Denial

Twilight Sparkle crossed the quiet Ponyville street, a smile on her face but a concern on her mind. Outwardly she was happy, and though that was partially true as she was indeed having a good day, that small concern was quickly growing as she considered it's potential impacts. Applejack had been stressed, and worn out from her inability to reach climax, and that went double for both Rainbow Dash and Pinkie Pie. The last pony having seemingly been hit the hardest of the bunch leading to what Twilight would describe as a brief manic episode.

Rarity was a different story as Twilight didn't know how she was holding up.

The alicorn silently berated her inaction on the subject, having gotten caught up in her burgeoning herd, and changing sex life. That wasn't enough to excuse her behavior though, as she should have gathered her friends together the second she figured out what had happened. Though it seemed to have worked out well for the majority of her friends, Twilight still felt bad for putting them through that whole stressful episode to begin with.

With a sigh, Twilight made a note of making it up to her friends somehow, maybe with a party, or a small gift. She wasn't sure what she would do, but just thinking of ideas made her feel at least a little better, and made her smile a little wider. Passing by a humming Derpy Hooves, Twilight nodded to the mare before proceeding down the road and reaching the door to Rarity’s boutique.

Stopping at the door, Twilight pushed her worries from her mind and focused on the task before her, namely trying to think of a way to bring up Rarity’s little problem in a tactful manner. Taking one last deep breath, Twilight walked into the small boutique, prepared to get reamed out by the fashionista.

“I’ll be with you in a moment darling!” Shouted the distinct voice of Rarity from a backroom.

“Take your time,” Twilight replied.

With little else to do, Twilight looked around, curious as to what new designs the fashionable pony had come up with recently. What she saw made her stop and stare, the alicorn becoming both conflicted and a little turned on by what she saw displayed. Amidst some of the older, more ‘normal’ designs Twilight had seen before were numerous others that were far more revealing.

They ranged from dresses with simple see-through sections of lace, to dresses that couldn't even be called dresses anymore. They were little more than lace draped across a ponykin, showing off nearly the entirety of whomever would dare to put on such a unique item of clothing. From there, many variations and levels of raciness could be seen, to the point that the shop appeared more like a lingerie store that had a few dresses in it, rather than a dress shop with some lingerie in it.

Twilight glanced over to the back room, and noticing that Rarity had yet to appear, began sifting through a few of the items, her mind already imagining what each one would look like on a different member of her herd. Ooh, that one would look great on Pinkie Pie, she has a wider frame than most of us. Twilight thought to herself as she looked over a dress made up of faux leather straps connecting to a central mass that converged on the pony’s chest.

She paused, considering buying Pinkie such a piece of clothing in all seriousness, as it would make for a good gift. Only to be startled when the door to the backroom was thrown open suddenly. “Welcome to Carousel Boutique, where- oh, hello Twilight. What can I do for you today?” Rarity asked, the unicorn trotting into the room and over to where Twilight stood.

Taking a few nervous steps back, Twilight tried to wipe the large blush from her face, only to find that it was quite stubborn and no amount of unsexy thoughts stopped her brain from imagining Pinkie Pie in lingerie. “I uh, was just uh browsing.” She awkwardly uttered.

“Looking for something for one of your herd mates, by chance?” Rarity asked, leaning in close and grinning up at the alicorn.

“Err yeah. I wanted to get them something to apologize for… something.” Twilight frowned. “Something that I have to apologize to you for as well.”

“I prefer flowers, and chocolate over receiving my own clothes as a gift.” Rarity replied with a smirk.

The alicorn chuckled nervously. “I know that. I was just trying to segue into why I was here, and away from the awkward topic of purchasing a bunch of lingerie for my girlfriends.”

“This is not lingerie, it is merely a rather risque dress!” Rarity declared, pulling the clothing Twilight had been looking at from the rack and displaying it proudly.

“Rarity, it frames the genitalia of whomever wears it.” Twilight declared, turning the clothing slightly. “See?”

“I err…” Rarity scoffed. “So what if it's a little saucier than most of my creations? Is it not divine?”

“I’m not saying it's bad, just that it's a little different from what you usually do,” Twilight explained.

Rarity nodded slowly. “True, but one must follow their muse, wherever it takes them.”

Twilight was about to agree before something suddenly caught her attention, namely an odd scent that struck her suddenly. The smell was oddly familiar to the pony, and it instantly brought forth memories of the previous night, and the scent that lingered after her herd’s fun time was over. Realizing what it was, Twilight blushed and raised an eyebrow.

“Rarity, were you masturbating just now?” Twilight asked.

Rarity gasped and put a hoof on her chest. “I would never do that during business hours. Why would you even ask such a thing?”

“Well, it just smells like you have,” Twilight replied quickly. “I’m sorry for assuming, it's just very um… fragrant.”

Blinking, Rarity sniffed the air, and looked around, her eyes going wide. “Oh my, it seems as though I do smell quite pungent. My apologies darling, I guess I’ve been a little more pent up in recent weeks than usual.”

“That's kind of why I was here, actually.” Twilight began, a hoof rubbing the back of her neck. “You see I might have made it impossible for you to achieve completion. Accidentally.”

“How on earth is that possible?” Rarity asked. “You have not cast any spells on me recently.”

“It was a magical accident that occurred after that cutie mark incident,” Twilight explained.

“Wherein you turned into an alicorn.” Rarity finished, nodding slightly. “Though that makes some sense, I’m confused about how your ascension made it impossible for me to achieve orgasm.”

“I had a spell cast on me when I was very young where I couldn't finish without Celestia’s express approval.” Twilight frowned. “It wasn't meant to do that. She told me it was meant to stop my heat from coming and allow me to study undisturbed. It was only later that she revealed it's other, less spectacular side effects.”

“And that spell somehow ended up being placed on me when our cutie marks got mixed up somehow?” Rarity pressed.

Twilight nodded. “Unfortunately that's about the long and short of it. The actual magic is rather complicated, but trust me when I say that the combination of my ascension, and you girl’s cutie marks getting mixed up made the spell on me get placed on all of you. Only it also broke slightly, albeit not completely.”

Rarity raised a hoof. “Allow me to close the shop so we may speak on this topic with more privacy. It's only a few minutes early so I suppose no one would mind.”

Twilight took a step back, giving Rarity the space she needed to walk past her, and over to the storefront. “Be my guest, is Sweetie Belle home?”

“No, she's staying at mother and father’s while they are in town and won't be back until Sunday.” Rarity replied as she flipped over the closed sign, and locked the door.

“Well at least we will have some privacy then,” Twilight remarked.

Nodding, Rarity pulled the blinds shut and trotted back over to the alicorn. “So what do we need to discuss? I don't suppose a simple counterspell would fix this matter, would it?”

“I’m afraid not,” Twilight replied sadly. “The spell was powerful, and though it's partially broken it's stayed together enough to remain potent.”

“Very unfortunate.” Rarity muttered. “And how, pray tell, are we going to remedy this situation? Though I don't mind a little denial play every once in and while, I admit that it is becoming rather irksome.”

“I’ve been able to determine that the spell has a loophole of sorts, and is tied to some kink of yours that you have not been able to fully explore for whatever reason.” Twilight continued, reaching for her saddle bags and producing a list.

“I hope you don't mean something like bondage, or roleplaying.” Rarity remarked with a gag.

“No, it's tied to some part of who you are, but have not allowed yourself to experience even though you want to,” Twilight explained. “That is the working theory anyway, as the others have been able to get past it by doing things that they have restrained themselves from doing for various reasons.”

“Oh? Like how Applejack asked out Zecora?” Rarity asked.

Twilight lifted an eyebrow. “How did you know? They just started dating yesterday.”

“Oh, a lady has her ways.” Rarity replied cryptically.

Twilight chuckled. “I should have known better than to doubt your gossip skills.”

“Actually they walked past the boutique after the end of their date. No gossipping required this time.” Rarity corrected.

“Really? How did it go do you think? I haven't had the chance to talk to Applejack and she wasn't on the farm this morning.” Twilight asked.

Rarity smirked. “Think about what you said, only slower this time.”

Blinking, Twilight was about to ask what Rarity meant, only for her to realize what exactly the unicorn had been hinting at. “Ooooh. It must have gone very well then. That's a load off my mind.”

“So I assume you have a list of things that will be used in an attempt to ferret out this hidden desire of mine?” Rarity asked, before flicking her mane out of her face.

“Indeed.” Twilight declared. “So far the questions have worked every time I’ve used them. So, onto the first one then. What is your sexuality?”

“Straight.” Rarity declared, only to cough suddenly. “To which I mean I prefer stallions, of course.”

“Of course?” Twilight asked, raising an eyebrow. “Do you frequently feel it necessary to justify, or otherwise explain your sexuality?”

“What? Never.” Rarity scoffed. “Ponies merely assume otherwise sometimes and I have to correct them, that's all.”

“Does this happen frequently?” Twilight pressed.

“Some mares believe that my interest lies deeper than merely having them model for me. That is all.” Rarity stated quite firmly, while also not looking Twilight in the eye.

“Really now? That is… interesting.” Twilight murmured. “As Fluttershy mentioned you were rather fixated on her while she was modeling for you.”

“I was wasn't I?” Rarity muttered, her voice falling to barely above a whisper.

“Yes, she went so far as to say that she thought you were interested in her and had hoped you would ask her out before you told her your preference for stallions.” Twilight continued.

“She really said that?” Rarity asked weakly.

Twilight nodded. “She moved on eventually, but she mentioned holding out hope for a while.”

“That sweet, sweet child.” Rarity murmured, wiping the corner of her eye. “She truly deserves all the happiness you girls have given her.”

Twilight stood patiently off to the side, waiting for the fashionista to gather herself once more. Something that took a minute, as the unicorn had to wipe away a few stray tears and fix her makeup quickly. “So, Rarity. Do I have to ask the question again?” Twilight continued.

Rarity shook her head. “That won't be necessary darling, I am quite aware that you have found me out as it were.” Standing up straight once more, Rarity looked the other pony in the eye confidently. “I suppose what I said was true, but not wholly so.”

“What do you mean?” Twilight questioned.

“I prefer stallions, but only a single part of them.” Rarity replied, blushing slightly. “I find them on the whole as brutish, smelly, and repugnant, but I also lack any experience with the same sex.”

Twilight hastily scribbled a few notes down on her list before turning back to her friend. “So you would say that you are more interested in penetration-based intercourse, but prefer females?”

“I suppose that's one way of putting it.” Rarity conceded.

“Interesting. Do you mind if I ask you a few more questions?” Twilight asked, looking up at Rarity hopefully.

“I don't mind you assisting me here darling, but I am overdue for some tea. Why don't we reconvene in the kitchen?” Rarity countered politely.

“That sounds reasonable. You don't happen to have any cinnamon spice tea by chance do you?” Twilight asked hesitantly as she stuffed her quill, ink pot, and list back into her bags.

“Of course darling, I know it's your favorite.” Rarity replied before turning away. “Come, I will make you a cup.”

Nodding along, Twilight followed close behind her friend, the scent of arousal hitting her almost immediately. The smell had been muted somewhat by the distance, and the other smells that had been in the room, but now only a few feet away from the mare’s dripping sex and standing downwind it all but overwhelmed Twilight’s senses. It intermingled with the unicorn’s fragrant perfume, mixing with the more floral notes until it created a smell as intoxicating as it was strangely good.

And it only grew stronger when Rarity flicked her tail briefly, exposing the sopping wet lips of her gaping pussy for all to see. The alicorn’s nostrils flared and she unconsciously breathed in a great lung full of the potent scent, driving Twilight’s own lusty feelings wild. For a moment she considered propositioning the unicorn, only to stop herself when she considered the very real possibility that this had all been an accident. Hesitantly, as if she wasn't sure if she wanted an answer at all, Twilight looked up, hoping to only see the back of the other pony’s head and not the salacious grin that was now plastered on Rarity’s face.

The unicorn smirked and turned back, making a sharp turn once the pair reached the kitchen and nearly inadvertently leading Twilight along. Shaking her head, the alicorn turned away, and took a seat at the table, stifling the urge to laugh. “I think I walked right into that one.” She remarked.

Rarity giggled as she drew the water and turned on a burner. “I’m sorry darling, but you’re one of the few who know about my… desires, and it felt oddly freeing to tease you a little.”

“So long as it's only teasing,” Twilight added.

“Of course, of course. I wouldn't want to disrupt anything you have going with your herd.” Rarity replied, her magic pulling cups and tea bags from the cupboards and assembling them neatly before her. “And before you ask, no, I do not want to join said herd.”

“I wouldn't have bothered, I know you’re not that kind of pony,” Twilight remarked.

Rarity smiled faintly, giving her friend a slight nod of thanks. “I appreciate it, darling. Sometimes it feels like you’re one of the few friends I can speak candidly to on such topics.”

“Speaking of candid topics,” Twilight segued. “Do you frequently stay aroused like this while you work? I noticed you seemed quite… I’m not sure what the word is.”

“Wet?” Rarity answered with a smirk, prompting Twilight to nod. “To answer your question recently has been an exception, but I have been known to deny myself the pleasure of relief in order to stay inspired longer.”

“R-really?” Twilight stuttered.

“Oh yes.” Rarity affirmed, the mare taking the boiling water off the burner and pouring it into the cups, which she then moved to the table along with the tea bags, and sugar. “Like I said, it helps me stay inspired longer, and feels quite wonderful.”

“Huh,” Twilight muttered, the alicorn distracting herself from her thoughts in order to place two scoops of sugar in her tea along with the appropriately labeled bag.

“You really must try it sometime.” Rarity added, the unicorn making her own tea as she spoke. “Using ben wa balls is a fantastic way to stay aroused for hours while also working out your kegel muscles.”

Twilight blinked, the alicorn temporarily at a loss for words. “Interesting.” She whispered, the alicorn shifting awkwardly in her seat as her loins continued to heat up.

“Oh yes, and if you end up engaging in nightly activities with a partner with the correct additions, they will find it that much more enjoyable. Trust me.” Rarity assured, before lifting her cup and gently blowing on the hot liquid.

Twilight nodded along with her friend’s assurances, her mind struggling to come up with a response. “So I’m fairly certain I know what your quote-unquote issue is, but do you mind answering some more questions?”

Rarity shrugged. “Go ahead, darling.”

“Have you ever dated anyone before?” Twilight asked, while pulling out her list, ink well, and quill and placing them on the table.

“I did entertain a few dates from various colts when I was younger, but nothing serious until I turned twenty.” Rarity replied, before pausing to take a sip of her tea. “After that, I was very much determined to find my prince charming and attended many balls, and functions with the intent of finding him. Though they were mostly fruitless, wasted efforts, there were a few dates and encounters that came from them.”

“Any of them serious?” Twilight asked while sipping tea and taking notes.

Rarity shook her head. “They may have thought it was serious, but to me, nothing quite felt right. For reasons that should be obvious by now.”

Twilight chuckled. “True enough. Now, how often do you masturbate?”

Rarity paused mid-sip and looked at Twilight curiously. “Are all of your questions going to be this… intimate?”

The alicorn shook her head. “No, but if you feel as though you want to skip a question just say as much.”

The unicorn sipped, swirled her tea around in her mouth, swallowed, and nodded. “Once or twice a day at most, usually one at about midday during lunch break, and one before bed to aid in sleep.”

“Punctuated by long bouts of denial and what amounts to self-teasing?” Twilight asked.

“Depending on the day.” Rarity replied quickly. “If I’m out on the town obviously I wouldn't want to give anypony the wrong idea, so I restrain myself. However, if I intend on staying in then yes I do frequently self tease as you put it.”

Nodding, Twilight scribbled a few more notes down before downing the rest of her tea. “Well, that answers my next few questions… I do have some more, but I think at this point I’ve more or less built up a reliable enough database to begin testing with confidence.”

“That's wonderful dear, What do you think the remedy is?” Rarity asked, sipping the last of her own tea.

“Well that's hard to answer, but allow me to pose one last question first.” Twilight cleared her throat and looked the other mare square in the eyes. “Would you like to have sex with us?”

Rarity nearly spat out her tea and forced herself to swallow it all before coughing and lightly smacking herself against the chest. “Y-your serious?”

Twilight nodded. “I asked the girls if it was okay before I left. Just in case I came up with any tests that require a more hooves-on approach or their unique assistance.”

“Wow, and they were okay with that? Even Fluttershy?” Rarity pressed.

Again, Twilight nodded. “Of course. They are all worried about you as well considering how pent up, and mixed up they got after being denied relief for so long. They were actually kind of excited at the possibility of you joining us for a little fun.”

“Really now?” Rarity remarked as she sat back in her chair. “I suppose I was entertaining the idea since you cracked my shell so to speak and I admit the thought of seeing Fluttershy in such a situation is… intriguing.”

“And there would be absolutely no assumptions of romance, this is merely some fun between friends with the side bonus of helping you break through this block of yours and find the trigger that will allow you to reach completion,” Twilight added with a grin.

“Well now… that is certainly interesting.” Rarity remarked. “I admit that I hold no particular romantic feelings for any of you, but I have always felt a certain attraction to most of you girls at one point or another.”

Smirking, Twilight stood up from her chair and packed her things once more. “Would you like to go see them? They should all be off work, or otherwise not busy by now, and will probably be in the library waiting for us.”

“You really had this planned out didn't you?” Rarity exclaimed as she stood up from her chair and crossed the room. “As much as I trust your word, I’m afraid I must insist on getting the other girl’s express consent before I truly entertain the idea.”

Twilight shrugged. “It will be a wasted effort, but I understand and appreciate the notion behind such a desire.”

“Thank you Twilight. This is moving rather fast for my liking, but I can't deny that this is something I’ve dreamt quite a bit about.” Rarity exclaimed while blushing profusely.

“I understand totally.” Twilight declared. “Are you ready to go?”

Rarity nodded. “Yes, absolutely.”

“Yes, absopositively!” Pinkie Pie declared excitedly.

“I wouldn't mind.” Rainbow Dash remarked with a shrug. “The more the merrier I always say. Plus I’ve always wondered what you tasted like.”

Rarity blushed, looking away from the lecherous gazes of both Pinkie Pie and Rainbow Dash and towards Fluttershy who sat on the end of their large bed, gaze hidden almost completely behind her mane. “And you Fluttershy? What do you say?” Questioned the unicorn.

Fluttereshy blushed even harder than Rarity was, and nodded slowly. “I wouldn't mind if it was just once or twice.” She whispered, tapping her hooves together nervously. “It could be fun.”

Twilight bumped her hip against her stunned friend’s side and smirked. “I told you they would say yes.”

“So you said, but for some reason, I doubted I would get this far.” Rarity murmured.

Pinkie Pie hopped off the bed and flanked the mare on the other side, throwing a hoof over her shoulder and giving the other pony a light squeeze. “So, what do you wanna do first? Cus if it's up to me, I think you would look beautiful with your head between Fluttershy’s thighs.” Pinkie Pie exclaimed.

“While you sit on my face.” Rainbow Dash added while licking her lips.

“Girls, we should ask Twilight what she wants to do first. This is still part of the testing, isn't it?” Fluttershy cautioned while turning to the alicorn and alpha of their herd.

Twilight nodded. “Although that is true, I think I have a good idea of what she is going to enjoy the most. To that end, do you girls mind if I cast that dick growth spell on you all?”

“Ooooh heck yeah!” Pinkie declared, pumping a hoof in the air. “Make mine long with a big ol pair of balls, I wanna pump Rarity full of cum!”

“A nice thick one would be awesome. I can't wait to feel her stretch around my dick.” Rainbow Dash added.

“And you Fluttershy?” Twilight asked.

“Something thick and long please,” Fluttershy replied weakly. “I like how it felt the last time you gave me a dick.”

Twilight grinned. “Then it's settled, give me a second to prepare the spell.”

“Wait.” Rarity interrupted, shrugging off Pinkie Pie’s hoof. “Don't I get a say in all this?”

“Rainbow Dash smirked. “So you're saying you don't want us all to have dicks?”

“I…” Rarity blushed and bit her lip. “Never mind, you may proceed.”

“Called it.” Rainbow Dash exclaimed with a chuckle.

Rolling her eyes, Twilight lit her horn and quickly went through the motions of casting the spell, the bright flash almost blinding Rarity who had little experience with such magic. The rest of the mares, however, had plenty of experience with said spell and were ready to avoid the blast of light, and the sudden weight that appeared on their crotches.

“Awww yeah, this is perfect.” Rainbow Dash exclaimed while rolling onto her back and displaying her already hard, incredibly thick yet average-length dick.

Rarity blinked in shock, looking from the crotch of one of her friends to the next, awestruck by what she beheld. Each one sported a powerful, and completely real-looking dick, that was made to the specifications they mentioned, and all ready to go. Pinkie Pie’s was perhaps the longest, but also the thinnest of the bunch, with a pair of enormous balls that hung beneath her body, ready to pump Rarity to the brim with seed. Rainbow Dash’s was slightly smaller, with a smaller sack, but a thicker girth, making Rarity’s mind already begin to imagine what each would feel like inside her.

Her imagination went into overdrive when she saw Twilight and Fluttershy’s dicks though, as they were the single most powerful, and enchanting pair of cocks she had ever beheld. They were long, and thick, both as wide as her hoof, and as long as her leg from hoof to elbow. While also sporting balls that rivaled even Pinkie’s massive sack which were no doubt more than capable of producing enough seed to knock Rarity up a dozen times over.

“Those things are sterile I hope? Or do you have a load of condoms hidden around here?” Rarity questioned nervously, her eyes glued to Twilight’s crotch.

“It requires another spell to make them capable of impregnating somepony, a spell I haven't used,” Twilight smirked. “Yet.”

Rarity gulped, her face becoming bright red and her mind recoiling so suddenly that she could only stammer weakly.

That was until Pinkie Pie leaned over and gave her a light shake. “She's teasing you Rarity, she wouldn't do that without your permission and a long discussion, isn't that right?”

Twilight giggled. “Consider us even then.” Twilight declared, much to Rarity’s continued bafflement.

“Well, I never.” Rarity murmured with all the faux outrage she could muster.

Jumping off the bed, Rainbow Dash strutted up to the unicorn, a grin on her face. “So, what do you wanna do first? Cuz I’m still partial to seeing your face in Fluttershy’s crotch, dick or no dick.”

Rarity glanced at Fluttershy, noticing that although she seemed a little more confident than usual, she still hid behind her mane when Rarity turned, obscuring Fluttershy’s blushing face. “Well I… Didn't think I’d get this far. I don't know what to do.”

“Well silly, having sex with us would be a good start.” Pinkie declared with a giggle.

Biting her lip, Rarity looked from Fluttershy to Twilight and back again. “I don't suppose you would mind fucking me at the same time?” Rarity requested. “I would rather enjoy feeling you both inside me.”

“Taking the two biggest at the same time, you are a daredevil after all.” Rainbow Dash exclaimed.

Pinkie Pie nodded eagerly, already pushing both Rarity and Twilight towards the bed. “You heard the mare, now get to fucking you two!”

“We're going, were going,” Twilight replied, gently using her magic to pick Rarity up and place her in the center of the bed. “Now, do you have a preference as to what hole you would like us to use? Because I have a feeling you want me in your pussy, and Fluttershy buried in your throat.”

Rarity nodded, unbothered by being manhandled by the alicorn. “That sounds wonderful darling, and please, use me as hard as you would like. I assure you, I can take it. That goes for you as well.” Rarity added, directing the last sentence at Fluttershy.

“I wouldn't want to hurt you. I am pretty big.” Fluttershy whispered as she nervously shuffled into position in front of Rarity.

Rarity scoffed. “I will have you know that I do not have a gag reflex, and can take all of you with ease.”

Fluttershy blushed a little brighter, her cock twitching hotly in anticipation. “If you insist…”

“I would offer some kind of lube, but I think you have more than enough lubrication already.” Twilight quipped, as she hopped up onto the bed and took position behind the horny unicorn.

Off to the side, both Pinkie Pie and Rainbow Dash lay on the bed, watching the three ponies work themselves into position, both munching on popcorn Pinkie Pie had produced from seemingly nowhere. “This is really hot.” Rainbow Dash remarked.

“Mmhmm.” Pinkie Pie agreed as she shoveled another hoof load of salty goodness into her mouth.

“Last chance to back out Rarity.” Twilight offered, her hooves gripping the mare’s hips tightly, Rarity’s slit slowly lining up with the flared head of Twilight’s cock.

Fluttershy nodded as she sat down directly in front of the unicorn, her erection resting against her stomach. “I wouldn't blame you if you decided to leave,” Fluttershy whispered.

Rarity scoffed. “I may be new to this, but Rarity Belle does nothing in half measures!”

Both becocked mares exchanged a smile before nodding. “If you say so Rarity,” Twilight remarked, before throwing her hips forward and plunging herself into the mare’s sopping-wet hole.

Nearly overwhelmed by the power of the thrust, Rarity’s body jerked forward and accidentally made her swallow a good few inches of Fluttershy’s rock-hard cock. Then, before she had a chance to adjust to the newest intruder that so penetrated her mouth and throat, she felt Fluttershy’s hooves grip the back of her head and force her down the other mare’s aching length. In seconds she felt two of her holes stretch as they were forced to take two mammoth intruders in the span of mere moments.

Thankfully for Rarity, she could also hold her breath for quite a while, on top of having no gag reflex and an unshakable will. When most ponies would have broken down or been overwhelmed by the sensation of having two of their holes so roughly fucked, Rarity merely allowed herself to be used while adjusting to that change. Her hooves shifted until they were on either side of Fluttershy’s waist, allowing the butter pegasus to better use her throat from a more pleasurable angle. While at the same time allowing Twilight to spread her back legs wide and letting the larger, more dominant female better penetrate her.

All the while making sure to not choke, gag, or make any noise that she would deem uncouth, or beneath her, remaining calm and graceful even while being roughly used by two other ponies. Behind her, Twilight draped her body over Rarity’s, making the unicorn squirm in delight, finding the raw feeling of being physically dominated to be immensely pleasurable. A feeling made only the more potent as both of Fluttershy’s hooves gripped either side of her head, maneuvering her hair out of the way of her face.

Making her grin even as the butter-yellow pegasus forced her head up and down the dickmare’s shaft. It was almost tender, in a way that nothing she had ever experienced was, and within moments of both ponies entering her, she knew this was what she had always craved. From the way Fluttershy made sure to keep Rarity’s hair out of her face, and out of the way, to how Twilight carefully placed her weight. It was the perfect mix of raw domination and forced servitude of coupling with a stallion while also having the distinctly feminine edge that only a mare could bring to the table.

With grace, and a sense of bliss, Rarity allowed herself to be used, her body growing used to having her cunt stretched to the point of bursting while her throat experienced the same sensations. Above and behind her, Twilight had begun to move her hips a little faster, her body moving a little faster as she felt the tight confines of Rarity’s sex begin to release the vicelike hold they had on the alicorn’s dick. When that happened, she slowly began to speed up, glancing down at Fluttershy, whose head had rolled back, and a blissful expression crossed her face.

The sight brought a smile to the alicorn’s face, who couldn't help but chuckle at the usually reserved pegasus. Fluttershy heard this and didn't care, too awash in pleasure for anything other than Rarity’s tight throat to truly matter. The usually shy pony had begun to love the sensation of having a cock, and feeling the tightness of Rarity’s throat wrapped around her cock further cemented that less-than-secret love. More than that, she also enjoyed the fact that she could really cut loose with the unicorn, as it became clear that she was every bit the expert she claimed to be.

While Fluttershy continued to grip the mare’s head and force her up and down her cock, Rarity remained unbothered. The unicorn stole a lungful of oxygen when she could, while still actively following the unspoken commands Fluttershy had given her. Faster and faster she went until Fluttershy felt certain she could take no more, only to feel Rarity move quicker still. Her hooves were no longer needed as Rarity was now throat fucking herself at an almost manic pace.

With nothing to do, Fluttershy nearly fell backward, only to find her body caught in a field of magic, prompting her to open her eyes once more and look up at Twilight. Who looked down at Fluttershy hungrily, a look the butter pegasus knew very well at this point. Without a word being spoken between them, Fluttershy knew exactly what she wanted, and she could do nothing, but submit to her alpha.

Leaning forward, she pursed her lips and allowed herself to be guided towards the alicorn, where their bodies connected. A lavender hoof wrapped around Fluttershy’s head, holding her tightly and not allowing her to move while Twilight kissed her. Submissively, Fluttershy parted her lips and allowed the more dominant mare’s tongue to enter her mouth and make out with her however Twilight wanted.

Beneath them, almost forgotten by the two dickmares, Rarity continued to work away, unbothered by the fact that neither of her partners was paying particularly close attention to her. Though their hips continued to move, with Fluttershy bucking her hips upwards into Rarity’s lips, and Twilight continued to pound the mare’s stretched cunt, neither pony did much else. This was fine with Rarity, as she had quickly fallen into the role that she had set out for herself, merely enjoying the fact that she was being used in such a visceral sense.

Off to the side, Pinkie Pie and Rainbow Dash had run out of popcorn and stared wide-eyed at the three ponies. Until Pinkie Pie suddenly shook her head with enough force to make her hair whip around. “Holy moly, that's hot.” She exclaimed.

“Yeah, that's really something.” Rainbow Dash agreed.

“Wanna fuck?” Pinkie asked.

Rainbow Dash nodded. “Rock paper scissors to see who tops?”

“Sounds good. Rock, paper, scissors. Ha! I win again.” Pinkie Pie exclaimed with a grin.

Rainbow Dash frowned. “Best two out of three?”

“As if that would matter, you are just gonna throw another game because you just really want my big pink cock inside you.” Pinkie Pie replied, leaning in close and smirking at the pegasus.

Who in turn blushed and looked away. “No, I just… Aww fuck it, let's do this already.”

The words hardly had a chance to leave the rainbow-maned mare’s mouth before Pinkie Pie was already on top of her, pinning her down and plunging her cock into her herdmate’s dripping hole. “I knew you’d say that Dashy, maybe after Rarity has had her turn we can get you in there.” Pinkie Pie teased, the mare wiggling forward and bucking her hips occasionally, burying herself in Rainbow Dash’s pussy in short order.

Rainbow Dash bit back a moan, her hooves wrapping around Pinkie Pie’s neck. “Unf, maybe later. Something tells me they are gonna be at this for a while.”

“True.” Pinkie Pie replied flippantly. “Though I can't wait to see what a cute face you’ll make when me and the girls stuff every single one of your holes with our cocks.”

Rainbow Dash blushed profusely, glaring up at the earth pony with mock anger. “Shut up and kiss me.”

Pinkie Pie giggled and did just that, smooching the other mare with all the intensity of Rainbow Dash’s faux glare.

Nearby, Rarity was having her first orgasm of the night, the unicorn’s cunt twitching and spasming as she coated Twilight’s dick in a layer of her juices. While this was happening she continued to bob her head on Fluttershy’s cock, careful to keep her teeth away from her partner’s snatch. In addition, she also kept pushing back against Twilight as the alicorn pounded her from behind, her lightning-fast pace never slowing for so much as a single second.

Though able to detect Rarity’s orgasm, Twilight didn't change anything as she found herself intrigued by the fact that the unicorn didn't stutter in her self-imposed duty for even a moment. It was kind of impressive in a sexy way, and she quickly finished making out with Fluttershy, retracting her tongue from her herdmate’s tongue. Breathing heavily, Fluttershy pulled back and shot Twilight an odd look, one that seemed to show just how much she enjoyed the passionate kiss while also asking why it stopped.

Saying nothing, Twilight just pointed a hoof down at Rarity before lifting an eyebrow in invitation. It took a moment to figure out what Twilight meant by the move, but when Fluttershy did figure it out, her face lit up and she looked down at the mare swallowing her dick with renewed interest. Slowly, Fluttershy nodded as well, and gripped Rarity’s head, forcing her back down her shaft, until her lips met the pegasus’ crotch. As this occurred, Twilight buried herself in Rarity’s pussy and lurched to a stop, leaving Rarity confused for a moment.

Until Fluttershy stood up, while keeping her dick buried in Rarity’s throat, the pegasus moved into position until Twilight and her were Eiffel towering the unicorn. Their forehooves rested on rarity’s back while the main brunt of their weight rested on their back legs. With their balance secured, both dickmares pulled out and slammed themselves back into Rarity’s holes with all the force they could muster.

Rarity’s eyes rolled into the back of her head and she very nearly came for a second time when she felt both Fluttershy’s and Twilight’s hips connect with her body on both ends. The feeling was one of sublime submission, and Rarity knew then and there that was a feeling she would come to relish for as long as she lived. Sure, there was a small part of the unicorn’s mind that still yearned to feel true connection while also engaging in coital activities, but this sensation was raw and powerful. It dominated her mind and left her wanting more, more dick, more mares, more powerful alicorns burying themselves in her worthless holes.

While this happened she made certain to continue servicing both ponies equally, the unicorn never faltering in her goal of bringing them as much pleasure as possible. As she worked, Rarity couldn't help but wonder what their cum would taste and feel like, as both ponies were so different. She imagined that Fluttershy’s cum would taste good, as the pegasus was a notoriously picky eater, and preferred only the freshest fruits and vegetables. Twilight was a different story, as the mare wasn't known for remembering to eat well, or sometimes at all as she frequently got caught in her research projects. Though now that Rarity thought about it, she wondered if her cum would be thick, as she was an alicorn after all, the symbol of virility, and power.

So caught up in her musings was Rarity that she hardly even noticed as the two ponies using her holes began to make out again. Twilight wrapped a forehoof around Fluttershy’s neck, while the pegasus did the same to the alicorn, allowing them to make out while continually pounding Rarity in the mouth and pussy. Their manic pace continued even as the kiss deepened and Rarity came again, the pleasure of their cum receptacle all but forgotten amidst their own desires.

Only the confines of Rarity’s tight throat, and pussy mattered on top of each other’s mouths.

Rainbow Dash and Pinkie Pie were similarly entranced by the erotic dance going on mere feet away. They had switched positions since last time, with Rainbow Dash now face down, and ass up, allowing both ponies to watch their herd mates rut Rarity with reckless abandon. Every thrust from Pinkie Pie was wet, and squelched audibly as their hips connected, the pegasus’ pussy already stuffed with a thick load from Pinkie Pie.

Even with a load already swimming inside Rainbow Dash’s pussy, Pinkie did not pull out and continued to pound the mare at roughly the same pace that Twilight and Fluttershy maintained. The speedster didn't seem to mind though, and raised no complaints as Pinkie just went on fucking her after dumping a load inside her.

“Hey Pinks, you think they are going to cum soon?” Rainbow Dash asked, glancing over her shoulder.

“Unf, probably.” Pinkie Pie shrugged, one hoof grabbing Rainbow Dash’s tail while continuing to rut her. “Twilight is making that face that she only makes when she's close, and Fluttershy’s moans have gotten even higher pitch.”

Rainbow Dash blinked, temporarily distracted by the rough treatment Pinkie Pie was giving her. Now that she noticed it, Twilight did indeed have an odd look on her face, and Fluttershy’s half-stifled moans were indeed noticeably higher pitch. The wet smack of the pegasus’s cock slamming into Rarity’s mouth also sounded familiar when Twilight thrust forward, as Rarity’s pussy was so incredibly wet that they sounded identical to one another. The display was an erotic one, and Rainbow Dash felt another orgasm coming along, the pegasus mere moments from growing the small pool of seed that grew between her legs.

“Hey Pinkie, after you finish again do you want to see if one of us could join in? I’d love to see what Rarity looks like with a cock in every hole.” Rainbow Dash asked.

Pinkie Pie nodded. “Oh heck yeah, that sounds -unf- great! Then after that it can be your turn! Maybe we should even give Rarity a dick and see if we can stuff four cocks in you.”

Rainbow Dash shuddered at the thought, her imagination conjuring images of what she would look like with a dick in every hole and two in her pussy. “That sounds amazing.”

“Oh you tightened up quite a bit there, I think I’m gonna cum!” Pinkie shouted as she thrusted forward one last time, and began to unload in Rainbow Dash’s pussy.

At the same time, Rainbow Dash also began to cum, the pegasus moaning as her cock spat a thick white load onto the stained bedding. “Fuck that's goood.”

Meanwhile, only a few feet away, both Fluttershy and Twilight were ignorant of what was happening around them as the sound of their own lovemaking all but drowned that out. Their pleasure was undeniably overwhelming, and their thoughts started and ended with each other, and little else. That changed slightly when Twilight felt her orgasm begin to arrive, the mare knowing that it would peter out before reaching completion.

Knowing that Rarity would no doubt be looking forward to that particular sensation, she enacted a spell that would make her cock erupt with seed right before her orgasm was magically stopped. With that done, she retracted her tongue from Fluttershy’s mouth and shot her a look. “Are you ready?” She asked.

Fluttershy nodded. “I’m really close.”

“Then let's give her a ride she will remember.” Twilight declared with a smirk.

The pegasus grinned nervously, obviously intrigued by the idea but also feeling a little guilty for what they were about to do. Pushing past that, Fluttershy pulled back a little further, mirroring what Twilight did, and pounding herself back into Rarity’s mouth when the alicorn thrust forward as well. This act of pulling nearly all the way out and thrusting all the way back in was repeated over and over again, both ponies becoming quite adept at the move in time.

Rarity herself was too busy orgasming again to really care as to what was going on. The relief that came from each orgasm was small, but slowly, they were building up, relieving the pressure that had been building inside her for over a week at this point. She didn't focus on that though, as her small, short orgasms were of little importance while she had yet to receive a pair of steaming hot loads in each end.

With that in mind, She squeezed down tightly around Twilight’s cock, her kegel muscles working overtime as she tried to milk the alicorn’s dick for all her worth. Something she also did with Fluttershy’s cock, only she did so by squeezing down with her throat muscles, years of playing with dildos paying off in spades as she heard her partner’s moan a little louder. A few seconds later and she felt the first sign of her coming reward as Fluttershy’s cock began to twitch, and her thrusts began to shorten.

“M-may I cum Twilight?” Fluttershy asked through quick, short breaths.

“You may cum when I do,” Twilight replied, her own thrusts growing deeper and shorter.

“P-please hur-ry!” Fluttershy cried as she fucked Rarity’s throat for all her worth.

She didn't have to wait long, however, as Twilight ratcheted up her pace even faster, fucking the mare with such speed and intensity that Rarity was left in awe. Sure enough, Twilight came hard less than a minute later, her body coming to a sudden halt as she grabbed Fluttershy. “You can cum.” She said, before mashing her lips against the pegasus’.

With that, the dam broke, and Fluttershy came long and hard, thick ropes of jizz shooting straight down Rarity’s throat and into her stomach. Her entire body shook from the force of her ejaculation, her hoof only barely holding onto Twilight’s neck and keeping their lips locked. Twilight herself, had mentally prepared for her orgasm to suddenly stop only for it to arrive normally, and render her little spell a wasted effort.

She had half a mind to cast a quick detect divination spell, but ultimately decided not to bother as her own orgasm was too pressing a concern. Enormous loads of thick alicorn sperm erupted into Rarity’s pussy, filling her tight passage with seed and causing some to squirt out around Twilight’s shaft. Despite how big the flared head of Twilight’s cock had become, the sheer size of the dickmare’s ejaculation made Rarity unable to contain it all. Even still, a good chunk of that orgasm ended up in Rarity’s womb, while at the same time, nearly every last drop of Fluttershy’s orgasm ended up in Rarity’s belly.

The unicorn herself was on cloud nine, and from the second she felt Fluttershy start to cum down her throat, she herself had cum as well. The sensation of having her holes stuffed full of seed was a powerful one, and Rarity breathed heavily through her nose, filling her lungs with the powerful scent of Fluttershy’s cock and balls. She never once considered pulling back, or asking for air, merely subsisting on what little she was able to grab until finally, they stopped.

Both Twilight and Fluttershy remained locked inside her for a moment longer, however, only pulling back after a good few seconds. When that happened, both ponies stumbled backward, the flared heads of their now slightly limp cocks pulling out of Rarity’s holes. The second that happened Rarity fell to the bed, the mare falling limp, like a puppet with its strings cut.

“Oh, my stars.” Muttered the unicorn weakly.

“How did I come?” Twilight whispered.

“What was that darling?” Rarity asked.

Twilight shook her head. “It's nothing, just need to check something after this.”

Fluttershy instantly cuddled up to Rarity’s left side, draping a wing over her and nuzzling her cheek. “You were absolutely wonderful Rarity.” Cooed the pegasus.

“Thank you darling, you weren't so bad yourself.” Rarity replied, eagerly reciprocating the nuzzle.

“Yeah, Rarity that was like, super duper hot,” Pinkie exclaimed, still humping away at Rainbow Dash, who twitched weakly beneath her.

“Y-yeah, that sure was something.” Rainbow Dash added, her wings twitching as Pinkie Pie pumped another load into her already bloated womb.

Settling in on Rarity’s other side, Twilight nuzzled the other side of the mare’s cheek. “I’d ask if you achieved orgasm but judging from how many times you tightened up, I’d say you did.”

Rarity sighed contentedly, a blissful smile spreading across her face. “That was the best sex of my entire life.”

“Really?” Fluttershy asked excitedly.

“Without a doubt.” Rarity declared.

“Well I think we found your trigger, mares with cocks, being used, and I’d probably say a less than subtle attraction to alicorns,” Twilight remarked.

“Ooh, samers!” Pinkie Pie declared, a hoof pressed against the back of Rainbow Dash’s head, keeping the other mare’s face pressed into the pillow while the pink pony continued to pound her plot.

“Yes, well. No matter how wonderful it is, I’m afraid I have things I wanted to do.” Rarity declared while trying to push her way through the wall of wings that held her down.

“Let's not be so hasty.” Twilight quickly exclaimed, using her powerful wings to keep Rarity from rising. “The night is young, don't you want to indulge a little more? Surely a single time isn't enough for you.”

Rarity tapped her chin and hummed. “Well, it was rather nice.”

“Oh please Rarity, can you stay for another round or two?” Fluttershy pressed. “I was really hoping to trade places with Twilight.”

“And I was hoping to feel how good your throat is!” Pinkie Pie added.

“I still wanna- oh that's good- eat your pussy.” Rainbow Dash exclaimed.

Rarity hummed softly to herself, looking from one mare to another before ending on Twilight. “Well if you want me to stay then I suppose I should follow your commands. Your majesty.”

Twilight grinned. “Great! Now, girls, I was hoping to try something a little more creative this next time. Fluttershy, you lay on your back, Rarity, you're going to take her in your pussy, then Rainbow Dash, you can take her ass while I get her mouth.”

“That is quite a lot, but if the princess wants to fuck my throat while her herd takes my other holes, then so be it!” Rarity declared, a wide smile growing across her face.

“And I’ll just keep fucking Rainbow Dash until she looks pregnant!” Pinkie Pie added, grabbing the pegasus around the midsection and carrying the pony under her and over to Rarity who was mounting Fluttershy.

If Rainbow Dash was bothered at all by being carried around with Pinkie’s long cock buried deep inside her, she didn't show it and merely grinned as she found herself on the unicorn’s back, her cock pressed against the fashionista’s hole. In front of her, Twilight lined her already hard cock up with Rarity’s mouth and gave her herd a quick once over.

“Ready girls?” Twilight asked.

“Ready!” They all declared.

“Let's do this!”

Rarity stumbled towards her house, legs shaking and knees weak, her key waving this way and that in front of her. Her jaw ached, her pussy and ass had long since become so stretched that they no longer fully closed, and both holes dribbled a seemingly endless stream of cum down the mare’s legs. The taste of cum was ever present in Rarity’s mouth and every time she thought it was gone, all she had to do was lick another random part of her mouth and the taste of her friend’s seed came roaring back all over again.

Stumbling forward, Rarity nearly face-planted against her door, the love-drunk pony so addled that she very nearly inserted her key upside down. Squinting in the darkness, Rarity used the light of her horn to illuminate the doorknob and enable her to insert the key into the hole. With that done, she turned the knob and stumbled inside, almost forgetting her key in the door before finally closing the wooden portal shut behind her.

Placing her keys on the stand next to the door, Rarity almost considered trying to do some work only to immediately laugh at herself for how foolish that notion was. “Rarity, you can hardly walk. Now is not the time to try and wield a needle and thread.” She admonished.

Instead of stopping by her workshop, she made a beeline for the kitchen, and after downing most of a jug of water, proceeded to stumble up to her room, only to stop near the bathroom. There was a good part of her that wanted to have a long, hot shower, in order to cleanse herself of the filth that clung to every inch of her body. There was also an even larger part of her that worried that she may very well fall asleep in the shower at this point.

With a sigh, Rarity stumbled past the door and into her room, where she immediately face-planted into the bed, not even bothering to crawl beneath the covers. Normally she would be angry with herself for ruining her satin sheets with dried cum, never mind the mess that her makeup had become. Now though? Now she couldn't even bring herself to be a little annoyed, as any emotion other than pure, unbridled contentment was pushed from her mind.

She felt whole, complete in ways that she had never truly experienced before. Sure her body also ached in ways it never had before, but that was acceptable in her mind as a whole new world had been opened up to her. She had conquered a demon that had plagued her for most of her adult life and now felt free from the self-imposed shackles that had previously bound her. And if it meant losing out on a productive evening, and what will likely be a lengthy dry cleaning bill, then so be it, she thought.

With a sigh, Rarity wiggled her way up her bed, until at last her head rested upon the pillow, and the rest of her body was sprawled haphazardly across the bed. Brushing aside the last of her worries, Rarity closed her eyes and merely allowed sleep to take her, unbothered by her earthly concerns and wanting for nothing more than the sweet embrace of sleep.

Sure enough, within moments of her head hitting the pillow, a grinning Rarity fell into what would become the best sleep of her entire life.

Blinking, Rarity found herself waking up not in her bed, but in Twilight’s, the alicorn herself lying next to her, eyes only partially open, a dreamy look on her face. “Good morning Rarity.” She whispered, a hoof caressing the unicorn’s cheek.

Shrugging, Rarity decided to merely roll with the strangeness of the situation. “Good morning darling, where are the other girls?”

“Oh, I sent them home for now. I have yet to be finished with you after all.” Twilight declared, giving her hips a little wiggle and alerting Rarity to the fact that they were more intimately connected than she had first thought.

Looking down, Rarity confirmed her suspicions, finding that not only was Twilight holding her closely, but she also had her cock wedged inside Rarity’s pussy quite snuggly. “Were we like this all night?” Rarity exclaimed.

“You fell asleep somewhere between round thirty-one and thirty-two and I decided to let you sleep,” Twilight replied, only to smirk suddenly. “I guess we could pick up where we left off now that you're awake.”

“Oh absolutely, my princess.” Rarity declared, all lethargy gone in an instant.

Placing a hoof on the alicorn’s chest, the unicorn subtly shifted her body so she straddled the alicorn’s chest, all while Twilight’s cock stayed wedged deep inside her. Now on top of the mare, Rarity let out a content moan, utterly complete now that her pussy was occupied by such a perfect dick. “Well?” Twilight exclaimed suddenly. “I don't have all day.”

“Right away my princess!” Rarity exclaimed, her hooves quickly moving to either side of Twilight’s body and giving her the leverage she needed to move properly.

Lifting her hips, Rarity pulled her weight up before letting gravity do the job and making their hips reconnect once more. Slowly, she began to build up speed, slowly but surely bouncing faster and faster on the alicorn’s throbbing erection. Within mere minutes Rarity had established a truly remarkable pace considering she had been asleep not long ago. The wet slap of her dripping pussy was the only sound she could hear other than Twilight’s small, but notable moans of pleasure.

The unicorn focused completely on those moans, gauging her lover’s reaction to the way she moved and altering her actions to better please her. So focused was the mare that she didn't notice the door open, and another alicorn to enter the room.

“Oh my, is this a bad time?” A voice asked from behind them.

Stopping while Twilight’s cock was as deep inside her pussy as possible, Rarity glanced over her shoulder and gaped at who she saw. “Cadence?”

“That was my name, last I checked,” Cadence replied with a gentle smile, the alicorn trotting over to the bed. “Oh my Twilight, you didn't say your concubine was this attractive.”

“She is quite something, isn't she?” Twilight declared rather proudly.

“Well, you must let me sample her.” Cadence gushed. “I promise not to break her.”

Twilight tapped her chin, seemingly deep in thought. “Sure, but make sure to cum inside of her, I want to test how much cum she can take.”

Rarity gaped silently, not even noticing that Cadence had a cock that was nearly identical in size to Twilight’s until it was already pressed against her asshole, the alicorn having teleported across the distance and was now busy mounting her. “That sounds like a wonderful experiment Twilight, how high are you?” Cadence replied, ignoring Rarity completely, treating her like little more than an object.

“Thirty-two, though I think a few loads spilled out during the night,” Twilight replied regretfully.

“I guess we are just going to have to pack a bunch more in her and see how this goes hmm?” Cadence replied with a giggle.

Rarity was about to ask something when she suddenly felt Cadence thrust forward, her earth pony strength allowing her to ignore the meager resistance the unicorn’s formerly tight hole put up. In seconds the other alicorn was fucking her asshole like it was no big deal, with Twilight grabbing Rarity’s hips and working her way in and out of her pussy in alternating trusts. Reducing Rarity herself to little more than a gibbering mess of lust as she was fucked by two massively well-endowed alicorns. She felt like her entire body was stuffed full of alicorn cock, and she was blown away by just how good it felt.

So blown away was the unicorn in fact, that she didn't notice two new ponies landing on the balcony attached to Twilight’s bedroom and signaling the arrival of another set of alicorns. “Oh my, she is everything you said she was.” The distinct voice of none other than Celestia declared.

“Indeed dear sister, her beauty is beyond compare, though I do say she would look even more attractive with our foals inside of her.” Luna declared, the younger sister trotting into the room just behind her sister.

“Celestia, and Luna?” Rarity muttered, the mare as shocked as she was aroused.

“In the flesh, as they say,” Celestia replied with a faint smile.

“And you both have…” Rarity trailed off, her gaze lingering on each mare’s massive, pendulous endowments that swung between their legs.

“Cocks.” Luna finished, lifting a foreleg and displaying said dick for Rarity to see.

“Well Twilight, do you mind if we partake of your concubine? We heard about her through your letter and were both intrigued to try her out for ourselves.” Celestia asked.

Twilight grinned while bucking her hips up, into Rarity. “Of course, feel free to make use of her mouth, or if you feel so inclined you may insert yourself into her ass next to Cadence.”

Cadence grunted. “Oh yes, there is more than enough room in here for another.”

Rarity stuttered, looking from one alicorn to another, unable to muster the will to say anything. Finally, when she was about to tell the alicorns to wait their turn, Luna leaped up to the bed and grabbed the unicorn's head in her hooves. “Wonderful.” She declared. “I shall use her throat first.”

Rarity felt her body betray her, her mouth opening to accept Luna’s enormous cock. A cock that slipped past her lips and vanished down her throat, making her throat bulge, and her mind reel. Having an alicorn in every hole felt beyond divine, it was the single greatest sensation of Rarity’s short life. She wanted to stay there forever, to be used forever, and to have the princesses’ cocks stuffed inside her unworthy holes for as long as physically possible.

So awash in pleasure was the mare that she didn't notice Cadence stop thrusting and begin maneuvering herself in a strange manner until she felt something thick press against her already overstuffed asshole. Rarity’s eyes went wide when realization dawned on her, her words turning into little more than a gurgle as Luna took hold of her head and began to fuck her throat in earnest. With no ability to tell the alicorn to stop, Rarity was forced to merely stand there and take it as Celestia’s cock slipped in next to Cadance’s.

The feeling was a bizarre, and new feeling, one that left Rarity wondering if anypony had ever been stuffed this full of dick before. She had several feet of alicorn dick inside her, a feat that surely few other ponies had ever accomplished before. Every single princess began to move in relative harmony, Cadence and Celestia thrusting at the same time and stuffing her asshole with cock. While this happened both Luna and Twilight thrusted into her in alternating movements, ensuring the pony stayed full of dick for as long as possible.

Rarity could do nothing, her body seemed to stop functioning completely and she felt her weight held up by the alicorn’s dicks alone. Yet despite that, none of the ponies who used her holes seemed bothered by this and merely continued to fuck her long and deep. Their thrusts grew faster, and though Rarity initially wondered how she was even able to breathe, she ignored that worry. It was a small thing, a tiny concern amidst the pleasure that flooded her, body and soul.

They were all that mattered, and Rarity was determined to care about nothing but them.

They continued to use her endlessly, the princesses discussing affairs of state, and how their day was going while fucking Rarity’s body. It was as if the unicorn wasn't even there, and only her holes mattered, the mortal mare reduced to so much as a cum dump for the more dominant mares. Rarity hardly cared, not bothering to listen to their conversation as she felt as though she had no place in such a thing.

This seemed to go on for hours, seemingly without end until Rarity noticed something strange out of the corner of her eye. She was tempted to ignore it, but there was a small but powerful urge to look over, and so, she reluctantly did just that. Turning her attention away from Luna’s crotch, she glanced over to where a less confident, smaller Luna stood at the edge of the room, eyeing her with an amused expression.

Like a dam being broken, the dream shattered around her, and the four beings all using her body as a receptacle for their pleasure suddenly vanished, leaving Rarity alone with this other Luna. It took a moment for Rarity to realize what was going on, and in that time Luna crossed the difference, a faint smile on her face.

“My apologies, fair Rarity, but we couldn't help but notice your dream and though we regret ruining it for you we hope our proposal shall make up for it.” Luna declared, extending a hoof towards the pony.

Rarity blinked, only now realizing she was lying on what looked like a solid sea of stars. “It's no problem at all princess.” Rarity replied, taking the hoof and allowing herself to be pulled into a standing position. “Though I’m curious as to this proposal of yours.”

“I have been attempting to get out more, as they say, but have found such an action difficult.” Luna began, the mare appearing more vulnerable by the second. “Our sister has certain effects on us which make exploring our sexuality a difficult thing.”

“Which is why you have approached me in the dream world, rather than the real one.” Rarity concluded.

Luna nodded. “That is true. We find it easier to speak to ponies we do not know in this manner. Which brings me to my proposal.” Sighing, Luna drew herself up as straight as she could manage. “Lady Rarity, we hoped you would allow us the pleasure of engaging in coitus with thee on this night, in this dream.”

“Only in a dream?” Rarity replied.

“Yes, we must admit we do not have the confidence to proposition you in such a matter in the real world,” Luna admitted.

Rarity smiled and placed a hoof on the other mare’s shoulder. “Of course, I wouldn't mind helping you princess. I think you know just how much I enjoy serving royalty.”

Luna blushed and nodded. “We thank you, Dame Rarity. This means more than you know to us. In addition, we may also explore whatever forbidden desire your heart can imagine for we are master of this realm.”

Rarity’s eyes went wide, and she bit her lip, her mind flipping through a veritable flood of thoughts and ideas. She had so many things she had always wanted to do, but never had and now that she was being presented with a chance to explore them she was almost at a loss on what she wanted. Stopping herself before her mind could run away from her, Rarity looked back at the alicorn and pointed to her crotch.

“First, I wish for you to be well endowed.” Rarity declared.

Luna nodded. “We had assumed as much, considering what we beheld earlier. We will make it so.” She declared.

A subtle shift of the world and suddenly Luna was sporting a long, thick cock and a pair of enormous balls. Though they were easily the largest pair of testicles Rarity had ever seen, and were attached to the longest, thickest, cock she could imagine, Rarity felt no fear. After all, this was only a dream, and she didn't have to worry about ruining her pussy after getting rutted by the most enormous stallionhood she could think of.

“It is done.” Luna declared. “What else do you desire?”

“What else do I desire?” Rarity muttered while tapping her chin.

“Though I am master of dreams, this is still your dream.” Luna began. “All you must do is focus on what you want, close your eyes, and it will be yours.”

“Right.” Rarity replied, with a nod. “Focus, Rarity.”

Closing her eyes, Rarity focused on her wildest dreams and fantasies, and after finding one that stood out amongst the rest, she willed it into existence. Suddenly Rarity felt the sun on her skin, the breeze on her mane, and the cool sensation of stone beneath her hooves. Opening her eyes, she was treated to a stunning view of Canterlot at twilight, with stars above her, while the sun dipped below the distant horizon.

“I am not sure if I am comfortable with this.” Luna declared, the alicorn stumbling back a step.

Looking over her shoulder, Rarity noticed that the collar and leash she had imagined were there, and that said leash led from the unicorn’s neck to Luna’s hoof. “Why is that darling?” Rarity asked. “Are you not comfortable being in a position of power?”

“That is exactly it, I’m afraid,” Luna murmured, her gaze drawn down Rarity’s changed form. “Though your outfit has done much to draw my interest.”

“Do you like it? I have all the pieces at home, though I’ve never actually worn them all at once before.” Rarity exclaimed with a hint of pride.

The piece in question was the aforementioned collar, complete with Luna’s cutie mark on it, which Rarity had changed from its real world counterpart. In addition to the leash and collar, she also wore a miniskirt that did nothing to hide her dripping sex and gaping pussy. Her tail also did little to hide this, as it was bound, and forced up and out of the way of her pussy, ensuring Luna had an unobstructed view of Rarity’s naughty bits. That skirt connected to a tight, lacey outfit that tightly bound the mare’s slightly curvier form, accenting her body perfectly and drawing the eye back and to her hips.

Her hooves were thick and leather bound, with padded cuffs that were attached to a spreader bar in the back, or a pair of hoofcuffs in the front. The result was an almost complete inability for Rarity to move without assistance, as her horn was bound by a simple iron strip that ensured she couldn't cast magic without Luna’s permission. Knowing the lecherous look on Luna’s face quite well, Rarity bent over and arched her back, presenting her sex in the most erotic manner she could muster.

“Am I not enough for you, my mistress?” Rarity asked, pouting slightly at the alicorn.

“I…” Luna’s mouth slammed shut and she looked down at the mare strangely, as if confused and conflicted. “I am unsure.”

“Perhaps you should touch me, and see if you find pleasure in my body.” Rarity purred, swishing her tail back and forth.

For a moment, the conflict on Luna’s face slipped away, and she merely looked upon the mare hungrily, without the doubt that had so far clouded her face. “That does sound nice…” She muttered while taking a step forward and reaching for Rarity’s generous ass.

“Yes, my mistress, touch your pet however you desire, and do not be afraid to use her in whatever manner you see fit.” Rarity purred, the mare easily, and fluidly falling into her self-imposed role.

Nodding slowly, Luna did just that, reaching towards the unicorn and running her hoof down the other pony’s flank. Purring contentedly, Rarity pushed her butt towards Luna’s hoof, egging her on. Who in turn grabbed the unicorn’s butt in both hooves and gave it a gentle squeeze, beginning to enjoy herself. Breathing a little heavier, Luna ran her hoof down the mare’s tender slit, coating it in Rarity’s liquid arousal while also making the mare in question cry out in unexpected pleasure.

“You may take me whenever you are ready, my mistress.” Rarity whispered huskily.

“We think we will do just that,” Luna replied, her confidence building.

Grabbing the other mare’s backside in both hooves, Luna lurched upwards, mounting the smaller mare and dominating her utterly. The alicorn was slightly taller than Twilight, meaning her forehooves landed in front of Rarity’s own, leaving her feeling small and powerless. Just how she liked it.

The wide, flat head of Luna’s cock brushed against Rarity’s hole but did not penetrate any further, the thick appendage merely rubbing up and down her slit. Luna’s smile slowly grew, and she leaned down, whispering in the other mare’s ear. “Tell us how much you want it. Let me hear how desperate you are for our cock.” She commanded.

Rarity shuddered in pleasure, the mare pressing herself instinctively against the alicorn’s underside. “I need it so bad, my mistress. My body craves your thick cock more than anything else. I don't think I could take another minute without feeling it inside me.” Rarity pleaded.

“Good, my pet, good. You have earned my your pleasure, now make sure you serve us well and we may very well fertilize your womb with our seed.” Luna replied haughtily.

Rarity bit back a moan and nodded her head. “Yes my mistress, you can count on me.”

Then, without warning, Luna thrust forward, the head of her cock slamming against Rarity’s hole and only barely slipping inside. It was so big, so wide, that Rarity’s slim body struggled to even accept the head of it, the immortal almost too large for the mortal mare. Then, it surged a few inches deeper, spreading Rarity’s hole wide open and making her cry out in pleasure.

“Stars above, your so big, I can feel every inch of your perfect cock.” Rarity moaned.

Luna smiled a little wider, her back becoming straighter. “It feels good, doesn't it? To be made into little more than a hole for your better to fuck and use however, she sees fit.”

“Oh yes, I live to serve you, mistress.” Rarity cried out as Luna thrust forward once more.

Emboldened by the small success she had experienced already, Luna gripped her mare tighter and thrust forward with renewed vigor. Over and over she continued to pound her way deeper, accenting each thrust with a guttural grunt of pleasure, and domination. Finally only a minute had passed since they had begun, and already Luna was balls deep inside the smaller mare, her enormous sack resting firmly against Rarity’s breasts.

The feeling of being inside someone was amazing, and though a small part of Luna’s mind almost felt a little guilty for being the one doing the fucking, instead of receiving it, she pushed past that in time. She was more then what Celestia wanted her to be, Luna decided, and she vowed to enjoy this moment for however long it lasted. No matter how much that small, nagging part of her told her that she shouldn't be doing this and that she should be asking permission from her sister first.

Rarity was hers, at this moment, and Luna was not going to let this moment slip away from her so soon. Nostrils flaring, and lust burning hot in her breast, Luna threw her hips forward one last time, ramming every last inch of cock into her male’s tight, wet, hole. Rarity cried out in pleasure once more, the mare’s back legs lifting from the ground due to the sheer force of the thrust. Then, before she could react, Luna pulled back, her enormous head making Rarity feel as though her insides were being pulled inside out.

Then, in a single catastrophic thrust, she threw herself forward once more, her balls slapping against Rarity’s breasts as their hips connected. The clap of their bodies meeting once more was so loud that it nearly overpowered the sound of Rarity’s lustful cries of bliss. This is what she wanted, this is what she craved, and for Luna to finally deliver unto her that pleasure, was amazing. The alicorn seemingly growing more bold, and more confident with each and every thrust, her dominance more assured with each second that passed.

Rarity could almost taste the alicorn’s confidence, as she slouched lest, moaned a little louder, and generally threw herself into the act of fucking the unicorn with increased vigor. It wasn't long until Luna was slamming her so hard, and so fast, that Rarity had to remind herself that this was a dream, or else she might have worried about having her pussy ruined by the other mare’s mammoth cock. Something that would have truly been a cause for concern, as it was nearly a foot and a half long and larger than even a stallion’s hoof was wide.

Now though, in the dream, and away from worries of the flesh, Rarity didn't have to be concerned by that, or getting pregnant. She was here to be fucked, long and hard and nothing could get in the way of that here, something Luna was also thinking of as well. That was until, somepony flew nearby, glancing over at the pair of coupling ponies and whistling before flying off.

Luna stumbled to a stop, seemingly only realizing now that they were on her balcony, high above Canterlot itself, a city that was more alive than it had been at first glance. “Is something wrong, my mistress?” Rarity asked while nuzzling the underside of Luna’s chin lovingly.

“It's nothing my pet, just, memories,” Luna whispered, images of all the times Celestia had used her in public coming unbidden to her mind.

Yes, a good majority of those memories were not unpleasant, but they still made Luna stop and truly contemplate the nature of their relationship. Though loving, there was an undercurrent of domination, and unequal partnership throughout it all, an undercurrent that still existed even after her return. She decided then and there that she would discuss this matter with her loving sister, and perhaps even get out from under her hoof.

This thought emboldened her even more than the physical domination of Rarity had, and Luna thrust forward relentlessly, pounding the smaller mare’s hole with a ruthlessness she had not let out. Rarity herself loved every second of it, as it truly felt like the alicorn was stepping into her role fully, and completely, giving herself over to the raw physical desire to rut the smaller mare senseless. The wet slap of each thrust grew louder and louder until Rarity was nearly knocked off her hooves.

She wanted to clench down on the massive intruder inside her, but could do nothing as she felt her entire body warp and stretch to contain Luna’s sheer girth and length. She didn't care though, as it was evident that Luna was enjoying her body, and even while she was unable to do anything more than push back against the alicorn’s thrusts, Luna continued without complaint. Her tongue lolled from her mouth, and her body became slightly slack as she focused almost completely on merely staying standing while leaving the rest up to Luna.

Who in turn snorted, and shifted her hooves closer to Rarity’s controlling her more intimately and completely than ever before. So lost in the throes of lust was the alicorn that she didn't even seem to mind that a crowd had formed below them, the ponies looking up at the alicorn and her pet with keen interest. Pegasi flew past, and guards stopped and stared, and still Luna did not care, did not give them so much as a single thought.

She was a princess, an alicorn, and it was her right to claim this mare’s body as her own plaything!

With a wide grin on her face, she sped up even more, driving Rarity onto the floor and making her slide forward slightly until the railing at the edge of the balcony stopped her. Hooves dangling off the edge, Rarity moaned loudly, and lewdly, uncaring to who saw her as she took the alicorn’s thick cock.

“My pet!” Luna barked. “Beg for my seed, and I may deliver it unto you!”

Eyes wide, Rarity surged upwards. “Please give me your seed oh mistress. My body is unworthy of being made into a receptacle for your divine essence but I crave it nonetheless. Please, oh please cum inside me, and give this mere mortal a whole litter of foals!”

Luna couldn't help but shudder in pleasure, her hooves stumbling for a moment before she threw herself forward with ever greater speed. “Cry out, my pet, cry out and pleasure, and let all of Canterlot hear how much you love my dick!” Luna bellowed.

“Yes, my mistress!” Rarity shouted back, the mare moaning as loud as her voice could manage, body shuddering in pleasure.

Her orgasm was coming, she knew it wouldn't be long until its arrival, but Rarity bit her lip and kept it at bay for a few seconds longer. Luna had yet to cum, and the unicorn refused to cum before her mistress enjoyed such a divine pleasure. Thankfully she didn't have to wait long, as Luna’s jack hammer-like thrusts suddenly stopped, as Luna gripped Rarity tight in her magic, and pushed the unicorn against her dick. Groaning, Luna came hard, her cock erupting with an enormous blast of seed directly into the deepest reaches of Rarity’s body.

Upon feeling said blast of alicorn seed, Rarity came and came hard. Shuddering, the unicorn could do nothing but lay there slack as Luna’s magic kept her backside all but glued to the alicorn’s crotch. Not like she was complaining, as this was a moment that she would remember for years to come as the moment one of her wildest fantasies was fulfilled, albeit in the dream world. Here she was being impregnated by the alicorn of the moon, on her balcony, for all the world to see, and though it wasn't real, Rarity didn't care.

Slowly, Luna’s groans of pleasure grew deeper, until finally they turned into labored breathing and then, silence. “That was… amazing,” Luna whispered, pulling back from the mare.

Rarity nodded. “You were amazing, my mistress.”

Luna blushed. “We admit, we enjoyed the roleplay quite a bit, perhaps we shall take you in such a manner sometime in the future.”

“Oh yes please.” Rarity replied giddily.

Smiling, Luna pulled out of Rarity completely, the enormous head of her flared cock popping out of the unicorn’s hole and heralding a small torrent of seed to run down the insides of her legs. “Well, that was divine.”

“May I clean you, mistress?” Rarity asked, shuffling slightly in order to look the alicorn in the eye.

“I…” Luna smiled and nodded. “You may.”

With a flick of her magic, Luna undid the bindings on Rarity’s hooves, and after flapped her wings until her forelegs were able to grip the railing. Exposed for all of the imagined world to see, Luna did not wilt, did not back down, and instead stood proud as she heard Rarity giggle excitedly and crawl forward. On hooves and knees, she worked, her tongue going up and down Luna’s shaft and swallowing every last drop of alicorn cum.

After a few minutes of work, Rarity backed up, lined up her mouth, and threw herself forward, swallowing every last inch of dark blue cock and any last trace of seed she may have missed. With that done, Luna stepped back down from the balcony and kissed the top of the unicorn’s head. “You have indeed done well. I thank you for your service.” Luna announced.

“Don't tell me you're done already, mistress.” Rarity replied nervously. “I have other holes for you to use, and the night is young, is it not?”

Luna blinked, looking down at the grinning unicorn in a new light. For a moment she considered leaving like she originally intended only to quickly dash such a notion. “That depends,” Luna replied teasingly. “Are you going to continue and serve me as well as you have over the last several minutes?”

Rarity smiled confidently and brushed a stray strand of hair from her gaze. “Mistress, I could do this all night.”