Rarity pulled tight the cloak which clung to her shoulders, before gazing into the mirror she had placed next to the door. The reflection that looked back at her was different from most times she gazed into a mirror, for one she was slightly plumper than usual. The mare blamed that particular change on her stress eating which had gotten worse since this whole debacle began. A debacle hidden beneath her loose billow cloak which obscured her features and covered her body completely.

Nodding, Rarity gave herself one final look over, silently quite proud of her discrete cloak and the way it looked fashionable without being eye catching. It also hid her form completely, including the absolutely dreadful mess that her mane and coat had become over the last few weeks. Just thinking of it made Rarity’s skin crawl and her stomach begin to rumble.

“Maybe just a little bowl of ice cream before I go. For courage.” She muttered, gazing longingly over her shoulder towards the kitchen before shaking her head. “You’ve put this off for long enough Rarity. The situation is dire, and solutions must be found, wherever they may be.”

After taking a deep breathe, Rarity straightened her back, and focused completely on maintaining a slightly proper posture. She was, after all, trying to be sneaky, but that was no excuse for slouching, as a lady never did such an uncouth thing like that. One last tug of the strings on her cloak and Rarity turned toward the door and opened it wide, inviting in the slight cool air, and the sound of the rain.

Peeking out into the more or less abandoned streets of Ponyville, Rarity wondered if her simple black boots would be enough for such a downpour. “No more hesitation.” She whispered to herself before putting her head down and trotting out into the street, her magic closing and locking the door behind her.

Turning to her right, Rarity made a beeline for the eastern side of town where her destination lay. Around her, few ponies dotted the streets, most huddled over as they tried to sprint to a place of safety away from the rain. Every single one of them didn't give Rarity a second glance, though if it was due to simply having better things to do, or if Rarity’s cloak was working, she wasn't sure.

And she didn't care.

With the soft pitter patter of rain, and the distant sound of thunder in her ears, the unicorn trotted down street after street as she wound her way closer and closer to the one place in town which could help her. With each block she passed, and each street corner she turned, her heart beat a little faster, until she felt as though the organ was about to leap out of her chest at any given moment. Stopping briefly, she placed a hoof over her heart, doing her best to suppress the blush that had been growing across her cheeks.

“It's just like buying a new product for your mane Rarity, calm down.” She whispered to herself before looking up at the building that stood just before her.

Dirty Joe’s Bookstore and Sex Shop wasn't exactly the most reputable place in town, but that was precisely why she was here. Stuffing her her worries deep down inside, Rarity trotted confidently to the door, and pushed it aside before stepping into the store. The scent of aged paper and silicone made the mare’s nose curl in a mix of disgust and nostalgia and she quickly suppressed her urge to remark on said disgust.

The shop keeper didn't even seem to notice her entry, as he continued to read some manner of lewd book from behind the counter which lay to Rarity’s right. Thinking quickly, the pony trotted forward and slipped between the high rows of product that obscured her from sight. Ignoring what few other patrons were here at such a time, Rarity slipped hastily towards the back of the building.

Dodging around displays of various magazines, toys, and debaucherous accessories, Rarity kept her head down and her attention focused. In no time at all, she found what she was looking for, and silently thanked the former customer of hers, whom had accidentally given her directions to this place. If all went well, and Rarity’s disastrous fur situation fixed, she decided she would have to do something nice for Cheerilee the next time she saw the older mare.

Until then, she had more important things to consider, and Rarity quickly slipped into the abnormally large bathroom at the back of the store. Glancing around nervously, Rarity thanked her lucky stars that no one else was here, and hastily began looking for the door with the star on it. It didn't take long, as the large star was as obvious as it was familiar, being a perfect replication of Twilight’s cutie mark, minus the six stars that surrounded it.

Ignoring that small bit of information for now, Rarity opened the door and slipped inside, locking the door behind her before finally breathing a sigh of relief. Looking around once again, Rarity inspected her new surroundings, half expecting to be as disgusted with the stall as she was herself. Only to be pleasantly surprised when she found that the bathroom was surprisingly clean, though it was still absolutely covered in graffiti.

Rarity quickly ignored all that, pretending like she didn't see a dozen crude dicks scrawled on the inside wall of her stall. Breathing deeply, Rarity carefully removed her cloak and folded it neatly before placing it on the back of the toilet, careful to not dirty it anymore then it already had been. Running a hoof down her chest, Rarity breathed in and out before nervously glancing at the holes to her right and left.

They were at a good height, meaning she could use both at the same time, if she had the right number of partners, and the desire to do something so debauched. The mare stifled her urge to gag at the thought, and reminded herself that she was only planning on dirtying her mouth. Remember Rarity, you are here to gather cum in order to use it to fix your hair problem. She thought to herself.

The magazine she had gotten such information out of was about as reputable as this establishment, but the mare was at the end of her rope, and was willing to try anything. She was starting to get split ends after all, which was the worst possible thing save for maybe hair loss, and she didn't even want to think about that possibility. In all her life, she had never suffered such an affliction as this and she was more than willing to smear some stranger’s cum into her mane if it meant remedying her problems.

Steeling herself, the mare wiped down the top of the toilet seat before sitting upon it, waiting patiently for her first partner to come in.

And waited.

And waited.

The pony sighed and looked down upon herself irritably. I’m attractive, why other then a tiny bit of extra weight I’m everything a stallion may want! She thought to herself as she looked down on her body.

Though she did indeed have a little extra weight, it wasn't significant, and only gave her form some more curve while also adding a little extra to her already impressive tits. Breasts which were the envy of most of her friends, minus a select few whom Rarity tried not to think about right now. This isn't how any of my novels said it would be.

The pony was about to give up when she heard the door to the bathroom open, and four dainty hooves awkwardly step inside. The pony seemed unsure of themself, pacing back and forth near the sinks while mumbling to themself. Rarity, quickly losing any semblance of patience she may once had, sighed and decided to hurry this along.

“Pick a stall darling.” Rarity urged.

The stallion stopped suddenly, and squeaked in shock, standing stock still.

Rolling her eyes Rarity summoned her magic and opened the stall to her right. “There, now hurry up. I do not have all day you know.”

“Err okay.” Whispered a soft, feminine voice.

Rarity watched as four pink and surprisingly well manicured hooves trotted into the stall next to her before closing the door behind him.

“Up now darling. Let me see what I’m working with.” Rarity all but commanded, the mare unable to resist the urge to fantasize about the potential behemoth she was facing off against.

Her impatience turned out to be her downfall as the cock that nervously poked through the hole was far from what she had been imagining. The one she had imagined was thick, imposing, and would have filled whatever orifice Rarity choose to insert it into, unlike the diminutive one she now saw before her. The small pink pecker was barely half the length of the one Rarity had imagined, and it was a mere third of its girth.

At this point though Rarity was just happy to see anything come through that whole though, and despite the warmth that had begun to burn between her legs, she reminded herself that she wasn't here for that particular reason. With a sigh, she reached forward, and brushed a hoof across its semi hard length, noting the way the stallion shivered at her touch. Despite his shivering and nervousness, it was still slowly hardening, growing only an extra half inch before topping out at a still quite pathetic length.

A thought occurred to Rarity and while she continued to run her hoof up and down the male’s length, she used her magic to summon her measuring tape. After silently reminding herself to thank Twilight for teaching her such a convenient spell, Rarity unrolled it and laid it next to the male’s now fully hard cock.

“A mere four and a half inches.” Rarity scoffed. “Pathetic.”

The male whined pathetically, making Rarity shake her head in disappointment. Evidently her less than hidden desire to be claimed by a big, dominant male were now well and truly dashed. At least he's clean and doesn't smell half bad. Rarity thought to herself. I suppose I could enjoy this at least a little bit.

Rarity reluctantly shifted from her ivory throne and began to pump the stallion’s length with both forehooves. The diminutive prick twitched needfully under the mare’s close attention and Rarity could hear her partner moan from the next stall beside hers. At least one of us is enjoying themself. Thought the fashionista bitterly.

She began considering taking his length into her mouth, as that would ensure he didn't spill a drop of precious seed. It was also quite obvious that she wasn't going to find such an act difficult, given his apparently submissive nature and smaller than average cock. With that thought in mind, Rarity opened her mouth and began to pump the stallion’s cock harder, intent on sucking the male’s dick.

That was until it began to unexpectedly twitch and erupt with seed, spurting several weak, watery shots onto the mare’s fluffy chest. The ejeculation didn't last long, and could hardly be described as anything other than weak, far from the prodigious load Rarity had been hoping for. Looking down, Rarity noted that the male’s cum was almost slimy in a way, which was different from what she had anticipated.

A growl built at the back of her throat, the male quickly noticing this shift in mood when Rarity did not return his dick immediately. “Um, Miss would you mind letting me go?” He asked nervously, awkwardly shifting from one back hoof to another.

Rarity looked down and noticed the death grip she had on his dick and released her hold before grabbing her cloak and using a quick spell to clean herself of his weak seed. When she burst from the stall, the male pegasus shrieked girlishly and fell back into his own stall, landing on his back. The mare stomped over to him, her intense glare making him gulp in fear.

“You.” She announced in a low tone.

“Me?” Asked the male nervously, parting his wheat colored mane and looking up at her with wide, teal eyes.

“You are going to help me. After all, that sad showing deserves a little reciprocation don't you think?” Rarity half asked, half told him.

The male gulped, his cock twitching as he gazed upon the furious, and utterly dominant female as she looked down on him, judging him. “Um, okay. What did you want me to do?” He asked, the male barely able to restrain the urge to all but throw himself at the female’s hooves.

“You will start by telling me your name.” Rarity told him.

“I’m Lucky. I mean, my name is Lucky Doo.” Replied the stallion.

“Rarity, lady Rarity.” Declared the fashionista, who extended a hoof. “And you will satisfy me sexually. If you feel like paying me back for that sad display that is.”

“It wasn't that bad, was it?” Lucky Doo asked, already wincing.

“Your cock is pathetic, and borderline useless.” Rarity declared with a scoff. “Why the first toy I ever owned was bigger than you.”

“It's not pathetic.” Lucky Doo declared as confidently as he could, which wasn't very confidently at all.

“Really darling?” Rarity replied, raising an eyebrow.

“I…” Lucky Doo sighed, and closed his mouth. “So where are we going to go then?”

“My boutique. Once there you will return the favor however, and for however long I wish. Understood?” Rarity asked, while extending a hoof.

Lucky Doo nodded hesitantly, his face glowing hotly as a blush spread across his features. “Oh. Okay. Sure.”

“Excellent.” Rarity declared, taking his hoof in her own and roughly pulling him into a standing position. “We leave immediately.”

Lucky Doo hardly had a moment to think before he felt himself all but pulled along by the surprisingly strong and dominant female. He felt compelled to follow her, his gaze drawn to her shapely behind, long, luxurious legs, and enormous tits that dangled between her legs. Gulping, Lucky Doo hastened his step, following Rarity into the rain without a second thought, sticking obediently behind her the whole way back to her place of residence.

Somehow he knew that this was the start of something wonderful, something that would lead in a direction he couldn't have dreamed of.

“Your really, really pretty miss Rarity.” Lucky Doo stuttered after he finished towelling off, and tossed the thing into a nearby hamper.

“Why thank you darling. Your fairly pretty yourself.” Rarity replied with a smirk as she tossed aside her cloak and quickly used a spell to rid herself of what little moisture had managed to cling to her fur and mane.

Lucky blushed and nodded slowly, resisting the urge to point out his own maleness. “So, um, what did you have in mind? Because I don't mind whatever.”

“Well for one, we won't be doing anything that involves your sorry excuse for a dick.” Rarity remarked with clear disdain.

“W-why? It's not that bad.” Lucky Doo declared.

Rarity paused mid step towards her night stand and turned to him, raising an eyebrow as she did. “Really darling? We just went over this. Remember?”

The male sighed. “Yes miss Rarity.”

“That's what I thought.” Rarity announced before turning back to the end table and opening the top drawer. “And to answer your question, a dick will be pleased, but it will be mine.”

Lucky Doo cocked his head and watched as the mare pulled forth a glass potion bottle filled with swirling pink liquid that had spots of black intermixed within it.

“That doesn't look very appetizing. Also, where did you get something like that anyway?” Lucky asked as he sat down at the edge of Rarity’s bed, noting idly that it was the single most comfortable mattress he had ever sat on before.

“Twilight made this. She mentioned it was based on some magical accident that happened to Applejack, the poor dear.” Rarity remarked, before pulling the stopper out of the bottle with an audible plunk sound.

“Y-yeah.” Lucky muttered, his face turning bright red. “That sounds terrible.”

Luckily for the pegasus, Rarity didn't notice his bout of embarrassment, as she was busy throwing back the potion and swallowing its contents in a single massive gulp. Licking her lips and swallowing, Rarity smiled faintly as her tongue explored the inside of her mouth.

“You know I thought that would taste much worse than it did. It's rather like liquid cotton candy with a hint of cinnamon.” Rarity remarked. “Not the worst combination in the world.”

“Do you think it will work?” Lucky Doo asked, doing his best to restrain his urge to peek under Rarity’s tail and see for himself.

“I do feel something…” Rarity remarked, the pony turning about and sitting on the bed a few feet to Lucky Doo’s right. “Like a heat, with an added bit of pressure.”

The stallion watched with rapt attention as the mare shifted awkwardly, her back legs rubbing against each other as her face contorted strangely. “Did it include a warning or a note on how long it would take to work?” Lucky Doo offered.

“There was -ah- something included.” Rarity muttered, grabbing a small note that had been next to the bottle. “May take up to five minutes to -oooh- work and remember not to drink more than one or effects may become- oh my!”

The unicorn dropped the note as she fell back onto the bed, wiggling and squirming as she moaned aloud. Lucky Doo watched in increasing anxiety as Rarity turned this way and that, her forehooves going between her breasts as she clutched at something between her back legs. “Miss Rarity, are you okay? Should I get someone or… oh wow.” He muttered, eyes going wide as he looked down on what she was holding.

Between the mare’s hooves was an impressive pillar of mare meet which easily eclipsed Lucky Doo’s own endowment by an order of magnitude. Though it was quite a bit longer, topping out at maybe ten inches or so, the sheer length wasn't what made Lucky’s mouth water and his envy flare. Rather it was the sheer girth which eclipsed even Applejack’s considerable heft that made Lucky stop and stare. It was easily big enough to strain even his well trained holes, and for a moment he wondered if he could even fit such a monster inside of him.

Then he noticed that not only did she have a long, and impressively thick cock, but also some of the biggest pair of balls he'd ever seen. The mare herself was still twisting and moaning as her forehooves ran up and down her chest, but she had also turned in such a way to give Lucky Doo a view of everything she had to offer. Including her purt, butthole, huge, dangling balls, envy inducing dick, and considerable tits. The only thing she lacked now was her pussy, which had seemingly vanished, most likely due to the effects of the potion.

“Oh this feels wonderful.” Rarity exclaimed between moans. “My goodness, this is divine!”

Lucky Doo could only sit and stare as the pillar of mare meet resting between Rarity’s tits continued to twist slightly until it stopped suddenly. Her dick having gained a few black spots here and there while a fluffy white tuft of hair sprouted from between her balls. The male couldn't look away even if he wanted to, and he struggled to resist the urge to bury his face in those huge balls of hers.

Breathing heavily, Rarity placed a hoof over her heart and slowly shook her head. “That was the strangest, and most pleasurable experience of my life.” She exclaimed, while still slightly out of breath. “I really look forward to putting this to use.”

“M-miss Rarity, I’ve never taken anything that big before.” Lucky Doo muttered. “Your thick, like really, really thick.”

“So you have taken cock before, what a surprise.” Rarity remarked with a smirk and a chuckle. “And don't worry darling. I’ll go slow. At first anyway.”

Lucky Doo gulped. “Your still really, really pretty by the way. I think it suits you, in a way.”

“You do now? Tell me more.” Rarity pressed, the mare standing atop the bed and walking slowly towards him.

Lucky felt as though his eyes were all but glued to the mare’s cock as it bounced up and down against her stomach. “Well your b-balls are really big and nice, like your breasts and your dick is just so big and thick and… wonderful.” He all but whispered blissfully.

Rarity couldn't help but smile. “Why thank you darling, though I don't intend on making this permanent, unlike Applejack.”

“Thats a shame.” Lucky Doo replied only to clamp a hoof over his mouth. “I mean, that's your choice, but it really does suit you. It doesn't take away from your amazing curves, or utterly enchanting legs.”

“You flatterer you.” Rarity remarked with a soft, gentle smile. “I think you deserve a nice, creamy reward for your flattery.”

“I um, okay how do you- ooh.” Lucky muttered as he felt his body lifted in the air and subtly repositioned so his head just barely fell off the side of the bed while his body remained atop it.

“There we go, now open wide please.” Rarity requested as she stepped off the bed and walked over to the stallion, placing her forehooves on either side of his head.

Lucky Doo gulped, and opened his mouth wide, all worries of his own skill vanishing when he realized he was going to do this whether he was sure he could or not. She was simply too enchanting, too regal, and domineering to say no to. In that moment he would have bent over and let the mare fuck his hole raw, for as long as she wanted, if she asked. Yet, he was glad she wanted this instead of that as it gave him the best view in the house.

Licking his lips, Lucky Doo watched closely as the thick head of Rarity’s dick slowly shifted forward, twitching as it neared his moist, ready lips. Though off by a few inches, Lucky Doo was flexible enough to stretch his neck and guide the thick mare cock back into place. Then, he opened his mouth as wide as he could around the monster cock’s impressive girth while doing his best not to accidentally bite her.

After all, miss Rarity wouldn't like that, and may very well not give him the treat she had promised if he did and that was something Lucky Doo wasn't willing to sacrifice.

“Ahh, there we go.” Rarity remarked with a sigh. “Are you ready darling?”

Lucky Doo gulped one final time, the stallion hastily running his tongue over his lips. “R-ready miss Rarity.”

“Please, just call me Rarity.”

“Okay.” Lucky replied.

“Okay then, hang on darling.” Rarity warned before pushing her hips forward, and plunging the head of her cock into the stallion’s mouth.

The sheer size of it made his cheeks bulge as his body struggled to contain it, but Lucky Doo was nothing if not stubborn and he quickly stifled the feeling of panic that had begun to well in his chest. He was going to return the favor the fashionable pony had given him first even if he had to choke down the fattest cock around to do just that. Not like that last part was a barrier for the stallion, but just thinking about that made him a little more confident.

Confidence he would need as Rarity pushed against the back of his throat, the head of her dick spreading the entrance of which quite wide indeed. For a moment it felt like it might be too much for the diminutive, feminine stallion to handle, but after a second to relax, that thought passed. As he felt his throat slowly get violated by Rarity’s girthy cock, the stallion tightened the seal he had made around the base of the mare’s dick.

Next he made sure to start sucking and using his tongue to massage the mare’s fat dick, giving Rarity what he hoped was a considerable amount of pleasure. An assumption that was backed up by the mare suddenly stopping and letting out a deep moan of ecstasy as she did so. Leaning down, she planted a small kiss on the stallion’s stomach, smiling all the while.

“Your doing an excellent job Lucky Doo, keep it up.” Rarity encouraged before resuming her slow, and relentless penetration.

Lucky Doo would have nodded, or given her some manner of affirmation if he could, but his entire being was currently devoted to pleasuring her cock and he couldn't stop, not yet anyway. As inch after inch of thick mare dick slid down his throat, Lucky Doo struggled to contain his excitement as he felt his throat bulge. He could only imagine what he must look like with so much cock stuffed down his throat, the head of her dick no doubt visible through his skin.

The image made him shiver in pleasure, and his cock twitch excitebly at about the same time that Rarity’s did as well. While this was happening Lucky Doo made certain to maintain the tight seal he had around the base of Rarity’s cock while also worshipping her length with his tongue as best he could. Lucky Doo hardly even noticed that he was just barely able to breath around her length, that particular detail being little more than an afterthought at this point.

The feeling of Rarity’s balls resting against his eyelids made Lucky Doo shudder in pleasure, the pony unable to resist the urge to moan as he felt his throat get utterly filled by thick mare cock. He was dimly aware of Rarity’s breasts also draping over his face, as he was so focused on her male aspects that he hardly noticed anything else. Rarity moaned as well, though her moan came out slightly less girly then Lucky Doo’s had. Meanwhile, the unicorn’s body trembled as she dealt with the strange, and new sensations running up and down her spine.

The feelings originating from her brand new appendage were so much more different then any kind of pleasure she had felt before. It was enthralling, and all encapsulating in a way that no other type of pleasure had ever come close to. It made the pony want to again despite the fact that she hadn't even finished the first time yet.

With a smirk on her face, the mare spread her legs, and wiggled her cock deep in Lucky Doo’s throat. “How does that feel my little cock sock? Is it big enough to fill that slutty hole of yours?” Rarity asked, knowing full well that he wasn't going to be able to answer in any meaningful way.

“Mmhmm.” Lucky Doo muttered as best as he could through the massive invader that occupied his entire throat and mouth.

“That's good to hear. I’m going to start to move now, and I’m not going to stop until I’m satisfied. Are you ready?” Rarity asked, the mare already preparing herself for what she planned on doing next.

Rarity’s words made Lucky Doo stop and think, the stallion able to feel the hidden weight behind her words. It was enough to make the male shudder in delight, more then a little turned on by the dominant tone that promised him a thorough, and rough fucking. “Mmhmm!” Lucky exclaimed as loud as he could.

Rarity giggled. “That feels quite odd. Well, if you are ready to play then I suppose there is no point in waiting for even a moment longer then.”

True to her word, the unicorn didn't wait a single second longer, her hips drawing back the very instant the final word left her mouth. Lucky Doo hadn't lied when he said he was prepared, and he was unbothered as he felt the massive head of his lover’s cock pull back, threatening to turn him inside out in the process. What he had not been prepared for by just how powerful, or how short her next thrust would be, as the pony hardly pulled out more than a few inches before slamming back inside.

Lucky Doo nearly choked for a second before he pushed down that sensation, mentally reminding himself of his place, and his job. Sure enough, his experience serving as Applejack’s cock sock was more than enough to prepare him for this moment, though only barely. Even Applejack’s powerful hips and long, shapely legs paled in comparison for Rarity’s intense, deep thrusts and all at once the male realized that his former partner had likely been holding back.

Unlike Rarity, who held no such qualms ruining him with her enormous dick.

She hardly even seemed to notice the wet squelching noises or heavy, audible slap that her massive cock and enormous balls made each time she bottomed out in his throat. Indeed, she seemed rather emboldened by this, and she moaned loudly as she felt the male’s tight throat clamp down on her dick. Keeping her thrusts short, powerful and surprisingly brutal, Rarity continued to rail her newest lover with an almost reckless intensity.

Lucky Doo was nothing if not experienced though, and he called upon his many hours spent servicing Applejack in order to withstand the beating Rarity was giving his mouth and face. It reminded him of the first time the farm pony had fucked him as she had been nearly overcome with all the new, and strange sensations that came with a dick. With that in mind, he was prepared for a short, and rough session that would end with a soothing belly full of cum.

Only to not get that, as the unicorn seemed able to hold out for a surprising amount of time. Her hips continued their rapid, jack hammer like pace, never pulling out very far before slamming back into his throat. What did change was a subtle, but clearly noticeable shift in her rhythm where she managed to give him more than enough time to replenish his oxygen supply between thrusts. It was a nice change, and though initially Lucky bemoaned the fact that she didn't finish quickly, he began to wonder if this meant her orgasm was going to be bigger as well.

The thought of a belly absolutely filled with hot cum made the stallion shudder in delight, the male looking forward to such an ending with an almost childlike glee. Provided the unicorn didn't simply continue to rail his throat over and over for hours on end, though even that didn't sound too bad. This line of thinking quickly ended when he felt the unicorn moan a little louder than usual, her cock twitching madly as she did so.

Knowing the signs of a coming orgasm quite well at this point, Lucky Doo took a deep breathe at his earliest opportunity, and awaited the renewed fucking his throat was no doubt about to receive. Sure enough, Rarity shifted her hips slightly, adjusting her grip just enough to allow her the leverage she desired. With that done, she began to really lay into him, her thrusts pulling further back then before, slamming over and over into Lucky’s throat.

“I’m almost there darling.” Rarity called, her voice still somehow sounding elegant even while she was balls deep in his throat and holding back a moan.

Lucky Doo didn't bother trying to say anything at all, merely assuming that at this point he was more a hole to be fucked then a pony with thoughts and opinions anyway. Not like he minded of course, as he rather enjoyed being turned into nothing more then a cum dump for a hot, big dicked mare.

Sure enough, a few seconds later and Rarity lurched to a stop, her hips and cock twitching as the first wave of cum traveled up her length and erupted in Lucky’s throat. So deep, and long was the mare’s cock that it felt like she was depositing her seed directly into his stomach, which wasn't far from the truth as it didn't have far to travel. Using a forehoof, Lucky massaged the mare’s balls which even now pulsed and twitched against his face, squeezing out as much cum as physically possible.

Something that Rarity noticed, the pony moaning louder as she felt her lover play with her balls as he sucked desperately on her shaft. Wave after wave of cum shot down her cock and all but exploded into the stallion’s belly, seemingly without end. Yet Rarity knew the end would come, and sooner then she would want as well. With that in mind, she summoned her magic, pulled open the drawer which had contained the potion she had already downed, and retreived another, identical potion.

Lucky Doo didn't notice this development at all, as he was busy doing his absolute best to suck, lick, and massage all the pleasure he could out of his partner. Even as her cock began to soften, and retreat back up his throat, he kept on sucking away, eager to drink down every last drop of seed he could. He even managed to get a good taste of the mare’s cum when her cock receded all the way back to his mouth, giving him a salty, yet sweet surprise that tasted faintly of marshmallows.

Only for the stallion to feel a sudden explosion of seed erupt into his mouth, spurting from Rarity’s cock and filling his mouth. Surprised by the sudden, last minute ejaculation, Lucky Doo hardly even had time to think before his mouth was already full. Thinking quickly he began to swallow, only to end up getting filled so fast that he struggled to swallow a second time before he felt cum begin to back up.

The thick, yet sticky seed seemed to cling to every corner of his mouth, and back of his throat, until it came shooting out of his nose. Thankfully he was able to get a handle on that quickly, and swallowed over and over, gulping down mouthful after mouthful of seed. In no time at all he had managed to clear his air ways of seed, and could finally slow down and really enjoy the flavor of Rarity’s delicious cum.

He savored the taste for a few seconds before he noticed that Rarity wasn't getting any softer, and he could hear the sound of sloshing liquid followed by a gulp. He didn't have long to ponder what was happening though, as Rarity’s cock began to harden, and lengthen before it had even receded past his lips. Sure enough, the thick appendage only grew harder by the second, growing until it was as long as it had been only a minute earlier, if not even longer. Either way Lucky Doo wasn't totally certain, as the lust addled stallion could hardly figure out which way was up at this point.

“I hope you don't mind darling, but I feel like one more round is in order.” Rarity exclaimed, before the pony began to pull back.

The second Rarity’s now fully hard cock slipped from Lucky Doo’s mouth he blinked in shock and wearily sat up, all the blood rushing to his head making him nearly fall right back down. “Okay miss Rarity.” He muttered, his voice having become little more than a whisper.

Rarity flinched as her wet cock slapped against her stomach, and she frowned, glancing down at her undercarriage and nearly gagging in the process. “Oh darling? I hope you don't mind cleaning up your mess?”

Lucky Doo blinked, and nodded, leaning back down and being surprised when Rarity simply wiped her cock against his face, smearing him in her cum and his spit. Though a little messy, Lucky Doo had always enjoyed such carnal displays of ownership and this was no different. When Rarity pulled back, and took a step away, she chuckled and shook her head.

“Oh my. It seems like that took quite a lot out of you. Perhaps something else is in order.” Rarity remarked suddenly.

The male shook his head and did his best to dismiss the lingering weariness that clung to him. “Like what? I mean if you want to use my other hole-”

Rarity shook her head. “No need for that now darling. I’d much rather use your mouth, it's much cleaner anyway.”

“So then what do you want me to do then?” Lucky Doo asked, sitting on the bed and looking up at Rarity who stood on the bed, hard cock resting against her chest.

“Well, I have heard that a dexterous pony can make even their hooves feel rather good.” Rarity remarked before sitting down at the top of her bed, a small mound of pillows resting between her and the headboard.

Blushing, Lucky Doo nodded and crawled over to the mare before sitting down before her. “It won't feel as good as my mouth did though.” Lucky warned.

Rarity smiled. “That's okay. I was holding back the first time, now I just want to see how good this actually feels.”

The pegasus blushed a little brighter and nodded, glancing down at Rarity’s pillar of mare meat. His own rather diminutive cock was absolutely tiny in comparison, and he tried not to think about this particular fact, focusing instead on her dick and how best to get her off. Reaching forward, he gently began to stroke her turgid length, carefully at first, only speeding up after he got a good feel for how hard he could go. Which was surprisingly hard, given the soft, and ladylike exterior the mare projected at nearly all times.

Not one to judge, Lucky found himself leaning in closer and unconsciously inhaling the scent of her powerful, musky aroma. A smell that almost managed to cover up the powerful scent of her cum that lingered on her dick and Lucky’s lips and face. It was enough to make Lucky Doo shudder in pleasure, remembering how powerful, and dominant that Applejack smelt like only to realize that Rarity was slightly more potent then even the farm mare had been.

“Someone’s enjoying themself.” Rarity remarked with a wry chuckle.

Lucky Doo blushed and looked away, his hooves continuing to move on their own. “You smell really nice. You perfume, your cum, it's all… wonderful.”

This time it was Rarity’s turn to blush, the pony struggling for a moment when it came time to respond. “Thank you, Lucky Doo. Now I don't mean to rush you, but is this really the best you can do?”

Lucky Doo smirked. “That was nothing. Just sit back and relax miss Rarity. I’ve got this.”

The unicorn raised an eyebrow, but did as the male suggested, reclining against the headboard and watching as he began to move once more. This time his hooves did not move slowly, delicately, or anywhere near to how they had been a minute earlier. This time it was Rarity’s turn to be shocked and surprised by a sudden change as she found herself caught off guard by how fast her lover moved.

With skilled, and dexterous hooves that could only belong to a pegasus, Lucky Doo began to stroke the mare’s thick cock. His hooves never pressed too hard, or too roughly, always managing to apply the perfect amount of force without overdoing it. Before Rarity knew it she was already moaning, and gripping the sheets as Lucky Doo stroked her off.

The male had little practice with a cock so big, and thick, but it wasn't hard to simply scale up what he did to his own cock. Plus Applejack had convinced him to use his hooves on her a few times, though the earth pony seemed to enjoy his other holes too much to do that more than just a few times. As his hooves began to move so fast that they nearly became a blur, he also leaned down a little and breathed a hot breath of air over Rarity’s cock.

Sure enough, the other pony twitched and gasped in confused pleasure as the hot wind caressed her tip. Smirking to himself, Lucky took the tip into his mouth, sucking and licking at it without going any deeper and still relying mainly on his hooves. Something Rarity seemed to enjoy, as her moans grew louder, and more throatier as time passed.

Her cock twitched, as her legs spasmed, and she stifled a moan by biting down on her hoof, keeping herself from crying out as she fought back another sudden wave of pleasure. Despite her initial misgivings about putting hooves anywhere near her new cock, Lucky Doo was very, very good at this. His hooves were dainty, filed well, and felt amazing on her cock, the male apparently being an expert at gauging exactly how hard to press and where to do so.

It was enough to make the mare wonder if he had any other tricks up his sleeve before simply lying back and watching him work. When she did, she noticed that he was every bit as devoted as Rarity had guessed he was, with the male’s gaze surprisingly focused. Every movement was deliberate, and planned, as if he truly were doing his absolute best to ensure he pleasured Rarity as much as possible.

It was that devotion that made Rarity smile, and her cock to twitch, her orgasm coming on much, much sooner than before. With a gentle hoof, Rarity pushed Lucky Doo’s head back a bit, ensuring he pulled back while continuing to pump his hooves. “I want to see that pink coat of yours turn a perfect white.” Rarity whispered huskily.

Lucky Doo blushed hard and nodded the male pulling Rarity’s cock forward slightly, ensuring her coming emission landed only on him and not Rarity. It didn't take long before Rarity’s cock began to twitch once more, and the unicorn’s grip on her sheets tightened. With an unladylike grunt of exertion, the unicorn thrust her hips upwards as she felt the first wave of cum arrive.

Cum which shot up her shaft and then rained down from the heavens, though it all seemed destined to land on Lucky, as the male found his face absolutely covered in the stuff. He knew better than to let go of his prize though, and as he pumped the mare’s cock with one hoof while he also massaged her balls with the other. An act that earned him a few extra large eruptions of seed which didn't quite fly as high as the first couple while still landing squarely on Lucky Doo’s chest, neck, and face.

The thick, sticky, and incredibly pungent odour of Rarity’s cum made Lucky Doo crave more, and he used one hoof to aim the mare’s cock while the other continued to pump away. The next few loads that shot from Rarity’s cock covered just about every inch of Lucky’s body, with the last two landing against either cheek and completely matting the fur on his face. The feeling was incredible and only when he began to feel her grow soft did he open his eyes completely.

Licking his lips, he leaned forward and took the mare’s cock into his mouth, swirling his tongue around the tip of her dick and cleaning the final drop of seed from her shaft before pulling back. Smacking his lips, Lucky Doo ran a hoof down his chest and shuddered in ecstasy, hardly noticing the look Rarity was giving him.

Shaking her head, Rarity marveled at just how hot it was to gaze upon the male whom was now covered from head to hoof in her seed. Even more impressive was the fact that he had managed to get nearly every drop of it on himself, and hardly besmirching her expensive sheets in the process. Rarity sighed, as her body relaxed, and her orgasm died down, almost a little sad to see her cock vanish, only to notice that wasn't happening.

“What is going on here?” Rarity muttered.

Lucky Doo blinked, pulling himself from his cum induced haze. “Is something wrong?”

“It hasn't gone away. It was supposed to fade away after I came.” Rarity remarked, the mare growing increasingly panicky with each second that passed.

“What did the note say again?” Lucky urged.

Rarity bent over the side of the bed and pulled the note from under it, pulling it up and into the light. “May take up to five minutes. Don't drink more than one or the effects may become...” She gulped.

“May become what?” Lucky Doo asked nervously.

“Permanent.” She muttered.

“R-really?” Lucky Doo pressed. “It doesn't say anything else?”

Rarity blinked, and reread the note. “-Effects will become permanent. However, this can be fixed by a meeting with a magical transmutation expert who can dispel these effects.”

Lucky Doo sighed. “Well that's not too bad… right?”

Rarity’s eye twitched and for a moment nothing happened, until her eyes all but exploded with tears, the pony sobbing as she grabbed a pillow and squeezed it tightly against her chest. “This is the worst possible thing imaginable! If only I had read that stupid, long and rambling note completely!”

Lucky Doo blinked, temporarily taken aback by the sudden shift in mood, and watching as Rarity teleported onto her fainting couch a few feet away, the now well endowed mare lounging luxuriously as she cried. Standing awkwardly nearby, the cum soaked stallion trotted over to the couch and gently took the mare’s hoof in the only one of his not covered in spunk.

“There there miss Rarity. I’m sure it wouldn't take long to get it fixed. I mean you are friends with a princess after all.” Lucky Doo exclaimed.

“I couldn't use my position to do such a thing!” Rarity declared before continuing to sob.

“I didn't mean… nevermind. Still, it wouldn't take long, right?” Lucky Doo urged.

Rarity sniffed, and fell to the couch, laying on her back and looking despondently up at the ceiling. “I suppose it would only be a month or so, but how would I go out in public with this… thing between my legs? I may get hard in public, and suddenly everypony would think I was a stallion!”

Lucky Doo bit his lip. “I could… help, if you want that is.”

Instantly the unicorn was quiet, and she looked over at the male curiously. “And how exactly would you do that?”

“I could come by once a day or however many times you wanted me to, and I could erm… take care of it for you.” Lucky Doo awkwardly offered.

“You would now? Every single day?” Rarity questioned, the mare propping herself up on her elbow.

Lucky Doo nodded. “I still have some duties with the weather team but my shift is relatively short so I could come down pretty much anytime.”

“Really now?” Rarity muttered while tapping her chin. “That would make this thing more manageable.”

“So uh, what do you say?” Lucky Doo pressed, extending a hoof.

The unicorn nodded slowly, a wide smile crossing her face as she clopped her hoof against his. “I think you got a deal darling.”

Author's Note

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