Twilight Sparkle turned uneasily that night, perspiration-soaked sheets sticking to her, as she tumbled and turned in a cold sweat. The minds of the foursome had dulled with their lust-fueled kicking in, and despite it being her first time with a stallion her body instinctively submitted, whatever it took to ease the painful heat in her loins.
Were any of them thinking clearly they never would have done it, and once it was over she, Applejack, Big Mac, and Shining Armor couldn't even look at each other, skulking away with heads down, feeling guilt and shame as they desperately tried to forget that little incident.
But she couldn't forget, and it was unlikely they would, either. It weighed heavily on her mind for hours. She rubbed a hoof between her wet thighs in her sleep, her clit swelling until it felt like it would burst. She'd always told herself she didn't need a stallion in her life, that she was too busy and he'd get in the way of her work, but now that she'd had the first taste of a real sexual encounter her body hungered for more. Ached for more. She stirred back to awareness, quietly sobbing.
Who could she possibly ask, though? How awkward would it be to ask somepony she knew? But she'd feel even worse turning to some random stallion to sate her, and she doubted a mare could fully satisfy her needs, let alone herself even with all the toys she'd hidden in the most private part of her room. She'd never get any real work done with the insufferable itch in her marehood! She laid there for well over an hour, staring at the thick wet stain that blotted her bed sheets.
Groaning, she stumbled out of bed, and wandered the hallways, making her way outside her home. It was still a little dark out and she took a moment to study the stars. She sat on her haunches, pressing her bottom portion to the grass, hoping that would help ease her infuriating lusty pangs. No matter how many times she rationalized it her will alone couldn't overcome her physical needs. She tried to focus, deciding she'd simply linger here and watch the moon lower and the sun rise.
The last traces of the dawn were fading by the time Spike started to make his way homeward, Rarity close at his side. She'd stopped to kiss the dragon one last time, and they started to reluctantly part, knowing the citizens of Ponyville would talk if they saw them together. With one last smile and a playful slap on his ass, she winked and happily trotted away.
He watched the way her buttocks swayed when she walked the entire time, a stupefied grin on his snout. Then it faded when he realized it was time to head in. “Oh, um, morning Twilight!” He scratched the back of his ear. “I was just, uh...”
Twilight smiled at him. “No need to explain! But you know what ponies will say if they see you.”
“Yeah...” He bowed his head. “I do. I'm a freak to them. Just some clumsy idiot who can't do anything right.”
“That's not true! They'll understand...eventually. Give them time. Now come inside and I'll make you breakfast.” She hoped he couldn't smell her sexual musk, too. It was so shameful but it's not like she could control her body's natural reactions!
“Yeah, yeah, I know you don't want me embarrassing you.” He started to skulk inside.
She raised a hoof to his muscular chest, stopping him. “Oh Spike...I should have realized. I was trying to protect you from outsiders, but all I did was make you feel even worse!” She wrapped her hooves around his neck, hugging him. “By the way, I...saw you back there with Rarity. So, are you an official couple now? I'm happy for you both. Really.”
Spike blushed. “You saw that? Well, sure. Rarity and I are testing the waters but I think it'll work out.” He considered broaching the herd idea Rarity had suggested, only to decide it was a terrible idea coming from him. What if she thought he was some sort of creeper pervert, or worse an outright predator? It could damage their friendship forever! No, better to let her ask, especially since he was more than perfectly content being loved by Rarity alone. “Breakfast sounds wonderful!”
She'd almost forgotten the wet spot under her, bits of grass sticking to her rump and marehood from the moisture that coated her fur, and she awkwardly rose and walked beside him, trying to hide it the best she could. If he noticed he pretended not to. She flushed bright, remembering the times when he'd accidentally popped a pair of boners, and she'd played it off to spare him.
Her horn lit up as she opened up her special storage, and floated over some of the more prized gems on hoof, which from her experience were the tastiest, at least according to her number one assistant! She set them out for him at a table, preparing a rather healthy meal of the freshest vegetables she had around, figuring eating clean would help keep her mind sharp.
They sat across from each other, and she uncomfortably pressed her wet thighs together, trying to focus on anything else but her desires. “So...why not invite Rarity over? We could all spend some time together. That is, if I wouldn't be imposing!”
Spike munched on a smorgasbord of jewels. “You don't think that'd be too forward?” He decided not to tell her the racy details about how far they'd already taken their relationship. “Sure, I doubt she'd mind! Better catch a short nap at least first, though. You know how Rarity needs her beauty sleep!” They shared a hearty laugh, knowing their old friend all too well.
She walked with him to his room, tucked him into a large bed that resembled his old one she'd specially built for him, stroking the back of his ears as she sang a lullaby. Thankfully he liked to be babied, least when nopony was looking. She smiled, waiting until he was fast asleep, then she returned to her room, feeling the familiar heat return. She broke out some of her favorite books, started reading, simply to find she couldn't concentrate. She tossed the heavy tome with a groan.
Digging in a secret compartment of her closest, she busted out her emergency toys, sticking a stallion-shaped dildo with ridges in her pussy, and another up her ass which she rarely explored, throwing out finesse or romance and figuring she needed to get down-and-dirty fast to get over this constant annoyance. She stuck a vibrator on her wet love button, lit her horn as she started pinching her nipples and rolling her breasts, tears forming in her eyes as she edged towards a release that wouldn't come.
In increasing desperation she placed another dildo in her mouth, taking it deep, hoping it would finally break her dam, but her frame only quivered more. She didn't want to think how long it would take before this finally wore off. Probably days. She'd have to pretend to be sick and wait for it to pass before she went out in public. Worse, she couldn't even research or relax in the meantime! She'd mostly just have to sit around and waste time she'd never be able to get back!
She rolled into different positions, continuing to pleasure herself to no avail, her sheets thoroughly soaked after an hour. Panting and soaked in sweat, she eventually collapsed back to sleep, the same ambivalent wet dreams returning.
*****
A few hours later Rarity made her way over as requested, and deciding the Castle of Friendship was too stuffy despite its size, they decided to take a trip out to the Everfree Forest. They laid out a massive picnic blanket in a clearing, having chosen a spot they knew was safe, where they'd have lots of privacy yet could freely bask under the gentle afternoon sunlight. Baskets overstuffed with a variety of goodies were laid out around the trio who casually lounged on the checkered sheet.
Rarity was wearing the outfit she usually wore on a camping trip, knowing Spike found it quite fetching. She also carried a couple saddlebags at her sides, which she'd placed a short distance away.
Without even thinking about it Spike wrapped his tail about Rarity, and likewise she snuggled up to him, only for the pair to casually draw apart, worried they'd annoy Twilight with such blatant public displays of affection. They chuckled awkwardly, Spike scratching his head, and Rarity twirling a lock around a hoof. “It's fine you two,” said Twi. “Act naturally!”
She had to admit she was having way too much fun watching them, feeling just a teensy bit envious she was single. Thankfully her heat had died down quite a lot for the moment or else she'd have to explain a very embarrassing stain on the blanket. Likewise she'd used just the right amount of perfume to mask her sexual musk without making it too obvious.
“So,” began Twi. “If you don't mind me asking, how did you decide to hook up?”
“Well darling, I was wandering around Ponyville the other day, and it just kind of happened. We literally bumped into each other and...” She pinkened. “We...decided to have coffee and talk!” She was practically hyperventilating now, thinking of the intense spontaneous affair she'd led him into yesterday. “Just...talking. Using our tongues.” She covered her mouth.
Twi snickered. “It's okay. It's none of my business, really. I just wanted to see why there's an extra pep in your step. Both of you!” She wanted to ask all kinds of things about dragon anatomy and mating habits but felt it wasn't appropriate.
Spike put a strong arm around Rarity, drawing her close as they nuzzled each other. “I don't care what anypony thinks, but I can't ruin your reputation, Rarity. Imagine what it'll do to your business if they found out your dating a dragon!”
“Let them talk. I've endured worse. And if this relationship means my products will only appeal to a niche audience from now on, then so be it. I've already proven what I can do.” She opened a saddlebag, used her horn's magic to float out the fire ruby she kept on a necklace, and placed it upon herself. “This is the proof of our love, dear.” She kissed his cheek.
He touched the wet spot where a kiss mark remained. She'd intentionally wore thick lipstick for the occasion, wanting him to have evidence of every little peck she made. “Thanks! I can't believe you've kept that all this time!” He carefully touched the fire ruby with his claw, careful not to scratch it. He couldn't bear the idea of eating a symbol of their love now.
They ate and made small-talk, catching up on recent events, but aside from their romantic dalliance little of real interest had happened. “...Fancy pants and Fleur won't mind,” continued Rarity. “It's a victimless crime! All the fun of a steamy affair with none of the hurt feelings.” She turned more serious. “I'll be frank with you, Twilight. Spike and I have already made love.”
Spike's cheeks burned as did Twi's who said, “I know. I...accidentally saw it while looking for Spike the other day. Sorry I didn't say anything, but I felt it wasn't any of my business, and you both looked so happy.” She looked away. “I've seen all of Spike's anatomy up close while bathing him, but I never figured he was so...big.” She wanted to cover her face. Why did she say that?
Must have been the heat dulling her senses again. Not that she could share that with them.
“Well then, that should make this simpler.” Rarity placed a hoof over Twi's. “We're getting up there in age. Pretty soon it shall be difficult for you to ever settle down. Oh, most ponies can hardly tell now, but give it a few more years? Makeup can only hide so much. I...have a proposition.” She took a deep breath. She'd have to be delicate. “We all know it's not unusual for mares to join a herd. Realistically, we only have so many options. Nopony could rightly judge you if you decided to participate.”
Twilight's head practically spun. “What are you suggesting?”
“Something has kick-started your estrus cycle.” Twi and Spike blushed furiously. “Believe me, all the perfume in the world couldn't hide that from me. I've been there many times. You've studied this, haven't you? Leaving it be won't just be painfully physically and emotionally...it could be dangerous to a mare's psychological state. You need to be sated.”
“B-but with Spike?! I mean, I don't mind that he's a dragon, but...we're almost like brother-and-sister, or worse, mother-and-son! Sure, we're not blood-related, but it's a little too close to incest. I don't want to do anything icky!”
“Please, think it over carefully. We could start slow, and if you dislike it, you could leave at any time, no questions asked. I wouldn't invite simply anypony into our circle. Only those I trust with all my heart and know are sensitive to Spike's feelings.”
Twi chewed on her lower lip. “Can I...watch you two do it?”
Spike struggled to meet her eyes. “Uh, I don't mind, but it might be difficult for me to perform with an audience the first time.”
“If it makes it any easier, I actually saw most of it.” Twi strained to maintain eye contact with them. “Applejack saw it, too. That's partly what ended up working me up.” She didn't want to talk about what happened next to them.
Spike furrowed his brow. “We're not moving too fast, are we?”
“Not at all. It's been very...enlightening,” admitted Twilight who looked to Rarity.
“Applejack is the other mare I wish to invite into the herd. She's probably suffering the same affliction as you, dear! And while Spikey-Wikey would never admit it, he has something of a crush on her, too. You enjoy giving her those back rubs way too much whenever she'll allow it.” He sheepishly grinned. “So, Twilight, should we make love?” She narrowed her eyes until they were half-lidded, wiggling her eyebrows at her. “Or should we fuck?” She draped herself upon his armor-like scales.
“Uh, start slow. I...may make a mess.” They leaned into each other, started to kiss a little more passionately than before, and Twi's tail started to swish happily on its own, transfixed as she studied them.
Spike was actually thankful they were starting out slower this time, both because it would be much harder for him to achieve and maintain an erection while Twi was watching, at least at first, but also he couldn't bear to rip apart such a cute costume. Instead he slowly peeled it off piece-by-piece, starting with the sunglasses, then the wrap around her mane, until he'd peeled away her attire. Underneath she'd decided to wear extremely slinky lingerie, so white and sheer it made her appear naked.
She laid on her side in a sensual pose that exaggerated her legs and a hip, leaning on one of her hooves and winking. “So my dearest sweetheart, don't you want to finish unwrapping your present?” She used her free hoof to massage her mounds which lay hidden under a fancy bra cut into flowery shapes that left parts of her cleavage and underboob exposed.
He took her bra between his teeth, pulling it away from her breasts, which spilled out with a bounce when he finally yanked so hard the garment snapped. Her cheeks were rosy when he kissed the tips of her nipples which went erect. Next he used his claws to dig into the tops of her panties, gradually drawing them down her gams, until she helped him by kicking them away.
She reached down to his sheath, rubbing it to tease out his pair of slimy scarlet dragonhoods, which most ponies would have found weird and intimidating. However she almost drooled at the sight, and likewise Twilight's breathing quickened, worked up far more than she wanted to admit. Rarity reclined on her back, slowly parting her thighs open to welcome him.
He slunk between her thighs, taking a sniff of her vulva which made her blush deepen, before he carefully used his digits to widen her flower, lapping at her glistening pink vagina. “Oh,” she cried reflexively in anticipation of him sinking that tongue deep inside her. And after a minute of teasing her by lapping her moist love tunnel, he decided to explore its innermost depths, tenderly driving his incredibly long tongue into her soft crevices. She squirmed and squealed and bucked her shapely hips into his snout, losing all sense of herself as she begged for more, her feminine excretions dripping down his nose and mouth.
He rolled his fleshy extrusion around inside her, part of it running over her spongy g-spot, while the tip poked at the entrance to her cervix, until he pushed all the way into her womb. She screamed from a mixture of pain and pleasure, having never dared penetrate that far, worried she'd damage herself. “L-lick me clean! Bathe my marehood so it's ready to receive you!”
With a cocky grin he used his fingers to widen her cute pink asshole, sliding a couple of digits in to the knuckle. Her warm fissure convulsed around him, Rarity biting her lower lip as her lashes rapidly fluttered.
Twilight shifted her haunches uncomfortably while she watched him withdraw, and lined his cocks up with her lower holes, slowly sinking them in while Rarity melodramatically moaned with a hoof to her temple the entire time. He lifted her hindlegs up onto his broad shoulders, casually driving in-and-out of her, their eyes locked lovingly the entire time. The fire ruby continued to slap upon her bosom with each bounce as she wrapped her forehooves around his neck and met in a passionate kiss.
Twi continued to wiggle her hindquarters, and before she knew it, her hoof was being stuffed into her vulva. A small sticky pool formed and spread under her. She wanted to think such a smart mare was above such things but her body still had needs. Her mind drifted as she pictured herself in Rarity's place, taking Spike's cocks until he reduced her to a quivering, whimpering mess.
She tried to shake the fantasy away, but that only made it more vivid. She was winking around her hoof, her sphincter contracting, but she knew nothing but hot semen shooting into her womb would finally push her over the edge. She didn't want to actually be impregnated despite her curiosity; simply fool her body into believing it had been inseminated.
Of course she doubted that was even possible between a dragon and pony without the use of complicated magic. Such a large egg couldn't fully develop inside their uterus, nor was it the right temperature for such a thing to survive.
Rarity felt his twin shafts throb, informing her he was close. “I love you, Spike!”
He grunted, his eyes closed, almost losing himself to his instincts in the moment. “I-I love you too, Rarity!” He finally allowed himself to let loose, painting her warm, slick inner walls with explosive sprays, and she intentionally clenched hard around him, trying to give him as much pleasure as she could, fulfilling her own needs at the same time. She continued to milk him until he pumped out the last drop, the pair still locked in a loving embrace afterwards, continuing to kiss as they heaved.
Eventually the pair withdrew, and Spike carried Rarity to a nearby pond, bathing them both. Twilight volunteered to clean up the picnic which she did with a combination of magic and old-fashioned hooves-to-the-ground. Ashamed of the mess she'd made, she'd wanted to throw the blanket out, but rarity insisted she didn't so much as wash it, arguing with a whisper into her ear that her musk would help work Spike up later on if she decided to participate in her suggested threesome.
She thought it over carefully several times while she worked. Why not? It didn't seem so odd now. And besides, not only did she need to scratch an itch, but it would hopefully help her forget her first time. Her heart raced. Would she actually be able to go through with it? They'd let her turn back at any time. But she didn't wanted to let them or herself down either.
*****
The trio separated for a few hours in order to rest and recover, taking a nap, then they returned back to Everfree Forest, figuring that was both the most private and spacious place they could do this on short notice. Anywhere in Ponyville seemed to risky, and unlike them Twilight was still paranoid about what would happen were they discovered. Darkness had started to fall by the time they set out a fresh blanket. Pale moonlight shone upon them while they waited for somepony to make the first move.
Rarity took the lead, gripping Twi's hoof. “I'll be here for you the entire time. If at any moment you wish to stop and leave, don't hesitate to say so. We won't judge you. We'll take it slow. Are you ready to receive him?”
Twi trembled a tad. She'd never chosen to lay with anypony before, and last time, her baser instincts had done all the work. Would she be disappointing compared to an experienced mare like Rarity? Would it hurt? “I...I am.”
Rarity guided Spike to sit back on his haunches, stroking his sheath to tease out his shafts, which speedily obeyed. “Start with one.” She directed Twi to straddle him, slowly lowering her onto one of his slimy cocks, the receiver moaning all the while as she felt it part her folds, burying deeper-and-deeper. His other dick squeezed between her teats, resting upon her belly and bosom. She continued to hold Twi's hoof the entire time, until he eventually bottomed out inside her.
He made sure his claws were retracted, wrapping both hands around her buttocks, which were less shapely than rarity's but still quite soft and supple. Twi's eyes were glazed over, her cheeks cherry-red. “Spike,” she murmured, wrapping her free hoof around his scaly neck. “I never thought we'd be doing this.” She'd been afraid making love with him was immoral, but their bodies seemed to slot together so perfectly, despite the size difference. Plus she could see the concern in his warm eyes.
She kissed his snout to tell him it was okay, and he slowly raised her up-and-down, a squish sounding each time she took his length. She could feel the little ridges on the underside of his dragonhood, used to better pleasure a female and make her even wetter, so that she could receive his seed. “You're beautiful, Twilight.” She dripped down his length, trying to concentrate, and she lit up her horn, using her aura to squeeze her breasts around his pink upper shaft, feeling it was unfair not to stimulate that too. “Oh fuck,” he cried, so taken by surprise that he came a little on her tits, which made her grin in a rather smug manner.
She used her magic to rotate her fatty mounds in uneven circular motions, intentionally smearing his cum over her cleavage and nipples, growing bolder as she nibbled on his neck. He hissed in approval. This was easier than she thought! He picked up speed a smidge, bouncing her atop him, her buttcheeks jiggling each time he thrust into her.
Rarity was bemused with how quickly her friend had settled in. “Naughty mare,” she murmured using her free hoof to smack Twi's ass repeatedly to see it jiggle about. She continued to hold hooves with her, letting her pal draw strength from her touch and warmth, while she slid behind Twi, wrapping her other hoof around her waist to hold her there while Spike continued to drive into her. Rarity lit her horn and used her aura to open wide Twi's asscheeks, licking the circumference of her anus.
“R-Rarity?!” It's a place Twilight had barely explored, let-alone let somepony else do so, and she worried it would be too dirty even after her bath, but it felt far more pleasurable than she anticipated. She felt the tongue sink deeper, buried far as it could go, making her ready to take his second cock. Trickles of Twi's marecum dripped off Spike's large testicles and ran down Rarity's breasts. She breathed the musk of Sparkle's moist pussy, wishing the could trade places for a few moments.
Twilight raised herself up, pulling his dick free with a plop. She panted. “Put them both in. I can take it now.”
Spike carefully studied her. “Are you sure?” She nodded. He slowly settled her down onto his twin penises, and she whimpered, biting back into his shoulder. He winced a little, feeling her draw some blood by accident as she struck a softer spot without scales, but the warmth and tightness of her holes made him smile in a dopey manner. “Damn, Twi. You're wonderful!”
“Th-thanks.” She smiled back with unusual coyness, eyes half-lidded as she tried to copy Rarity's flirty mannerisms, wings now fully spread. “You can...be a bit rougher, you know.” His tooth grin widened once he started to bounce her atop his crotch.
Not to be left out, Rarity pulled his tail until it was fully laid across the blanket, and straddled it, grinding her wet marehood and hanging tits upon its soft underside. She rubbed back-and-forth with a shiver, leaving a slick trail of her own love juices. She telekinetically lifted his spade-tipped tail end, raising it up and around to face her cute pink rectum, shuddering as she drove it into her, squealing as her eyes rolled fully into her head. “Oh Spike! I love you! Make us yours!”
“You're so big,” whispered Twilight as she tried to talk dirty. “You're filling me completely!”
Between the pair of them he was almost pushed over the edge. “Should I...inside...?”
“Yes!” By now Twi had lost any pretensions or self-awareness. Her loins were burning. She needed him to cum inside, needed to feel him spraying the walls of her womb! She locked snouts with him once his load started to blow in her, shot-after-shot violently splattering her vise-like holes which clenched down, and once she felt his warmth splash her womb she screamed, throwing her head back once she sprayed her feminine liquids all over his powerful muscles and crotch. “Oh Celestia!”
Watching them orgasm made Rarity's nethers quiver with their own messy release, spattering his tail, and she daringly aimed her horn and carefully drove it up Twi's sphincter, stimulating them both as her pucker rapidly closed around its length.
The three of them collapsed once their euphoria finally ended, and he wrapped his claws and tails around the mares to draw them close, snuggling and kissing them, not caring that his own semen was mixed with their feminine excretions when their marehoods oozed upon him. They draped themselves on him, pecking him back, reveling in their afterglow.
“Oh, I'm so sorry, Spike!” Twilight noticed the bite mark she'd left on his shoulder.
“It's no biggie. Don't fret it! I...ah...” He moaned low when she tenderly licked the wound. She was joined by Rarity, the pair slowly lapping at the small bloody mark, planting gentle kisses to soothe the dull pain.
Twilight whispered in her ear, “He likes to be babied. Don't say that out loud, though. It might hurt his pride.” She nipped Rarity's ear, tracing inside her, which made the latter thankful she was so thorough with her hygiene.
For her own part Twi patted her cum-filled belly, feeling the hot liquids slosh about her insides, making her feel so warm and full. “I always wanted to know what it feels like to be pregnant, but thank Celestia I'm not actually!”
“So do you wish to join our herd?” Rarity stroked Twi's now messy mane.
“I do. I've...never realized how much I needed this.” She kissed the mare, thankful her heat was finally sated. She felt so safe with them. So loved. Why hadn't she tried this sooner? She'd wasted so much time that could have been spent with them!
“You two are amazing,” said Spike who caressed their manes. “I'm the luckiest guy in Equestria.”
Rarity met her eyes. “Are you okay with inviting Applejack into our circle?”
Twilight nodded. “But can we wait a while? I'd like to have you two to myself for a time!”
“Certainly, darling. Take as long as you need. Hopefully Applejack can endure her heat.”
AJ might be difficult to convince, perhaps impossible. However she didn't want her to simply end up a lonely old maid. She doubted Rainbow Dash or Pinkie Pie would fit into their herd well due to their overly energetic natures, plus the latter was already engaged in casual sex with a number of stallions, while Fluttershy was involved in a private affair with Tree Hugger. Not to mention she and Spike already had an unspoken crush on the country mare, and she was often the first confidante Twi turned to for advice.
They basked in each other's warmth and company, studying the countless stars twinkling above. Once they would have feared this sort of encounter would strain their friendship. Instead it had only strengthened it. There was no jealousy here. Only love.
Author's Note
Hopefully this follow-up is worthy of the previous story. 
Applejack-based conclusion? Hopefully sometime! 
Thanks for reading as always!
