Night quite liked having fun with the real Rainbow Dash. Not that fucking Dashie's brains out wasn't fun, but there was still something to be said about pounding the mare when she still had all her spunk in her.

"Slurp So Rarity was really willing to give you a handy before the hypnosis?" Dash asked as she popped Night's cock out her mouth and looked up at him from her spot on the floor. Fluttershy had left town with Twilight to resolve a 'friendship emergency" in Las Pegasus. Night was still unclear on what a friendship emergency was, but he didn't care enough to ask questions. He did know that without Fluttershy around he'd get to fuck the genuine Rainbow Dash at his leisure.

"Well when I brought up Sassy Saddles she became quite visibly upset."

Night could, of course, get rid of the blue mare's ultra-submissive personality at any time, but with all the work he'd been doing over the last few days he hardly had the time to sit Rainbow Dash down and excise Dashie from her. He also quite liked watching the arrogant mare submit to a ninety pound pegasus who usually never spoke above a whisper.

"Haha, what a whore." The blue pegasus snorted when she laughed. It was something Night found irresistibly cute. He leaned forward on the couch and pat Rainbow Dash on the head, flashing her a smile. She blushed and smiled back, nuzzling her head against the unicorn's hand before going back to her job. Dash quickly filled her mouth with Night's cock, taking it all the way to the base without any problems. Night Sky was very thankful that all the dildo cleaning she did as Dashie, taught her how to better suck a dick. The mare was practically a master at deepthroating.

Night laid back in his seat, looking down at the mare. Watching her hungry little mouth bob up and down on his shaft. After five days of ruthless fucking at the Carousel Boutique, he really needed a nice relaxing blowjob to clear his mind and consider his next move, but he found himself quickly reminiscing about the fun he had with Rarity and her little sister.

It was beyond sexy to see such a prim and proper mare like Rarity degrade herself with a big old smile.

"Oh darling, I had no idea you were so kinky!" Rarity said as she struggled against her restraints. She was tied up in the canopy bed. Her arms and legs restrained perfectly straight with black leather straps from Rarity's stockpile of clothing materials, forcing the mare to squirm around like a worm. Sweetie Belle stood to the side, watching her sister desperately wriggle on the bed, attempting to get at Night Sky's fully nude body.

"Mmrrow!" Rarity let out a catlike meow while staring at Night's fully erect stallionhood. It shook back and forth as he leaned over the mare and tied something around her tail. He pulled violently and then tied something around her horn as well. Night looked down at his handiwork, a very tough string of pearls was wrapped around the base of Rarity's tail and horn forcefully raising her head and tail. There was still something unsatisfying about the scene though.

"Sweetie, find some bows for Rarity's hair. And a camera if there's on in the house."

"Right away Mr. Sky!" Sweetie saluted the tall blue unicorn and quickly ran out of the room.

"Now Rarity, " Night Sky grabbed his throbbing erection, stroking it back and forth in front of the classy mare tied up before him. "how's about we do that makeup?"

"Oooh yes darling! Cover me in it!" Rarity opened her mouth and took the stallion's cock down her throat. Night watched her face contort in disgust at first as she tasted the combined layers of spit, sweat, stallion jizz, and apple pie flavored marecum built up over time. Night could instantly brush his teeth or suppress his strong scent that drove the CMCs crazy with a quick spell, but the great unicorns of old had neglected to create a shower incantation. Little Rarity's hypnotized mind quickly learned to love the taste of his filthy cock however. She grew to understand that the dick being forced down her throat belonged to Night Sky, and if Night was this eager to shove his thick stallion meat into her mouth then it must be the tastiest thing she's ever had. It only made sense.

The look of disgust turned to one of pleasure, and then thirst. In Rarity's mind, her mouth was drying up. She needed something to clench her thirst. Something wet and sticky that would cling to her throat and dry all over her pretty little face. The mare needed cum!

"Gah!" Night came hard inside Rainbow's mouth. The little pegasus smiled at her owner as he flooded her mouth with his jizz. It quickly overflowed and spilled out onto her chin, where it then dripped to the floor. Rainbow tried counting how many shots of baby batter Night had just given her, but lost count after thirteen. He was simply firing them off too fast and as the blue mare pulled back to breath, Night grabbed his cock and jerked it in her face, letting off a final few shots of cum into her vibrant hair where it dripped down onto her cheeks and nose.

Rainbow Dash swashed the thick cum around in her mouth before swallowing with a loud gulp. She opened her mouth so that Night could see she drank it all.

"Thanks Master!" With a single flap of her big, powerful wings Rainbow Dash launched herself into the air and landed beside Night, pressing her small breasts against his arm. "So, what are we gonna do now?"

Night gave the mare a grin. "Well I have an errand to run. Shouldn't take too long, just meeting a pony who I'm a fan of. But before I go, there's something I'd like to test out."

The unicorn reached behind the cloud couch with his magic and lifted a very large cardboard box. "This was delivered today. It's a bunch of fun supplies." Brief memories of the rather embarrassing incident with the mail mare played through Night's mind. After taking his package off the cute little walled-eyed mare's flying dolly, he attempted to use Perceptico on her. Unfortunately his inability to achieve full eye contact meant that the spell failed, however it did not backfire. Night was thankful for that, and he was lucky that the pegasus mailmare wasn't smart enough to understand what had just happened.

"What was that?" She asked innocently in an accent that Night placed as Hooflynian.

"Nothing. Just uh, unicorn stuff. Unicorns do that occasionally."

The mare accepted that excuse very easily and flew away, leaving Night with his very large package full of goodies.

"What'd you get?" Rainbow asked excitedly.

Night pulled the box open and spilled its contents onto the floor. Dash hopped down and rummaged through everything. Just about every object was placed in its own individual smaller package and labeled. In total, there were around twenty objects.

Four bottles of Lover's Root extract, special fluids from a beautiful plant that was known to make mares extremely horny. It was a far better aphrodisiac than chocolate or even fetlock shavings. It could be nullified by a spell that the princesses of Equestria were known to use. One that suppressed their heats no matter how strong. How unfortunate. There were also six vibrators ranging from small eggs to nine inch dildos with three little rotors in them. And three strap-ons with various interchangeable rubber dicks such as ribbed, extra long, extra thick, ones designed at an angle that would almost guarantee they hit the mare's clit, and ones with smaller rubber appendages that would plunge into a pony's asshole whenever the primary penis bottomed out, and vice versa. Two leather belts, and the piece de resistance, a silver ring with a beautiful ruby in the center. Ancient runes were carved into the band and the ruby appeared to glow with a mystical light.

Rainbow Dash examined each object close, laughing at the names on the labels and licking the dildos that appealed to her. The little pegasus popped the top off one of the Lover's Root bottles but Night quickly stopped her. "Whoa there, none of that just yet."

"Not even a drop?" She flashed Night the saddest expression she could form, but it was clear that he wouldn't budge.

"No. One drop will make you needy. and one cup is enough to make you soak your panties. I need you focused."

"What for?"

"For the orgy."

Night always kept orgies in the back of his mind. He had thirty two ponies in Ponyville under his control, by his own count, and if some mare ever proved to be a true threat then he could sick every last one of his slaves on her. The orgy night was currently planning was not an offensive strategy, rather a defensive one. Defense against the three little fillies who drove him crazy with their incessant need for cock. The plan was a simple one, set up an orgy to introduce the girls to their new fucktoys, and then reclaim the four to five hours a day he spent fucking their tight young pussies rather than plotting his takeover of Equestria and implementation of universal acceptance.

The unicorn rose from his spot on the couch and stretched. He'd been sitting for well over an hour, letting Rainbow Dash suck his cock.

"Okay RD. I need you to go get Rarity and Applejack. Tell them to meet you at their little sister's treehouse. You all know where that is right?"

"Oh yeah," Rainbow said as she rose up from the ground, hovering a few inches above Night with little more than tiny flaps of her wings. "we all had to go there once to pick up the girls after they fell asleep."

"Good. We have two hours before school lets out and the girls head for their clubhouse so make it fast."

"Pssh! Master, I only need two minutes! Will I meet you back at clubhouse?"

"Yes. But I'm afraid I won't be staying for the orgy. As I said, I have a pony to meet."

Rainbow nodded her head and with a might flap of her wings busted through the cloud wall of her house and took off like a jet. She quickly turned into a blue blur, leaving behind a trail of rainbow colored particles in the air that quickly dissipated. Pegasi hair was known to create colored contrails even at low altitudes. Night watched the blurry pegasus fly away, tilting downwards and flying like a bullet towards the ground. He smiled at her determination.

"Good girl." He said as he turned around and noticed her discarded clothes on the ground.

"Oh shit..."

Back in his memories, Night was still having fun with Ponyville's famous fashionista.

"More! Please darling, more!" Rarity begged for cum, despite her pristine coat already being caked in it. She thrashed about in her tight leather bindings but remained trapped and at the mercy of both her sister and her master, who very much enjoyed denying the mare what she so desperately craved.

Sweetie rubbed her hand up and down Rarity's horn like it was a penis, rubbing her thumb on the very tip of it. The point was not fine enough to break her skin thankfully, and the stimulation to the most sensitive part of her unicorn anatomy drove Rarity mad with lust. Meanwhile, Night Sky was smacking everything he thought would get a good reaction out of the bound mare. Her thighs, her nipples, her very wet pussy. He'd bring his hand back and deliver a hard smack that made Rarity scream in pain, which then changed to a moan of unbelievable pleasure, which ended in her begging for more.

She would have been bound, but Night liked to bring his hand up inbetween smacks and make her kiss it. He also liked to watch Rarity clean Sweetie Belle's fingers. The little filly had them buried in her little cunny, twirling around and becoming covered in her juices. After a few seconds of this she would bring her hand up to Rarity for the older mare to clean, before shoving them back insider her. The first few times Rarity was clearly disgusted by the taste, but the mare saw how much it turned Night on to watch and her brain was convinced that Sweetie's pussy juice tasted delicious.

Night watched Rarity's delicate marehood push out the seed he filled her with. It ran down and covered her much tighter hole. The mare shuddered at the feeling of the quickly cooling cum drenching the valley of her rump. Night found it irresistible. He flipped the unicorn and prodded the entrance to the her ass. Rarity's eyes went wide as she realized what the stallion dominating her had in mind.

"Oooh ravish my derriere!"

With no lube besides the cum of three different ponies, and Rarity's spit, Night pushed his shaft into the white unicorn's extremely tight ass. Rarity and Night both grunted as he got the head of his hard cock inside the mare and continued to push. He grabbed one of the pigtails that he and Sweetie had put Rarity's hair into and pulled it, making the little unicorn yelp. He ass tightened around him, something Night did not think was possible.

Wet smacking sounds filled the air as Night finally pressed his hips against Rarity's plush ass and then began to truly fuck her. He pulled back an inch than slammed forwards, pulled back two inched then thrust his cock back into her, three inches, four, five. Night was eventually pulling back until just his head was inside Rarity's ass then ramming it back inside her. He did this quickly, fucking the unicorn's ass like a piston and watching her pant, moan, squirm, and beg for more until Sweetie stepped in. The little filly locked lips with her big sister and the two made out passionately.

"Could've sworn I saw Sweetie Belle wink at me." Night thought as he packed up his supplies and put on pants.

Rainbow Dash realized her mistake after getting a good ten miles from her house. She did not have time to turn back however. Two minutes, that was what she told master. Two minutes and not a second later. Rainbow did not slow down as she rapidly approached the ground, slowing down would mean losing time as well as becoming less of a blur. As a blur nopony could tell she was naked, and if ponies knew that she flew around naked she would become a laughingstock. Rainbow didn't want to become some lame joke to everypony, unless of course master willed it, so she flew as fast as her wings could carry her.

Just mere hands from the ground, Dash pulled up into a loop-de-loop, then shot forwards. This maneuver cost her much less speed than pulling up normally, and allowed her to shoot off in the direction of Sweet Apple Acres.

Within seconds Dash was flying over the huge farm. Her well trained eyes scanning the ground for Applejack. She spotted the orange mare near the center of the apple orchard and dove down to her. As she approached, Rainbow noticed that the earth pony was nude and performing some kind of erotic dance. Dash landed on the ground hard and petered out her momentum by running up to Applejack. Now she could see that Big Mac was tied up underneath a tree, struggling against the tough nylon rope. His ginormous cock was pointing up in the air, pulsating as he watched his sister dance around in her birthday suit.

Applejack turned towards her friends, looking up and down at the naked Rainbow Dash with a smile.

"Hey sugarcube, you come to help me tease mac?"

"Sorry AJ, but I'm kind of on a deadline here. I need you to head to Applebloom and the girl's clubhouse out near the school."

"Oh well sure thing hun! Just let me finish up mah little dance and ah'll head over there lickety split." Applejack gave her friend a thumbs up.

"Thanks AJ, I gotta get to Rarity's place. I'll see you at the clubhouse!" Rainbow flapped her wings to get into the air and waved goodbye to Applejack. She was about to fly away, but her eyes caught sight of the fluffy patch of hair above Applejack's large melons. It was something she always wanted to feel, even before Night Sky turned her into a complete slut. Rainbow would always remain loyal to her marefriend, but surely with all the sex she'd been having with her stallion owner it'd be fine to have just a bit of fun with Applejack.

On the ground, Applejack was looking back at her tied up brother. Three seventy-foot sets of extremely tough nylon rope, the sort AJ reserved for tying up timberwolves. Mac was strong, but he'd pull the tree out from the ground before he broke that rope. AJ continued her dance, confident that her brother wouldn't be able to play with his cock and cum today, just like the past four days. She used her hands to press her tits together, rubbing them like two balloons.

"Hey AJ..." A familiar tomboyish voice spoke out behind her. Applejack turned around, hoping Dashie had changed her mind.

"Yeah RD?" The blur of a mare buried her face in Applejack's chest, nuzzling the fluffy fur just above her breasts, inhaling the scent of sweat and apples that surrounded the earth pony. Dash motorboated her friend and then kissed the fur that she loved so much.

"Thanks! See you soon!" She said after finally withdrawing her face from Applejack's generous boobflesh and bolting into the sky.

There was a grunt behind Applejack.

"Oh you like that Big Mac? Well you can look all ya want, but no touching."

"Celestia dammit!" Rainbow yelled as she once again landed behind Applejack. "Alright, ten minutes. That's all, and then I have to go get Rarity."

Applejack smiled and pulled the colorful pegasus into a hug and kiss.

In a puff of smoke, Night appeared outside of the CMC clubhouse. He received a lot of training with his teleportation spell moving between Sweet Apple Acres, Cloudsdale, the Boutique, and the clubhouse. This teleportation was done from six miles away, after having already teleported down from Cloudsdale. Night couldn't help but pat himself on the back.

He pushed open the door to the clubhouse and set his box of toys down on the table. It was 3:30 according to his watch. Rainbow Dash clearly wasn't fast enough to reach both mares in under two minutes, not that Night ever believed her in the first place. Even with their semi-hollow bones, there was no way a pegasus could travel that fast unless they could break the rainbow barrier. With some time to waste, Night started setting things up.

It was 3:45 when Applejack knocked on the door. She was clearly happy to see Night inside.

"Guess that means ah don't need these." The cowgirl said as she unbuttoned her jeans and pulled them down to her ankles.

"Hey! Wait for us!" Rainbow shouted from off in the distance. Night and AJ looked through the open door and saw Rainbow flying towards them at an insane speed, carrying Rarity in her arms. The poor little unicorn looked terrified as Rainbow Dash flew lower to the ground, practically mowing the grass with her insane speed.

"Perhaps I misjudged this mare." Night thought.

Rainbow Dash spread her wings and rapidly came to a stop. As she became easier to see, Night noticed that RD was still naked, and the quivering unicorn she was carrying was wearing a torn blouse. Rarity's breasts hung out of it and both Rainbow Dash and Applejack openly ogled them.

"Sorry I'm late master." Rainbow Dash said inbetween heavy gulps of air. "I got distracted."

"Very distracted." Rarity and Applejack said in unison, before looking at each other surprised.

"It's fine Rainbow Dash. You three are just in time actually. The girls should already be on their way here."

Night gestured with his hand to the pile of sex toys in the center of the room. There were three pillows in a triangle around the toys, and a bottle of Lover's Root extract in front of each of them. A pair of clothes for Rainbow Dash sat off to the side of the room. "Please take your seats ladies, and toss all your clothes into a pile with RD's." The mares complied happily. Rainbow zipped over and claimed a purple pillow. While Rarity removed her torn up top and pants, Night approached the table. On it was two leather belts and the silver ring with a ruby in it, the magic nullifying ring.

Night bought the ring not only for Rarity, but any unicorn who might have more magical energy than him. The ring functioned similarly to just breaking a unicorn's horn, but was painless and only lasted until the ring was removed. It trapped the magic, forcing it to stay underneath the ring. Night even spent extra money to have the ring engraved with a rune that made it impossible for any pony except him to remove it once it was on a unicorn. He had to give the creator a strand of his hair covered in his blood for that bit of magic. The only downside to the ring was that he could never use it on an alicorn. Their bodies simply had too much magic in them, if they attempted to cast a spell it'd shatter the ring as an amount of magic equivalent to twenty unicorns flowed into their horn. Twilight, Celestia, Cadenza, and his beloved Luna would be true challenges, as it seemed everything Night could use on a normal pony would fail on an alicorn princess.

"Hey master, can we drink this stuff yet?" Rainbow Dash asked, tearing Night away from his thoughts.

"Hmm? Oh, in just a moment Rainbow. First we got to make sure that everything is set up right." Night grabbed one of the belts and the ring. He approached Rarity first and held out the cold piece of magic metal to her. "Would you mind putting this on your horn my dear."

"Anything for you darling." Rarity said with a wink. She grabbed the ring and held it above her horn before dropping it. The runes lit up instantly upon surrounding her horn and Rarity shuddered. She could feel the ring put up an invisible wall that kept all her magic down. The ruby turned light blue, the same color as her magic, and the strange light that glowed inside it became brighter.

"How do you feel Rarity?" Night asked.

"W-weak..." The white unicorn muttered in return. She likely never felt her magic suddenly get cut off like that. The horn functioned much like a heart when it wasn't casting spells, with magic cells passing into and out of it until a spell was needed. When that happened, all magic went into the base and blood was removed so that only pure energy shot out. Now the horn was essentially cut off, and Rarity could likely feel her magic simply turn around and head back.

"Good. Now for you Rainbow. Keep those wings of yours folded in."

"No problem master!" Rainbow said. Her wings came in close to her. Close enough that she could be mistaken for a very thin earth pony if one were to look at her from the front.

"Raise your arms."

Rainbow did as she was told, and Night wrapped the belt around the center of her wings and over her small breasts. Rainbow Dash was very calm while he did this, not appearing to be bothered by having her prized wings restrained so roughly. Night pulled the belt as tight as he could without harming her wings, and then secured it.

Night took a step back and examined the three mares in front of him. A powerless unicorn, a pegasus with tied up wings, and a earth pony who was still wearing her favorite straw hat. Night was somewhat upset that he couldn't find anything to weaken an earth pony's strength in his catalog of sex objects, but he was confident that having AJ at her full strength would not detract from the fun. Before him sat three beautiful ponies, two with huge racks that heaved up and down in time with their breathing. They stared at him excited, wondering what their owner had in store for them. Night took his time however, looking them up and down. Rarity was rocking back and forth, the ring really did take its toll on her. The weakness would wear off a little once the unicorn got used to it. Rainbow Dash and Applejack were already wet, with Rainbow actually dripping onto the floor and creating a pile. Even when she wasn't Dashie the pegasus still loved her bondage. Applejack, held her hands behind her back and pushed her chest forwards. Both Rarity and Rainbow Dash continually stole glances at her breasts, which made AJ blush. It was adorable to see the freckled little cowgirl turn bright red.

It was 4:00, the girls would arrive any minute. It was time to begin.

"Girls, I have somepony I'm going to meet. Which is why I'm leaving you in the capable hands of your little sisters, well pseudo-sister for you Dash. They have been really bothersome and it has distracted me from my plans to take over your last two friends. So, when I say go, you three are going to down the contents of those bottles in front of you. Drink it all up, every last drop, and then you are going to wait patiently for Scoots, Sweetie, and Applebloom to arrive. You aren't allowed to touch yourselves or any of the toys until they get here. Once they're here, you will follow their orders as if they were me. You are going to make those fillies extremely happy, and if you do then maybe I'll reward all of you. Understand?"

"Yes master."

"Anything for you, darling."

"Sure thing sugarcube."

"Good. GO!"

The girls quickly grabbed the bottles in front of them and practically tore of the tops. Rainbow downed hers first, guzzling it like an energy drink and licking the rim of the bottle. She set the empty plastic bottle down and smiled at Night. Next was AJ, who shook the bottle over her mouth to try and capture a few final drops. Rarity was last, drinking hers fast but treating it like some sort of wine. After she got the top off she took a whiff of the liquid and her eyes lit up before she drank it all. Night quite enjoyed watching the mares throats expand and contract as they drank the extract. The thick, cough syrup like substance filled their stomachs quickly.

"Wow, that actually tasted really good!" Rainbow Dash said.

"Yeah, like apple fritters." AJ responded.

"Apple fritters? Please darling, it tasted far closer to a Canterlot hay panini."

The mares were technically all right. Lover's Root always had as pony's favorite taste.

"What did you taste Rainbow?" Night asked.

"Oh um... it's, kinda embarrassing." Rainbow rubbed the back of her neck and cast her eyes down.

"That's perfect. Tell us." Night's grin was shared by Rarity and Applejack, who all looked at the pegasus as she awkwardly fidgeted in her seat."

"Fl-Fluttersh y's cum."

"What was that?" Applejack asked, leaning in close and cupping a hand over her ear.

"Fluttershy's cum." Rainbow repeated. Her face was now beet red, but her friends did not let up.

"One more time darling. I can't hear you the well from over here."

"Fluttershy's cum!" Rainbow Dash shouted angrily.

"D'aawww. How cute." Night walked over and pet Rainbow's head. "After this is over I'll be sure to tell Fluttershy about how much you love her marecum."

"Please don't master, I'd look so unco- AH!" The pegasus suddenly hunched over and stuck her tongue out. "Wh-what was that?" She asked.

"That'd be my cue to leave. I'll see you all later. Have fun." Night opened the clubhouse door as Rainbow folded over, reaching for her pussy but being stopped by her master's commands from earlier. She desperately wanted to play with her marehood, but was not allowed to. Applejack and Rarity both began feeling the same strong urges as their friend.

"Oh and one more thing. No cumming without permission from one of the fillies." Night slammed the door shut, leaving the mares to struggle on the floor. Their minds were clouding over with lewd thoughts. Images of stallion cocks and mare pussies filled their minds as they each moaned loudly, fighting back their urges to play with themselves. They were all wet messes, breathing heavily as they rolled over on the ground.

"N-need sex... need to be fucked." Rarity muttered on the ground. Her ass was stuck up high in the air, begging for some non-existant stallion to take her right that instance.

"No shit." Rainbow responded. She was staring at the pile of vibrators, dildos, and strap-ons in the center of the room.

"G-g-girls. We can't play with ourselves or the...really good looking toys. B-but do ya think Night would be angry if we did somethin' with each other." Applejack suggested.

The three mares shared glances, each one taking a look at the others red hot, needy cunt.

"Fuck it. I call your horn Rarity." Rainbow said as she slowly crawled over to her unicorn friend.

Sweetie Belle, Applebloom, Scootaloo, and Diamond Tiara all walked together towards the clubhouse. Applebloom and DT were holding hands. The four of them discussed the events at school, with Diamond Tiara occasionally giving them the latest gossip. The little farm pony and the spoiled brat had not let any of their peers know that they were a couple yet, and to keep ponies from finding out they often spent most of the school day away from each other with their own friend groups. This tore up Diamond Tiara, who wanted to spend as much time as she could with the filly she suddenly loved. She was still happy though. Applebloom said she was doing it to make sure DT kept her reputation, which she was thankful for, and it meant Diamond still got to talk to her best friend, Silver Spoon. Applebloom was thankful that the bullying she used to receive daily from Diamond Tiara and Silver Spoon stopped almost immediately after Night Sky hypnotized the rich filly.

Speaking of Night Sky, the four fillies saw him exit their clubhouse with a very big grin on his face. He was wearing a fancy outfit, a black suit and red tie. His horseshoes were polished to a mirror shine as well. He saw the girls, who were waving at him, and teleported over.

"Hello there." He said happily.

"Mr. Sky, you're not leaving are you? I've been in school all day, I really need some release." Scootaloo said.

"Don't worry girls. I left you a surprise inside clubhouse. You'll be getting all the release you need from now on." He winked at them and teleported away in a puff of smoke, leaving the girls at least a few miles away from their clubhouse. The CMCs looked at each other wide-eyed. They were very close friends, and didn't need to share any words to know what was about to happen. Diamond Tiara however, was new to the group and did not know why her friends were staring at each other so intensely. Scootaloo was the first one to make a move, her tiny wings flapped rapidly behind her as she sprinted towards the clubhouse. Sweetie Belle and Applebloom both followed her, running as fast as they could.

"Hey! Wait for me!" Diamond Tiara shouted as she tried to chase after them in her fancy boots, designed for strutting but not running.

The door to the clubhouse swung open and Scootaloo, Applebloom, and Sweetie Belle all collapsed on top of each other. When they all got up and actually looked inside the room, they were shocked. In the center was a threesome between their older sisters. Rainbow Dash was on all fours, thrusting back and forth as she rode Rarity's horn. The unicorn was scissoring with Applejack while her horn was defiled, moaning loudly as she pressed her puffy pony pussy against AJ's. All three full grown mares stopped when they heard Diamond Tiara exclaim "Wow!" They turned their heads towards the open door, allowing the fillies to see that their irises were all bright pink. The mares quickly stumbled off one another, lining up in front of the fillies on their knees.

"Girls! Finally, please come over here and help us!" Rarity exclaimed, now feeling that she was free to play with herself. She furiously rubbed her bright red pussy while staring at the girls with hunger in her eyes. The other two could not form cohesive sentences, instead just muttering "needy" and "fuck" while they too rubbed their needy lips.

The fillies looked at one another with big smiles on their faces. Applebloom turned to Diamond Tiara and with a grin said "Get over there with them."

Diamond nodded and started stripping off her clothes as she walked over to take her place on the end of the line, next to Applejack.

"So how are we gonna do this?" Sweetie Belle asked.

"Well I don't know about you two buuuut," Scootaloo said while slowly walking over to Rainbow Dash, who looked up at the filly with desperation in her eyes. All that was on the mare's mind was cumming. She didn't care what she had to do to achieve an orgasm, she needed to have one and she needed it soon! "I'm starting with Rainbow Dash!" Scootaloo took off her running shorts in the blink of an eye and stood over her lifelong hero with a sense of accomplishment. Rainbow Dash, the fastest pony in Equestria, was going to eat her out and say thank you after she was done. Scootaloo would make sure of it.

The orange filly pulled down her bright blue Wonderbolts panties, tight ones that dug into her skin slightly but snuggled up against her ass perfectly. She strapped the panties over Dash's face, making sure the crotch was right over her nose. Then she spread her tight little pussy lips with her index and middle fingers, giving the professional athlete a good look into her cunny. "Eat me out Dashie!" Scootaloo said. Rainbow Dash dove in, burying her tongue inside Scoots. The little filly moaned loudly, shooting up to the tips of her toes as her idol swirled her skilled tongue around.

Meanwhile, Applebloom had just finished stripping completely naked and was now wearing AJ's favorite hat. "Lay down sis." She told her older sister. Applejack complied and watched as the younger girl stood over her for a second, grinning a very mischievous grin. "Tiara, grab a strap-on from the pile. A big one. And start sucking on it." From the corner of her eye, Applejack could see DT crawl over to the pile of toys in the center of the room. Her attention was drawn back to Applebloom however, as the filly lifted her little hoof and stuck it in AJ's face.

"Start licking." Applebloom demanded. AJ did as she was told and ran her tongue over the warm, tender flesh and cold metal horse shoe. It tasted disgusting, like dirt and her mouth quickly dried out, but Applejack did not dare stop. She was far too desperate for an orgasm to disobey her little sister.

On the opposite end of the room, Sweetie Belle was tormenting Rarity with a vibrator. The mare's hands were pinned underneath her little sister, who would turn up the vibrations until Rarity was a sweaty panting mess on the verge of cumming, then slow the rotor down until it was just barely noticeable. Rarity thrashed about underneath Sweetie, but most of a unicorn's strength came from the flow of their magic, and without her horn that flow was stopped. Rarity was now physically weaker than most pegasi.

"Pleeease Sweetie Belle!" She begged her sister pitifully while thrusting her hips into the air.

"Open your mouth." Sweetie told her. Rarity obeyed, opening her mouth wide and sticking out her tongue. Sweetie grinned and spit into her older sister's open maw. Rarity coughed and thrashed about underneath the filly, who was now giggling.

"Better not spit that out, or else I'll just leave you with the vibrator off." This threat made Rarity stop her violent resistance and stare up at the evil little girl with pleading eyes once again.

"P-please Sweetie. Just one little orgasm. I'll let you use all the gems you want in your arts and crafts if you just let me cum!"

"Hmm, open your mouth and I'll consider it."

Rarity was on the verge of tears. She was always an emotional pony, but the insatiable heat in her nethers was driving the little white mare insane. She opened her mouth slowly and had to watch as Sweetie Belle once again let a big drop of spit fall into her mouth. This time, rather than coughing and trying to spit the disgusting saliva out, Rarity swallowed it like a good girl and smiled at her sister.

"Please..." She begged one final time.

Sweetie smiled and turned up the vibrations all the way, making her sister moan loudly.

The sevensome went on for three hours, with the fillies constantly trying to fuck their older sisters in new ways. Sweetie Belle was the first one to find the second leather belt that Night left on the table, and used it to whip Rarity's soft ass. Her sister yelped in pain each time the black belt hit her ass, marking it with a dark red streak that could be easily seen through her white coat. After each hit Rarity asked for another, until Sweetie shoved a large dragon cock dildo into her mouth. Rarity could only moan loudly around it as she was whipped. The vibrator in her pussy, and the second one that was shoved into her ass at some point were both left on their highest settings, but Rarity found much more pleasure in the painful beating she got from a girl nine years younger than her.

Scootaloo came in Rainbow Dash's mouth, filling it with fillycum. Just like she wanted, Rainbow said thank you before spinning around and raising her ass in the air. She shook it back and forth, pleading with the girl she considered to be a sister to fuck her tight asshole. Scootaloo grabbed one of the dildos, one with a small appendage for sticking in a mare's tightest hole, and rubbed it against Dash's pussy. The cold rubber was quickly covered in the mare juices that Dash was all but spilling on the floor, then Scootaloo violently shoved it down her idols love canal. The smaller phallic object plunged into Rainbow Dash's tight and unprepared asshole. The mare screamed in pain but quickly grew used to it as Scoots pulled the toy back before shoving it in again. Over and over the little orange filly did this, while rubbing the small patch of rainbow colored hair above Dash's pussy. RD pressed her face into Scootaloo's panties, that were discarded on the floor when Scoots pulled them off to make out with Dash.

Applejack was being spit-roasted by Diamond Tiara and Applebloom. The two girls had the biggest strap-ons available and were going at it with gusto. Diamond fucked Applejack's mouth while Applebloom pounded away at the older mare's ass. AJ fingered herself furiously, burying three fingers into her needy cunt. Every few minutes the two fillies would switch, Diamond pulling her now sufficiently lubed dildo out of Applejack's mouth and walking over to ram it into the mare's ass, while Applebloom withdrew the dildo in her sister's ass and made her clean it.

Moans, choking noises, and sloppy smacking sounds filled the air, as well as a thick stench of sweat. The three older mare's were still desperate to cum, but they had no time to inform their dominatrixes of this, and they were certainly not in the proper mindset to even speak. Rarity and Rainbow Dash were only able to mutter thank you through the haze of sex. The fillies on the other hand had all cum multiple times after the first hour, and showed no signs of slowing down.

At one point partners switched. Diamond pulled out of Applejack and walked over to Rarity, who laid on the floor panting loudly. She flipped the mare over onto her stomach and started to slid her strap-on into the unicorn's tight pink asshole. Rarity could only moan as she was pressed into the ground by the much smaller filly.

Sweetie Belle took her belt with her to Applejack, and immediately began smacking the mare's already abused ass with it. AJ sat up like a dog, drooling onto the floor and staring at Sweetie with her eyes only half open.

"Like a dog." Sweetie though. "I like that."

"Bark AJ." Sweetie demanded as she stuck her foot out to rub the orange mare's pussy lips. She wasn't as soft as Rarity, who felt like a marshmallow, but Sweetie still found the farmer's cunt warm and moist.

"Wh-what?" Applejack asked.

"Bark! Like a dog!" The little white unicorn pulled her whip back and smacked just above AJ's vagina, hitting the patch of blonde hair she had. AJ yelped and fell backwards.

"Uh w-woof! Arf! Arf!" She made barking noises while rolling around on the ground, rubbing the bright red patch of skin that Sweetie just hit.

"Good girl. Again!"
Scootaloo brought Rainbow Dash with her to Rarity and DT, as well as a double ended dildo and the final strap-on. Scoots stuck one end of the dildo into Dash's mouth and then lined her up with Rarity. The tired, powerless, and oh so horny unicorn got the idea and opened up her mouth to take the other end of the dildo. Scootaloo walked over to Diamond Tiara and tapped her shoulder. The little earth pony pulled her rubber cock out of Rarity and walked around, leaving Scoots to ram her own toy deep into the unicorn's shaved cunt. Rarity moaned around the false dick in her mouth and took another inch of it down her throat. Rainbow, not to be outdone, slid two inches closer to her friend. A very clear bulge formed in her throat and Rainbow could be heard choking for a few seconds until she calmed down and began breathing through her nose.

Soon the two mares were practically kissing. They each had half the dildo down their throats and as the fillies began to buck at them. They rocked back and forth violently, being forced to let nearly the whole dick out of their mouths one second before choking on the entire thing the next. Rarity had to tilt her head back, fearing she would impale Rainbow with her useless horn. The seven little ponies fucked like animals for three hours until the fillies finally tired out.

They collapsed, one after another. First was Scootaloo, who had Applejack in her lap bouncing up and down on the thick purple strap-on she was wearing. After her final orgasm the little filly fell backwards and Applejack tumbled off her. Next was Diamond Tiara, who had two mares eating her out. Rainbow was latched onto her pussy, licking up all her little filly juices, while Rarity ate out her extremely tight virgin asshole. The unicorn mare probably would have felt humiliated, but three hours of sex with no orgasms had caused any thoughts that were not about marecum to stop. Sweetie Belle, who was suckling on her older sister's tits while a vibrator buzzed away inside her pussy, came next. She collapsed in a heap on the floor, with the vibrator still on inside her. Finally, Applebloom fell over as a powerful orgasm wracked her body. The double ended dildo she had shoved up both her and Rainbow's assholes fell out with a loud pop.

The fillies laid on the ground, content with their orgasms, but the mares were not. They desperately scrambled around, cleaning the sex objects and licking up filly cum. They tried desperately to please the girls who were the only ponies there that could give them release.

"P-p...PLEASE!" Rarity shouted.

"What is it Rarity?" Sweetie asked deliriously. She was barely even conscious.

"NEED TO CUM!!!" The three mares screamed.

"Is that all? Fine, cum for Celestia's sake."

The three of them let out guttural screams of pure pleasure. They squirted out marecum across the room as they shook on the ground. Their bodies locked up and their eyes were wide as all their built up desire was let out in a single instance. The bright pink in their eyes disappeared as the Lover's Root extract finally worked its way out of their system in their cum. The three girls collapsed on the floor trying to catch their breathes as buckets of sweat dripped off of them. The gem encrusted in the ring on Rarity's horn cracked, her magic flowing so strongly in that one instance that it threatened to destroy the very expensive ring, and the belt around Rainbow Dash finally tore off. Her strong wings refused to be contained any longer and ripped the belt in half so that they could fully extend to the side, hitting Applejack in the face, as she experienced one of the most powerful orgasms in her life.

Night opened the door to the clubhouse, walking in with a chipper smile, until the stench from three hours worth of fillyfooling hit him like a sack of bricks.

"Girls, I'm ba- Oh Celestia! It stinks in here!"

Author's Note

Pinkie Pie or Twilight? I realized the order for those two was unimportant. One didn't need to be caught in order to catch the other, so whichever one you guys would like to read first is the one I'll write.