“Say yes, darling.”

In no time at all, Mac was quickly trussed up by the smaller fashion mare. With flashes of her magic and a well-practiced eye she had teased out his hair. Running a brush through his fur and combing out any burrs and knots in his red coat, leaving him shining like a new penny.

He’d gotten ever so slightly uncomfortable when Rarity’s magic had pushed apart his hooves ever so slightly, forcing him into a more exposed, splayed posture.

“Rarity - ah’m not so sure we need tah do all-”

Rarity harrumphed, suddenly floating a small black eye mask over her face and levitating a riding crop from her nearby saddlebag. She held the crop menacingly in front of the larger stallion’s face and spoke in an icy-clear tone. “I shall allow you one infraction my little stud. But the next time you shall be punished. For the rest of the evening you shall refer to me as mistress.”

Big Mac gulped. Seeing Rarity in the mask, hearing her use that tone. It was… exciting. He’d heard about mares who could dominate in the bedroom but had never run into one during his time in Ponyville. Little did he know that Rarity had driven all competition out of town.

“Hmm… I think this one will do nicely.” Rarity mused, as she brought a bridle from behind the counter up and over Mac’s head. Big Mac wasn’t unfamiliar with the gear. Bridles were sometimes used on the farm to give an extra ‘oomph’ when pulling extremely heavy ploughs. But these straps… the quality of this leather… the soft bit that fit into his teeth… this was pure comfortable pleasure.

“I think I shall forego any saddle for you, stud. This evening you’ll be ridden in an entirely different manner.” Rarity chuckled, while bringing up a wrap of black tape. Her horn lit again and took hold of Mac’s hay-colored tail, yanking it upwards with a tug.

Mac softly nickered, surprised at the sudden exposure of his rear as Rarity stalked behind him. He felt his butt clench in nervous fear, as if he could feel the unicorn’s gaze trace over his stallion-bits. With well-practiced skill, Rarity looped Big Mac’s tail into several well-coiffed folds… then began to wrap the base of his tail with tight coils of tape. Big Mac couldn’t help but grunt slightly, he noticed that Rarity was careful not to pull any of his sensitive hairs from his dock uncomfortably, but the feel of chilly air against his exposed plot was entirely new to him.

“Hmm… yes…” Rarity mused, as she tucked the last wrap of tape into itself. “Very nice.”

Mac shivered as cold leather pressed up against his hanging testicles, lifting the heavy orbs contained inside the charcoal-dark skin. Rarity’s crop handle was lifting him… testing the weight of his most sensitive sack.

“Yes… I think we’ll get an exceptionally good performance out of these tonight, don’t you think?”

Mac swallowed, desperately trying not to become erect. A moment later he felt a sharp stinging pain on the side of his thigh.

“I asked you a question, stud. Answer.”

“Y-yes!” Big Mac squeaked. Another small stinging pain next to the first point of impact.

“Yes, what!?” Rarity growled.

“Y-yes… mistress!” Big Mac grunted, as he felt his organ begin to slip from its sheath, the small head of his unerect cock peeking out into the world.

“Mmm. Better.” Rarity chuckled, her crop returning to its prodding inspection of the stallion’s nethers. “Tonight is all about obedience.” With the word, Rarity jerked the bridle, forcing Mac to lift his head and assume a pose similar to that of a Royal Guards-pony on watch-duty. “...and reward...” Rarity released the bridle’s pressure ever so slightly, and Mac felt a small cloud of magical energy wrap around his balls, massaging them ever so playfully, so lovingly. He felt himself begin to slip even further from his sheath as his erection began to overtake his ability to restrain himself.

“About power.” Rarity’s field tightened, making Mac whimper at the pressure against his delicate testicles - before the blue magic slid up to his shaft and began to pump the base of his growing cock. Mac’s whimper became a groan. He’d never had a magic-job even close to this level of skill before. The subtle swishing play of warm vortices as they danced along his expanding shaft and under the sensitive ridge and glans of his cockhead turned his groan into an open-mouthed moan.

Rarity smirked as she felt the cock she’d heard so much about droop heavily out of its sheath as it filled with hot, boiling stallion-blood. She didn’t let Mac see her lick her lips as the now fat, black, cockhead briefly touched the store’s floor before the massive shaft began to pump up, rising slowly in its full glory... unfurling the last of its veiny, throbbing meat past the medial ring as it stretched to its massive 18-inch length. Rarity marveled internally at just how long her magic had to travel to complete a full pump of the massive black organ… of just how wide she had to stretch her field to encapsulate the impressive girth of the big earth-pony… the legends were true.

“...and restraint.” Rarity purred, bringing her magic back to tug Mac’s balls down with an aggressive yank, making the long cock-shaft slap up against the stallion’s belly. While the big black orbs were being pulled away from his body, Rarity slid a specially crafted magical leather harness-ring set into position. She quickly snapped the joined concentric rings in position, fastening them carefully so that they would be snug, but not overly tight. In the end, one ring was securely fastened (though at the limit of its design) around the base of Big Mac’s heavy cock, and the other ring was around his scrotum, keeping his big, fat balls pulled down and away from his groin.

Big Mac groaned softly through his bit. The strange feeling causing him to rush with excitement and a strange mix of discomfited pleasure. The ring around his cock was particularly strange. It allowed hot blood to rush into his shaft, but only permitted the barest of trickles to escape it. The net effect was what felt like a swelling balloon underneath him. Each throb of his heart pumping his cock to a thicker, hotter size… stretching and straining the very skin of his head and shaft as he filled to an unstoppably larger size. He sensed his cock droop from the extra weight away from his belly, though it was harder than it had ever been before.

“Mmm… yes… I really did need to restrain such a big stud, didn’t I?”

“Y-yes, m-mistress.”

Rarity chuckled, softly stroking Mac’s mane with a hoof as she tickled his cock with her magic. She nuzzled into his neck and cooed into his ear. “Would you like anything else before we begin, darling? A plug or a vibrator in your bottom?” Rarity hovered a small metallic buttplug in front of Mac’s bridled and stunned face. “Any potion or drink?”

Mac’s eyes widened with fear. “Uh… I… in m-my!?”

Rarity chuckled and shushed him. “Easy Big Mac, easy. You’re new to this, I see. Not to worry - these accoutrements will more than do for now. Do try to remember how you just felt about even the thought of something this small going into you… when you shove this...” Rarity flicked the end of Big Mac’s heavy stallionhood with her magic, “into Coco’s tight little tailhole… she’s a brave mare.”

Big Mac gulped. His nostrils flaring open and shut.

“No water then?” Rarity hovered up a small glass of water, which Big Mac declined with a shake of his head. “Alright darling, I shall resume.” Rarity’s bright eyes fluttered, and she jerked the bridle, making Mac stumble forward. “Come. Stud.”

Rarity opened the door leading to the stairs that went into Coco’s apartment above the boutique. With Dainty and confident steps, Rarity climbed the staircase, always leading Big Mac by the leather bridle, as if she were pulling along a non-sapient livestock animal.

Big Mac saw little droplets of liquid on the dimly lit stairs. He glanced up briefly… and saw Rarity’s beautiful plot right in front of him. A small leather wrap held her tail into a tight bun and was itself tied to a small half-corset that rested tightly around Rarity’s beautiful hips. It provided a perfect purchase to lift the fashionista’s dock high and out of the way, exposing her completely.

The mare’s shapely ass was framed perfectly by the constraints of the black corset, just plump enough that it looked firm and full, without being overly pudgy or large. Beneath the hiked-up tail was Rarity’s slender ponut, a tight ring of white muscle that truly looked like a small, fleshy donut… except for the bright diamond jewel adorning the plug which filled its center. A beautiful pair of silver chains ran from small rings on either side of the plug, along the outsides of her puffy mare-lips, framing the engorged pleasure-flesh from the inside of her thighs. Mac’s gaze lingered on the beautiful alabaster lips, already wet and gaping with arousal, twinges of pink clearly visible beneath… but quickly it was drawn to the fat nub of pink flesh just below.

Rarity’s clitoris was stuck out in a permanent state of extruded winking, held there by a diamond stud-ended silver bar which pierced through the deep base of her love-bud, restricting it from retracting back into the soft folds of her pussy, holding it out in the wet, humid air like a small, throbbing filly-cockhead. The silver chains ran to each end of the beautiful studded bar, completing the heavenly vision. Mac had never seen anything like it.

He blushed as he looked down and away, trying to avert his eyes.

“Ah ah ah…” Rarity scolded from in front of him, as she looked over her shoulder. “It is meant to be looked at, my stud…”

Mac kept his nose pointed demurely toward the ground and glanced up with his eyes, he could see little rivulets of Rarity’s juices trickling along the inside of her labia, trickling along the throbbing bud of her clit, trickling off the ends of the piercing, and falling to the stairs below her.

“I said LOOK, stud.” Rarity admonished, her crop levitating under Mac’s chin and lifting it up so that it was mere inches from her beautiful ass.

Mac’s nostrils flared, taking in the heavenly scent of lavender perfumed musk. He swallowed deeply, the gasping intake absorbing a trickle of Rarity’s essence from the wet humidity of the air. Mac felt his cock throb, his own pre-cum beginning to trickle from the overly swollen head.

“Mmm… yes.” Rarity licked her lips, “Good stud. Come along then.” She continued trotting up the stairs, pulling her animal along with her.

At the top of the flight, she paused at a nearby door, and knocked once.

“Are you ready, my little broodmare?” She sang out like a songbird. “I have my breeding stud ready.”

“Y-y-yes… M-mistress Rarity.” Came a soft voice from inside.

Mac’s heart rate jumped up: ‘BB!’ he thought to himself… ‘Or was it Coco? Was this really happening?’

Rarity grinned and pushed the door open.

Soft flickering amber light illuminated the spacious bedroom, tongues of candlelight danced in solemn jars spread liberally, adorning the dressers and shelves. Big Mac’s nose picked up immediately on the soft hints of fragrant incense wafting from the smoldering wicks, but even more so he caught the vanilla scent of feminine beauty, something intangible which he could tell was no manufactured perfume… but a natural musk that stirred his most masculine of impulses.

Rarity continued to tug him gently into the room, and he instantly focused on the most beautiful object in the room. A diminutive, cream colored mare, standing on the hardwood floor by the old-fashioned four poster bed.

She had soft blue hair, cut in a bob-style, with the most striking eyes. Even more noticeable was her outfit. Like him, Rarity had affixed Coco with a well-designed bridle, except a half-hitch tied her lead to one of the bed’s posts. Also, unlike Mac, her bridle had a pair of flaps near that came off the straps that crossed her cheekbones, a set of blinders that prevented her from seeing anything but what was directly in front of her.

Mac followed the curve of her slender neck down to her shoulders, where a small black saddle rode along her back, neatly poised along on the graceful arch of her spine. It seemed to be well cinched in, forcing the mare to bend slightly tilting her hips upward so that her ass stuck slightly more prominently in the air. And to that end, a strap came off the rear of the saddle, cinched tightly to a small leather slip around the mare’s dock, which was held in place by a long length of tail wrap, that went nearly a foot along the cerulean tail, before it let the remaining length of tail hairs free in a fountain of blue, raised high into the air. Mac could see that the setup forced her to have her tail permanently hiked way up into the air, like a hungry slut waiting to be bred.

“Mmm… good little brood-mare… I see you’ve stayed hitched to your breeding post while I was getting my stud ready for you.”

Coco nodded meekly, “Y-yes, mistress.” She stayed stock still, facing away from Mac and Rarity, not having made eye contact with either of them because of the blinders on her eyes and the direction she was facing.

“Good, good.” Rarity chuckled, still leading Mac into the room.

“Good evenin’ Miss Pom-”

*Thwack*

Mac’s mouth shut as he felt a sharp sting lay across his snout, a precision strike landed by Rarity’s crop.

“No talking.” She hissed, stalking around to face Big Mac. “You two are animals in rut. I am a breeder. As far as you are concerned, you, stud, and my brood-mare are two ancient, prehistoric horses - whom I am choosing to breed at my pleasure.” She traced the crop menacingly along the underside of Mac’s neck. “Such prehistoric horses did not talk, or think… they simply ate, slept… and fucked. If they were around today they would need a strong mistress to care for them.” She stalked around Mac, her eyes invading every part of his exposed body, lingering on his exposed penis. “You both will do the same. You are my animals… and will obey. If I am so kind as to grant you speech, you may answer briefly. Nothing more.”

Mac nodded, as did Coco.

“Mmm… very good my darlings, very good.” Rarity chuckled and walked over toward Coco. “Now, the most important thing for breeding animals is to prepare the female. She must be well aroused before any mating should occur.” Rarity tugged on Mac’s lead. “I think a small display would be a clever way to start, hm? Over here stud.” Rarity tapped a spot on the floor where Coco would be able to see Mac.

Mac began to walk over, careful to take light steps so he wouldn’t make thudding hoof-falls… and to avoid having his heavily engorged cock bounce obscenely and embarrassingly below him… only to be yanked jarringly in place by Rarity, stopping him cold.

“No no no. This is a display my stud. You must show your masculinity to your mare. I want a good proud, trot! High knees and a tall chest. Project those muscles!” Rarity clicked her tongue and tapped the floor again.

Once again, Mac started to make his way over, this time lifting his powerful legs to trot in place, like one of those show-ponies. The heavy thuds of his hooves slamming into the floor cracked through the bedroom as he pranced forward and into Coco’s field of vision. He blushed slightly as he felt his large, stiff stallionhood bouncing in heavy, wet slaps underneath him as he paraded in front of the cream-colored mare… as his big heavy balls bounced up and down against the ring weighing them away from his body.

“Yes, yes. Good, now stop right there stud. Head up, shoulders straight.” Rarity positioned Big Mac so that he was standing side on to Coco, displaying all his rugged strength in its fullness.

Mac saw Coco’s beautiful eyes flash along his body, her gaze tracing up his powerful legs… lingering on his heavy equipment, then meeting his face, her beautiful blue pools of vision pouring into his with quiet embarrassment… and burning desire. He started to turn his head to stare back at her… only to receive a sharp jolt on his reigns for his attempt.

“Ah ah ah. Eyes forward. Focus. You are being judged.”

Mac stared straight ahead, careful not to rouse Rarity’s sterner admonitions. He strained to his utmost with his peripheral vision to see what Coco was doing.

“Yes… very good hm, my broodmare?” Rarity stepped alongside the powerful, large, red flank. “Just look at these thick, bulging, muscles… trained from years of hard labor. He could crush you with a whim my little broodmare... “ Rarity traced the end of her crop along Mac’s side, dipping down under his belly, resting the end of the crop on the top of his throbbing penis, currently running parallel with his stomach, before she pressed down, making it bob away from his body.

“And just look at his organ. Impressive.” Rarity stated, clinically. “He’ll sire strong foals in you, broodmare… if you can even take him.” Rarity traced all the way down the onyx skin, bumping over the medial ring. She watched Coco’s face, filled with wanton wonder and fear, until she finally rested on Mac’s large balls. “I doubt you could handle what he has in here, hm?” She snapped the end of her crop against the left testicle, making Mac whinny and stomp his right rear leg against the floor with a loud crack.

Rarity sidled up to Coco, speaking into her flicking ear. “Just listen to that power, my little broodmare. He will ruin you. Speak: tell me what you think.”

Coco swallowed. “Y-yes mistress. I agree.”

*Thwack* Rarity laid a small hit on Coco’s left flank.

“No!” Rarity growled. “I didn’t ask for your agreement. I asked… what do you think? An animal like you can only think of lust when seeing such a stallion. Tell me what you like most about his body.”

Coco’s sweated, her eyes racing across Big Mac’s body, his slightly damp barrel… his mane… his bulging muscles… his flicking tail… his fat cock. But always her eyes traced back to his face, still staring straight ahead, as she tried to overcome her terror and shyness at her emotional exposure to him.

“M-mistress… I l-like his beautiful eyes-”

*Thwack*

“Liar.” Rarity scolded, jerking Coco’s bridle. “Tell the truth.”

“I-I like his muscles… h-he’s so strong… and big.” Coco shivered, her body and mind simultaneously excited and terrified.

“Yes… and what else?” Rarity whispered, sliding in close to Coco now. Her horn illuminating once again.

“H-his power… he’s h-huge… I…” Coco panted slightly. She could feel something gently rubbing her plot - teasing her.

“Tell me everything dear. Don’t hold back - he’s just an animal.”

“H-his… p-peni-”

“Cock.” Rarity corrected. “It is a cock, dear.”

“His cock.” Coco groaned, the word sound hard and naughty coming from her mouth. “His b-big cock... I can’t take my eyes off it. He’s so big. And his b-balls… he’s… he’s a real stallion.” Coco squeaked slightly as the magic field pressing at her nethers slid along her crevice one last time before withdrawing. Coco mewled slightly, quickly looking to Big Mac’s face with fear, only to see that he was still staring straight ahead… though perhaps standing a bit taller than before.

“Very good. I want you to think about that big cock sliding into you. Fucking you.” Rarity grinned. “Say it: say ‘I’m thinking about that big cock fucking me.”

Coco swallowed, her eyes resting on the huge cockhead which throbbed with Big Mac’s heartbeat as she tried to imagine how it could possible fit into her small body. “I-I’m th-thinking about that big cock f-fucking me."

“Mmm… do you see what’s coming off the end of his cock, little broodmare?” Rarity asked, pointing with the end of her crop.

“Y-yes m-”

*Thwack*

“I did not say you could speak.” Rarity scolded. “You are once again a mindless horse in rut. But you do see that delectable, precious fluid dripping from my stud, hm? I know you can smell it. I can.” Rarity sniffed the air. “So sweet… so pungent. I think you want a closer smell.”

Coco swallowed slightly as Rarity unhitched her bridle from the bedpost and led her forward. She did want to get more of that taste in the air into her body. She trotted forward, her head swimming with adrenaline and excitement as she approached the big stoic stallion.

“Mmmhmmm… just look at that size my little broodmare. I doubt you even need to bend to get under his barrel. He could mount you while keeping all four hooves on the floor.” Rarity chuckled as she led Coco closer to Big Mac’s rear. “Take a deep breath of that musk.” Rarity pulled Coco her nose was nearly touching Big Mac’s taint.

Coco could feel the heat coming off the stallion’s nethers, the damp, earthy aroma of his balls and rear. She loved it… it was so… authentic… but before she could linger, she was dragged to his side.

“And now the main course, my brood-mare… smell that cock… that pre-cum… thick as molasses.” Rarity’s riding crop gestured at Mac’s drooling, dripping cockslit.

Coco felt her nostrils flare, and her head explode with chemical reactions of pure lust in response to the olfactory onslaught of male pheromones hanging thick in the air.

“Now… take it into your body - his juice. Taste him.”

Coco began to lean forward instinctively, wanting to take that wonderful scent onto her tongue. She opened her mouth slightly and began to extend out toward the throbbing, dripping cock head…

Only to be correctively jerked down by Rarity. “Ah ah ah… We aren’t so far along yet, my dear. You can taste him from the ground.” Rarity pushed Coco’s face into the wood floor, where a small pool of Mac’s precum had pooled beneath him.

It was embarrassing and demeaning… but a part of Coco’s mind was already breaking… she liked this treatment… and she wanted this taste. She dragged her tongue through the puddle, lapping up the sticky saltiness of Big Mac’s pre-cum. It felt like a warm hug spreading through her body, making her feel hot and tingly throughout… and especially… down below.

“Good, now over here my little broodmare. Your inspection is finished.” Rarity yanked Coco back over to the bedpost and hitched her tightly to the bed. “Back to your breeding post. It’s the stallion’s turn now.”

Rarity clicked her tongue and snapped her riding crop against her own hoof. “Over here stud. Now.”

Big Mac snapped his attention back over to Rarity and made his way over, bobbing along all the way. Rarity took his bridle and wheeled him around Coco.

“Now your turn, my stud. You’ve impressed your little mare - so now you get to inspect your conquest.” Rarity ran her crop down Coco’s side. “Look at how delicate she is. Beautiful lines, hm? That little mouth and those big eyes. Lovely.” She traced down and across the mare’s little arched back and across her flanks. “And just look at this pert little ass.” Rarity almost growled. “She almost makes me jealous. So prim and tight. Such lovely little teats.” Rarity bounced the small mounds that rested underneath Coco, both of which sported aroused, erect nipples. “But so strong - she must work out. I think she could take a pounding, stud, don’t you?”

Mac snorted and nodded.

“Yes. Quite a pounding.” Rarity continued to lead Mac around until he was behind the little mare. Sliding the riding crop along the left glute of the quivering mare and using it to lift Coco’s wrapped, raised tail. “Just look at that plot.”

Mac’s eyes widened as he looked down the base of Coco’s little dock. Just beneath the muscular little tail was a perfectly apportioned, tight, white little tailhole. A thick ring of quivering muscle, with four perfect wrinkles. Compared to Rarity’s, Mac could easily tell that it was stronger and larger, truly a spectacular little pucker. His eyes were drawn away from the beautiful asshole only by the sudden quiver and clench of the lips just below. Two slender lips, thin and dark with engorged arousal twitched with excitement. A burning pink glimpse of interior lips peeked from the outer labia, as little juice-drips fell from the fat mound at the bottom of her pussy. Mac swallowed with awe.

“Closer stud… take a good whiff of that musk.”

Coco clenched her eyes, trying not to think about the big stallion right behind her, smelling her, his giant erection bobbing underneath him… then she felt his warm breath from his nostrils across her marehood. He was right there! She felt something deep within her shudder… a primal urge driven by millennia of instinct that she wouldn’t be able to stop.

She tried to whine and warn Mac. “M-mistressss I’m… c-carefu-”

*Thwack*

“Silence! Horses do not speak… they simply give in to their instincts.”

Coco groaned and felt her hips splay as she squatted slightly.

Mac watched with wonder as Coco’s hot-pink clitoris winked in and out of her pussy. It was smaller than Rarity’s impressive bud by far, but far more energetic. Winking in and out with desperation as it spread her lips wider and wider. Then… she sprayed. A heavy splatter of marecum fell to the ground, with droplets splashing across Mac’s wet nose. Inadvertently Mac licked his wet snout, taking the incredible taste of Coco’s hot nectar onto his tongue.

“Hm hm hm… I see I don’t need to encourage you, my stud… nor should I have to encourage you to need to take in the rest of her little offering for you…” Rarity nodded down at the puddle between Coco’s hooves.

Mac nodded with trepidation… hesitating only slightly before Rarity’s magic pushed his head down. He lapped up the puddle of hot marecum, each tongueful making his body hotter, more rigid… throbbing more and more. He nickered slightly as he flexed his groin muscles, making his cock slap up against his belly again and again with each squeeze of his muscles. Mac found himself reacting instinctively, he stamped his forelegs a couple of times and started to walk forward. Something in him broke… he had reverted to his original ancestral instincts: he had to mate... to shove his cock into Coco’s snatch and FUCK her. He began to rear up to try to mount...

“HEEL” Rarity’s command echoed through the room. A sharp and powerful magic field slammed Mac’s hooves back onto the floor… but Mac simply thrashed his head and whinnied. Rarity’s magic made short work of that - grabbing the bridle and cinching it painfully tight to reel him in… while simultaneously taking grasp of Mac’s hanging balls with a warningly tight grip… which finally brought his wanton, rambunctious fit to a halt.

“Unacceptable.” Rarity said coldly, yanking Mac’s bridle so that the stallion was looking at her. Having returned to his senses Mac’s eyes now showed fear. “Completely unacceptable - it seems I must train this beast to behave like the stud I need him to be.”

*Thwack* *Thwack*

Rarity lashed a pair of vicious strikes that landed across Mac’s delicate orbs, making him flinch and cower.

“It seems we’ll have to show you how to be a tender stud… now pay attention to my direction, you cad.” Rarity scolded, her eyes glaring under her mask. “You shall kiss exactly where I direct with my crop - nowhere else. Understood?”

She touched the nape of Coco’s neck. Mac leaned in carefully, his lips brushing the soft, fragrant fur as he planted a little kiss. He could hear Coco sigh as she let out a small bit of the tension she’d been holding back.

The crop touched a similar spot slightly further along her shivering neck… Mac followed with another light kiss.

Then under her jaw.

Behind her ear.

Coco wanted to giggle. It was so cute… each time she would feel a small press as the crop gestured to a spot… followed by a set of unsure, lips, leaving a small wet touch on her body.

The crop stopped before going along her face. It seemed that Rarity didn’t want her and Mac smooching just yet… instead she reversed direction, heading down her flank, further and further back. Until things got interesting.

The crop touched the base of her dock. A moment later, she felt the wet press of Mac’s lips. Coco could feel her heart thrumming in her ears… what would happen next!?

A touch on her tail hole.

Coco waited breathlessly. And then, she felt Mac as he planted a soft kiss on her ass. She wanted to squee, to jump for joy… but she restrained herself, focusing instead on the sensation.

Rarity touched the top of her marehood… Mac kissed her again, slightly deeper, sucking as he pulled away.

“Mmm… very good.” Rarity cooed, as she gestured down Coco’s slit.

Coco’s eyes went ‘Derpy’ and she smiled with a dopey grin as the kisses covered her marehood, each one wetter and sloppier than the last, as Big Mac worshipped her plot with his mouth… She couldn’t help but wink out with clitoral joy again and again as the excitement started to build within her… then she felt the prod press a bit deeper - parting her lips slightly as the cold leather rested against her hot, throbbing clitoris.

There was a pause as Mac looked quickly at Rarity for guidance.

“You saw where I put it, stud.” Rarity growled. “Get in there.”

A moment later Coco felt a set of lips and a tongue slide in between her tight lips. A wriggling heat exploring her pussy as it kissed and suckled at her clitoris.

“Get in there, I said!” Rarity encouraged, as she grabbed the back of Mac’s head and the leather wrap around Coco’s tail and pushed them together, smashing Big Mac’s face deep into her pussy.

Coco groaned as she felt her second orgasm of the night overtake her, the big wet nose of Mac smashing against the tight entrance to her cunt. She no longer felt embarrassed as she came on his thrashing tongue, spraying all over his face and onto the floor below.

“F-f-fuuuuuck!” Coco mewled out.

*Thwack*

“Quiet, broodmare. If you must… you may whinny.”

Coco obliged - whinnying like a beast as she writhed on Big Mac’s tongue… before she felt a new press of the crop, which interrupted her exhortations… the crop slipped into her tight pucker.

Coco’s eyes shot wide and she stood straighter and stock still with … this was all her dreams, coming true: could this really be happening?

She felt something hot, wet, and alive snake into her asshole. Kissing deeply and aggressively as it explored her anal cavity, all while a powerful set of sucking lips wrapped around her ponut and lavishly worshipped her backdoor. Coco moaned again as she relaxed into the kissing sensations of another pony being in her ass, screwing her silly with his tongue. She humped backward slightly, trying to get Mac’s tongue deeper into her bottom, her dock wagging with joy back and forth.... When suddenly, her mistress withdrew the stallion.

“Naughty, naughty mare.” Rarity tsked from behind her. “I give you a wonderful gift and you demand more and more. Well… I’ll need to punish you for that.”

“Stud,” Rarity commanded, tapping her crop against Mac's side. “Sit.”

Mac did as he was told, letting his haunches hit the cold wooden floor, his fat balls plopping on the ground even as his cock bounced against his breastbone.

“Good boy. Now, lay down. No not like that… on your side… good. Now roll over, onto your back.” Mac did as he was told, rolling over so that his was supine, keeping his legs and forelegs drawn together to keep from being too exposed. “Tut tut,” Rarity used her riding crop to push Mac’s haunches apart, revealing the big black cock sitting between them, the heavy obsidian shaft resting against his body, “don’t hide from me.”

Mac swallowed, then let his forelegs droop to either side, completely helpless under the gaze of the more powerful mare. He watched with trepidation as Rarity unhooked Coco’s leather bridle from the bedpost turning her around so that she was also looking down on the big red farm-stallion.

“Quite a sight, hmm my little broodmare? To see so much masculinity and power completely at your mercy?” Rarity chuckled, whispering into Coco’s ear. “But we mustn’t keep him waiting, that would be cruel… no… you must reward his obedience - with your punishment.” Rarity chuckled as she let Coco right between Mac’s lower legs; Coco could feel the heat rising off the big stallion’s throbbing genitals. “Now, where I touch the crop… you, my dear broodmare… will lick.”

Coco’s heart pounded with excitement. She’d barely even kissed the odd stallion she’d gone on dates with… and now she was about to lick this absolutely hunky… stud? She felt like her mind and body had been in complete autopilot for some time now, and she found herself going with the flow, leaning forward toward where the crop had motioned: a small patch of belly close to his inner thigh.

Mac shivered slightly a small giggle dying on his lips as he felt the tepid, little lick of an unsure filly on his belly, as light as a butterfly landing. It was an incredible sensation: the small wet touch of a little warm tongue, leaving the small impression of a wet trail behind. The crop gestured to his inner thigh, then up his side… directing Coco to lick and lick and lick. He craned his chin down as much as he could without risking a rebuke from his mistress, fixing his eyes on Coco’s blushing face. Their eyes would meet again and again, before she would have to focus on the next spot she needed to lick… and throughout Mac noticed that her eyes couldn’t help but dart from the head of his big fat cock.

She was adorably cute.

Rarity’s crop touched the underside of Mac’s chin: a distance much further ‘up’ Mac’s body than any before. Both he and Coco froze for a moment, pausing to try to understand how exactly the smaller earth-pony would be able to reach up to make her mark on the position indicated. A small growl from Rarity hinted that her time for contemplation had ended… so Coco did the best thing she could.

With careful steps, Coco placed her forelegs on either side of Mac’s barely, standing awkwardly over him on all fours. It was no easy task. The comparative sizes of the two ponies meant that poor Coco had to keep her legs spread wider than she was used to… and this combined with Mac’s larger size meant that their bodies were separated by mere inches… or more accurately, Mac’s cock was separated by less than a hoof-width from Coco’s belly.

Mac felt small wet drops pitter-patter on his lower shaft, his brain racing with excitement as he realized that the little mare was dripping on him as she awkwardly shuffled forward.

“Carefully darling… you wouldn’t want to… slip.”

Coco squeaked as she felt Rarity suddenly press down on the back of her saddle, making her fall slightly backwards… sitting down on Big Mac and making contact with him. With her tail hiked up and out of the way, and Rarity’s skillful application of downward pressure, the effect was unavoidable: Coco’s drooling, hot pussy kissed the fat, throbbing cylinder of Big Mac’s stallionhood.

Coco mewled slightly again. She could feel the hot flesh pressing against her swollen little clitoris, which had already winked out against the newfound downward pressure. She felt her slimy mare-juices spill down her lips, coating the thick, hard organ she was being ground against.

“Well, what are you waiting for my little broodmare… your stallion awaits his lick.” Rarity scolded from above, her crop still touching the underside of Mac’s chin - all while still pressing down on Coco’s back, making sure that she was forced upon the stallion beneath her.

Coco looked up at her target, realizing now what Rarity intended: Coco would need to slide up Mac’s pole to reach her target.

With a puff of awkward exertion, Coco began to shuffle her way forward, inching up the belly to belly cock sandwich as she tried to get her tongue within range of the larger pony’s chin. She flinched and whimpered with each movement, as her sensitive marehood dragged along and over each vein, each bump… with a particularly violent shudder and wink occurring when she overcame the fat bump of Big Mac’s medial ring.

Finally, she was reaching the end of her task, she could feel her teats comfortingly pillowing around the massive bulge of Big Mac’s cockhead - but she could finally reach up… and extended her tongue… and give Mac the cutest of licks just under his powerful jawline.

The pressure released on her back, and she was finally able to stand up. Coco could feel a long thin gossamer thread of her sticky juice connecting Mac’s shaft to her pussy, keeping them connected even as she began to shuffle back away from his smiling face.

“Oh my… look at the mess you’ve left on my prize stud’s stallionhood!” Rarity exclaimed. “That simply will not do, my little broodmare. It must be cleaned.” Rarity grinned evilly, and pointed her crop along the slick, shiny underside of Bic Mac’s penis, gesturing to the snail trail that Coco had left behind.

“Lick.”

Mac’s eyes dreamily bobbed in their sockets as he felt Coco’s soft tongue touch at the base of his shaft, then begin to slowly trace up his impressive length, lapping softly from time to time, carefully covering every bit of his organ with due care and precision, all at Rarity’s explicit guidance. Then he felt the crop touch his ridge.

“Here.”

Coco swallowed, her panting, drooling mouth excited and exhausted with the task it was performing. Tasking the strange mixture of Mac’s musk and her juices was intoxicating… she wanted more. Perhaps the head of Mac’s dripping cock would be able to provide what she was looking for?

Mac watched with wonder as the small mare began to lick out at his well-defined, thick ridge, the darting licks of her tongue exploring the crevices where shaft met head and timidly testing his reactions.

“Mmmhmm… get in there darling… it won’t bite.” Rarity chided from her position as observer.

Mac had to clench his eyes in resistance to the overwhelming wave of pleasure as Coco brought her tongue up to his large cockslit, the end of her tongue traced up and down the slit’s length, pushing in slightly as it tried to lap up even more of the pre-cum that his body seemed to be producing in copious amounts. His hoof began to move instinctively, looking to hold the back of Coco’s head and control the amount of overwhelming sensation that bombarded him. Rarity quickly slapped it away, forcing him to return it to the hardwood floor and simply endure the onslaught of sensation.

“Come dear… no. No no.” Rarity scolded, suddenly getting closer to the action. “I can’t believe I shall need to teach you.”

Mac managed to open his eyes for a moment in awe as he watched Rarity bend forward and open her mouth as wide as she could, taking one side of his cockhead in a deep, suckling, kiss… even as Coco still worked on the other side of his head with her little ice-cream cone licks.

Mac grunted and thrashed as he felt his balls begin to boil. Somepony’s hoof was stroking him now… pumping his shaft even as the two mares lavished his cockhead with oral ministrations.

Rarity broke her suckling kiss for a moment, though she never failed to continue pumping her hoof up and down Big Mac’s heavy shaft. “Off! Off dear! Down here… work lower.” Rarity directed her crop between Mac’s balls, and Coco quickly obliged, lapping and doing her best to wrap her tongue around the bouncing orbs as they moved in time with Rarity’s furious pumping.

Mac had almost regained his composure. Then Rarity caught his eye. “When you cum, you may only whinny, stud. Do not speak.” She then dove forward, planting a deep prench kiss right on the glans of his cockhead, sucking and ravishing him with her well-practiced tongue, while pumping harder and faster than ever before.

Mac whinnied.

His cockhead flared immediately. Rarity pulled back and watched with a satisfied awe as the already large head throbbed outward, tilting and flattening out as the ridge expanded to the size of a small saucer plate. She watched the whole mass of cockflesh jump and buck as it prepared to release its heavy load… saw the cockslit spasm and expand to a fat, elastic ‘O’...

And then…

Nothing.

Author's Note

I really feel for Mac here...

When I write these, I sometimes get a bad case of epididymal hypertension, I would be pissed if Rarity shut down my attempt to nut!