Poke Her? I Hardly Know Her!

by Scygnus

Rating: mature
Tags: Comedy, Main 7 (EqG), Profanity, Random, Discord, Sex, Anthro, My Little Pony: Friendship is Magic, Equestria Girls, Porn, Fetish
Length: 22741

During a sleepover at Sunset's, Dash gets bored and finds a deck of cards Sunset didn't know she had. What happens next is... magical. Their world is truly transformed.

During a sleepover at Sunset's, Dash gets bored and finds a deck of cards Sunset didn't know she had. What happens next is... magical. Their world is truly transformed. As are their bodies. And libidos.

This is a short, somewhat silly, quickie-clopfic to keep me writing a little here and again. The girls play poker, the losers face my Random Transformation Generator, and you pick which of the possible transformations they choose!

Fetishes so far: Transformation (duh,) Futa (Still my jam,) Cum eating, cat dick, minor hypnosis, orgy, analingus, spinach. Growth, excessive cum, lactation, nipple sex, squirting, hand-pussy, prostate milking, inflation, demonic pussy, anthro stuff. Only guarantee is it won't include watersports, scat, and gore. Just about everything else is on the table.

Published 2018-03-25 12:50:06 UTC
Last updated 2018-05-06 11:08:35 UTC

The First Round

"No Dash, we aren't betting money. I know my place is boring, but that's a bit much." Sunset rolled her eyes, shuffling the deck as Rainbow groaned. This would probably be the last sleepover at Sunset's apartment. She had warned them that she didn't have a TV or games, and she wasn't letting anyone on her computer, but they insisted anyway, "We'll just play a few rounds for fun. I didn't even know I had a deck of cards."

"We are sorry darling, we just thought we'd find something to do... next time, we should bring a few games over." Rarity nodded to herself, trying to generously claim Sunset's place wasn't boring enough that they weren't ever doing this again.

"Nah, Rarity, it's fine. I told you we shouldn't. Just take your cards." Sunset scoffed, passing on Rarity's offer.

"She's right Rarity. I thought it would be fun to have a sleepover someplace with no parents, but you guys won't even do Truth or Dare." Rainbow complained, rolling her eyes.

"And you askin' Fluttershy if she fantasized about doin' the herky-jerk with her animals couldn't have anythin' to do with that, could it?" Applejack fired back, glaring, as the mentioned caretaker blushed and hid her entire head in her pajama top.

"Awww! That was super fun! I was gonna dare Dashie to let me put my licker in her-"

"Let's keep it PG-13 please, Pinkie." Twilight piped up, blushing as she picked up her cards. With no betting, the round was quick, as each discarded their cards and drew more.

"Erm, deck has the jokers in, so... Jokers wild, I guess." Sunset declared, tossing her entire hand except, as the others could deduce, a joker.

"Aw yeah! Three of a kind! Read 'em and weep!" Dash declared, throwing down her two threes and joker.

"Psh, all I've got is the joker." Sunset tossed her cards down, indeed having nothing but the joker and low-balls.

Applejack, Fluttershy, and Twilight each dropped pairs, while Pinkie and Rarity had a nine and eight high respectively- Rarity looked disgusted with her cards; any harder a glare might've stripped the wax from them.

"I win, yeah!"

And, set off by Dash's crow of victory, things changed.

"Whoah nelly." Applejack twitched, her hair stretching out five extra inches, causing her to whip her head at the tingling of her scalp.

"Oh gosh! Pinkie squealed, stuffing a hand down her pants to gleefully grasp something unseen.

"Oh my!" Rarity moaned, yes moaned leaning over and panting as two indigo bat wings sprouted from just above her waist, flapping once, gently. Rarity licked her lips, feeling thirsty for something suddenly, though she refused to let herself realize what.

"Goodness." Fluttershy breathed, hunching over the table like Rarity as two feathered wings burst from her back- tearing her pajama top to shreds.

"Um, wow." Twilight exclaimed, eyes wide as she felt her whole body tingle, feeling her arm in curiosity as her body gained the slightest layer of fat- which, she calculated, would put her back in a 'normal' teenaged girl bodymass instead of nerd-who-skips-too-many-meals bodymass.

"Holy!" Sunset could only gasp as her pony ears formed of their own volition, flicking at the various sounds of surprise throughout the room, and flinching as she realized she was hearing from four places at once, her human ears not having left her this time.

There was silence for a moment, excepting Pinkie's almost audible grin.

"Rainbow Dash." Sunset gritted out, "Where did you find this deck of cards again?"

"Erm..."

~~~

"Who even reads those!?" Rainbow complained to the glaring ponygirl holding the instruction card that had been in the pack... a pack with unsettling, almost lovecraftian designs on it. Of course, it had been repeated on the backs of the cards and Sunset hadn't noticed either, so she couldn't fault Dash for that.

"Well, blame isn't going to get us anywhere. Let's see."

Everyone leaned in to look as Sunset began to read.

"To play the game of transformation, you only need the deck, but if you lack the information, you'll surely go to heck."

Sunset's deadpan glare was almost audible.

"That was a terrible rhyme." Rarity muttered, sounding offended.

"Yeah." Fluttershy agreed, "If Miss Zecora had heard it, she'd burn that card, I'm sure."

Sunset flipped the card over.

"Everybody's a critic. Put the card on the table." Sunset looked at the card suspiciously, then flipped it over again. "Or you could play without my help and be stuck like that. Your choice."

"Doesn't that card only have two sides?" Applejack asked, bewildered.

"It's magic. I've seen a spell like it before. If you girls see an excessively fat panda, keep your hands on your wallets." Sunset told them, moving the card over the table, but stopping before putting it down, meeting the eyes of each girl, receiving a nod of readiness from all. With a deep breath, Sunset set the card on the table.

With a rustle, cards flew- some from the room, sliding out of each nook and cranny, some from their pockets, some twisting more obviously through other dimensions only briefly observed, giving everyone but Twilight and Sunset a moment of vertigo and horror. And, of course, the deck they had started playing with flew into the air, joining the impromptu tornado of cardstock. They all cringed, mostly at the deceptively sharp edges flying past their faces, but none were struck. In moments, the tornado focused, funneling the cards into three piles before them, next to a small coffee-can-sized container that hadn't been there a moment before. They all waited, staring, as the top card of the middle deck flipped off and in front of Sunset.

"Well, that's not ominous." Sunset opined, picking up the card.

"Oh don't be such a spoilsport! This is just like that Goonmanji movie! I'm sure the nice evil spirit will put everything back like it was when we're done, right?" Pinkie just grabbed a card off the middle pile, reading it quickly, "You always were my favorite. Except Fluttershy. As for turning things back... that's up to you. But where's the fun in that? Ooh, mysterious!"

Sunset just frowned at Pinkie, but chose not to reprimand her- it hardly worked and this spirit seemed to be on her wavelength anyway. "Play, Poker as you please. Each loss a transformation, the greatest loser two. Winning joker gets a bonus- losing joker is screwed." Sunset scowled at the card, wondering what that meant, only to look up as four chips flew from the can, plonking down in front of Rainbow Dash. Three matched her columbia blue hide, but the other was red and one side and yellow on the other, with, Sunset noted, her cutie mark printed on each side, with the red side's colors in reverse. "I don't like the sound of that."

"Sweet, bonus! But what are they for?" Rainbow asked, picking up one of the blue chips and examining it. Sunset declined the comment, flipping the card.

"Losers, from the transformation deck draw three, pick one to keep, and so it shall be. A joker to win, a special effect, for each different hand, a separate effect. You'll learn as we go, but for three, four, and five, I'll just let you know. Those are transfer tokens, Miss Dash, to take, give, or share the transformations of each, but consider your friend's feelings, you may be a target if rash."

"That was even worse than the first one, Darling." Rarity groaned, while Fluttershy nodded along with her. A card flew from the middle pile to in front of them, this one with two large black X's on it. "Oh dear. Three strikes we're out, I suppose? Fine, we won't criticize your terr- your rhyming again."

"Let's not tease the evil spirit, girls." Sunset told them, then stopped. "Twilight, would you check the door? With this sort of thing, I was just assuming..." Another card flopped in front of her, but Twilight dutifully stood to check the door... and every other egress from the home, while Sunset read the card.

"I thought you'd be more shocked, to find each door quite locked. Nevertheless, don't take me for a fool, not leaving until the game is done is the very first rule. Now the loser (that's you) suffers a similar fate, to the player who beat you, you are assigned to wait. Upon their call you must answer, do one task, one change of their word, before the third round, their will must be heard."

"Um, in Equish?" Rainbow asked, looking befuddled.

"Because Sunset had a joker and lost, she has to do one thing you say, or I think you can also change her a little." Twilight guessed, looking at the deck and receiving no response before she looked back to Dash and nodded.

"Hm..." Dash looked contemplatively at her chips, then at Sunset, who stared back suspiciously. Undeterred, Dash picked up the chip with her friend's mark. "So if I were to, say, give Sunset an extra cup size?" Dash flipped the chip back into the can with a clatter.

Sunset's shirt flipped up, seemingly of its own volition, giving them all a view of her mustard ta-tas as they swelled up to D-cups, straining against her bra, and making the glaring bacon-haired teenager wince.

"Huh. Well-" Dash hurried, "Then I'm gonna use one of these to take it for myself." She flipped a Transfer Chip into the can, her own shirt rolling up as her braless mosquito bites swelled to pancakes. "Sweet! I'm not flat as a board anymore!" A few seconds passed in silence before Dash looked up, "What?"

"Dash being clever... for once... aside, we should keep reading." Ignoring Dash's 'Hey!' she flipped the card. "A clever trick, I'll admit. But as the game goes on, to your urges you'll submit. Ten wins to win, a wish you'll receive, you'll again begin, if you choose to deceive. More rules, there are, but you'll find them in time. We have all of eternity, if you can't make up your mind."

"So..." Twilight started. "We have to play until someone wins ten times, all the losers transforming each time, and if we cheat, our score goes back to zero. But the winner gets a wish at the end so we can all be put back to normal. If we want to." She glanced at Dash, still poking her pancakes, "I assume we can make a complex wish, without having to argue about wording, or include or disinclude our friends' changes as they want?"

"Just so." Read the card that passed itself to her, setting the bookworm to nodding.

"I can deal with this. Hey, it could even be fun! So, what did everyone get, anyway?" Twilight asked, "I seem to have gained a bit of fatty tissue- not much, but I think I'll look less like a beanpole now." A card flipped to her, as seven flipped from the third deck to rest in front of everyone. "Keep those cards, to know what you have, and know that while needn't be skyclad, each transformation you'll show."

"So we don't have to get naked, but we have to show off each change to eachother." Sunset grimaced, "That could get awkward. Well, you can see my ears, Twilight just told us hers, which is subtle enough it probably doesn't count, Rarity and Fluttershy have those wings, Dash is no longer flat... and she still has them out... AJ... I think your hair grew?" Sunset picked up her card, "Oh, it's all on here. I got extra ears. And I can repick if I get them again. Well, that's comforting, four's more than enough."

"Yep, just th' hair." Applejack confirmed, "Five inches."

"Mine says 'Curves for Days.'" Twilight confirmed.

"Eagle wings." Fluttershy nodded.

"Actually, I have two. One is... these are succubus wings, apparently, and I can..." Rarity concentrated, and one wing twisted, forming into a long, sinuous tentacle that reached across the room, retrieving a water bottle and bringing it back to her, "My, how convenient! It says I can do other, more violent things with them as well. Which may be useful."

"Heh, you just need the headwings to be More Again." Dash chuckled, finally letting her shirt down, "Um, Fluttershy? Do you want another top?"

Fluttershy looked down, blushing, at her ruined pajama top, barely keeping her modest.

"I can probably find something to spare." Sunset offered.

"Um, no, it's fine. Something else could tear it too, and I don't think you have anything that'll fit wings."

They all looked at eachother for a moment.

"How many sets of clothes do we have?" Rarity asked, looking worriedly at her negligee, then around at the others.

"Skyclad it is." Sunset declared, "I have blankets if anyone's uncomfortable with letting it all hang out. Not all of us are from habitual nudist societies, I know."

It took a few minutes for some of them to slip out of their pyjamas, but they all did eventually- though Fluttershy let her ruined top sit over her front still. Nobody took Sunset up on her offer of a blanket, considering.

"Wait, what did Pinkie get? Twilight asked, nobody having thought to pay attention to the Pink One during their disrobing.

"Helicopter Helicopter Helicopter!" Pinkie answered, standing there doing that very thing with her new, six inch penis and its three normal-sized testicles.

"D-Darling! Don't... don't..." Rarity was the only one who objected... who could object through her shock, even as her eyes tracked every movement and her mouth watered, her throat feeling parched suddenly despite the drink she had just taken. She'd felt very thirsty since her wings had first sprouted, actually. And if the second card she hadn't mentioned wasn't lying... she wasn't thirsty for water. "Don't waste it." Rarity finished, her voice husky and wanting.

"Huh? Waste wuh!" Pinkie yelped as her feet were swept from underneath her, hands suddenly held together above her head as she was slowly lowered to the ground, Rarity crawling forward predatorily. Her porcelain lips were wrapped around Pinkie's suddenly erect donger before she could even react, sliding to the base easily. By the time the suction began, the soft, perfectly manicured hand holding her triply-occupied sack, Pinkie had begun composing apology letters for every guy she'd giggled at for being a quick shot.

"Mmmmmmmmh!" Rarity moaned as the liquid ambrosia filled her maw, rolling it around even as she swallowed the copious load, expertly moving with Pinkie's thrusting, writhing hips so she could get every last drop. And with a final, satisfied slurp, it was done. More was considered, but she was... satisfied, for now. Pinkie collapsed as she was released, Rarity licking her lips- it must be said- like the cat who got the cream. Until she realized everyone was staring at her, wide-eyed.

"Well, I had two, remember?" She explained, blushing now as she checked her cheeks for excess jizz, glancing back at her twitching snack, "I think I showed it off sufficiently, don't you?"

"Cumivore." Twilight read, having picked up her card while she was... occupied... "You now only need jizz to survive, and may absorb it from your skin or any orifice."

"Snrk, you really are turning into More Again." Dash joked, earning an elbow from Applejack.

"Let's... let's just deal and wait until Pinkie comes to." Sunset sighed, trying not to squirm in her seat. Of course, she noticed everyone else doing the same, so it was likely a futile effort.

~~~

Pinkie eventually got back up, giving Rarity a glace filled with both shock and hunger as she retrieved her cards. Discards were made, cards drawn, and then began the- somewhat trepidatious round as Applejack revealed her hand.

"Two pair, not too shabby."

"Four of a Kind! And I gotta Joker!" Pinkie crowed, laying down a trio of 2s and the offending wildcard. Dash winced, drawing Pinkie's eyes across AJ's lap, the Pink One's grin widening as she realized who was at her mercy.

"All of Jack." Rarity enunciated, laying down her pair. Fluttershy dropped her pair of sixes without a word, looking worried.

"Just a King." Twilight looked hopefully at Sunset.

"Sorry Twi." Sunset laid down her trash hand- that still proudly bore a single Ace.

"Dangit!" Dash cursed, trying to ignore Pinkie's grin and dropped her full house and its wildcard to the table. Four plain pink transfer tokens and one rainbow-bolt marked blue one flipped out of the can to land in front of Pinkie. Another 'talking' card flipped out in front of the winner.

"Now you'll find the third deck's call, draw three cards each and read them all. Pick your poison, don't be afraid, the turn's loser draws again, for her second change made."

"Right, three cards for everybody except Pinkie." Sunset said, drawing her three cards slowly, leaving them facedown while the others drew, each following her lead- Twilight's second three cards came up black instead of white, presumably to denote her second set of choices instead of choosing two of six.

With unsteady hands, they all lifted their fates to their eyes, and chose.

"I'll go first, I guess." Applejack said, looking over her cards with a frown, "Can't we get a little more info on these? They're downright vague."

"I suppose I can, on the next turn, now take your pick, come on, your face will burn." AJ read off, grumbling.

"I suppose I am curious..." AJ muttered, looking at two cards in particular, before finally picking one and setting the other two down. With a quick, embarrassed glance at the eyes on her, she stood up, revealing her petite blonde tuft to the crowd.

"Huh, didn't figure you for a trimmer, AJ." Rainbow observed.

"It gets hot and itchy in the summer." AJ snapped back, before visibly restraining herself and holding up the card, "I figure I'll just say it- I'd like to try a tallywacker, and I'm sorry in advance if the spines hurt. Ugh!" Applejack bent a bit as the flesh above her clit twisted, stretching outward in a slow crawl, like liquid rubber poured into a mold. The shaft stretched out, then flared back as tiny, backswept spines erupted from the head, lining the mushroom cap. AJ only twitched when two average balls dropped into their sack. "Well." She said, looking down, "Ain't that somethin'"

"It sure is!" Pinkie agreed, "It looks funny!"

"Well, Pinkie, it's like a cat's, they keep the tom in the pussy until the job's done." Applejack explained, giving her rod a tentative touch, running her finger over the nubby spines, "I think these are softer than an actual cat's though- shouldn't hurt. I think. Might, uh, feel pretty good." AJ glanced around the table, seeing a few eyes locked on her unique feature. She smirked, knowing she had at least a few takers, as she took her seat, idly rubbing her new dick.

"And how did you know how cat dicks look like, AJ?" Rainbow asked, looking amused.

"Innernet accident!" Applejack clammed up, eyes flicking from side to side- only Rarity noticed Applejack's eyes flicking to Fluttershy and away as the shy girl hid behind her hair, but she was tactful enough to merely raise an eyebrow.

"My turn! Oh wait. Winning's a bit boring, I guess." Pinkie enthused, "And there aren't enough interesting things to use the tokens yet."

"Hm." Pinkie read, "I suppose I should give you a 'get out of jail free' card, oughtn't I? Very well. Take a removal token. One for Rainbow as well."

A gray token with a black R on it flipped out in front of Pinkie, and another before Dash.

"Aw, removal? That's boring." Pinkie complained, but didn't get another card.

"Well, my turn then, I suppose." Rarity said, "I'm curious about a number of these as well... but I think I'll take the 'safe' option for the moment..." Rarity stood, then turned, revealing her bubbly bum to the others, "This one just says 'Swiggity Swooty, they're coming for that booty.'" Rarity waited. Then looked behind her at her butt, which seemed to have changed not at all.

"Well, that's a bit of a letdown." She said, shifting her weight- and something caught her eye. Everyone else was staring at her ass. She shifted again, and took a step, her hips swaying into a strut far more naturally than they should've, despite her self-training in the matter of the eye-catching-walk. Everyone's eyes slid across her bum. She saw Fluttershy lick her lips, almost drooling.

"Or perhaps not." Rarity mused, turning and taking a few steps to one side, then the other, watching everyone follow her cute rear, barely seeming to snap out when it was turned away only to be mesmerized again as soon as it was in sight, "Would you like to worship my beautiful behind, everyone?" They all nodded in sync... except Fluttershy.

"Please sit on my face and let me pleasure your asshole Mistress." Fluttershy husked out, almost breathing on Rarity's alluring rear... and broke everyone out of their trance as all eyes turned to her in shock. It took a moment for Fluttershy to hear her own words, but when she did, she not only hid behind her hair but put her wings in front of her with a "Meep!"

"I, er, might take you up on that, Darling. Later." Rarity sat down, letting her hypnotic rear drop back to the cushion and out of sight. "I believe it's your turn."

"Um, right. I suppose I should, um..." Fluttershy stood, not saying a word as she held up the card she had chosen... and once more, a fleshy shaft was added to the group... but the balls that followed were not content to stay average, dropping into her sack and then swelling thicker and thicker, until they were twice the size of the others around the table, Fluttershy gasping as they swelled.

"Ooooh, big ones!" Pinkie called, "I'll... hm, I'll wait until everyone's got theirs, then I'll ask, Flutterbutter." Pinkie picked up one of the Transfer Tokens and held it, grinning at Fluttershy as she sat back down, blushing to her roots.

"My turn, I guess." Twilight announced, "I decided on, hrm... I think I'll do the less extreme one first... it's called 'A Nose for Musk.'" Twilight crossed her eyes as everyone watched. Nothing visibly happened to her nose, but she sniffed at something for a moment, then looked to be thinking, her powerful brain churning away at the problem. "Sunset, may I see your dominant hand?"

"Um, sure." Sunset let her have it, looking bemused as Twilight sniffed at her fingers.

"Ah-ha! You last masturbated with a silicone toy three and a half hours ago!" Twilight announced, then winced as Sunset turned red and took her hand back somewhat jerkily, checking the position of her amulet, over on her desk. "Sorry sorry! I just... I think I can smell things about sex on someone. And it smells really good too." Twilight finished breathily.

"Hey wait, that was like, right before we got here. You shook my hand with that hand, what the hell!?" Dash announced, only to receive an eyeroll in return as everyone else snickered.

"Moving on! Twilight distracted everyone, "The other one I'm picking just says... 'Dorf!'" And that announcement triggered something immediately obvious as thick indigo facial hair with a pink streak rapidly sprouted from her lips, chin and cheeks. "Whoa whoa whoa!" She said, as though that would stop the growth. It quickly reached halfway to her waist, where it stopped, covering her entire front in scraggly beard and long moustache... to the sound of Rainbow's laughter and not a few snickers elsewhere.

"Why." Sunset stopped herself, determined not to laugh at her friend, "Why did you pick that one?"

"Because dorfs are awesome!" Twilight cried, gripping her new hair with annoyance, "I expected it to make me short and stocky! Can I cut this off, will that work? It's just weird! And itchy!"

Sunset caught the card that flew out, reading.

"Hair growth cards allow a bit of a cheat, cut if off and again you'll be neat."

"Good. Can I borrow some scissors and a razor, Sunset?"

"Sure, Twilight, no problem. Let's just finish the round and I'll help you."

"Fine." Twilight dropped down, grimacing fit for any dwarf.

"My turn then." Sunset started, ignoring the still rolling Rainbow as everyone else paid attention as she stood, turning to face away from them. "I chose one that says 'Quite a tail' in the hopes that-" Sunset leaned forward slightly, showing off her butt to more than a few blushes. A tiny nub sprung from the base of her spine, from which her trademark 'bacon' colored hair quickly poured, soon curling into her proper pony tail. With a squee she lifted it to her front, hugging it joyfully, lost to the world until Twilight's hand reached out to pet it. Sunset blushed as she flounced back to the cushion, looking embarrassed.

"I guess you, uh, really missed that." Twilight murmured, blushing herself, "Can I maybe, uh, brush it for you? After we cut my hair?"

"Sure." Sunset blushed back, hesitantly flopping her tail to the side, over Twilight's lap. The scientist pet it gently, almost reverently, the two of them slowly blushing further at the intimacy, the rest of the room ignored... until Dash snorted in psuedo-disgust.

"Eugh, gimme a break, so mushy. Why don't you two just get a room already?"

Applejack smacked her in the back of the head hard enough she tapped the table, then pretended she'd done nothing.

"Fine! My turn. Okay, so, I'm curious too. This one just says 'Toot-toot.'"

They waited. Nothing happened.

"Show off your guns." Dash read as the spirit finally provided and answer, "Well, don't mind if I do." Rainbow's arms lifted, flexing... only for the middle of her biceps to flop loosely down like spaghetti noodles, while the rest of her arms defied physics to remain in place, "What the hell!?" Another card flipped her way, her arms resuming normal shape as she left the pose to snatch at it.

"Now eat this and try again." Rainbow looked down at the table, where an open can of greens awaited. With a suspicious air, she grabbed it... and then chugged the whole thing, chewing three times before swallowing. Her arms rose almost of their own accord, flexing once more... but this time, her muscles bulked up. And up. And up, muscular bulge on muscular bulge until there were nine layers of bulges, each smaller than the last, reaching a foot above her head.

"The fuck." Dash said, letting her arms fall... then lifting them again. This time, only one oversized bulge of muscle formed on her arms. But it bore a tattoo of two ships, one on each arm, sailing through a rough sea... no figure of speech, they actually moved, sailing along until one took a shot at the other, sinking it, and raced to occupy its place as a chirpy tune played from apparently nowhere. "Wat."

"Think that cartoon may be a bit before your time, Dash." Applejack told her with a smirk, "Ya feel any stronger?"

"Um, well, maybe a little?" Dash picked up the card again, "Oh, here it is. Slight boost for ten minutes. Neat, I guess? This is a weird one."

"Well, at least it doesn't show unless you're showing off." Twilight told her, "You just have to not flex."

"But, but my guns!" Dash whined.

"C'mon Twilight, let's go to the bathroom... I'll grab a trash bag, I think." Sunset said, ignoring Dash and leading Twilight to get her first shaving above the waist.

"Can we have an orgy while you're busy!?" Pinkie yelled.

"Just... don't stain the table too much." Sunset replied, promising herself to find a new table anyway, "Or the rug!" Yep, mooching or ramen noodles next week.

"Okie dokie loki!" Pinkie turned her eyes to Fluttershy, holding up the transfer token, "So, Flutterbutter. Do you wanna cum less, or more?"

"Well, um, I dunno. I've never..." Fluttershy trailed off, only able to handle so much embarrassment.

"We can fix that!" Pinkie slid the cards aside and flopped herself down backwards on the table, face towards Fluttershy, tongue wagging as she opened her mouth wide to offer it.

"In that case, um." Fluttershy shuffled onto her knees, her eager stiffy almost poking Pinkie's nose already, "More."

"Comin' right up! Sharing my extra with Flutters' bonus! Well we're upper upper class, high society~" Pinkie flipped the chip towards the can... only for it to stop, hovering as though confused. Rarity caught the card.

"Those are only supposed to be for one share one way... but as long as it's on the same body part I suppose I'll allow it." The chip dropped in. Fluttershy gasped, her shaft bouncing as her kegels flexed, dropping a third large testicle into her sack, a dollop of pre stretching away from the tip- only to be caught in Pinkie's moaning mouth as her own balls swelled with new size and virility.

"C'mon Flutters! Fuck my face! Oh, AJ! Come give my pussy a try! Rarity! If you stand on the table I think they can take you from both sides!" Pinkie directed before falling back and sucking Fluttershy's tip into her maw, the shy girl needing no other encouragement as she rapidly began to push into Pinkie's mouth and straight down her practiced throat.

"Oh no, Darling, I wouldn't dream of it- I have had time to prepare for what Fluttershy wants, and that would be terribly rude! Oh what now? Don't worry about that, I gave you all a basic 'quality of life' uplift- you'll never need to do that again unless you really want. No need to worry about children for the night either, so go nuts. Oh my. Well. I suppose it would be just as rude to refuse, if that's not a problem. Do tell me if you taste anything unsightly, Fluttershy." Rarity told her, already crawling up on the table as Fluttershy's eyes, that had been rolling back, locked on her ass, her hands shooting forward to yank it to her face and immediately plunging her tongue up Rarity's tight rear.

"Oh my! Such en- enthusiasm!" Rarity huffed, lowering herself a bit for more stability and shoving her butt back in Fluttershy's worshiping face, the caretaker's hips never slowing as they ravaged Pinkie's throat.

"Better get in on this shindig while the gettin's good." Applejack muttered, sliding herself down to Pinkie's offered pussy, lining her spiny shaft up under her three hefty nuts and sliding it in slow... until Pinkie's heels caught her own muscular backside and yanked her in, sinking her deep inside in a single thrust, "Whoanelly!" Applejack gasped, pulling back- she groaned as Pinkie's walls stimulated her nubs, clenching as it was teased in turn, barely able to pull away and thrust again. "Tain't gonna last long, Sugarcube!" Pinkie seemed to have no trouble with that, her heels pulling Applejack in harder every time the cowgirl managed a slight retreat. She tried to say something else, only to have a hand fist in her hair and drag her down to Rarity's pussy, where she gave up talking.

It only took a minute for Fluttershy to give her last hard thrust, sinking her cock into Pinkie's throat and burying her nose in Fluttershy's throbbing, pulsing balls as she unloaded the cum from all three deep into her friend's stomach, hips twitching in pleasurable agony, all the while continuing to give Rarity's wonderful ass the attention it deserved. Applejack's brand new cat-cock didn't last much longer, the swollen head locking the spines in tight enough she could barely move as her more modest balls squirted into Pinkie's clenching pussy. Finally, as Applejack was trying to gently pull loose, Pinkie's heels squeezed her tight, her pussy squeezing even tighter as her own nuts drew up, unattended cock spurting load after load onto her cute belly-button, enhanced balls creating a virtual swamp before they were done.

"Mou." Rarity complained as Applejack fell back away from her pussy, exhausted, "That's quite unfair. But do keep that up, here." Rarity slid her cushion back a bit, "Lay down, Darling." With careful movements, Fluttershy's tongue never left Rarity's rear as they leaned back, letting her worshiper's head lay on her pillow, Rarity's knees hitting the ground to support most of her weight while the rest used Fluttershy's face as a seat. "This will take longer, but it's quite nice. And I am a bit peckish." Rarity grabbed the insensate and drooling Pinkie, turning her until she could lean over and lap the cum from her stomach, savoring her meal slowly. One of her wings twisted down, a dark hand slipping around Fluttershy's undiminished erection, caressing it gently as Rarity enjoyed sexual luxury at its finest.

"But, but, what about me!?" Dash whimpered, one hand strumming her twat furiously, unable to get herself off while so intensely envious.

"Don't worry Dashie. I'm just waiting a few more rounds so we can do something reaaaaal interesting." Pinkie mumbled dreamily, head still hanging over the table as Rarity gave her cummy tummy a tongue bath, grinning in a way that made Dash, as Pinkie would have said, nervoucited.

~~~

"Alright, is everybody ready for the next go?" Sunset asked, her tail freshly brushed and looking much nicer. Twilight, now beardless, was glaring at the cards like they'd betrayed her, but nobody offered an objection- though that might have been because most of them were still blissed out. "Applejack, it's your deal."

"Awright. Hold onto yer hats."

Pinkie dropped her cards on the table as soon as she'd replaced three of them.

"Sixes and nines with double jokers! Woot!"

"I hate to burst your bubble, Darling..." Rarity said, smiling smugly nevertheless as she dropped Aces and queens onto the table.

"Aw darn!" Pinkie's enthusiasm was undiminished, "I guess that means you get to do any perverted thing you want to me then?"

Rarity licked her lips as Fluttershy dropped her ten-high hand on the table with a sigh, followed by a jack from Twilight, a pair of sevens from Sunset, and AJ's ten-high.

They were all disturbed by Dash's chuckle as she smugly laid her cards down, one, at, a time.

"Oh dear." Rarity said, pouting at the flush of clubs.

"That's right! The Dash has won again! I think that means Pinkie owes ME one!"

Before Pinkie could respond- happily- one of the talking cards rose from the deck, spinning and flashing bright red as an annoying WAAAAP WAAAAP WAAAAP noise sounded- the text on the card, easily readable as it grew to a larger size, was "Penalty Round!"

"That can't be good." Twilight observed.

"Indeed it isn't!" The text changed, "Since someone lost a round despite having both Jokers, we have something special for you! Rainbow Dash, you get not one, not two, but FOUR control tokens for Pinkie!" Four pink balloon-bearing chips took their place. "On top of that, the bonus for your own hand! Five male growth tokens! No use for them for you yet, but I'm sure that'll change soon enough!" Five blue chips with a figure eight on one side and a one on the other plonked in front of Rainbow as well, "Now, our winner gets a special prize! Rainbow Dash, you get to pick ALL of the transformations this round! Get to drawing, girls!"

They all looked at each-other... and then to the slowly-grinning Rainbow Dash in horror.

Author's Note

And there you have it! You can find the spreadsheet of the last round's votes Here. I've also answered a few questions to the right of the responses within, if any who asked would like to know.

The next voting document is Here and will be opening for responses in just a few minutes- as soon as I've confirmed this has posted correctly.

I may have to edit it for readability, depending on how the final product looks when it's open. You have to fill out the "Name" field at the top, but all other questions are optional- last survey I got a lot of completely blank answers. I'll still delete it if you didn't enter anything but your name, but this should at least reduce the accidental blanks. Fimfic handle recommended, but whatever you want is fine.

The Third Round

"Alright, ladies, let's see what we've got!" Dash crowed, taking Pinkie's three cards and looking them over. Everyone held their breath. Okay no, they didn't hold their breath, but they were certainly looking to her with anticipation that Dash couldn't help but milk just a little bit. "Hm... I think I'll go with... this one!"

"What is it!?" Pinkie gasped, both out of anticipation and the tingly feeling in her belly, picking up the card to read it. "Extra Room? 'Your belly is extra-accommodating. A properly locked cock can swell you as big as a building!?' Are you gonna get a dick and pump me up until I'm bigger than CHS Dashie!?" Everyone stared... mostly in surprise that Pinkie was so damn excited about it. Except Fluttershy.

"You'd need a pretty big knot to lock it in for that much."

Fluttershy hid in her hair again as everyone slowly turned to look at her. Except Applejack, who was blushing and checking to make sure nobody noticed.

"Right. Fluttershy's tendencies aside..." Dash coughed, "I'll get to the dick later. Next up, Rarity! Fork 'em!"

"Oh dear." Rarity gingerly handed Dash three cards... three cards that had stubbornly remained blank to her eyes, concealing her choices.

"Right, right, let's see... hm, no, you'd probably like the heels one, so we'll go with this!" Rainbow slammed the card down on the table.

"Well, let's see what you've done to me, Rainbow." Rarity picked up the card, blushing a little as her nipples tingled, "Fuckable... Nipples!? Rainbow Dash!" Rarity growled.

"What? Somebody's gotta pick some crazy stuff!" Rainbow defended herself, grinning.

"Ooh ooh! If we put a bunch of cum in Rarity's tits, will they swell up bigger?" Pinkie asked, grinning and lightly stroking at her erection. Raritly glared at her, opening her mouth to assert that no one would be doing anything to her nipples... only to be interrupted by her own moan as a slick yellow finger slid into her right nipple.

"Unf." Fluttershy bit her lip, blushing to her own nipples as she slid her finger in and out of Rarity's milky breast.

"E tu, D-Darling?" Rarity asked, looking to her Spa Buddy with an expressing equally hot and cool.

"S-sorry Rarity." Fluttershy said, but didn't stop for a good ten seconds, pulling her finger from Rarity's now-slightly-gaping nipple and licking it off with every sign of enjoyment even as her blush spread further and her other hand fondled her new, oversized nuts. She gasped when Rarity's hand found her shaft and gently squeezed it, looking up to meet Rarity's warmer gaze and bit lip.

"Fuck after the transformations, girls. I certainly plan to." Rainbow interrupted, smirking as they both started, pulling their hands away from Fluttershy's bits, "Gimme your cards, Shy."

"O-okay." Fluttershy handed them over nervously.

"Hm. Well, I can't be too mean to you, so... I've always thought your attitude needed bigger ones to match, so..." Rainbow put down one card, discarding the other two that matched it and looking to the other three, not paying attention even as Fluttershy's already decent breasts swelled to D-Cups, pushing her tattered pajama top out even further. A distracted fondle of her expanded assets cut Rainbow's next selection out of her attention as she gasped in pleasure. So she was surprised when the skin around the base of her dick folded over and swelled, crawling up her shaft a little but not overtaking her boner. She was distracted by poking at her new sheath by the time Dash was demanded Twilight's picks.

"Hm. Oh, BWAHAHAHAHAHAHAH!" Rainbow cut off, laughing as she looked at one card in particular, dropping back on the floor to bust a gut about whatever she'd read on it.

"I swear, Rainbow Dash, if you're about to do something unpleasant..." Sunset started, growling, but Dash ignored her, flipping the card up on the table as she sat up.

"Pfffft, as though you could hurt me, Shimmer. But seriously, she's such a nerd, how could I not give her a better way to schlick when she's all alone in the lab?"

"I do not-" Twilight started, glaring somewhat stuffily at Rainbow, only to stop as the transformation began, her eyes riveted to the palm of her right hand as it split smoothly down the middle, perpendicular to her fingers, lips thickening out from her flesh and a cute little bud poking out from just next to her thumb. With a deeper blush, she noticed it was quickly dampening- a match for her other pussy. Which was where a pussy should be, instead of in the palm of her hand. She looking over her clit at the others, who were watching curiously, but couldn't see what was so fascinating about her right hand. Which was that it had a pussy.

She was saved from the frying pan of wondering whether she should hide it, give it a lick, or show it off and thrown straight into the fire as Sunset tugged her fingers, pulling her hand over to examine it before Twilight could try to protest.

"What did she-?" Sunset started to ask, only to stop, finding a cute purple pussy someplace it had no business being... both in a hand and right in front of her face. It should be noted that Sunset has poorer impulse control than her fellow nerd.

"Sunset!" Twilight gasped, her tone equally aroused and scandalized as her pussy... well, one of them... received its first ever tongue. Sunset didn't seem to notice, giving her a second lap as her eyes turned a little glassy, then a third, before she slipped her wet oral muscle in and really started at it, making Twilight gasp and shudder, humping her hips into her cushion.

"Yeah, I don't think we're going to get Sunset to stop that, so... gimme her cards, Fluttershy, and lets see if we can't make this more interesting." Rainbow finally said, blushing a bit herself as Sunset went to town on Twilight's new hand-pussy as the nerd tried to focus enough to do anything. "Okay, let's see... hrm, yeah, tempting, but I think we'll go with this one. Hey Twi! You've got a free hand, return the favor already!" Dash grinned as Twilight glanced at her, then down at Sunset's lap, blushing even as she followed the suggested and slipped her free hand between Sunset's legs.

"Oh!" Twilight gasped as her exploratory finger was grasped and pulled into Sunset's wet tightness right up to her palm, her other lips moaning into Twilight's clenching hand-pussy as the ponygirl's own pulled, rubbed, and squeezed at her finger in ways she was pretty sure were impossible... and, she was sure, could drain a cock dry in ten seconds flat.

What is this sensation? The pussy is all over my finger, as if the pussy itself is a living creature! Just like the Bermuda Triangle that swallows the luxury liner, the pussy tries to suck everything inside my body! This must be the Pussy from Hell!(1)

Twilight was distracted from her strangely silly thought as Sunset took inspiration from her, the hand not holding her hand-pussy to Sunset's face sliding into her partner's lap and pushing two fingers deep into her dripping snatch roughly, making the nerd almost fall over as she was penetrated.

"Right, hurrying this up." Dash said, trying to ignore the nerd moans and wet schlorps of vigorous pussy-eating as she grabbed Applejack's cards to finish it, "AJ, um, definitely these two."

"Jeez, Dash, don't overthink it or anythin'" AJ grumped as the changes began, her body expanding slightly all over- but mostly up as she gained a foot in height, now towering over the others. "Okay, I'm taller, what else?" Applejack asked, as impatient as Rainbow to fuck something, her spiny shaft hard as anything, missing the tingling in her nipples among the feel of the air brushing over them.

"This!" Dash told her, leaning over and taking a nipple into her mouth, giving it a hard suck.

"Aaah! Dangit Dash, warn a girl!" AJ complained through her moan as she felt milk being drawn through her nipple, "So I'm leakin' like a momma now? I guess that's alright..." AJ picked up the cards, discarding the height enhancement to see what Dash had given her exactly, "Aw hay. Well, at least it shouldn't be too hard to deal with at just a trickle. Guess it filled 'em up for me. How's the taste, Dash?"

"It tastes..." Dash said, coming up for air for a moment, furrowing her brow, "Like milk. With a hint of apples."

Applejack rolled her eyes, biting her lip as Dash took to her nipple again, drinking deep.

~

Across the table, Pinkie and Fluttershy exchanged glances, then stood up at the same time, turning their eyes- and cocks- towards Rarity and her empty nipples.

"Oh dear. Just, do be gentle, I don't want bruises tomorrow." Rarity said, blushing, as she climbed to her knees and held her breasts up for their use.

"Don't worry, Rares, we'll fuck 'em nice and gentle!" Pinkie assured her, Fluttershy nodding along as she slid her shaft across Rarity's chest, gasping as the fashionista leaned down to give the tip a lick.

"I know you will, Darlings. Up a bit higher, Fluttershy, you'll at least need some spit." Rarity said, opening her mouth and pushing out her tongue in offer. An offer Fluttershy took, lifting her head to Rarity's inviting lips and sliding it in. Rarity let her, not moving until it was at her throat, then clamping her lips down and giving it a hard suck, wrapping her tongue around it skillfully- until Pinkie poked at her left nipple with her already-drooled-on cockhead, forcing her to moan around Fluttershy's shaft and loosen her tongue control, both from surprise, pleasure, and oddness as her nub blossomed open for Pinkie's cock.

"Oh Rarity." Fluttershy cooed, caressing Rarity's face while she sawed gently in and out of her mouth, "You're so beautiful when you're getting fucked." Fluttershy giggled at Rarity's blushing surprise from her profanity, "Let's see how beautiful you look with both tits leaking cum."

"Quiet ones." Rarity muttered as Fluttershy pulled out of her mouth, licking her lips as the shy girl lined up at her right nipple and gently pressed forward, depressing her breast until the head popped gently inside. Pinkie, who had stopped at the same point, grinned at Fluttershy, then motioned her to lead. "Darlings-" Rarity moaned as they gently pressed into her tits, sliding easily inside. She couldn't describe it. She had two hot shafts splitting her breasts as she caressed and hefted them, throbbing gently in a place they had no right to be while she squirmed in her seat. Fluttershy kept them slowly pressing in, gently penetrating her until six hefty balls pressed against her and her breasts compressed against her chest as they pushed as deep as they could.

"I'm sure Twilight would have something to say about physics." Rarity giggled, "C'mon girls, do it."

"Okie Doki Loki!" Pinkie pulled back and thrust forward, quick and hard.

"Oh my!" Rarity gasped, then groaned as Fluttershy tugged her breast out slowly, letting the nipple stretch around her cock as she drew it away, tugging it away from her body until it let go with a lewd pop, gaping slightly but closing quickly, only to quickly be spread again as Fluttershy pushed back in, pressing deep until her balls gave a soft pap as they met Rarity's flesh. Pinkie took this as her signal to really start, pulling halfway out and then pushing back in, her nuts setting up a medium tempo against Rarity's body, fucking her quickly and letting little squeaks. Meanwhile, Fluttershy continued her slow fucking of Rarity's other breast, giving cute little huffs each time she was completely enveloped. Rarity herself merely panted, rolling her breasts in her hands whenever they weren't compressed by the other girls' hips, twisting and rolling her slick impossible holes around their occupants.

"Mfff. Oh goodness." Rarity breathed as she was fucked as she had never been fucked before- literally. She had unfortunately never been able to get off from nipple stimulation, and this seemed to hold true, but she did enjoy a little denial, squirming in place as she was aroused with no outlet.

~

Across the room, Sunset's meal seemed to be coming to a head, her tongue, fingers, and pussy working furiously on Twilight's body. Twilight had mostly given up now, her fingers at the mercy of Sunset's demonic pussy more than the other way around, Sunset's voracious mouth working her hand pussy furiously, and her snatch being thoroughly plundered by Sunset's more experienced fingers. She bit her lip to keep from screaming as Sunset launched a simultaneous attack, pinching one clit and launching a furious suckling on the other, shuddering and shaking as her perception whited out.

Sunset came back to herself- a little- when a squirt of girlcum forced her to close one eye. But she dutifully continued rubbing and lapping at Twilight through her double orgasm, savoring every drop that landed on her tongue as she laved it over the full length of Twilight's hand-pussy. Gently she slowed, as Twilight's twitching gradually came to a stop. Still holding her hand, Sunset let Twilight back to her back gently, pulling her fingers from Twilight's twat... and letting Twilight's own fingers leave hers with a blush, recalling what it had been doing to them.

"Sorry." Twilight managed after a few moments of panting as she returned from Cloud Nine.

"What for?" Sunset asked, confused.

"I don't think you came." Twilight clarified, pushing her glasses up with one half-limp hand- the one without the pussy.

"It's fine, Twilight. Tasting you was plenty for me." Sunset told her with a small giggle, then sobered as Twilight's gaze- Suspicious? Curious? Anticipatory?- met hers.

"Are you attracted to me, Sunset?" Twilight asked bluntly, her lack of social tact and post-orgasm state lending her to total directness.

"You're very attractive, Twilight." Sunset prevaricated with a blush, blinking a drop of Twilight's issue out of her eyelashes and plotting to excuse herself for a towel before Twilight could ask-

"Are you romantically attracted to me, Sunset?" Twilight clarified, still not looking away from her, eyes empty equally of judgement, concern, or desire.

Sunset couldn't hold those eyes, not with Twilight's juices dripping off her face after she virtually tongue-raped her. She nodded. Twilight seemed to ponder for a moment.

"I think, what happens in the game should stay in the game." Twilight interrupted Sunset's downcast expression before it could begin, "But thank you for being honest, and we'll discuss your answer after. At least for the length of the game, we should probably be honest. If you want to fuck me, just ask. Not that I minded you not asking." Twilight finally mustered up a blush through her post-orgasm bliss, "But you get the idea."

"Right." Sunset replied, somewhat tremulously, unsure of her status with her friend but willing to put it aside for now.

~

As long as AJ wasn't going to say anything, Dash wasn't going to say anything. Neither was going to mention how weird it was for Rainbow to be sitting there next to her, contentedly drinking her milk a few drops at a time. How it felt almost maternal to each of them. In spite of Rainbow's hand slowly wanking at Applejack's spiny cock while Applejack gently fingered her.

Dash shuddered around AJ's fingers- for the third time- and gave a light nip to the nipple she was suckling at, when AJ finally moaned and let go, a slow, rolling orgasm that sent cum simply leaking out of her cock and over Dash's hand. She let go of Applejack's milky nipple with a final sip, then looked down at her cummy hand- and barely hesitated in licking it clean.

"Apples." She said, only giving a momentary, minor smirk, quickly leaning up to share it with AJ's lips before she could say something and make it weird.

"Apples." Applejack agreed, blushing fit to paint a barn as Rainbow slid back over to her own cushion with a matching expression.

~

"Come on, Darlings. No need to hold back. Cum in my tits." Rarity encouraged, rolling her breasts as they were fucked. Pinkie had graduated to humping erratically, rapidly fucking Rarity's left breast at jackhammer speeds, only the occasional tap from her balls connecting as she tried not to drive Rarity backwards off of Fluttershy. Fluttershy was barely moving at all, only giving microthrusts as she ground and twisted her hips, buried balls-deep in Rarity's right tit, heavy balls throbbing and churning against her breast as they prepared a load. She could tell they were both right on the edge... so she went for the kill.

"Ohmygoodness!"

"Wowie!"

Four spit-slicked fingers slid into two tight asses and bore directly down on their newly-grown prostates, pressing and rubbing hard as Rarity yanked them both to her chest and held them there as they exploded.

Fluttershy's eyes were rolled sky-high as she shuddered and shook, trying in vain to thrust deeper into Rarity's tight tit as her balls pumped load after load inside, throbbing and aching as more and more cum was milked out by Rarity's invading digits.

Pinkie had managed to keep her eyes under control though, locked on Rarity's pleased expression- 'like the cat who got the cream' indeed- until a particularly hard press forced them to cross as she shot an even bigger spurt into Rarity.

The two stood there for minutes, filling Rarity's tits with cream, the barely-Ds swelling out until they threatened the next letter in the alphabet, the fashionista letting out pleased coos as she was pumped up, her fingers milking out every last drop from her horny paramours. Everyone else having finished, she was more than pleased to have an audience.

"That sure is somethin'" AJ commented, eyes riveted on the scene.

"Yup." Rainbow agreed. The other two refrained from commenting.

After several minutes, the two fell backwards, catching themselves awkwardly as their dicks schlorped out of Rarity's nipples and her fingers left their behinds. Only a few drops of cum dribbled out as they gaped, and they closed in seconds, returning to perky, light-blue nubs.

"Well, I know many girls who wish what they eat would go straight to their breasts, and it seems I've achieved that, doesn't it darlings?" Rarity smirked at them, gently rubbing the nipples of her expanded bosoms, "Though I think this won't last too long." And indeed, as she spoke, her breasts began to visibly shrink, the cum absorbed into her semen-hungry body. "Pity."

"Alright! Next game!" Pinkie crowed, reaching for the deck.

"Hang on Pinkie. I think I need to get some towels... though I don't think I have enough." Sunset grimaced, the cum on her face now drying and sticky. A card flipped up into her hand, and she gave it a wary look as she read, "I suppose it is a bit unreasonable not to have some way to clean off, isn't it? Ah well, Playtesting! Here. Here what?"

In answer, they all splashed down- into a warm pool that hadn't been in the middle of her room before, their rears soon thudding on soft benches surrounding the now taller metal table poking out of the water up to their waists. It wouldn't have fit in the room before either, especially with the good eight feet of pool not contained by benches around the table.

"What the fuck!? I better get my security deposit back after this!" Sunset raged, looking at her new pool in consternation. Pinkie got over her shock first, sliding under the table and swimming out in the open part of the shallow water feature, coming up with a grin.

"Water's fine, girls!"

"Relaaaax Sunbutt Jr. I'll put everything back the way it was or slap some 'nothing to see here' spells on it on the way out." Sunset read, sighing as the others slid into the water and cleaned themselves, "Well, I guess that's alright then. Still, could've warned me."

"I don't think this is actually water. It seems... slippery." Twilight squished some between her fingers.

"It's lube too! Magic lube! The cum's not even floating on top!" Pinkie announced her conclusion, coming up behind Twilight and putting two Slippery hands around her chest, tweaking her cute nipples.

"Pinkie!"

"Girls! Let's play the next round before we start the next orgy, please!" Sunset called them back to the table for the next go. It took some wrangling, but they were all soon sitting around the table, now soaked in the lubricating water-like substance, but clean of sticky sex-juices. It didn't even seem to dry and stick itself, simply wicking off their skin and back into the pool.

"Wait, one second, before we start." Dash said, "I'm gonna use a few tokens."

"Alright, shoot!" Pinkie told her, holding the deck, "Whatcha gonna do to me, Dashie?"

"For now, this." Dash held up one of her pink tokens, then paused, "Um, will she not do something I've ordered her not to even if it's physically possible and not really under her control? Would you like a physical item or just an imperative? Either works." Rainbow read, "Oh, I guess an item then. Pinkie, you gotta wear this cockring and you aren't allowed to cum for three turns!"

"Wha-!" Pinkie started to object, only to squeak as something hard and unyielding squeezed onto the base of her already-erect-once-more donger, jolting her to her feet and showing the intricate metal band locked around her cock to the whole table.

"Dashie! That's not fair!" Pinkie huffed, crossing her arms.

"My token, my rules, Pinkie!" Dash said, "For that matter, I saw this one on the last three cards..." Dash flipped another pink token in, "Now your balls will just grow the more cum you make! Hope you can still stand on your feet next round!" Rainbow laughed, while the others around the table gave her a bit of a stink-eye. Pinkie was tearing up a bit as her nuts started to pulse and grow with the cum they were making.

"I'll do something with the other two next turn. For now- I'm gonna use my two transfer tokens. One, to give me wings." She flipped one into the can, nodding at Fluttershy as her own eagle-wings sprouted, light blue feathers fluffing, "And two, because I wanna get in on all this dick action. With, uh, size bonus, I guess." Dash flipped her other token in, moaning and standing as a blue shaft sprang from her nethers and two large balls dropped into their sack.

"And, eh, I guess these can make it bigger?" She put in one of the male growth tokens she'd gotten without sitting down, only to get a card. "Wider, longer, bigger balls, or more jizz per? Oh, I guess longer for this one-" Her shaft stretched out to seven inches, "Nice. And thicker." She dropped another in, her cock thickening slightly, "Ooh, she'll feel that. Now, since I gave Pinkie what I did last turn, the last three go to making more jizz." She put the remaining three in, groaning as her balls throbbed in place, "Whoof, really horny now. Let's get on with it."

Pinkie pouted as she began to deal, wiggling in her seat as her balls were already crying out for succor. The others stopped glaring at Rainbow's cruelty long enough to pick out their cards and trade for others.

"Three fours." Rarity announced.

"Um, Threes." Fluttershy smiled shyly at Rarity, laying out her almost-identical hand and getting a smile in return.

"Queens. Lots of threes this round." Twilight said, laying out two queens and a joker.

"Pfft. Pair of fives." Sunset countered, dropping her terrible hand on the table.

"Pair of Aces." Dash grumbled, showing off her own joker and it's sad companion.

"Ace high. Meh." Applejack reported.

"Pair of Jacks." Pinkie mumbled, squirming and trying to get comfortable.

"So it's my win, is it?" Twilight asked. Only Sunset detected the small smirk directed Rainbow's way as she drew her cards.

Author's Note

(1)Bonus point for anyone who catches that reference.

Next round is up!

You can find the voting document HERE!

Larger because I feel like some people didn't see it last time. Go vote!

EDIT: Okay, fucked up the voting document a bit. The 'Sensitivity' selection for Sunset will be counted together, since instead of just editing the text and applying the same votes it duped the entry.

The Fourth Round

"Oh my! These are so..." Fluttershy squirms in her seat, blushing. "I guess I'll go with, um, Cumivore, like Rarity." She finally announces, her body tingling for a moment as the unseen change takes place.

"Semen Demon Sisters!" Rarity giggles, using one arm to pull Fluttershy to her side, making her blush more... but not pull away, snuggling up against Rarity and drawing a surprised expression from the fashionista.

"I'll... wait until we're all done to decide what to do with Rainbow." Twilight says, nodding to Sunset, "And my other chips." She licks her lips, glancing at Sunset's lap through the goo.

"Right." Sunset blushes a bit at the attention, looking over her cards with a grimace, "I don't want chest hair, even temporarily, and as much as they get in the way sometimes, I like my girls too much to shrink them, thank you, so I'll have to go with... Arm Sensitivity." Sunset looked down at her limbs as they tingled, wiggling her fingers and holding them up... to no effect. "Huh. I wonder howNNNG!" Sunset grunted as a lavender finger poked her shoulder.

"Fascinating. Let's see..." Twilight poked Sunset's arm again, drawing a gasp, then ran her hand... and her pussy, she noted with a blush... over Sunset's shoulder and the top part of her back, drawing a moan.

"Twi-Twilight." Sunset grunted, managing to look at the blushing egghead with no small heat.

"We need to test this... in a minute." Twilight told her, smiling impishly as she drew her hand-pussy back across Sunset's shoulder one more time and then let it fall to her side as she turned to Rainbow Dash.

"Well, I sure as heck don't want built-in high heels, or moving hair, so... I guess I'll go with this one? It just says 'Oviduct.'" Rainbow said, laying down the card... and then hunching over, face almost on the table as she grasped her stomach, "Sunset, need your bathroom, be right WHOA!" Rainbow's mad scramble out of the tub was arrested by an arm from either side, forcing her to bend over the lip with her ass on display.

"Nope, sugarcube. Pretty sure I know what this one's about, and yer gonna stay and do it so we can watch." Applejack explained with a chuckle.

"Just let it go, Dash." Sunset encouraged her.

"What's the big idea! It's coming out of my butt! You can't... ohsweetmakerwhy!" Rainbow protested, stopping as her gut rippled and clenched, "It's... it's coming out! It's...!"

They all watched as Rainbow's cheeks spread, pressed outwards, finally allowing a smooth white surface to be seen poking from her pucker. Then it spread further, and further, the large egg spreading her wide as she moaned and fought, trying to get away from the tremendous pressure filling her ass as it departed from her body. Finally, it hit the tipping point, sliding quickly out of her abused ass and plopping into the pool, floating gently on the 'water.'

"Wow, Dashie! That sure is a big egg!" Pinkie giggled, reaching over to rub Rainbow's exposed buns, "I can see a little inside you! Oh! There's another one!"

Rainbow didn't need to be told that there was another egg inside of her- anything better than three inches across wedged in your rectum was pretty obvious, and she had to concentrate on pushing it out right away, the fat orb rubbing against her passage with tremendous pressure as it went. With a moan, it pressed out, and out, and then popped free, Fluttershy catching it and setting it next to the other one on the floor outside of the pool. There were more though, and Rainbow gripped the rug as she fought to expel them, her body unwilling to take 'no' for an answer.

The third egg popped out soon after, accompanied by the same clear gel as the other two, eliciting a squeak from Dash as it went. The fourth was right on its heels... but when it had almost fought free, two pink hands pressed her cheeks together and back, forcing them closed and pressing the egg back up into her.

"Noooooo!" She moaned, writhing in place as she struggled to press past the pressure on her posterior, a giggle informing her of who it was that was currently rubbing her cheeks and forcing them closed. Then the pressure was gone, and the egg shot out with force, the squishy surface preventing a shattering strike as it bounced off Pinkie's tit and landed in the pool. But Rainbow wasn't worried about that- she was too busy trembling and shaking, her untouched pussy squirting into the pool as she came, her ass clenching at air and begging for more.

"So. Mah turn now, I think." AJ said, retaking her seat, leaving the still-cumming athlete to her orgasm. Sunset let her go as well, and everyone except Rainbow was back in place shortly. "I seem to keep losin' these... well, this time, I'm going with 'Hooves' and 'Brahmin Milk' whatever the heck that means."

AJ stood up, looking about... and found a fashion runway thrust out into the water that hadn't been there a moment ago. Rolling her eyes at Rarity's excited squee, she exited the pool, stepping out on normal feet and starting down the runway... barely stumbling as she felt herself rise onto her toes, nails and ankles twisting as her feet reshaped themselves, lifting her into two equine hooves, with a light coat of orange fur covering her ankles in a slightly more vibrant color than her skin. When she turned, cocking one hip to show off her muscular buns- to a few catcalls from everyone but Dash- the lights dimmed. (Sunset looked up in consternation at the spirit modifying her apartment so much. Her lights had two settings- off and bland white.) Candles lit around the room, giving it a more intimate feeling, but none quite outshone Applejack's glowing breasts, swelling slightly as they refilled with milk and then some.

"Shiny!" Pinkie cheered, "I wonder if your milk would go good in a cake?"

With a chuckle, Applejack slid off the runway and back onto the bench next to Pinkie, offering a nipple with two fingers, the now mildly glowing milk leaking out a little before Pinkie latched her lips around it, taking a deep draw.

"Mmmmmmmmmmwah!" Pinkie separated with a smack, ignoring AJ's moan as she licked her lips, then went for seconds from the other tit. "You're delicious, Applejack! I definitely need to make some cake with this!" Pinkie gave AJ's no-longer-visibly-glowing right breast a parting lick and she picked up her cards.

"Hmmmmmmmmm!" Pinkie hummed, looking at her cards right side up, upside down, and sideways, before glancing up at Sunset, "Hey Sunny! There are dragons on the other side of the mirror, right?"

"Um, yes?" Sunset answered, confused.

"Good! I'll go with Streeeeeetch! then!" Pinkie declares. At the tingle, she giggles, standing up and bending over the runway lip, revealing three testicles now swollen to the size of baseballs with backed up cum and thrusting her plush buns at the others. She reached back, sliding a finger into her butt with some difficulty, "Ooh! I'm so much tighter there now! But I should be able to..." Pinkie dug in more fingers, stretching her ring... and then pulling it open, stretching it a few inches before huffing, unable to pull it further.

"Oh. So, I guess you can take more now? I've seen dragons bigger than that." Sunset said, with a slightly scoffing tone.

"You have?" Twilight asked, adjusting her glasses with interest, making Sunset blush and turn away.

"I think I can get it to go a lot wider, but it takes more force!" Pinkie explained, pulling her fingers out... and letting her hole close up in less than a second, back to a tight pink star, "But even for little ones it should be super-tight! I'm definitely visiting Equestria to test if what the card said about full-grown dragons is true!" Pinkie spun, sitting back down and looking to the last person to change this turn.

"Well..." Rarity bit her lip, looking around as though being judged, then set down her card and stood up, climbing onto the runway- but instead of walking, she knelt, spreading her knees and exposing her pretty pussy and immaculately groomed bush to the audience. "I've been tempted by your wild ways, and have chosen to grow... an ovipositor."

Rarity gasped, the others watching with rapt awe as two testicles popped out from her body and dropped into the rapidly-formed sack. The flesh above them warped and twisted as a long, fleshy tube extended from it, looking all the world like a normal cock... until the head split open into three 'leaves,' revealing the passage inside, wiggling as they sought a tight womb to impregnate, Rarity moaning and giving the air a mini-thrust at their eagerness.

"Oh dear, I think..." Rarity grunted, letting one hand come up to grasp at her belly, the reason soon obvious as it swelled slightly, "I think I'm already full of eggs and I need someone to lay them in, right now!"

"Dibs!" Applejack called, jumping from her seat and bending over the lip of the pool, presenting her ass to them and looking eagerly over her shoulder at Rarity. Everyone, even Rarity and the slowly-recovering Rainbow Dash, looked at her in surprise. "Wut? I got fetishes."

"Of course, Darling." Rarity finally said, sliding off the runway, giving a slight shiver as her balls were dunked into the slick liquid, "But... turn over. I want to watch your belly fill up." Rarity told her, motioning her to turn and rubbing her own slightly-swollen egg-sack.

"That does sound mighty fine, Rares." Applejack answered, turning herself over and hooking her knees with her elbows, one hand reaching down to pull her own balls up to reveal her tight, wet pussy, spiny erection pulsing and hard already. "Go on now. Put 'em in."

"Don't mind if I do, darling. Fluttershy, dear? I know you're hungry, why don't you come over and ensure Applejack doesn't make a mess of herself."

"Eep! Um, sure, Rarity." Fluttershy required no encouragement, leaning over to wrap her lips around AJ's cockhead, giving it a light suck and taking over the holding of her balls, fondling them gently as Applejack took a better grip of her legs, moaning and throwing her head back as Fluttershy suckled.

"Mmmmmmh Darling... I'm going to fill you up so much!" Rarity giggled, stepping forward and pressing her head against AJ's pussy, rubbing it up and down... and then letting her 'leaves' open and then close on Applejack's clit, rubbing it gently. Rarity giggled at the farmer's moans, pulling back and letting her clit spring free against the pressure, head sealing up once more as she pressed it against AJ's slick opening. "Ready?"

"Oh-OH!" Instead of waiting for AJ to finish, Rarity had slid herself in, quickly but gently pressing the entire six inches as deep as it would go in one smooth motion, sending AJ to gargling a moan. "Haaagh!"

~

Meanwhile, Twilight shook herself out of her voyeuristic reverie, glancing over as Dash retook her seat, blushing and squirming a bit as her ass twitched with aftershocks, glancing shyly at the drying eggs she had laid.

"Rainbow." Twilight said, getting her attention, along with Pinkie and Sunset's, off the spectacle of AJ's faux-impregnation, "You were rather mean to Pinkie, so I'm going to do three things." She held up two Transfer Tokens, "I'm taking your length. And I'm taking your girth." Twilight flipped each into the can as she spoke, only faltering slightly as a lavender dong and balls sprouted from her nethers, to Sunset's immediate interest. A brush of fingers against her thigh, quickly withdrawn with a squeak, was ignored with difficulty and a slight blush as Twilight lifted her Control Token with Dash's mark on it.

"And as an imperative, you are not allowed to cum until the game is over... except with Pinkie Pie's explicit permission." Twilight flipped the chip into the can as Rainbow cried out.

"You can't do that! That's cheating!" Dash grabbed her dick- yes, it was smaller now, and Twilight's was proportionately larger.

"I just did." Twilight shot back, "Pinkie, I know you have to use your Control Token this turn- may I recommend something for what you're going to make her do in three turns when you let her cum again?"

"Ooooh! I have so many ideas! But... I think I'll use these..." Pinkie held up two of her own three transfer tokens, "To give Dash my cumbelly, so I can swell her up with how much she's backed me up." One token dropped, "And the other, to fill her balls up as much as mine will be." The other fell, Rainbow grimacing as her belly and balls tingled, now able to hold enough cum to fill the pool- or more. "And for the Control... I'll use the other Transfer too. And give Dashie a fat doggie knot- before I take it for myself!"

"Awwwwww." Dash whined as a fat bulb swelled at the base of her shaft, and then shrunk away, reappearing on Pinkie's dancing doggy donger.

"Now, Dashie, if you want to cum even after I do, you gotta do what I say! Bend over the edge, so I can pump you, pump you, pump you up!" Pinkie giggled. With a resigned sigh, Rainbow bent herself over the lip again, squeaking cutely as Pinkie did just that, pumping first into her pussy and then her ass, slapping the thick knot against her one slow thrust at a time, pendulous nuts swelling slowly with unreleased cum as she teased them both.

"Well, that's done. Now-" Twilight was interrupted by a pair of yellow tits in her face and a hand on her dick. She looked up at Sunset as her extradimensional friend moaned from having her hand around a cock, but neither the pleasure nor Twilight's attempts at questions slowed her down as she sat, guiding Twilight's shaft into her twisting, grasping, powerful pussy. And then Twilight was having trouble thinking at all.

~

"What- what's happening, Rarity? You're... tugging on me." Applejack asked, shivering and wriggling, but not letting go of her knees, fully presented to Rarity's view- except her dick, being softly sucked.

"Just hold still darling." Rarity admonished her, "I need to get deeper if you're to be bred properly." She grunted as the 'leaves' on her tip sprayed Applejack's insides with their special mix, modifying her entrance for incubation, sensitizing and relaxing it as they tugged her womb closer. Rarity didn't even need to move, simply keeping herself pressed as deep as possible, her alien phallus doing all the work. Applejack's nuts fell back, impacting her pelvis, and she looked down, noting Fluttershy had let them go- she only had a second to wonder why, as a yellow hand gently grasped her own fertile nuts, rolling them gently.

"Wait- wait- bred!?" Applejack panted, squeezing down on her shaft as it pulled itself deeper, "Those- thos're infertile right? The spirit said we ain't gettin' pregnant, right?"

"You sound conflicted, Applejack. Could it be that you want to get pregnant?" Rarity asked, giving a slow grind, gasping as her tip reached something more solid for a moment and her dick redoubled its efforts, "I can choose, with these, before I lay them. Do you want me to knock you up, Applejack? To make you a proper... broodmare?" Rarity ran one hand up and over her hoof, patting the fur and seeking out the soft spots, exploring it gently. Applejack was silent for a moment, though the way her pussy squeezed and pulsed around her was answer enough for Rarity.

"N-no!" Applejack finally answered, "I'm still in high school! I cain't be preggers yet!"

"Hmhmhm. Well, that's a dishonest answer! Such a surprise from you." Rarity tsked, "Fortunately, it's not up to you. Oh! Here I come, darling!" Rarity gave a mini-thrust as her shaft opened, pressing right up against Applejacks cervix, leaves spread around it... and they sprayed, filling the area around Applejack's final gate with their arousing, body-altering liquid. New nerves grew, and her passage relaxed, spreading open- ready for anything.

"What- what are you doing to me, Rarity." Applejack clenched again, squeezing down, "You can't make me pregnant! I ain't... I'm too..." Fluttershy moaned around her shaft as her eyes rolled back, cumming into her hungrily suckling mouth while Rarity shivered, not quite in the same state, but not far from it.

"Just opening you up, dear. Now the real fun begins." Rarity licked her lips, pulling back slightly- the leaves of her dick closed, squeezing down into as small of a point as they could. With only her second gentle thrust, Rarity pressed back in, right to the back- and right through Applejack's cervix, the now sensitive sphincter spreading easily around Rarity's alien cockhead.

"No, no!" Applejack cried, shivering as she came again, Fluttershy sucking up her issue with gusto, left hand sliding up and down her shaft as she suckled Applejack and fondled Rarity's churning sack. "That's... that's not supposed to work like that!" Applejack cried as the leaves of Rarity's head spread open inside of her womb, spraying again and filling her innermost garden, "I ain't suppose to be able to feel that!"

"Mmmmh, oh darling. You should know by now that tonight, anything is possible." Rarity chuckled darkly, giving her shaft a little tug, watching Applejack choke on the sensation before relenting, "Now hold still. In just a minute, your womb will be more sensitive than your clit, and we can really get to work." She snorted in slight amusement as she stood there, balls-deep and locked into Applejack's innermost, glancing at the farmer's hands- which had never moved from her knees, holding her open and vulnerable to Rarity's breeding.

"Nonononono-" Applejack chanted, now able to feel the spray against her insides, making her sensitive and ready for Rarity's fertile eggs. She couldn't do anything but lie there and be bred, knocked up, filled with-

"Mmmmmh!" Fluttershy mumbled as Applejack came in her mouth for a third time, letting it fill her mouth without swallowing this time. Rarity stood above her, serene, hardly giving off a sign she was violating her friend in the most thorough manner possible, only slightly blushing and panting as she was massaged by Applejack's orgasm. With a satisfied mumble, Fluttershy pulled herself off Applejack's spiny head, standing and leaning towards Rarity- she blushed a bit, but parted her lips, showing Rarity her offering. The dominant fashionista chuckled a bit, leaning forward to kiss her, stealing her mouthful and then sending some of it back, trading cum on their tongues a little at a time until it was all gone.

"We simply have to share a cock sometime, Fluttershy. It should be quite fun." Rarity told her when they finally pulled away. Fluttershy blushed, but nodded, leaning back down to claim Applejack's continued erection.

"Hmmm." Rarity flexed her head, tugging on Applejack's womb- and smiled at the moan thus produced, "Feels like you're just about ready, darling. I hope you've got enough room for all of them." Rarity chuckled again- and let go.

The first egg started sliding down her ovipositor, the entire length rippling to pass it along in a smooth wave, from Rarity's egg-sack to Applejack's womb, pushing and pulling, pushing and pulling. Applejack could only pant and moan as she was tugged and penetrated rhythmically, the leaves of Rarity's head squirming and rubbing against her sensitive garden, leaking even more of their sensitizing brew, now coming in spurts as it was pushed out by the contractions.

"Oh, Applejack!" Rarity moaned, grinding her hips in time with her ovipositor, falling forward from her grip on Applejack's thighs to hold herself up on either side, pressing Fluttershy's head between them. The egg's passage felt heavenly- and now it was finally about to depart, swelling the base of her shaft and pressing against Applejack's clit. Rarity caught her orgasmic moan with her own lips, mashing their tongues together as they came together when the egg passed from one body to the other. A rush of cum pressed it faster, filling Rarity's shaft and pressuring it out, squeezing through Applejack's folds quickly, spreading her wider with its passage. And then it pressed against her cervix, open, but still far tighter than the rest of her. Rarity released her lips, still panting, dousing Fluttershy's fingers that had taken the initiative and climbed to her clenching pussy when Applejack filled her mouth again.

"This is it. I'm going to breed you Applejack. Make you my broodmare." Rarity growled, shoving her hips harder against Applejacks as her ovipositor rippled faster, pressing harder on the egg to force it through- another load of cum followed it as Rarity moaned with a second orgasm, pushing it, pushing it... just enough. The egg passed through, spreading AJ's body impossibly wide as three inches of tough egg forced its way inside, seeming to fill her womb entirely, pushing up against her sensitive insides even as they filled with the steaming cum that had been behind it. It was far, far too much.

"GREAT GALLOPIN' HORNY TOADS!"

Pinkie, still trading slow thrusts between Rainbow's holes, was the only one to start giggling wildly- the others were too distracted.

Rarity held on, barely, as Applejack bucked and squirmed beneath her, quaking with orgasm after orgasm as the egg pressed at her inner garden, Fluttershy humming between them as she chugged AJ's loads. She could feel another egg coming, sliding easier than the first through her stretched passage, the third already dropping out of her sack behind it, her belly back to looking normal now. It pressed on, passing to AJ and rubbing her clit hard on its way by, setting off another orgasm as it went, the farmer bucking continuously, eyes rolling back in her head as she was bred. The second egg slid through her cervix with only slight difficulty, but stopped halfway, stymied by the lack of room, forcing Rarity's ovipositor to push against it, to force it in, stretching AJ's womb open and then dousing it with another load of her cum, her own orgasms separated but steady as she pushed her eggs out into their new home.

The third egg took even longer, nudging through Applejack's final gate and then having to force its way in. Rarity managed to pull herself up, to watch as it was forced in, Applejack's stomach swelling just slightly as she was overfilled. With an act of will, Rarity forced herself to stop, to seal the sack before the last egg could drop, contenting herself with feeling her balls draw up as she packed Applejack's womb with more of her fertile seed, filling it to bursting, none of it able to escape around her locked ovipositor.

Rarity slowly tugged, forcing her cock to close, letting it slip gently out of Applejack's womb. With a slight press, the leaves opened again, pressing her hole against the open gate, gripping it, and pulling it back closed, so that only the barest trickle of cum could escape her swollen babymaker.

"Goodness. That was incredible, darling. You truly are a talented broodmare. Now-" Rarity was interrupted by a tongue, Fluttershy sharing her last mouthful with Rarity once more, "Mmmm, thank you, Fluttershy. But I had another request. Those eggs will accept fertilization from multiple sources, so, would you mind filling Applejack some more? I'm thinking I'll get our other friends to do it too, so they'll have six different fathers. Won't that be grand, darling? You'll be everyone's broodmare!" Rarity smiled down at Applejack, the farmer barely coming down from her orgasms.

"Sure, Rarity." Fluttershy agreed, stepping into Rarity place and lining herself up.

"Uh, wai-" Applejack slurred, not at all sure about this- but Fluttershy ignored her, pushing in deeply and beginning the same slow, grinding thrusts she had used on Rarity's breast, setting Applejack's oversensitive pussy off again immediately... and finally breaking her hold on her legs, falling limp as she was fucked stupid again.

"Thank you dear. I've a present for you as well!" Rarity said cheerily, "If you'll bend just slightly...? Good, good darling. You see... I saved one for you!"

"Oh Rarity!" Fluttershy moaned as Rarity's apple-scented ovipositor thrust deep into her pussy, their hips moving in time as Rarity prepared to impregnate her shy friend with her last egg.

~

"S-Sunset!" Twilight cried, wrapping her arms around Sunset's middle as her cock was engulfed, devoured by her friend's writhing pussy. It pushed and pulled, squeezed and suckled, twisted and corkscrewed, all without Sunset so much as wiggling her hips. In short, it was far, far too much for the virgin dick of a only-slightly-less-virgin nerd.

"Yes, Twilight?" Sunset asked innocently, gently wrapping her sensitive hands around Twilight's neck, "Wasn't this what you- Oh, haha!" Sunset laughed a bit as she felt Twilight's cock twitching and jerking, teeth grit as she unloaded for the first time deep in Sunset's pussy, all seven inches pulled, suckled, and rubbed, pulling deeper, literally milking Twilight's cock dry as soon as the premature ejaculation came to Sunset's attention.

"S-Sorry." Twilight managed to grit out as the last of her load was drawn into Sunset's voracious cunt, squirming in her seat as the motions slowed, gently caressing her shaft.

"It's fine, Twi." Sunset continued to give her that damnable smirk, "I should've expected it- besides, the others are all still busy-" She spared a glance at Applejack's impregnation and Pinkie and Dash's slowly swelling balls, "-and these-" Sunset gave a twist of her hips and a simultaneous twist of her pussy turnwards, drawing a gasp from Twilight's lips and a twitch from the other pair of lips on her back, "Don't seem to have a refractory period, so we can keep going as long as you want. Or rather, as long as I want!"

"Yes Ma'am." Twilight answered, then tensed, glancing up at Sunset's eyes... and watching the slight shock be replaced with amused intrigue, her smirk growing into a wicked grin.

"That's how it is, hm? Well then, Miss Sparkle, I do believe it's time for your oral exam." Sunset pulled one hand free of Twilight's neck, taking care to continue the gentle, encouraging massage down below as she set up the scene, "To assure proper diction, I will be monitoring the use of your tongue. You may use your own syllabic order." Sunset told her, pushing two fingers against her lips, slightly twitching her hips at the pleasure of even that kiss. Twilight hesitated for a moment, gulping, then let her lips slide apart, inviting Sunset's fingertips over them, setting the redhead to moaning as she pattered them with her words.

"Yes, Miss Sunset." Twilight let her own shyly impish smile out as a particular joke came to mind, "This is a little number we call 'Swinging the Alphabet.'"

Twilight didn't start quickly- she kissed each fingertip individually, giving them a light suckle up to the first knuckle before moving onto the next. She slowly slid her head forward, taking them into her mouth, reveling in the moan from her teacher and the twitch of her hips, talented twat tendons faltering, their movements momentarily erratic. She closed her lips around the second knuckle, tugging them back into a position more comfortable for her neck, giving each a gentle lave with her slick muscle... before she began to sing.

"Twi-Twilight! What the hell!" Sunset shook, not from pleasure as much as amusement at the silly song, trying not to laugh and moan at the same time, consequently wreaking havoc on her manipulation of Twilight's dick. Not to say her tongue didn't feel good, sliding over and around her fingers, bringing, she suspected, sensations similar to those Fluttershy was providing Applejack at the moment, but the silly song was keeping her from concentrating on the pleasure. By the time she got to D, Sunset couldn't help but start giggling, bouncing as her body convulsed in something other than pleasure. Twilight seemed determined to keep it up, as well, clamping her teeth down gently if Sunset seemed about to withdraw her fingers, which pushed the feeling away from amusement to pleasure long enough for her to lose concentration on trying to free them.

Then Twilight went for the kill, pulling Sunset's other hand free and around to between them, grabbing out two fingers and sliding them right into her hand-pussy.

"Twi-Twi-" Sunset groaned, still shaking with giggles as she was pleasured three ways, unable to keep control when Twilight started bouncing her hips, fucking Sunset's spasming, uncontrolled, neglected pussy with immediate gusto. Her traitorous hands wouldn't leave their tight, warm holes, Twilight now moving her free hand to brace herself to fuck up into Sunset while her fingers continued to slide in and out of her other hand unprompted, the two being treated to musical delight now twitching and sliding around her mouth. The giggles wouldn't stop, either, even as pleasure raced up one arm, and then the other- closely followed by her pussy. She forced herself to choke down the barking laugh she wanted to let loose as she came three ways, leaning forward and clamping her teeth roughly onto Twilight's neck, panting out her giggles into the purple flesh. She could feel Twilight's moan more than she could hear it as her pussy went into overdrive, instinctively sliding into the rough milking motion it had used in reaction to Twilight's first orgasm, sucking the second straight out of her balls as she came on the heels of Sunset's own triple.

She managed to pull her fingers free as they slumped, content, but didn't let go of Twilight's neck, licking gently at the bite mark as the last of Twilight's cum was drawn into her snatch.

"A Plus. Perfect score. With extra credit." Sunset mumbled into Twilight's neck, drawing a confused look- and then a giggle.

"Of course. I am a perfect student." Twilight's told her, with faux-haughtiness.

"I'll be looking forward to your performance on future exams then." Sunset grinned, drawing back and putting their foreheads together, just gazing into Twilight's eyes as they rested- even though Twilight was still hard and buried deep in Sunset's pussy, which was doing its best to keep it that way.

~

"I know we agree to this shindig, but you crossed the line, Rarity." Applejack told her angrily as they all finally recovered and sat back at the table... though the nerd duo had separated only reluctantly and Pinkie and Dash were both having to sit funny, their basketball-sized gonads unable to fit on the bench.

"Why, whatever do you mean, Darling?" Rarity only smirked back, causing the cowgirl to fume harder.

"You gettin' me knocked up, that's what I mean!"

"You didn't seem to mind when we were doing it." Rarity said slyly, "As a matter of fact, I was under the impression that you rather enjoyed being thoroughly impregnated against your will."

"Consarn it Rarity!" Applejack shouted, slamming her hands against the table, "That's asides the point! We're still in high school! I'm gonna be a high school mamma! Granny's gonna disown me!"

"Um, Rarity?" The shyest girl interrupted.

"Yes, Fluttershy?" Rarity, still entirely unperturbed, turned to answer her.

"I know you enjoy making Applejack act all Drama Queen like you normally do, but it's probably time to tell her you were lying."

"...Wut." Was AJ's eloquent response, the rest of the table watching on with interest.

"Oh, I just wondered where her eye for falsehood went all of a sudden and was wondering if I would have to explain that it was all a fantasy or if she would catch on and realize I would never impregnate her without her permission." Rarity turned to AJ, "The eggs can be fertile and accept multiple sources of fertilization, produce small tentacle creatures- it didn't give me any details on that- or be entirely infertile but edible. They should grow to about twice the size they started out and be laid at around twenty-four hours after implantation. The tentacle eggs take a week but don't get any bigger, while a fertilized egg will take the normal amount and grow to the normal size. Happy, darling?"

"Uh..." Applejack winced, "Sorry for doubtin' ya Rares. You're just such a good actress sometimes."

"Oh darling, you'll make me blush!"

"Can we just go already, while I can still walk?" Dash asked irritably, gesturing at the deck.

"Certainly, Darling." Rarity took up the deck and dealt.

"King High." Fluttershy pouted.

"Three eights, with a Joker." Twilight announced, looking pleased.

"Pair of Aces." Sunset shrugged.

"Aw man, not again. Three sixes. With Joker." Dash complained, looking at Twilight with annoyance.

"Hah! Got yer Jokers beat! Three tens, Au Naturale!" AJ crowed, laying down her cards.

"But what's the question?" Twilight asked. Everyone looked at her funny while she smiled at them... and they decided it was better not to ask.

"Just some nines." Pinkie said.

"Kings and Eights." Rarity declared, "I do believe Applejack has won the round, then." Six Transfer tokens flipped out to land in front of Applejack as the others started drawing their cards.

"For beating the both jokers, you get their prizes. Huh. Well, s'pose I'll find a use."

Author's Note

Right, new chapter up! Few things before the voting document.

A reminder that all votes were recorded Here. It's a bit messy, I know.

Second, a quick strawpoll... I'm getting a lot of people blank voting or even double-voting just so they can check the results. This is annoying, for me, to have to delete them so frequently, right after I get excited that I've got more legitimate votes. So I'm considering requiring a Google sign-in to vote so you can check the results whenever after you've voted. I imagine most people have an account these days, and if not, it's hardly difficult to get one. Still, it might tick off some people, so I'm putting it to a vote before I implement it- tell me whether you would or wouldn't still be voting if I required sign-in, or if you'd prefer it to be so so you can check the results and see what's winning whenever.

You can find that Here.

On a sadder note, there won't be a chapter next week- I'm taking a trip with the family over the weekend, and I'm not confident I'll have time to write.

And finally, you can find the next voting doc, still sign-in-less, HERE!

The Fifth Round

AN: Warnings for slight Asphyxiation fetish and mild pseudo-sounding.

"Um." Fluttershy said, looking at her two sets of cards, "That's a... unique one."

"What is it, Shy?" Rainbow asked, fidgeting.

"Nature's Wrath. It would let me absorb lightning and, uh, I think make animals grow to Godzilla size with it? Because of my amulet?" Fluttershy looked as baffled as the rest of the table.

"I think the spirit just has an... odd... sense of humor." Sunset finally concluded, "Are you actually going to...?"

"Um, I don't think so, no." Fluttershy said after a moment, taking two of the cards after only a moment's thought and climbing onto the stage, "I have two this round, so... the first I picked is called 'Pretzel' and it makes me more flexible." There was no visible change, though Fluttershy shivered a bit as the transformation altered her bones, joints, and muscles. "I guess I could..." She sat down, took one foot... and put it behind her head with no visible discomfort. And then the other.

"Well, that's quite interesting, Darling." Rarity said after a moment, biting her lip slightly.

"Hey Shy, can you suck your own dick?" Rainbow asked, getting a slight glare from Rarity for her indelicacy.

"Um, I think so." Fluttershy pushed her head down using her ankles, not straining in the slightest... and took her own cock into her mouth, mumbling a moan as she easily slid half of it in. The table was silent as she gave it a few suckles, going deeper and deeper until she hilted, groaning around her own shaft for only a moment before pulling back, sliding off her own spit-slicked cock. "As a matter of fact, I think I can-" Fluttershy lapped at her dick as she twisted her arms around and outside the cage of her legs, grabbing her pert buttcheeks and pulling, spreading them wide as she pulled herself further into a ball, running her tongue down her cock as she went. It only took a few seconds to get to her balls, where she suckled one, pulling it into her mouth with slight difficulty.

"Oh my." Fluttershy commented, blushing furiously as she released the spit-slathered nut with a pop- and pulled herself down further, pulling her body up slightly so her balls fell against her to reveal her pussy and immediately putting her tongue to it with another moan. There were dry mouths all around- and not a few hands moving under the lubewater- as she gently ate herself out. With a slurp, she eventually moved on, sliding her tongue down even further, pressing it deep into her asshole and giving the whole thing a lewd kiss- before looking up. Intent, glassy eyes met twelve others, watching her debase herself in an impossible and impossibly filthy form of masturbation- and her eyes rolled back, sphincter clenching as she forced her tongue as deep as it could go. She could feel their eyes on her, see their arms moving as they masturbated to her lewd show- and she could feel the wetness on her chin and neck as her pussy and cock spurted and shot, set off by autoanalingus and exhibitionistic pleasure, her wings quivering in the air behind her.

When she came down, she hadn't unrolled- indeed, her tongue was still in her ass. With a slick noise, she pulled it free and smiled shyly at her breathless, blushing audience over her slippery, slightly-gaping anus.

"Whew." At least half the room commented, than glanced at each-other somewhat sheepishly. Fluttershy carefully unrolled herself, standing on shaky legs as she took the other card.

"I'm sorry for taking so long everyone. I'll make sure this one doesn't. The second I picked was called 'Snek Style' and it turns my hair into snakes? Or tentacles?" Fluttershy announced. Her head rocked back with a grunt as the weight on it suddenly increased, her long pink waterfall of hair rapidly clumping and twisting together- with a slight tingle in her neck, she felt the strength to pull her head forward easily again, grunting a bit as a billion extra nerves lit up, all streaming from her scalp as the ends of her hair flexed- and rose. Most only lifted a few inches, teasing at the air- but two rose further, sliding up on either side of her head... and hissing softly in her ears.

"Oh, um, hello to you as well! I guess you're, um, my hair now?" Fluttershy said, a bit startled but listening intently, "Do I, um, need to do anything? What do you eat?" A quiet 'oh my!' as they answered revealed their answer to the room at large that couldn't understand snakes.

"Fluttershy?" Twilight asked, "May I take my turn?"

"Oh, um, yes, I'm sorry. We can talk sitting down." Fluttershy slipped back into her seat, her hair not seeming bothered by being submerged, even when one of the snake heads let itself fall back down.

"Right. I don't need to get up for this. And I know what it's probably supposed to be for, but..." Twilight paused, smiling a bit nervously, "I'd just really like to stop accidentally choking on my toothbrush. So I went with 'Perfect Gag.'"

"Sensible." Sunset nodded, then smirked, "Though I would enjoy seeing it put to use as intended."

"Heh. Well, if you join the Penis Club, I'd be more than happy to demonstrate." Twilight flirted back with a blush... before opening her mouth wide, teeth rolled over her lips, tongue out in invitation even as they tingled with the subtle change.

"...Not an option this time, but that's definitely a tempting offer." It was Sunset's turn to blush, before looking to her cards, "As is... well..."

"Whassa matter, Sunset?" Applejack was the first to ask as their fiery-maned leader trailed off with a lost expression.

"I got... wings as an option." Sunset sighed, "I know I told myself I wanted to earn them, if I ever could, if I even deserve-" She cut herself off, "But this is so, soooo tempting."

"Sunset." Twilight said, after meeting the eyes of all her other friends, reaching out to lift Sunset's to her own with a firm grip on her chin, "I think I speak for all of us when I say- it's a very noble thing that you want to earn your pony godhood." Twilight couldn't keep a slight amused tone out of her voice, receiving a similarly slight eyeroll in response, "But you've saved us and many others, many times. You even saved two worlds from me. As far as we're concerned, you've earned it, no matter what your crazy pony magic thinks." Twilight paused, biting her lip as her heart raced at the sight of Sunset's quiet, embarrassed smile, "...But this isn't that. This'll just give you some wings. If you want to fly, I think you've more than earned that, at least, even by your own skewed accounting."

"...Thanks." Sunset finally said, smiling now, looking around at the agreement reflected in every eye, and back to Twilight, who nodded and let her go, "And, I reserve the right to change my mind, but... I think I'll leave that one for now." Sunset climbed up on the stage, "This time, I'm getting my hooves back." She held up the card... and wobbled as her legs started to shift, forcing her up on her toes as her heels rose, keratin sprouting quickly from her tips as mustard fur only slightly darker than her skin spread down from her thighs and across her ass. She managed to keep herself upright as the change finished, taking a few careful steps... and then more confident ones, walking back and forth on the runway. The room was silent as she finished with a strut, a swish of her tail revealing the slightest peek of her pussy as she turned, looking over her shoulder sultrily and putting her ass on its best teasing display as she stopped.

"So, like what you see?"

"We certainly do, Darling." Rarity said, licking her lips as Sunset twitched her tail in a tantalizing tease, "But I'm also certain we would've noticed that tattoo earlier. Wherever did it come from?" It only took Sunset one curious second to look down.

"EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

Twilight's glasses shattered in their frames.

~

"Again, I am so sorry." Sunset apologized- again- as Twilight tried her glasses back on after the spirit quit laughing and fixed them.

"No, no, it's fine. No harm done. You were just excited to have your Cutie Mark back- you told me about those and I totally understand." Twilight assured her, "I think he even adjusted my prescription a bit better."

"Cutie what now?"

~

After everyone finished giving their own buttocks a wondering look, Dash stood up and tried to climb out- only to be stymied by her own now beach-ball-sized nuts.

"Fine! You can see from here anyway." Dash angrily took her chosen card, opening her mouth-

"Huh. Did anyone else just notice that the elevation of the floor and depth of the lubricant water seems to rise and fall as most convenient without us noticing?" Twilight asked, looking around.

"I guess it does, yeah-" Sunset agreed, then screwed her eyes shut as everyone else yelped and did the same, "Don't DO that! Euclidean Geometry and the human eye do NOT mix!" She ignored the card that flipped out, flipping it off- it was probably just giggling- as soon as she opened her eyes and saw that everyone was sitting at similar heights and the water was not at nine different elevations simultaneously.

"I pick tentacle dick!" Dash shouted, glaring at the nerds for interrupting when her nuts were aching and groaning with unreleased cum, closing in on the point where she wouldn't even be able to stand. As stated, her dick- stretched out, gaining three extra inches even as it twisted, twitching with sealed arousal even as it became entirely prehensile. "There! Now go, Pinkie, so we can get to the next turn and cum!"

"Huhuhuhuh." Applejack chuckled huskily, "One moment, Pinkie Pie. I was debatin' what to do with this-" She held up the blue control token, making Dash gulp, "And I thought about not bein' mean, or just waitin', but Rainbow just had to go and give me idears."

"Nononono, please Applejack, don't make it worse." Rainbow pleaded.

"Oh no, nothin' like that, Sugarcube. I just thought, guys always say those things have a mind of their own- well, now yours does too. Literally." Applejack flipped the chip into the cup.

"What!? What does that- whoa whoa whoa!" Rainbow yelped as her dick moved without her input, slithering up against her breastbone and poking at a nipple- she glared at it when it drooped disappointedly, "What're you trying to say!?" It ignored her, sliding down to poke at the top of her swollen sack- then slithered around to the edge, poking past it, making her shudder as her nuts churned, filling in reaction to the tight flesh between her sack and thigh. She felt it poke her outer lips- and then whimpered as it tried to push farther, straining against its own length- and failed to get anywhere, stymied by her overfull balls. With an almost sour twist, it pulled itself free and hung limp and depressed at its lack of pussy.

"Aww, poor thing." Fluttershy said, drawing every eye but Pinkie's to her and making her blush.

"...I. Need. Cake!" Pinkie said, "We've got two new people and they need their first birthdays!"

The laughter took at least some of the tension out of the air.

"Just pick, Pinkie." Applejack shook her head, still chuckling a bit at her prank, "One more turn and you can let go."

"Oh yeah! Well, I picked the Frosting Option!" Pinkie shivered as the change to her skin washed over her, "You can't see it, but cum on my skin makes me really really really sensitive! It says I can cum just from bukkake! We gotta get it all over me next turn! But now, I need cupcakes!" Pinkie leapt from the pool and rushed into Sunset's... bathroom. They all looked at Sunset, who shrugged, just as confused- and even more so when Pinkie emerged with two candle-adorned cupcakes.

"Does- does anyone want to, er, do anything this time?" Sunset asked, "Other than throw a party for Rainbow's dick and Fluttershy's hair."

"You guys go ahead, we'll just have a nice party!" Pinkie told them, sitting the cupcakes on the runway and sitting Rainbow on a high chair facing them at waist level while sitting Fluttershy on a lower one facing away, both looking more bemused than annoyed.

"If I could take my turn-" Rarity started, just giving Sunset an understanding smile as she apologized for forgetting Rarity hadn't gone yet, "I'd say that while I was terribly tempted by 'Unnatural Beauty' I do believe I am quite beautiful enough- and that didn't go so well for Galadriel, so- thus I decided to follow Twilight's lead and get Perfect Gag. I was thinking Applejack might like to give me a nice, punishing throat-swabbing for what I did last round, fucking my mouth until I'm all messy and covered in spit, my makeup ruined and my face an absolute mess." Rarity said, giving the farmer a sly smile.

"Well, uh-" Applejack coughed, "I think that sounds mighty nice, Rares, but I was gonna ask Twilight and Sunset for any ideas on what I should do with this." She held up Twilight's control token.

"Quite fine, dear. We can discuss our options after that."

"Well then." Applejack stood up and moved over, sliding between the nerd duo and putting an arm around each, the purple token in hand, "I was thinkin' I didn't have anything in particular I wanted to do to Twilight, nor anything I thought she wouldn't do with me if'n I asked polite-like. So, any-Gah!" Applejack gasped as Twilight decided to take a nipple in her mouth and suck, drawing the glowing juice from her left breast, "-suggestions?"

"Let me think." Sunset told her, then leaned down to follow Twilight's lead- their hands met around Applejack's cock at the same time, and they traded an amused twinkle at the twitching cowgirl over the simultaneous inspiration.

"Hm. Perhaps Sunset would like a little taste of home?" Rarity suggested, watching them enviously as she fingered her pussy with one hand and a nipple with the other, gasping as she slid them into the orifice she had momentarily forgotten was there, "A nice- mmh- a nice fat flare and a medial ring?"

"Well, well now. I can't say I ain't never looked. Whatcha think, Sunset? Care for some horsecock?"

"Mmm-hmm!" Sunset confirmed around her mouthful, noting to herself that it was a little smaller than when she started due to the drainoff, "Muah! That sounds pretty nice, yeah. Though..." Sunset looked over at where Pinkie was singing something for the tentacles, then at Twilight and AJ's packages, smirking as an idea came to her, "Say, what do you two think about maybe picking up something a little more... exotic?"

"Well- guh-" Applejack paused as Sunset took her meal back, "That depends on what you had in mind, sugarcube."

"You're delicious AJ." Sunset commented, watching the farmgirl blush- then paused before continuing, watching Rarity lean over and take her nipple, giving it a long pull. Lips sealed, she gave a sound of olfactory pleasure before straightening and sharing it, passing the mouthful of milk between them so AJ could sample her own issue.

"Well, I was thinking-" Sunset continued when Rarity had pulled away, both of them smirking at the blushing cowgirl, "What if you used one of the Transfer Tokens to copy Pinkie's knot." Sunset's hand fisted around AJ's base, mimicking a knot, "Used the Control Token to give Twilight a ring and flare." Her hand traced the shapes around AJ's dick with its fingertips, lightly teasing, "And then used another one to share the knot, flare, and spines across?"

"Well, that's, uh." AJ stammered, looking down at her spiny shaft and trying to imagine that- and not really managing, "That's a bit on the weird side, sugarcube. I ain't so sure."

"C'mon AJ." Sunset said, leaning up to whisper huskily in AJ's ear, "Just imagine thrusting yourself all the way into a tight pussy, your flare and spines stimulating it all the way as you fuck it, then cumming, pushing yourself all the way in, shoving your flare through her womb before it grows and locks you in, while your knot swells and makes escape impossible, pumping load after load after load of hot, virile cum into your tight... fertile... broodmare."

"Uh- ugh, shit-" AJ grunted, pumping her hips- only for her premature, fantasy-brought orgasm to grind to a halt as a manicured finger pressed tight against her base, shaking as the orgasm was halted in its tracks by Rarity's practiced finger, "Dammit... Rarity!"

"Oh, did I do something wrong, Darling? I merely wanted the thickest possible load right in my stomach. You can't blame me for that, can you?" Rarity fluttered her eyelashes, not removing her finger as AJ's orgasm died and left her unsatisfied, "Best hurry and do as Sunset suggests- or we might have to delay it for next round, with you sitting there all blue-balled, and that would just be terrible!"

Applejack growled at Rarity, not a little madness in her eyes, as she reached for her chips- six of the seven.

"Horsecock." Twilight grunted as her shaft shifted, a thick ring sprouting in the middle while the head mushroomed out into a proper flare, the whole thing gaining slightly in length and girth in the process, "Knot me." AJ didn't falter as her knot grew around her base, ignoring the others as they gasped at the spines that covered it, turning 'hard to remove' to 'impossible to take out.' "Sharing." Two chips went into the pot as AJ gained a ring, flare, and extra size while Twilight groaned as her own knot and spines formed- the spines looking much more intimidating on the larger head, with more lining the medial ring.

"Oh my, it's absolutely... beastly..." Rarity said, literally drooling and already reaching for it. AJ growled more, but flicked her eyes at Sunset for a second and took three of her remaining four chips.

"And three so Sunset can join the Penis Club, with her own suggestions."

"Wha-ugh!" Sunset exclaimed, then hunched as her own mutant frankenpenis sprouted suddenly, spreading her legs as her balls dropped into their sack.

"Now, get on the table, on yer backs. Both of ya. Mouths open." Applejack demanded, standing up, her cock rising from the lubewater like a very perverse Loch Ness Monster.

"Oh- Oh my." Rarity started to stand- then stopped, shuddering for a moment as she came without any assistance at all. One muscled arm took her shoulder and began pushing her onto the table anyway. "Wait one- one moment. Need to... prepare." AJ growled, but gave her a moment, "If you want to ruin me properly." Rarity clarified, still shaking as she reached out of the pool and grabbed her purse, almost fumbling her cosmetics as she motioned Twilight over.

"Thanks AJ." Sunset said, standing as well and rubbing at her new shaft, "This is nice."

"It'll be nicer inside Twilight's throat sugarcube, promise." AJ glanced over, "Ya ain't moanin' soon as you touch something?"

"Not anymore. They're still sensitive and jerking off feels way better than it should, but I think it was just the new nerves making them oversensitive." Sunset answered, looking at her free hand and flexing it a bit, then reaching over to give AJ a helping hand while they waited on their throatpussies to be ready.

~

"Go on, eat up!" Pinkie encouraged them, grinning eagerly at her unusual party guests.

Fluttershy, having convinced Pinkie to let her turn around since her long hair could easily come to the front, watched with some amusement as her two snake-headed tentacles nibbled the cupcake delicately, hissing slight enjoyment and twisting about to share a piece or two with her. She tried not to get too distracted by the feel of her own tongue, almost as pleasant as it had been on her cock.

Rainbow was still sitting above the water though, watching with as much confusion as her dick seemed to be experiencing. It looked from the cupcake. Well, it pointed itself at the cupcake. Then to Pinkie's grin. Then back to the cupcake. After perhaps a dozen switches, it seemed to come to a conclusion... and dove directly into the pastry's center before rolling itself about, quickly tearing the cupcake apart and leaving itself covered in icing and bits of cake.

"Really?" Dash sighed, rolling her eyes as Pinkie giggled.

"Aw, Mr. Tentacle Penis! You're all dirty! I'll get you clean!"

"WaitPinkienooooooo~!" Dash wailed as her balls churned and grew some more, huffing and whining as she tried to cum and couldn't while Pinkie sucked and licked at her flavored treat.

~

"What's the point of this again?"

"It's all about presentation, Darling. When Sunset pulls out, dribbling cum over your face, covered in messy lipstick, spit, and mascara, she'll be instantly hard again! I guarantee it!" Rarity almost cheered, carefully reapplying her own makeup before pulling Twilight's only-slightly-protesting face over to give her the same treatment.

"Anytime, Rarity." AJ called, sounding a bit impatient- not that she wasn't enjoying sharing a handy with Sunset.

"Coming, Darling! Or I shall be soon, at least!" Rarity tittered, dabbing the last bit of magenta lipstick onto Twilight, checking her own ice-blue lips in a hand-mirror, and then- well, she would've skipped over, but they were underwater, so she settled for a sultry strut.

Twilight just sloshed, foregoing Rarity's showy poledancer's climb to simply roll over onto the hard metal- she spared a glance at the table, which was deforming under her weight kinda like Shiny's old waterbed, and about as... well, not soft, but hardly the uncomfortable surface she expected. She shared a sigh and an eyeroll with Sunset before letting herself roll back, head hung off the table and staring at the underside of Sunset's monstrous shaft and balls. With a jolt, she remembered one of her very first transformations, gasping at the smell that tickled her nostrils.

The brand new frankencock already had a light tinge of sweat, but most of the scent was composed of pheromones, Sunset's musk pressing against her as she pushed closer, rubbing her first drop of precum right against Twilight's lips. Twilight could smell a lot from that pre- she knew Sunset's balls were full of cum that had never been released, she knew it was shockingly fertile, enough to knock her up in one go if magic birth control wasn't a thing. She could even smell Sunset's pussy at this distance, which had been used many times, most lately by herself- there was even some of her cum still packed inside.

But what she knew most of all was that she wanted Sunset's balls planted against her nose, and she wanted it right fucking now!

Sunset watched Twilight with some concern as her eyes glossed over and she began taking deep breaths through her nose, panting as her shaft twitched for no discernible reason.

"Uh, are you okay Twilight?" Sunset asked, pulling her tip back from Twilight's lips- only to find herself shoved forward with surprising strength as Twilight took a firm grip on her ass and pulled. She was forced so far forward before she got a grip on the table that her balls impacted Twilight's face, burying her nose right in the crux of the shaft. She could only watch in disbelief as Twilight's cock twitched, her balls drawing tight as she came, body barely twitching as it simply drooled out in slow pulses, filling her cute purple belly button before spreading into a white lake across her stomach.

"Did... did you just cum from being tea-bagged?" Sunset asked, pulling herself up but unable to retract her dick, nails digging into her buttcheeks as she tried.

"Nose for Musk." Twilight managed to mumble into her shaft, lapping at it upside down, "Now quit being a pansy and fuck my throat."

"Now, Applejack, be a dear and-GLUK!"

They both looked over, even Twilight blinking in slight shock as Applejack interrupted Rarity by shoving her entire fat monster cock into Rarity's unprepared gullet.

"Ya got better uses for that thang right now." Applejack taunted, snorting like a bull before pulling her dick back with some difficulty, even Rarity's welcoming throat having trouble letting the spiny, flared monstrosity go. When the flare finally popped free of Rarity's throat, Applejack let her have one breath before forcing herself back in, shoving deep, one hand reaching down to caress the unrealistically large bulge in the fashionista's throat in appreciation as she hilted it again.

Rarity didn't seem to have a problem with this, if her encouraging grip on Applejack's ass was any indication. Her grip faltered when AJ's caressing hand slid to her nipple and pushed two fingers in, her head twisting slightly as she moaned around her slowly-receding mouthful, but she held on, tugging Applejack to increase her pace.

"Yeah. Like that." Twilight said, planting her nose back in Sunset's sack as the farmer and the fashionista began to set their rhythm.

"Well... Okay." Sunset replied, somewhere between aroused and bewildered, though it leaned toward the former when Twilight let her pull back and rest her flare on her friend's already-smeared lipstick again. Twilight opened her mouth, tongue pressed out as far as it could go in offering. Sunset slid forward slowly, biting her lip as Twilight's lips closed around her shaft- and squeaking as two fingers shoved themselves roughly into her asshole, spurring her hips forward and consequently forcing her cock deep into Twilight's throat.

"Twi-light!" Sunset moaned as the nerdy girl's throat convulsed around her in a false gag, spreading saliva and giving her medial ring a tight rub. She could hear shallow pants from Twilight's nose- nothing was getting to her lungs, but she was forcing air in and out, taking in the musky scent of Sunset's balls, her tongue lapping and rubbing at the throbbing knot of Sunset's cock as it began to swell. The fingers curled, grabbing her sphincter and pulling her back, her fat schlong schlorping lewdly out of Twilight's throat, barbs tugging against every inch as it was forcefully dragged free.

Twilight licked around the head once as she panted, teasing the barbs, feeling them flex with Sunset's heartbeat, as she straightened her fingers to pull them out for another shove- but it seemed Sunset had finally gotten the message. Or perhaps lost control, forcing her shaft back into Twilight's throat hard and fast, devilishly musky balls slapping into her face, smearing her with their scent and splashing in her tears, then pulling away again as Twilight rolled her throat muscles, giving the cock the best throatfuck it had ever had- nevermind that it was the only one.

"FuckfuckfuckfuckFUCK!" Sunset chanted above her, forcing her meat back in, slamming her balls against Twilight's nose and pausing to enjoy the massage again. Twilight took the opportunity to get a grip again, sliding her fingers back into Sunset's ass, musing at how weird the puffy donut-shaped hole felt as she twisted them around, making Sunset groan and shudder as she... yesssss, there it was. She could already feel the flare spreading her throat, the knot growing in her mouth- and her lungs crying out for air. But she persevered, and dug her fingers directly into Sunset's virgin prostate.

"Ah-AHHHHHHH!" Sunset moaned, yanking herself out of Twilight's throat, pressing her throbbing rear G-spot hard into Twilight's fingers- and then thrusting forward again, slamming her balls into Twilight's face. But this time she didn't stop, pounding Twilight's magenta-smeared lips, quickly spreading their color over Sunset's cock and Twilight's face, forcing her eyes to tear up and ruin the mascara, sending it running all over her forehead with her tears and saliva. Twilight moaned around Sunset's ravaging shaft even as darkness crept around the edges of her vision, her own shaft iron-hard, legs spread so her super-sensitive pussy could be stimulated by the mere breeze- and they both seemed to feel better and better as her need for air increased.

Twilight dug her fingers in hard, sucking and twisting her throat as best she could, stimulating every bit of Sunset's cock, encouraging her to orgasm as soon as possible. Then, finally, Sunset's knot slid through her lips- and refused to come out. Sunset didn't notice, simply switching to a shorter, faster humping motion, her spiny flare and ring scraping at Twilight's magically expert throat, trapped as the entire shaft swelled. Twilight's free hand slid down to her balls, movement slow and weak as her body begged for oxygen, and she felt them draw up, their first prodigious load readying itself for launch. She could imagine she felt the heat traveling through Sunset's dick, shooting down her throat and then spurting right into her stomach- where she definitely felt the hot jizz filling her up. One spurt, two- and then her own orgasm hit, but there wasn't any air left- the last bit escaped her throat as she came, her eyes sliding shut.

Sunset gasped as the spray splashed onto her face, Twilight's thick cum forcing her to close her rolling eyes and open her panting mouth further, the delicious tang on her tongue demanding more as she desperately humped Twilight's throat through her orgasm. She shivered, her balls unclenching as her last shot was pumped out into Twilight's tummy, carefully opening her eyes- and eagerly closing her mouth to savor her treat.

"Gosh, Twilight, that was..." Sunset panted, smirking a bit at Twilight's still-leaking shaft. Then frowning. Something was- Twilight's hand slipped out of her clenching anus, flopping out and laying limply off the table. It only took a second. "Shit, Twi!" Sunset tugged her shaft, then stopped, her knot trapped behind Twilight's teeth. Gently, she pried Twilight's mouth open, checking her range of movement- she was only a centimeter at max swelling. Sunset growled at her new shaft, cursing it as she tried to ease Twilight's jaw apart just enough that she could slide out, even if her teeth scraped Sunset's very sensitive flesh.

"Gah!" Sunset gasped, as Twilight's jaw broke off in her hands! "Nononono, Twi-" A worried squeal was halted- Twilight's jaw popped right back into place, now on the other side of her knot- it had, she quickly calculated, merely unhinged, which was very interesting but it wasn't making Twilight any more conscious! She, with some difficulty, pulled the rest of herself out, spines and flare making it quite a task, until she forced the head to bend (it must be said, with no little bit of pain,) and came entirely free.

"Please please please be okay!" She chanted, putting her ear to Twilight's mouth- and feeling the breeze as she breathed, letting a sigh of relief escape her- and then a flinch as Twilight coughed herself awake right into Sunset's ear. "You're awake! Are you alright? Do you need anything? Does it hurt anywhere? Can you feel your toes? I'm so sorry Twilight I'll never do it-"

Her tirade was interrupted, two purple hands clumsily grabbing her pony ears and yanking her down- right into Twilight's kiss. Sunset couldn't help but savor it, her crush's aggressive tongue pressing into hers while her face shared in Twilight's messy condition. They separated with a gasp only seconds later, both panting- though Twilight moreso, with good reason.

"That... was incredible." Twilight puffed out, "And you are totally choking me out again. I felt myself cumming in my dreams and it was amazing."

"No!" Sunset gasped, "That's dangerous! I'm not risking hurting you like that again!" Twilight rolled her eyes.

"Spirit, how long was I from actual Dain Bramage? Kidding!" Twilight quickly assured Sunset as her wonderful bacon-haired assaulter gave her the most horrified expression. "About thirty minutes. Unless you get gills, you'll still choke out at the normal time, but I did slightly enhance your oxygen capacity. Hm, that's actually pretty fascinating. I wonder how you did it." Another card lifted partway off, "Unless the answer is just magic, *snort snort* anyway." The card almost sullenly fell back.

"So you were fine the whole time?" Sunset asked. Twilight nodded, looking smug. Until Sunset pinched her tit. "Don't scare me like that, nerd!"

"Jeez, sorry." Twilight grumbled, rubbing her abused breast, "Does my makeup at least look okay?"

"It might've, if I'd seen it when I wasn't worried sick about you." Sunset admitted. Then, with bit lip, blushing, "And next time it's my turn to choke on you."

Twilight just smirked as she slid back into the pool to clean off her messy face. Then yanked Sunset's feet out from under her because she was pretty dirty too.

~

Rarity, oh she of better-breathing-control, was still conscious, still being vigorously throat-swabbed, and still having the time of her life.

"Gol-dang Rarity, who knew you were such a filthy slut?" Applejack asked, rhetorically, as she continued slamming her balls into Rarity's face, the soft 'pap pap pap' accompanied by the far lewder wet schlorping of a thick monster cock fucking her accommodating throat and utterly ruining it. "Oh, hey Shy. Go ahead, not like she'll object, even if we send it to the whole school. That's a great idea, in fact, let's do it!"

Rarity's eyes went wide, then slid sideways- yes, there was Fluttershy, smiling shyly as she took pictures with Rarity's own phone. Impishly, she turned it around, giving Rarity a good look at her puffed cheeks, wild, red-rimmed eyes, splattered makeup, spit-covered forehead and her wet, tangled hair. And Fluttershy's finger hovering over the 'send to all' button.

She barely turned the phone back around in time as Rarity's eyes rolled back, snapping another shot as the fashionista came- she knew they wouldn't ruin her reputation like that, make her the Facefucking Slut of the whole school until all the boys expected her to put her back over their desk for their turn... but she carefully forgot about that while she came from the humiliation it would bring. Applejack gasped, her spiny, knotted, half-flared monstrosity suddenly being sucked in and held by Rarity's maw, roughly milking her as her ovipositor drooled on her belly and her pussy clenched and begged for something to fill it.

But Applejack persevered, forcing herself not to cum yet- and, with difficulty, pulled back out, re-establishing the rhythm as Rarity came back to herself.

"Fuckin' Apples Rarity! You got such a great slutty throat!" Applejack gasped out, glancing curiously as Fluttershy stood back up and climbed onto the table.

Rarity gasped and almost lost her breathing rhythm, barely recovering it as Fluttershy ran a hand down her ovipositor. What was she...?

"Whoa, careful!" Applejack called, and Rarity drew her teeth away from Applejack's rod, almost having nipped it when Fluttershy pressed to head of her cock to Rarity's own open-leafed head. Was... was Fluttershy going to fuck her ovipositor? Rarity wasn't sure how to feel about that- what little part of her could still think while being brutally throatfucked, anyway. But her opinion firmed as Fluttershy gently slid herself in, letting the alien shaft work its muscles to pull her in further, slowly, a little at a time. Rarity moaned anew around Applejack's shaft as she was violated in an unbelievable manner, Fluttershy's cock penetrating her wide egg-channel with relative ease.

"Ho-holy shit Shy! I'd've never thought to try that! C'mon Rare, I'm just about there, make Shy cum by the time I do!"

A tall order, but Rarity's alien cock seemed up to the task, undulating in reverse, sucking Fluttershy's shaft in and drawing soft 'coo's from the perverted girl as she bottomed out. She kept it there, the leaves of Rarity's head pressed against her stomach and balls, stroking it with one hand and fondling Rarity's balls with the other, prompting her ovipositor to suck harder, drawing louder grunts from both her tops as she milked one from each end.

"Guh! Rarity!" Applejack grunted, slowing, then sped up, turning her fast thrusts to a full jackhammer as she approached the point of no return, "Gonna cum!" Rarity took that as her cue, gagging furiously- more than she'd have managed when it was actually uncomfortable- and consequently stroking and milking the cock in her throat, twisting her hips and doing much the same to Fluttershy's captured shaft with her own.

"FUCK!" Fluttershy actually broke first, shuddering as her three large balls churned and clenched, firing load after load down Rarity's shaft and landing, steaming hot, in her surprisingly sensitive egg-sack. Rarity moaned in turn, cumming again- but she was plugged, and the cum slid off Fluttershy's head and followed the only available path- right into her own egg-sack, her belly swelling as it was filled with both of their cum.

"Cumming!" Applejack punctuated, thrusting herself balls deep, flaring deep in Rarity's throat as her mouth was locked open by Applejack's swollen knot, delicious cum pouring into her stomach at more modest volumes.

Rarity reveled in it all, cumming a second time as she was filled from each end, clenching, gagging, twisting, giving her partners maximum pleasure while they pumped her full, encouraging them to give their thirsty cumdump as full a meal as they could while her vision slowly dimmed. But careful breathing had given her enough leeway to stay awake until Applejack forced her jaw open and pulled loose, a single thick rope of unshot cum slopping out onto her already overslopped face. She lie there, tongue out, with her best overfucked expression- and gave a shudder of arousal as Applejack took up her phone and snapped one last picture of her messiest facefuck ever.

~

"Well! That was interesting. Are you gonna be okay, Rarity?" Sunset asked, settling back into her spot.

"Of course, Darling." Rarity patted her baby-bump-looking swollen belly, "I believe I'm making a whole new load of eggs though, so do be thinking who wants it, all of you-" Rarity winked at Applejack, who blushed.

"Great! So, next round. I think it's... Fluttershy's turn to deal?" Twilight asked, nodding as the shy Shy picked up the cards and began to shuffle.

"Um, guys? I know you're annoyed with me and all, but can someone at least get me to the table?" Rainbow asked. They all looked over at her- balls now so swollen her feet couldn't touch the ground, looking at them with an expression torn between pleading and annoyance as she wobbled her legs helplessly.

"Don't look at me." Pinkie said, "Well, okay, do look at me, but mine aren't much better!" Pinkie stood up, with difficulty, her own three watermelon-sized balls severely impeding her walking- if it weren't for the water, she probably wouldn't even be able to stand.

"I guess we should, then." Applejack concluded, chuckling as she stood- and grasping her amulet to make sure it was still there.

~

"Ugh. Tried for a Flush, failed. Jack high." Twilight pouted.

"Pair of Nines. Probably trash. But hey, not last place!" Sunset dodged an attempted revenge tit-pinch from Twilight, grinning at her.

"Ha! Two pair! Fives and Threes!" Dash cheered, almost wobbling off her balls.

"Eh. Pair 'o Jacks." Applejack announced.

"Ha back! Queens and Kings, Dashie!" Pinkie giggled, eyeing her wickedly.

"Oh dear. Twos and sixes. Lots of two pairs this round, but Pinkie does beat me." Rarity dropped her cards.

"Oh, um, that is- well." Fluttershy laid down her cards... a nine, a jack, a queen... and two Jokers, "I guess I win?"

"Huh. Well, spirit, what's a straight with both jokers worth?" Sunset asked, deftly catching the card as five tokens- four black and one a rainbow of colors- flipped out to Fluttershy's pile, "Straights give Free Transformation Tokens equal to half the lowest card, and for winning with both jokers, I'll give her one unbound control token."

"Huh." Twilight noted the rule in her pad- right in the spot she'd already picked out for it. Then grimaced as she drew two sets of Transformation cards, starting the round.

Author's Note

After much trouble (I really hate entering any kind of medical facility) I bring you porn!

Next time, on Pony Fuck Me: Pinkie Unleashed!

Survey is HERE