Rose and Daisy had gotten distracted by their own activities and were no longer watching Spike and Rarity. Rose had Daisy on the floor and was sitting on her face, forcing her friends muzzle deep inside her marehood. While she enjoyed the slightly forced cunnlings her friend was giving her she reciprocated by leaning over and sucking on Daisy's clitoris. Rose was getting close to her climax when she heard Lily tell spike he had made Rarity cum.

Rose leaned up and looked at Spike. The little Dragons pelvis, legs, and feet were dripping with marecum creating a small puddle on the stool and floor beneath him. This sight made Rose very horny. Rose started thrusting her hips grinding her marehood on Daisy's face. Daisy did her best to please Rose, but it was becoming hard to breathe. As soon as Daisy began to re-act to not getting enough air -trying to pull away and frantically tapping her friend's flanks- Rose hit her climax. Rose pressed into Daisy's face hard as her body trembled with orgasmic pleasure. Once Rose was satisfied she moved off Daisy and smiled at her as she recovered.

"Kuuhhk, gah, cahh, cahh," Daisy gagged and coughed as she caught her breath when Rose let up off her.

"You love it," said Rose with a sultry tone.

Daisy looked at Rose with watery eyes and a silly smile. "Yes ma'am," she replied.

Rose turned and watched Spike have his way with Rarity until he came. The sight was making her want to screw as well, and the turn-on she got from seeing the little Dragon dive right back into his thrusts after cumming drove her to the limit. Rose quickly walked to the standing closet and swung open the door. Inside the closet was a wide assortment of toys at her disposal. Rose took no time to decide on what she wanted, she knew quite well what Daisy liked.

When Rose returned to the cushion Daisy was laying on she had in hoof a large double-ended stallion-cock dildo and a glass bottle of lube. Daisy smiled at her friend and rolled over on her back. Daisy gently clopped herself while watching rose as she slathered the dildo in lube and began to work it inside her marehood. With the dildo in place Rose stood over Daisy with it hanging down between her legs; pretending it was her own real member.

Daisy nodded and used her forehooves to spread herself open for her friend. Rose used her right forehoof to position the dildo in Daisy's hole and then proceeded to slid it in gently.

"Oh yeah," moaned Rose.

"Give it to me Rose," begged Daisy.

Rose pulled back and then thrust forward driving the dildo all the way inside Daisy's marehood. Rose pressed against Daisy so hard the lips of their pussies kissed before she began to thrust in and out repeatedly.

"Ah, ah, uh, ah," Daisy moaned in short breaths with each thrust.

"Fuck yes, ah yes," huffed Rose excitedly.

Rose loved this; she felt like a real stallion when she plowed Daisy with a dildo. Rose grabbed Daisy's hindlegs and pushed them up by her shoulders so she could thrust more easily and deeper with each push. Rose savored the feelings and sensations she received from their kinky act. Soon they were both hitting their peaks.

"Ahh'm cumming!" yelled Rose.

"Cum for me Rose! Cum for me!" begged Daisy.

Daisy could feel the fluids running from her friends pussy to her's as Rose started to have her orgasm. The filthy wet feeling and final deep thrust from Rose caused Daisy to hit her peak as well. Rose let go of Daisy's legs and leaned in to embrace her. Both flower Ponies hugged each other tightly as their bodies quivered; the sensations of their orgasms seeming to flood in out of one another as they came together.

Lily watched Spike as he came for the first time inside a mare. Watching the little Dragon and Rarity Unicorn was an actual fantasy of hers that was being fulfilled before her eyes. The experience was incredible for her. Many times she had masturbated to thoughts of Spike and often times they included Rarity. Seeing Spike immediately continue to screw Rarity's sopping wet pussy fast and hard after cumming drove her wild.

Lilly began to flinch and pant heavily as she furiously rubbed her marehood. She felt her climax surge through her like lightning. The pleasureable tingling sensations washed through her and her muscles tensed up causing her to lift her plot off the bed with her hind legs. She could hear her marehood becoming wetter as she sloshing sounds grew louder. She wasn't a squirter like Rarity but she none the less managed to soak the bed beneath her.

"Ah... Spike!" groaned Lily quietly as her orgasm simmered down.

For a few minutes after her climax Lily lay on the bed gently massaging her clitoris and watching Spike. Lily caught sight of Rose and Daisy behind Spike and grew curious about what she was missing. Lily stood up and walked over the standing closet where she could see Rarity's face and her flower Pony friends. This sight too drove her wild.

Lily quickly grabbed a simple dildo from the rack on the opened closet door and found a cushion. From her new vantage, she watched Rose and Daisy from behind as they screwed with the double-ended dildo. Lily was also able to look to Rarity who had a lost in ecstasy expression pasted on her face. Rarity's eyes were streaming with tears but not from pain or sadness, rather it was from the unbelievable joy she was experiencing. Lily knew the feeling herself; she too had experienced that level of sensual ecstasy when Rose had used the Flower of Fertility on her.

"Ahhmmmhhmm," screamed Rarity through her gag.

"Is it good Rarity? Do you like that Dragon dick?" asked Lily enticingly.

Rarity looked at Lily through watery eyes with as much of a smile as the gag would allow her and nodded her head. Suddenly she lifted her head in the air and let out another few grateful, muffled, shouts and Lily could tell Spike had made her cum again.

Lily quickly slid the dildo she had chosen inside herself. She began to thrust it in and out of her marehood with great intensity. She was so hot she was not far from another orgasm already.

"That'a boy Spike!" muttered Lily as she experienced the minor throws of pleasure building her up to another orgasm.

Turning to view her flower Pony friends again Lily saw Rose and Daisy as they hit their climax together. Daisy begged Rose to cum and not even a second later the two of them were embraced in a swirl of orgasmic pleasure. Seeing this drove Lily to her climax as well.

Lily again tensed up and lifted her plot off the cushion she was on as she climaxed. "Oh fuck!" she moaned loudly.

Spike was in a tizzy of sensations and pleasure. The room had filled with the musky scent's of several mares, he could hear sucking, sloshing, moaning and cursing; he could feel every inch inside of Rarity's marehood as he thrust in and out of her. Spike's gaze was fixated on the base of Rarity's tail and the buttplug in her ponut which itself was slightly popping in and out with each thrust he made. It was all nearly overwhelming, but something in him drove him on; a burning primal urge to mate had taken hold of him.

Spike could feel himself drawing near his orgasm again. "I-I'm cumming Rarity," said Spike as his thrusts increased in speed and force.

"Mmmmm," moaned Rarity in response.

Spike gripped Rarity's ass tightly as he had before and thrust himself deep inside of her. This orgasm was more intense than the last. Spike felt as though it was more like three smaller orgasms as the surge of pleasure rose and fell. With each came another flood from his member filling Rarity's pussy until it was seeping out around his member.

"Fuck yeah," moaned Spike with the end of his climax.

The burning sensation within Spike subsided some and he pulled himself back from Rarity. Even the sensations he felt as his member slipped out of her marehood were amazing. He was hooked. After the fun he had he needed a rest, so he stepped down from the stool and plopped himself down on the nearest bed.

Lily saw Spike climb down and lay on the bed, and her attention immediately shifted to another curious fantasy of hers -one that tied into a big fetish of hers as well. Lily quickly got up and walked around to view Rarity's plot. As she had hoped, she found an impressive amount of Dragon cum flowing from the Rarity's marehood.

Without much thought Lily dove in and cupped her mouth over Rarity and began to suck the sticky white prize from her pussy. She was pleasantly surprised to find the taste much more desirable than that of stallions. Lily was also surprised by the hot temperature of the sticky liquid. The cum was much hotter than a stallions; Lily could feel the smooth warm sensations rolling down her throat while sucking out as much as she could before needing to breathe.

"Mmmmhhhh," moaned Rarity.

"That must feel sooo good inside you Rarity," said Lily with jealousy as she took a few deep breaths then returned to her task.

As Lily sucked and licked every inch of Rarity's marehood that she could reach the Unicorn mare suddenly came. Lily's eyes grew wide as Rarity's marecum streamed forth into her mouth mixing with the last of Spike's hot treat. Lily quickly swallowed and moved away from Rarity to wipe off her face. When she turned she saw Spike now standing and looking right at her. When she looked him over she saw the confidence in his expression and the solidity of his erect member.

"So? You know just how to please me right?" said Spike in a provocative tone.

Lily smiled shyly and nodded yes in response to his quote. Lily had forgotten those were some of the words she had spoken to convince him to come with her to the club until he used them against her. Spike grinned and moved towards his next mate for the night. Watching her work on Rarity and swallow his cum as she had reignited the burning fire inside him gain. He was ready to go and he was now craving a new mare.

Author's Note

The flower Ponies have no idea what they have unleashed on themselves.

Will Spike be satisfied after he takes Lily too? Or will he also set his sights on Daisy and Rose?