while Spike held Rarity tightly by her midsection, his painfully erect phallus buried in between her damp, moist thighs. While Rarity came down from her post-orgasmic bliss he searched for Zecora, finding her masturbating and pulling her nipples lightly. He moved Rarity to his other side letting her rest, kissed her cheek lovingly and then he sat on the edge of the bed; quickly joined by Applejack and Zecora. He rewarded each mare with a short kiss before wordlessly they moved down until they captured his penis in between their massive tits.

Zecora and Applejack began to work up and down his shaft working in intervals; one going up the other going down. Their nipples brushed against each other somewhere around the middle of Spike’s steaming phallus. The dragon let out soft grunts of approval while the two mares leaned to kiss each other openly allowing him to see their dancing tongues. Feeling the fire inside him stir violently he reached for the back of their heads and gently pulled them apart.

The two mares obeyed forming a thin bridge of saliva connecting their mouths before gravity broke it. Standing up Spike took the hand of Zecora inviting her to follow him, she obliged and soon found herself in front of the dragon. He closed the short gap between their bodies, her boobs pressed tightly against his hardened chest, his hands gripping below her buttcheeks, her hands resting over his shoulders and their mouths joined in a sensual kiss that made her entire body tremble with joy and expectation.

Taking advantage of her position Spike lifted Zecora up whom instantly wrapped her arms around his neck; his spines proving to be softer and quite mobile, and her legs wrapped over his waist. Spike chuckled.

“You’re a lot lighter than I thought,” Spike said with his head partially wrapped and resting on her twin watermelon sized clouds. He closed his eyes and buried his face in the valley of her breasts for a good few seconds taking in her scent.

“You’re just stronger than before,” Zecora replied feeling the heat of his phallus, and it’s tip, prod at the entrance of her vagina. “Go on, plant your seed deep inside me, Spike,” she said in a low, sultry tone with half lidded eyes.

“That’s the plan,” Spike replied before the first few inches of his penis were welcome for their second time inside the snug, moist, warm and slick precious garden of Zecora. Both of them let out a satisfied sigh as he buried himself inside her while her walls clamped all around him in a tight and loving welcoming hug. Finally, after several tortuous seconds, his hips met hers and both let out a loud, relieved moan of satisfaction.

Zecora’s body shuddered trying to accommodate to Spike’s shaft inside her again. It didn’t hurt quite light the previous time but it was still uncomfortable given his size, quickly the pleasing feeling of his heat and her insides being stretched to their limits and just being so full took over her. She moaned clenching on the invasive dragon pride signaling him she was ready.

Using his long tongue, Spike licked Zecora’s left cheek and her neck at the same time while she, in return, licked his once it was close to her mouth. Taking full advantage of their position the dragon began to thrust his hips, not slowly but not roughly either, taking most of his length out of her moist cavern before spearing her again.

“I -Hnng--won’t last long…,” Spike confessed while he sniffed her intoxicating scent.

“Nor will I,” Zecora moaned loudly. “H-harder, please,” Spike did so. “Uhhhnn---gggg!” she closed her eyes at the increase in force but not speed while his pointed tip prodded her cervix and his ridges scrubbed her insides entirely.

“Don’t let me out, hon,” Applejack said pressing onto his left side; her breasts mashing against his arm. “Ah’m really close and Ah want something inside mah cooch now!” he leaned to kiss his cheek as the sound of scales slapping against wet fur filled the room.

“Aren’t we now,” Spike closed his right eye and growled. “The greedy one, Applejack?” Spike chuckled. “Don’t worry though--oh fuck, that’s tight!--I think I can manage two gorgeous m-mares at the same time.”

“How about three, Spikey?” Rarity asked taking his other side and doing the same as Applejack but taking the liberty to pinch one of his buttcheeks.

“That might be a problem,” Spike closed his eyes and moaned at a sudden increase of tightness around his penis. “U-hnng--Unless…,” Spike smirked. Wrapping his right arm around Zecora’s waist he snaked his left arm behind Applejack until he reached her buttocks and went in between them and further down, soon reaching her moist, warm pussy and plunged two fingers inside her tight canal. Meanwhile his tail travelled up Rarity’s legs until the tip was pressing against her cunt, he rubbed it along her slopping lips a few times before plunging it inside her.

Applejack and Rarity moaned simultaneously at the sudden intrusion causing them to grip onto Spike for dear life. Zecora soon joined them with a loud, erotic moan of her own as Spike didn’t stop his pounding for even a moment.

In and out went his fingers, tail and penis. In and out of three absolutely perfect mares in his eyes while their soft feminine, luscious bodies were pressed against him, pampering him with their love, tenderness and acceptance. He could feel their drumming hearts, their collective sexy moans and grunts were like music to his ears just like he was certain his own were to them. Closing his eyes his efforts doubled and the mares began to shake erratically; the give-away sign they were reaching their climax, much like he was.

With three of them close to reach their orgasm from previous activity and Rarity being overly sensitive after her multiple orgasms it didn’t take long for them to near the cliff of an impending release.

“I’m cumming!” Rarity cried clenching hard against the tail of her lover. “Make me c-cum, Spike!”

“Me too! Ah’m gonna cum from yer fingers!” Applejack yelled before biting his shoulder; her legs trembling and threatening to fail her.

“Lok’, Lok’ CUM!” Zecora shouted holding Spike like an anaconda.

“I’m--I’M---” Spike roared to the heavens soon joined by the three mares.

“AHHHHH! SPIKEEEEE!” the three mares shouted in unison as their climax reached them at the same time.

Applejack pulled away from Spike and let herself fall on the bed. Her hands covered her bed as her marecum squirted out of her convulsing pussy like a fountain. Her incoherent moans and groans were matched only by her constant cursing of ‘f-fucks’ and ‘oh shit!’s’.

Rarity fell on her knees wrapping her arms tightly over Spike’s right leg while her hips rocked on a non-existent phallus, her own marecum stained her thighs and the floor with a constant, abundant flow.

Zecora remained glued to Spike’s crotch thanks to his forceful grip. Her eyes were wide open as a silent scream escaped her mouth and her womb was filled to the brim and beyond by a bucket load of her lover’s dragon seed. Her own climax washing down his thighs and onto the floor while her pussy drained his balls for all he could give.

Spike felt lightheaded and stumbled back onto the bed, he sat on the edge and the fell backwards along with Zecora. He saw polka-dots dancing all around him while his tongue lolled out of his mouth and drool poured out.

Time escaped their collective notion for who knows what long. It was until Zecora began to move again that Spike regained his ability to think once more. The zebra sat on his lap, refusing to move away from her comfortable seat.

Spike first looked at her satisfied, content expression and smiled. He then moved his gaze down to her glorious chest and found she was breathing almost normally. Damn, how long was I out? Spike thought feeling the pleasant burning in his muscles. He admired her watermelons for a few seconds (wishing he could take a nap on them some time) and moved to her bloated stomach instantly reminding him of Applejack’s and how similar they looked. Man, I don’t know why but I suddenly feel myself full of pride….and determination for some reason.

Below that he then saw, and felt, his still hard member inside her tight snatch creating a corch to store and keep his magma hot seed inside her fertile zebra womb.

“Hooo-weee! That sure was nothing short of great,” Applejack said crawling to Spike’s left side. She laid on her side before leaning to kiss Spike on the lips, a kiss he happily returned. “Ah looked like that?” she asked pointing at Zecora’s steaming stomach once the kiss ended. “It feels mighty fine, right?”

“It feels wonderful,” Zecora replied rocking her hips in a circular motion once. “T-there’s so much of it and it’s so warm and I can feel it...kil’jorat?....s-sloshing-I think it’s the word- I can feel it sloshing inside my womb.”

“Indeed it does, darling,” Rarity said picking herself up from the floor. She walked to the bed with wobbling steps and swaying hips. When Rarity reached the bed she crawled next to Spike’s right side and kissed him passionately. Once their kiss ended she turned to face Zecora. “Darling, if you don’t mind me asking, why aren’t you rhyming anymore?”

Zecora blushed at that but Spike caressed her hips with his hands putting her at relative ease.

“It is the tradition of my tribe, we must always rhyme except---except when we’re with our husband or herd-mates. The rhyming shows respect and formality, not rhyming can be considered rude and improper when talking to friends, strangers, family or anyone else outside your...mates. The same is considered if you talk to them in rhymes, not to mention insulting.”

“Yer culture sure is strange, Zecora. But Ah guess Ah can understand where yah coming from.”

“Ditto,” Spike graced her stomach. “What I want to know is why you were afraid and why you called me ‘Had Amund’... although I think I might have a pretty good idea.”

Zecora closed her eyes before she grasped Spike’s hand with her left. “The tale would be long and tiresome, but what you must know is that...I...I fled from my homeland,” silence met her statement. Applejack and Rarity shared a worried glance while Spike held onto her firmly. “My accursed father sold my sisters to rich suitors, I was next in line but I didn’t want to be a simple plaything; even if from my youth I was trained to be nothing more than that. During a cold, moonless night I escaped and never looked back until I reached Equestria. I wondered for some time until I found Ponyville and the Everfree Forest, the place I would come to call my home. The coming years I studied and perfected my arts as a shaman,” Zecra sighed opening her eyes. “The rest you already know. I take pride in my knowledge, don’t mistake that, but I...I never wanted to use them myself…..until today.”

Tears filled her eyes and a wide, happy smile formed in her face. “It wasn’t my intention to come this far but...I like you, Spike. Thank you, all of you, for treating me so nicely and making me feel like this. Thank you.”

Spike, still holding Zecora firmly, rose until he sat on the bed, leaned forward and kissed Zecora. No tongues battled or dance, only their lips caressed each other’s for several seconds.

“Thank you, Zecora, for opening your heart to us,” Spike said nuzzling her lovingly.

Zecora returned the nuzzle. “Rarity, Applejack, I think we can do more for our dragon; I can feel his eagerness inside of me still in need.”

Applejack looked at Rarity with a crooked eyebrow. “Is that what yah were talking about, Rares?”

“Hmhmm~”

“Landsakes,” Applejack swallowed seeing Zecora rose up until Spike’s erect cock sprung free coated with a sheen of whiteness followed by large globs of cum escaping from Zecora’s formerly virgin pussy.

“Wait here,” Zecora kissed Spike before leaving the room followed shortly by the two other mares;each of them kissing him too before departing.

Alone in the room Spike fell back on the bed and stretched his arms.

“A herd… A herd…, sounds about right at this point,” Spike whispered to himself. “I think I’ll have to re-do my code now. Minor tweaks really, but necessary given my new condition and the recent events,” he snorted. “I still can’t believe Rarity set me up like this, although I can’t complain now,” he squinted his eyes. “And how exactly do herds work? I never bothered to read on them, is it permanent or can they leave if they’re not happy with me? Can new mares and stallions join? Speaking of which, who decides what or who’s the leader, or is it alpha? Gahhh! I’ll have to ask Twilight or Big Mac about it.”

“Spikey~!”

At the sudden call of his name Spike sat right back up and found his three mares entering the room once again wearing each a skimpy loincloth that covered nothing really but looked so damn hot on them. His cock twitched in anticipation as they walked over to him swaying their hips causing their cloud-soft flesh mounds of perfection to wiggle in tandem with their hips.

Everything could wait. Right now he was hungry for more and his mates were happy to provide him satiation as much as he was willing to provide it to them.

The three mares tackled him, each gripping a part of his cock with one hand.

“I’m the luckiest dragon in Equestria.”

Epilogue

*Three months later*

Spike stepped out of his bathroom refreshed, perfumed and clothed. He was wearing a purple t-shirt with a green bonfire on the center and pale cobalt blue colored shorts.

He took in a deep breath, his nostrils filling with the heavy lingering scent of sex. He glanced at his bed to find Twilight and Gabby sleeping peacefully after a long night of ‘relaxing’. He chuckled before walking up to them to kiss them in the cheek. The mare and the griffoness shuffled as a smile spread across their faces.

“Sleep tight,” he smiled himself before exiting his room. “Let’s see, Applejack is visiting Braeburn and Rarity and Zecora are over at Canterlot.”

*Rarity’s Canterlot Boutique*

“This is so embarrassing! I can’t go out wearing this!” Zecora complained wearing a red short shirt that hugged her huge tits just right and combined with a black skirt that run from her lower waist to down half her thighs, it showed off her amazing, sexy and slender midriff (and cut belly button) plus showcasing her near hourglass figure, and half her cutie marks. She was stumbling over wearing black high-heels while her mane was set free beautifully cascading around her head while giving a clear view of her blushing face. Her neck was adorned by her golden rings, a golden ear-ring hang on her right ear and a bracelet of golden rings adorned her left wrist.

“Nonsense, darling, you look positively ravishing! You’ll turn all heads during tonight’s dinner party!” she then leaned to whisper to her ear and away from Sassy Saddles range. “And I bet Spike is going to love that outfit once we get back to Ponyville.”

“I said nothing,” Zecora corrected herself whilst trying to balance her step.

*Castle of Friendship*

“I hope the party goes well for them,” looking at a nearby clock he sighed in relief. “Still enough time to meet the guys over at Junkies,” Spike made his way out the castle and closed the entrance. He began to walk calmly down the relatively empty street despite it being a sunny afternoon.

Hard to think it’s been over three months Rarity, Applejack, Zecora and I formed a herd, Spike smiled. And about a month or so of Twilight and Gabby joining. Spike closed his eyes, his mind drifting to a month prior.

“Girls, that feels amazing,” Spike moaned as Twilight and Gabby performed a double titjob on him. Twilight had an amazing K+-cup while Gabby,a friend he had come to cherish and soon love due to her bubbly personality, was an impressive H+ herself. Griffin chicks were not very famous for their chest size and only a handful ever passed the DD-cup size; Gabby was a rare case amongst griffons, average in height for a griffon chick, but still smaller than Spike himself.

“Am I d-doing this right?” Gabby asked, an adorable blush adorning her face. Her rosy nipples brushed the tip of his dragonhood while Twilight’s massaged his base.

“Wonderfully, don’t be afraid to use your assets and try different things. Our sweet Spikey just loves it,” Zecora said behind Spike, her arms wrapped around his chest and breasts pressing against his back, watching them wearing nothing more than one of her tiny loincloths. Gabby and Twilight were also wearing one of her loincloths, although theirs were not as small, they were barely large enough to cover a clear view of their slits.

“I f-f-feel more naked wearing one of your loincloths -hmmm- than when I’m taking a bath,” Twilight said before taking a tentative lick over Spike’s cock-head, her tongue graced it fearfully but it also traced Gabby’s tender nipple. “S-sorry!”

“No no, it’s fine! It felt nice!” Gabby said with a blushing face. “Here, let me,” her tongue came out and licked Twilight’s right nipple making her moan softly. “S-see? It feels nice,” Gabby said giving her best shy smile.

“R-right.”

“That is so hot and cute at the same time,” Spike said caressing one of their cheeks. He then turned to Rarity and Applejack sitting behind Twilight and Gabby in a large couch watching intently as they masturbated with a pair of oddly familiar (yet smaller) looking dildos; their tiny loincloths offering no protection at all. “This is a strange initiation test, don’t you think so?”

“Not at all, most herds apply a sexual test once the emotional proof and desire to join has been cleared and talked about with the current integrants of said herd,” Twilight explained partially retreating to her egghead mode.

“What she said,” Gabby grinned.

“Okaaaay,” Spike said remembering their individual confessions and how nervous they were at the time. Gabby was shy but open on him, as Pinkie explained on the follow-up party, while Twilight almost lost it trying to explain her emotions in a logical way; which only served to make her look crazier and crazier by the second. It had taken a full blown-out make out session with each of them to calm them down and after a short month of dating here, they were now. “But why exactly is a double titjob the test?”

“Are you complaining?” Zecora whispered.

“No.”

“Then shut up and enjoy, my dragon.”

“And now I have five wonderful, gorgeous, big titted females on my herd,” Spike stopped for a moment. “My herd….Damn, it’s been only three months but it feels like it’s been ages,” he shook his head and started to walk towards the local bar: Junkies. “I truly am the luckiest dragon in Equestria.”

A few minutes later he arrived at Junkies, opening the door he scanned the place and quickly found his friends already waiting for him. “Yo guys, sorry for being late,” Spike apologized taking the free seat. In the table sat Big Macintosh wearing his usual farm clothes, Thunderlane wearing a complete sports gray shirt and soft pants, Caramel wearing a green shirt and brown pants and Doc wearing his blue shirt, white pants and long brown coat.

“Nah, we’re just early dude,” Thunderlane waved nonchalantly. “Big Mac here was the first to arrive and he’s been here for just five minutes, ain’t that right, Mac?”

“Eeyup.”

“So, is the plan still up for next weekend my friends?” Doc asked everyone that was present.

“Absolutely, I wouldn’t miss the Cloudsdale Titans eat the dirt of the Fillydelphia Hunters!” Caramel said enthusiastically.

“You wish! The Titans are gonna kick their asses to the curb!” Thunderlane countered. “Just don’t bail on us at the last minute like last time, okay?”

“You’re one to talk, you bailed on us three games ago!” Spike snorted. “What was that ‘emergency’ anyways?”

Thunderlane smirked. “Heat emergency, hafta keep my darling girls happy. I’m their stallion after all.”

“I feel sorry for Cloud Chaser, Flitter, and Blossomforth,” Caramel lamented.

“Shut your mouth, you limp dicked mud pony!” Thunderlane poked Caramel’s left side with his elbow. “How you managed to snag those three beauties is beyond me!”

“Natural charm and good old earth pony stamina, right Big Mac, Doc?” Caramel smirked playfully.

“Eeyup.”

“Agreed.”

“Damn mud ponies. Spike, my bro! You know pegasi is the way to go, right?”

Spike looked Thunderlane dead in the eye and grinned full fanged. “Once you go dragon you never go back.”

“Stabbed in the back by my bro! What has the world come to!” the five friends shared a round of laughs for a moment. “In all seriousness--”

“I’m amused you actually know that word,” Doc said.

“--How ya’ll been doing with your mates lately? By the way, fuck you, Doc.”

“You’re welcome,” Doc chortled. “My relationship with Derpy has taken an interesting turn, as it were, I...I think I’m ready to make it permanent.”

“Yer shittin’ me,” Big Mac said out loud. “Congratulations! ‘Bout time too, yer’ve been dating her fer four years!” the rest of the stallions and Spike nodded in agreement. “Doc married, thought Ah never see the day. What about yah ‘Ah’m a one mare dragon’?”

“Sweet Luna, is that what I sounded like?” his four friends responded with a redundant ‘YES!’. “Just wondering,” in that moment a waitress showed up and asked for what they would be having. The waitress left soon after. “What can I say? I was an idiot that was afraid of himself; with just cause mind you, but now I’m having a pretty good life with myself and my wonderful mares around me.”

“Applejack, Princess Twilight, Rarity, Zecora and that griffin chick friend of yours. Damn, and I thought Mac was the player for shagging four sisters, but you take the cake!” Thunderlane turned to Caramel. “How ‘bout you, lover boy? How are you doing? Cause me and my girls are mighty fine!”

Caramel blushed. “It’s been simply wonderful, I love them all so much. Man, I’m so thankful they came into my life the way they did.”

“Hear, hear,” Spike added.

“And you, Mac?”

Mac simply smirked and licked his lips slowly. “Eeyup~”

“Dude, gross,” Thunderlane gagged.

“Just sayin’” Mac let out a mirthful laugh. “Them Pie sisters are the joy of mah heart. Pinkie is Pinkie. Marble is so adorable and shy; she loves tah cuddle. Limestone can be pretty rough and hard tah get, but underneath she’s the sappiest mare yah’ll ever know. And Maud is so loving and caring in her own way. Ah! Ah love ‘em all!”

Spike looked around to see if they were on the clear while his friends agreed with Big Mac about loving their own lovers. “Hey guys, can you keep a secret?”

“Depends. Is it ‘We’re totally just friends’ Lyra and Bonbon kind of secret or ‘I know what you did last summer’ kind of secret?” Caramel questioned.

“Higher.”

“Great whickering stallions! Of course we’ll hold the secret, my friend.”

“You didn’t hear this from me, but, remember all those trips Cheerilee has done these past few months to Canterlot for her seminars and stuff?” the stallions nodded. “Well, I found out a week ago that those seminars doesn’t exist, she goes all the way up there to see her coltfriend,” he smirked seeing their startled expressions. “And that’s not even the best part. I also found out who her coltfriend is. It’s none other than Blueblood!” Caramel and Doc gasped while Mac whistled.

“Bullshit!” Thunderlane called. “There’s no way that prissy unicorn could butter up our dear Cheerilee!”

“It’s true, he pays for her expenses and everything and get this: she’s not the only one!”

“Either he’s paying a lot, no offense to dear Cheerilee, or this must be some kind of mistake,” Caramel commented.

“Or maybe that chap finally opened his heart,” Doc said with a warm smile.

“I’d believe this bastard here can fly first,” Thunderlane pointed to Spike.

“Screw you, Thunder!”

“My dear lizard, you know I only screw my girls!”

“Dude, gross,” Caramel said.

“Shut up, you’re all the same and you know it!”

Doc went suddenly silent, like he does when he’s in deep thought.

“Is something wrong, Doc?” Mac asked concerned.

“No, it’s just that...I just realized something curious,” he put his hands against his chest. “Our mares have big breasts.”

“.....Really?” Thunderlane deadpanned.

“I know it sounds extremely odd and that the subject is quite uncomfortable, but Derpy is an F-cup.”

“Dude, that’s your marefriend, the same you wanna marry no less, you’re talking about! Have some respect!” Thunderlane exclaimed.

“Milano is the same, Coco is a snuggly E-cup and Redheart is a EE,” Caramel said dreamily.

“Are you fucking kidding me?”

“Pinkie is a J+, Maud is an H+, Limestone and Marble are both G+. The Pie family mares are blessed in that area,” Big Mac said in the same tone as Caramel.

“Am I the only decent stallion here?”

“I’m sure you already know about all of my mates, except for Gabby, she’s an H+ herself.”

“You know what? Fuck it. My girls are all EE. There, happy? You depraved me too, you horrible monsters.”

“Bro’s fer life?” Mac said raising a fist bump.

“Bro’s for life,” the four other males fist bumped his fist at the same time.

Suddenly the doors of the bar burst open. Everyone inside looked at the new arrival and most of them recognized the figure packing LL-cup breasts. The figure was wearing a white dress with blue stripes that hugged her body and curves just right and snugged her gigantic tits preventing them from popping out or wiggle too much; still, it left out a plentiful cleavage. Now everyone recognized the pink alicorn but only one dared call her out.

“Cadance? What are you doing here in Ponyville?” Spike asked standing up from his seat. He stood still watching the pink alicorn make her way towards him with a smile on her face. “Twilight and Gabby are in the castle, but they’re resting right now--”

“Fucking show off.”

“--Shut up Thunderlane. As I was saying, Starlight is also out of town, so if you like I could prepare a roo--Why are you raising your fist?”

The ensuing resulting hit could be heard for kilometers around. Followed by the faint cry of a dragon.

The end.