Twilight's Potion Research

Chapters

Chapter 1 - Spike
Chapter 2 - Pinkie Pie
Chapter 3 - Applejack
Chapter 4 - Rarity
Chapter 5 - Fluttershy
Chapter 6 - Rainbow Dash
Chapter 7 - Twilight Sparkle
Prologue

Chapter 1 - Spike

The first thing that Twilight made note of was that Rainbow Dash – one of the first to have taken the potion and therefore one of the most strongly under its effect at this point – was the first to approach Spike. And she was not subtle. Rainbow leapt for him, aided by a quick beat of her wings, and crossed the distance in only a couple long strides. Her hands went straight for his crotch.

Spike backed up against the door, holding Rainbow's hands in his own and pulling them up away from himself. “W-what's going on?” he asked. “Did ... did she just—?”

But Applejack was right behind Rainbow, and since Spike literally had his hands full dealing with Rainbow Dash, there was nothing he could do to stop Applejack from unbuttoning his pants and pulling them down. Spike, of course, had nothing much to see inside his pants, at least not yet. With his hemipenis still tucked up inside his cloaca and his testicles held internally, all that showed now was a little pinkish gap between two lines of scales.

That didn't stop Rarity, Fluttershy, and Pinkie from closing in on him, though, all of their eyes fixated on that little spot.

“Um, girls?” Spike said, a note of desperation entering his voice. “What's going on?” He looked up at Twilight – the only one not hungrily stalking toward him. “Twilight?”

Twilight shrugged at him. “It's too late now. Try to enjoy it, I guess.” She kept her notebook handy, her quill jittering over the pages as she took down notes. It was a good thing Spike had turned eighteen recently, because these five mares didn't look like they were about to let a little thing like legality stand in their way.

Applejack planted her lips right against the horizontal slit of Spike's cloaca, trying to tease his cocks out. Rainbow still struggled in his arms, trying to get her hands on him. Pinkie Pie and Fluttershy came up along either side of him, running their hands over his scales on either side of his body, down over his thighs and up under his shirt, lifting it up a bit.

But the one who really changed things was – of course – Rarity. When she came up in front of Spike, the same hunger in her eyes as the rest of them, Spike stared back at her, his mouth dropping open. His hands went limp, releasing Rainbow Dash to drop down and vie with Applejack for space to lick at him down below, but he obviously barely even noticed that. His eyes were fixated on Rarity.

“Don't you want me?” Rarity said, looking to him in doe-eyed fascination. Her fingers traced along the neckline and shoulder straps of the elegant black gown she wore, and her more-than-ample tits pressed outward prominently.

Spike's hands – still held up where he'd been grabbing Rainbow's wrists – began to shake. “I... I, um...”

In a slow, sumptuous motion, Rarity pulled her shoulder straps to the side, baring her shoulders completely. Her gown began to slip downward, and what had been a conservatively square-cut neckline now dipped low and loose, until it was obviously held up only by catching on her hardened nipples.

“Rarity...” Spike's tongue lolled out.

“Come on, Spikey-wikey, don't you want to touch me?” Rarity came closer, leaning precariously over Applejack and Rainbow's backs. Her gown slipped down a bit more, letting one pink nipple pop free above her neckline.

Spike's upraised hands came inevitably down to rest on Rarity's tits. He shuddered when he touched her, and she moaned slightly.

After that little moan, Spike's inhibitions were gone. He squeezed and massaged Rarity's breasts between his hands, rubbing them all over – through the gown at first, but it quickly fell away, leaving him touching her bare white fur.

Twilight watched with interest, putting side-notes in the margins about a topic entirely unrelated to her potion testing. She'd known for a long time – from the occasional spa day and just from looking at those things – that Rarity had breast implants. Twilight had always thought that augmented breasts would feel weird to touch, that they just wouldn't have the right texture, that they wouldn't give the same sensation of being touched to a mare who had them... But apparently, she'd been making some undue assumptions there. Because from her current observations, Spike was very much enjoying the opportunity to run his hands across Rarity's too-round breasts, and from the cooing sounds Rarity made, she was enjoying being touched as much as any mare ever had.

A moment later, Spike's enjoyment was made quite manifest. His hemipenis began to emerge, the two purplish tips budding out from his slit ... and straight into Applejack's and Rainbow's mouths. The two of them moaned down there, pressing themselves ever more tightly against him in order to get every bit of him they could. Fluttershy looked down there and gasped excitedly. Pinkie licked her lips as she saw the same thing, then shot back up to look at Rarity. “Keep doing that!” she squealed. “It's working!”

But Rarity did more than just keep doing what she had been. She leaned even further forward, straining on her heels, and wrapped her hand around the back of Spike's neck. Whispering something too faintly for Twilight to hear, she pulled Spike into a kiss.

Twilight winced at the thought of dragon breath, but Rarity sure didn't seem to mind it. Actually, Rarity kissed him as deeply and enthusiastically as Twilight had ever seen any mare kiss someone. It was almost enough to make her feel a little jealous ... especially when she saw Spike's long tongue snaking its way in, in and in past Rarity's lips, with Rarity eagerly suckling it. She wasn't even sure which one of them she felt jealous of – she just knew that deep down, she wished she could feel something as intense as that.

But no, not right now. Right now, she had a job to do. She had results to record, and things worth taking notes on were definitely happening. The kiss with Rarity had finally turned Spike on enough to get his cocks all the way out ... not that Twilight could really see much of them. Because for each of his cocks, there was a mare down on her knees in front of him, ready to take it entirely inside her mouth.

It was fascinating how fervently and single-mindedly Rainbow and Applejack sucked his cocks. They didn't seem to care about anything else in the whole world as long as they each had a warm cock to themselves. Even the weirdness of Spike's anatomy didn't seem to bother them. Even though his cocks were hidden in their mouths right now, Twilight had seen Spikes hemipenis on a few unfortunate occasions. She'd never forget the two-handed masturbation technique she's seen when she accidentally walked in on him that one time. So she already knew that even though he made up for it by having two of them, his cocks were scarcely half the size of a stallion's. And they were a weird bulbous and pointy shape, all purple-colored with red veins all over them. But none of that seemed to bother Applejack or Rainbow at all. Each of them eagerly slobbered over their individual cock, paying attention to nothing else but bobbing their heads up and down on his crotch.

Meanwhile, Rarity's gown slipped farther down, aided by one of Spike's claw-like fingernails hooked into the neckline of it and tugging on it, even as the two of them still kissed like mad. Fluttershy and Pinkie had lifted his shirt up entirely and were engrossed with kissing, well, where his nipples would be if he wasn't reptilian. That was certainly one for the notebook.

Just as Rarity's gown came all the way off and Spike got his hand up between her legs, the others – especially Pinkie Pie – lost patience. Once Pinkie started pulling on his arm, dragging him down to the floor, the others joined in. He went down in no time, which finally pulled him away from the never-ending kiss with Rarity. His tongue slithered out of her mouth, only coming out from between her lips when he hit the floor. Had it been coiled up in there, or had he been tonguing his way deep down her throat? No way for Twilight to know save for trying it herself, and this wasn't the time for it.

As soon as he hit the ground, Applejack was pulling her panties down underneath her short denim skirt and Rainbow pulled her tight little running shorts down, revealing that she wasn't wearing anything at all underneath – another note for the margins.

“Um, excuse me,” Fluttershy said in her soft voice, barely audible over the anticipatory moans from the other girls who now saw Spike's fully-exposed hemipenis. “Would it be okay if I, um... I mean, could I...?”

“Hey!” Pinkie shouted, pushing Applejack and Rainbow away from Spike's lap. “Don't you think it's time for me and Fluttershy to have a turn?”

“Aw, come on!” Rainbow struggled against Pinkie's pushing arm, trying to get closer.

Applejack, at least, had a little decency left. “Aw, um... Shucks. I guess I just got so carried away and all, I...” She stared at Spike's exposed cocks, her mouth watering. “Just don't take too long, alright? I never realized before just how much I wanted this.”

Grinning widely, Pinkie grabbed Fluttershy and pulled her along, taking Applejack and Rainbow's place. Pinkie reached up under her frilly pink skirt and tore – literally tore! – her panties off. They were also pink, of course, and judging by the scraps of fabric, awfully small for her, given the generous proportions of her jiggly hips and ass.

Pinkie wasted no time in straddling Spike's lap sideways, claiming one of his cocks for herself.

“Pinkie!” Spike moaned out. Twilight paused her note-taking for a moment. Was this his very first time? He'd been pretty close with Ember, and Gabby, too ... but she didn't know if he'd ever done the deed with either of them. Maybe she could ask him later...

Meanwhile, Fluttershy slowly and deliberately pulled her ankle-length green skirt down, pulling what looked to be a pair of white panties down along with it. Her thick, soft and yellow thighs were gradually exposed ... surprisingly slowly, all things considered. Twilight jotted a quick note about the potion's potential interaction with Fluttershy's inherent shyness.

Before Fluttershy could take her place next to Pinkie, Rarity took her own place. Pushing Rainbow and Applejack aside before they could move in, she came around and straddled herself over Spike's face, facing toward Pinkie. She'd completely lost her gown along the way and now only wore her heels and a pair of frilly black lace panties. “Are you ready for a taste, dear?” she asked, lowering herself onto him and pulling her panties to the side. In response, he stuck out his tongue again, meeting her halfway and getting his taste early.

As Rarity's gasping moans began, Fluttershy finally lowered herself onto Spike's lap, intertwining her plush thighs with Pinkie's even plusher ones. Even though Pinkie's frilled skirt hid almost everything down there from Twilight's view, she knew the moment Spike's other cock slipped inside from the look on Fluttershy's face – the way she pressed her lips together and the way her eyes opened wider.

Now that the two of them were face to face, Pinkie reached out and pulled Fluttershy tightly against herself. And to Twilight's surprise, the two of them kissed just at the moment Pinkie started bouncing them both up and down. She hadn't realized the potion might increase female-to-female attraction... Interesting.

Rainbow and Applejack were left relatively out in the cold. At first, they both fidgeted around the fringes of everything that was going on, but as Pinkie's and Fluttershy's pussies began to overwhelm Spike, his arms fell away from rarity's immaculately white thighs.

Rainbow was the first to notice the opportunity. Before Spike's hand even hit the ground, she'd grabbed it and knelt down, straddling it and grabbing his forearm between both of her hands. When she pulled his whole arm a little way up, pressing his fingers right against her blue pussy lips, he finally seemed to understand what she wanted – his fingers started rubbing and massaging against her, playing with her copiously dripping juices ... and slipping inside her only a moment later.

Applejack was close behind, taking his other hand. She didn’t wait for his initiative – she took hold of his hand directly, actively pushing his fingers into her pussy ... although she still let out an adorably girly-sounding moan when he began to move his finger inside her.

For a moment, Twilight wondered if Spike could even tell who was who, given the way his face was buried between Rarity's legs and the way Rarity's tail covered his eyes. Would he be able to tell the difference between these two fit, muscular mares? Sure, Applejack was thicker and sturdier while Rainbow was slimmer and leaner ... but could he tell that just by touching their pussies and a little bit of their inner thighs? She made a note to ask him about it later.

And it seemed like 'later' might not be too far off, judging by the way Spike moaned against Rarity's pussy lips. Twilight resisted the urge to reach under her lab coat, under her own skirt, and touch herself. No – she needed both hands free to take notes, no matter how wet the sight of her friends like this was making her.

Although Fluttershy clearly would have been more comfortable moving slowly and tenderly, Pinkie Pie bounced them both on Spike's lap relentlessly. Twilight could only imagine what it must feel like to be in both of those warm, welcoming pussies at the same time. They must feel so soft...

Spike sure seemed to be enjoying it – his hips thrust upward beneath the two of them, helping him get even deeper inside. With what seemed like great reluctance, he pulled his muzzle out from between Rarity's legs. “I can't—” He gasped for breath. “Pull out! I'm gonna...”

Twilight grinned to herself. Oh, if only he knew that all five of these girls were under the effect of the most comprehensive contraceptive potion ever developed for pony-kind!

Fluttershy and Pinkie knew, of course. That's why they made no move to get off of Spike's cocks.

But that didn't mean that Spike's revelation had no effect.

“Hey!” Rainbow said, trying to push Pinkie off of Spike's lap. “Let us back there – we started it!”

“No!” Rarity leaned down over Spike's body, keeping his face between her legs, but trying to nuzzle her own face in between Pinkie and Fluttershy's thighs. “I'm certain Spike would want me to receive his cum!”

Fluttershy gave a plaintive moan. “But I need it so much!”

“You could, um...” Twilight blinked as all her friends suddenly stared at her. It was as if they'd forgotten she was there. She cleared her throat a little. “Maybe you could ... share?”

For a moment, everything was still ... except for Spike still thrusting his hips up into Fluttershy and Pinkie Pie. All five of the other mares stared at her. Then they glanced back and forth between each other. Back at her. Back at each other.

As one, the five of them burst into motion. Pinkie and Fluttershy disentangled themselves and got off of his lap. Rarity slid backward and dismounted his face. Rainbow and Applejack picked themselves up off of his hands and instead grabbed him by his forearms – his wrists were too slick with their juices – and hoisted him back up against the wall.

Rarity was the first, since she'd somehow slid underneath and between Spike's legs to come up between them, despite how his thick tail should have been in the way. She planted her muzzle right in between the two halves of Spike's hemipenis, nuzzling and licking deep down near the base where they split apart.

Fluttershy and Pinkie were close behind, and each of them took one of Spike's cocks for themselves, swallowing each side down until they both kissed against Rarity's cheeks.

But they had to back off a little when Rainbow and Applejack came back down from lifting Spike's shoulders. At first, Pinkie didn't give up any of her mouthful for Rainbow to enjoy, but when Fluttershy willingly pulled away and started eagerly licking her cock along with Applejack, Pinkie seemed to be shamed into letting Rainbow have her fair share.

Even with the interruption of standing back up again, Spike was still obviously very close. And the sight of those five mares down there servicing him, their tails held high behind them – including Rarity, who was almost completely naked – was quickly driving him closer. Of course, the feeling of five mouths and five tongues doing everything they could to draw out his climax probably played into that as well.

With a shuddering moan, Spike reached down and roughly grabbed a couple of the girls by their manes – Applejack and Rainbow, since they were on the outermost edges. As his body tensed, he pushed the two of them together, forcing all five mares into a tight cheek-to-cheek sandwich with each other, even as they all still did their best to lick his cocks.

Twilight watched with interest. She'd never seen this before: When Spike came, it was quite blatantly visible. Each of his cocks had a channel spiraling around the side of it, and his thick dragon cum flowed along those channels, along the surface of his cocks.

That meant Applejack and Rainbow got the first taste of it as their tongues slid right over that pulsing channel of cum. The other three got it only a moment later, though. As the coursing cum reached the end of his cocks, it spurted freely outward, and the three other mares leaned back to catch as much of it as they could.

Only a little actually landed on their tongues, which they eagerly lapped up, sticking opening their mouths again for more. Most of it spattered over their bodies and faces ... but they didn't seem to mind. They bathed in it eagerly, all five of them letting out deep moans that blended into a bizarre kind of erotic harmony.

As Spike reached the end of his endurance and the last of his orgasm seeped out around the edges of his cocks, he collapsed back down against the wall, his face now level with the five mares'.

They weren't done yet, though. There was still plenty of cum left splattered all over the five of them, and they immediately set to licking it all off of each other.

Twilight watched as avidly as Spike, taking notes only by force of habit at this point. Test subjects display irrational affinity for the taste of semen.

They licked it readily enough off of Rarity's chest and breasts once they'd cleaned each other's faces, but all the rest of them still had clothes on their upper bodies, and the drops of cum that landed there quickly soaked in too much for any of them to lick off.

When every drop was gone, they began looking around desperately ... but there was no more to be had, and Spike's cocks had already fully retreated back inside his cloaca, despite the way he stared gape-mouthed at the lewd display in front of him.

“Well, thank you, girls!” Twilight said, grinning broadly. “That was a much more successful test than I'd thought I'd get to see. Now if I could just—”

The five of them went into a frenzy, picking up the last discarded bits of clothing they needed and shuffling back into them as quickly as possible. Pinkie and Applejack – both of them missing only their panties and therefore able to go out without any additional clothes – were already opening the door, on their way out despite a few obvious cum stains on their clothing.

“If I could just...”

In one big rush, all five of them left, hurrying down the hall toward the stairs ... except for Rainbow, who split off and leapt up into one of the big ventilation shafts that ran to the outside of the castle.

“Hm...” Twilight frowned a little and made another scribble in her notebook. Test subjects not satisfied at this point. She looked down at Spike instead. “Before I chase after them, can I get your initial reaction?”

He let out a weak little moan, still pantsless and staring at where he'd last seen Rarity shimmying back into her gown.

Well, okay, that could wait for later as well.

For now, she had a much bigger problem. “How the hay am I going to keep track of all five of them now?” Rainbow Dash had already split off from the group, and there was no reason to think the others would stick together either, once they got outside the castle. Their odds of finding what they were after would be better if they split up.

Spike moaned again.

“Great idea Spike!” He was right, of course, that spell Starlight had taught her – the one she'd been thinking of when he moaned – it would be the perfect thing to use for this situation!

With a flare of her horn, she split two identical copies off from herself, right down to the notepad. Each of her copies split off one more, until four brand-new Twilights stood in front of her.

Just as Twilight was about to speak, though, one of the others beat her to it: “I'll take Rainbow Dash.” She pointed her quill toward the original Twilight. “Other Twilight, which subject are you tracking?”

“Hey, I'm not Other Twilight. I am Twilight ... uh... Twilight Prime.”

The first Twilight who spoke – Twilight Prime decided to call her Twilight Two – shrugged and pointed her quill toward another one: Twilight Three. “Alright, which one are you going after?”

“Rainbow Dash!”

Twilight Two frowned. She checked her notebook quickly, then looked back up. “No, it's clearly marked right here – I'm tracking Rainbow Dash.”

Twilight Four butted in between Two and Three. “Okay, okay. I see what's going on here, and I'll settle it. I'll take Rainbow Dash, and you two can—”

“Hey!” Twilight Prime shouted. “Why do you get Rainbow?”

Two rolled her eyes. “We can't all get Rainbow Dash! And since I claimed her first, the—”

“QUIET!” Twilight Five shouted.

A sudden hush settled over the laboratory.

“We don't have time for this!” Five said seethingly into the silence. “Quickly, she pointed to each of them.” First to Twilight Prime: “You get Rainbow Dash, since you're the only one who hasn't explicitly tried to claim her yet. Well, except for me, but if I try it, this argument is just going to start all over again.”

The others all at once raised their quills and opened their mouths to protest, but Five beat them to it, pointing at each of them in turn.

“Pinkie Pie. Fluttershy. Applejack.” She jotted down the assignments on her notepad, though that only made Twilight Prime wonder if Five had the same Twilight naming scheme she'd been using. Five nodded after checking the list. “And that leaves Rarity for me. Now go! We're already way behind!”

Twilight Prime wasn't quite sure about taking orders from a clone she'd just created ... but that clone was her ... and it was the best way to get things done. And it meant that Prime herself would get to observe Rainbow Dash's progress...

When Prime looked up from her notebook, she was startled to see the other four Twilights were already gone. With a strictly internal curse, she hurried off after them ... after Rainbow Dash. Her magical reserves would be only one fifth their normal level while she used this duplication spell, but thankfully, she'd always had power to spare ever since becoming an alicorn ... not to mention the wings, which would probably be very helpful in tracking a pegasus pony.

Despite her lowered magic reserves, she could afford the expense of a simple tracking spell. Her friends probably didn't know it, but she'd entangled each of them in unique tracking spells. Ever since their difficulty in finding Rainbow while fighting Discord, Twilight had never wanted to be without a way to find her friends at need. And now it was time to find Rainbow again ... exactly what she'd designed the spell for. With a grin of anticipation, she activated it.

Author's Note

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Chapter 2 - Pinkie Pie

Twilight knew that keeping track of Pinkie Pie of all ponies would not be easy. Her assignment would be a difficult one. That's why she made sure to start using the tracking spell the moment she parted ways from her fellow Twilights.

As it ended up turning out, though, she needn't have worried. For once, Pinkie Pie was entirely predictable: she'd gone straight to Sugar Cube Corner, without the slightest detour or distraction. Very unlike her. Twilight made a note of it. This was a significant behavioral deviation, almost certainly caused by the potion.

One thing had certainly not deviated from baseline Pinkie behavior, though: she was fast. And with the head start Pinkie already had, she'd managed to arrive at Sugar Cube Corner long before Twilight did.

The tracking spell indicated that Pinkie Pie was in the kitchen, near the back where the biggest bakery oven was. Twilight took the opportunity to cloak herself in a simple invisibility spell before quietly opening the back door and slipping inside.

Her tracking spell had worked perfectly. There Pinkie was, bending over something about to come out of the oven. Pinkie's wide, juicy hips shook side to side, threatening to upend her skirt and show everything underneath.

How had the potion made Pinkie want to bake things? That wasn't the intended purpose at all. Twilight scribbled down another note. Could it be that Pinkie – being Pinkie after all – had an entirely different and unforeseen reaction to the potion?

Pinkie turned around, holding an enormous tier of cake between her oven mitted hands. “Oh! Hi, Twilight!”

Twilight's jaw dropped. “You can see me?” Had her magic been that reduced by splitting herself into copies? Maybe she shouldn't have done it.

“Well doy.” Pinkie laughed. “You act like I've never seen an invisibility spell before.”

“Y-you...” Twilight sputtered. “Nopony has seen an invisibility spell before – that's the whole point! You can't see it!”

She shrugged without dropping the cake. “Eh, I've seen better.”

“I'm at reduced power, okay?” Not that having more magical power at her disposal would really make a simple invisibility spell work any better, but it was a handy excuse ... something she could say without breaking her mind too much by thinking of how Pinkie – an earth pony – was able to literally see through one of the most foolproof spells known to ponykind. Focusing on that wouldn't help anyway. She had a mission to do here, and if Pinkie wasn't fooled by the invisibility spell, then maybe that was a good thing after all. “Pinkie,” she said, “what are you doing?”

“Baking.”

Twilight took a deep breath. This was going to take some patience. “And why are you baking?”

“To make a cake.”

Yes, of course, Twilight thought. How silly of her. “And why do you want a cake?”

“So I can jump out of it.”

“What?” Twilight hurried to follow Pinkie around the corner.

And that's when she saw it. When had Pinkie had the time to bake all of that? An enormous three-tiered cake sat on a low rolling tray, already decorated with pink icing all over it. As Twilight watched, her eyes bugging out, Pinkie made quick work of decorating the final layer she was holding. And, indeed, upon closer inspection, there was a hollow space inside the cake. Space enough for a mare like Pinkie. But how could she even get into it without messing up all that icing? Unless she...

She did. Holding the final tier of cake high over her head, Pinkie leapt up and neatly bounced straight into the opening in the cake. The top tier lowered itself neatly over her, completing the thing into a seamless four layer monstrosity of a cake.

Twilight came up next to the side of it. It looked very seamless. “Are you okay in there, Pinkie? Did you remember to give yourself air holes?”

“Duh,” a voice from inside the dessert said. “Sheesh, you act like I've never baked somepony into a cake before. There's air holes in the bottom.”

“Oh, okay... And, um, why are you baking yourself into a cake, again?”

“Sheesh, Twilight. Usually you're a lot quicker on the uptake.” The cake quivered and jiggled a little. “Just let me get changed and then wheel me out into the party.”

Twilight's head tilted to the side. “Party?” Given that it was Pinkie Pie, she shouldn't have been surprised to find out that there would be a party involved ... but what party?

“Right through that door.” The sound of ruffling clothes came from inside the cake. How did Pinkie have room to change clothes inside there? And had she put a change of clothes inside ahead of time, or had she just pulled it out of her mane or something? Nothing would be surprising, coming from Pinkie Pie. There wasn't any need for her to point out which door, though. There were only two doors from the bakery, and the wheeled trolley was already pointed straight toward one of them.

Twilight was about to ask more questions ... but then again, she'd never gotten very far by asking Pinkie questions. Maybe it would be better to just wait and see.

The wait actually didn't take very long, actually. It was only a moment or two before Pinkie called out, “I'm ready!” from inside the cake.

Well, okay. Twilight tucked her notepad into the waistline of her skirt and took hold of the trolley's handle instead. Thankfully, she had her magic and could use that to open the door easily on her way through.

On the other side, half a dozen young stallions looked up from where they'd been huddled around a table in Sugar Cube Corner's private dining room. All of them wore party hats. “Woah,” one said, “another cake? But we just started eating this one!”

“And how the hay is it coming in here all on its own?”

Too late, Twilight remembered she still had the invisibility spell going. Oh well. These stallions would just have to enjoy their magical cake.

“Who cares?” another said – the thickest, beefiest of the bunch. “It looks amazing! And if you book a Pinkie Pie party for your birthday, you should expect some surprises. Let's dig in!”

When the stallions rushed toward the new cake – one of them with the big cake-cutting knife in hand – Twilight was just about to spring into action and save her friend's life.

It turned out not to be necessary, though. Pinkie leapt out of the cake just before the stallions got there, sending the top layer flying. Twilight barely managed to avoid getting hit by it, which would have completely ruined her invisibility, not to mention the annoyance and the mess.

“Hello, boys!” Pinkie said cheerfully, holding her arms up and dancing side to side a little. “Who's ready to really get this party started?”

Twilight's jaw dropped. Pinkie was wearing... Well, she wasn’t wearing much of anything, really. It was bright blue ... and kind of a sling bikini? Rarity would know. Twilight sketched out a rough impression of what it looked like and made a note to ask Rarity about it later. But it was basically a couple straps of stretchy cloth that looped up from Pinkie’s ass like a sling, sent one strap over either shoulder to barely cover one big bouncy breast each, before plunging back down her slightly rounded belly to a tiny triangular patch at the bottom that was scarcely enough to cover her pussy lips.

She had to assume Pinkie had already owned this before she drank the potion. Had she ever worn it before? And on what occasion? That was all worth making more notes about for future questions.

For now, though, she had a lot to observe. Pinkie was dancing, right there in the cake, writhing her body back and forth and touching herself all over ... especially along the sides of her big pink breasts, pressing them together. The darker pink rings around her nipples were already visible at the sides since the strap of her outfit was too narrow to quite cover them, and every time she pressed her boobs together, those darker pink circles became a bit more visible.

Twilight moved around behind the stallions, trying to get a better view without inadvertently touching any of them. Not that she really needed to worry. They were so preoccupied staring at Pinkie that she probably could have knocked one completely over and they still wouldn't notice anything but Pinkie's bountiful bouncing tits.

“Who ordered the birthday stripper?” Pinkie said playfully.

The guys stared at each other – not for very long before looking at her again – and let out a collective “Uhh...”

“Trick question – I ordered me!” She let out a huge giggle that ended with a snort ... then she leapt out of the cake, landing right in front of him without so much as trailing her tail through the frosting. “Now, is somepony gonna throw some bits at me so I can take this thing off or what?”

All six stallions were immediately digging in their pockets, coming back with the jingle of bits.

“Now that's more like it!” When the stallions held out a few bits, Pinkie hooked her fingers under the straps of her outfit – plenty of room to do that between the bottom of her tits and where the strap angled down toward her chest – and she pulled the straps to either side. She didn't even bother taking their bits. Apparently, just offering was plenty for her. Or maybe she'd gotten distracted? She seemed to be watching the way her boobs bounced and jiggled just as much as any of the stallions.

Although Twilight was mostly interested in what passing up those proffered bits meant for Pinkie's psychological motivation, she did also deem it worthy to take note of Pinkie's outfit. Even when they weren't struggling to conceal her nipples, those straps were still useful. They now served to press Pinkie's tits slightly together, making sure she still had massive cleavage to show off even when she was totally exposed.

Well, not totally exposed, but she was working on that. Pinkie turned around, bending most of the way over and shaking her ass and tail at them. “A little bit more, and maybe I'll show you a real treat!”

The stallions glanced at each other for a moment, then held out the same bits again.

That seemed to be just fine by Pinkie's standards. She slid one thumb under the strap that just barely managed to hide her pussy, then stretched it off to the side, stretching it all the way out until she finally released it and let it slap back against one ass cheek, making it jiggle.

The jiggling didn't die down, either – Pinkie started moving right along with it, making her big pink ass shake for them all to the point where her cheeks clapped together.

Twilight watched, nearly as enthralled as the stallions whose shoulders she was peering over. The main difference being that she still had the wherewithal to take notes.

This went on for some time. It seemed the stallions never got tired of Pinkie's jiggles, and – Pinkie being Pinkie – she never tired of jiggling. She did eventually turn around and start shaking her boobs for them instead, gazing over them all with a slight smirk. “So ... who's the birthday boy?”

Pinkie had to already know that, Twilight was sure. Pinkie knew everypony's birthday. So why was she asking?

“Pepper Puff is,” one stallion said, pointing to a thin reddish brown stallion with a green mane nearly as unruly as Pinkie's. “He's the last of us to turn eighteen.” The stallion he indicated – Pepper Puff – blushed, his face turning more red than brown.

Pinkie strutted over to him, swinging her hips and jiggling everything as she walked. “Well, birthday boy gets a free ride – everypony else had better be ready with some bits!” She reached out and took Pepper Puff's hand. “Why don't you come over here with me? The rest of you boys can just have fun and watch.”

Twilight had to hurry out of the way to avoid being run over by the gaggle of stallions following Pinkie over to a chair next to the wall. Not standing on any ceremony, Pinkie bodily turned the boy around and pushed him toward the chair, making him fall into it.

And then she started dancing again. This time, though, it wasn't all bounces and jiggles. Of course, some of it was bounces and jiggles, but now she was also mixing in some very erotic slow writhing motions ... motions that usually came along with touching herself.

Pepper's eyes went wide when Pinkie turned around and sat down in his lap, moving her wide hips in little circles, grinding her exposed pussy lips right up against the bulge in pants.

“You likey?” Pinkie asked.

He nodded so vigorously his hair shook, which made Pinkie giggle.

“Well,” she said, “maybe your friends could chip in a little extra as a birthday present, and then I could give you even more. Wouldn't that be nice?”

Pepper nodded again, slipping his hands up to the side of Pinkie's ass.

She pushed his hands back down. “Nuh-uh-uh... Gotta say the magic word.”

“Um... Please?”

“That's not it, silly.” Pinkie got up just long enough to turn around and start grinding on him face-to-face. “Come on, don't you want to touch me? I sure want you to. I'm getting so horny rubbing on your big cock like this...”

Pepper looked up at his fellow stallions pleadingly, obviously out of his depth.

“Bits,” one of the other stallions said, plinking a coin into Pinkie's outstretched hand.

“Now that's more like it!” Pinkie leaned up closer to him and a little bit over him. Her boobs practically enveloped Pepper's face. With one hand she helped press her tits together, and with her other, she grabbed one of Pepper's wrists, drawing it upward along her thigh, up to the side of her ass.

Pepper didn't need any help figuring out what to do with his other hand. It came up as well, following much the same path, although he reached it farther, wrapping it almost all the way around Pinkie's ass cheek.

Pinkie squealed happily and giggled when Pepper squeezed her hard down there, but she soon turned around, turning her back to him once more, but this time leaning far back against him. Pepper's hands came to kind of a natural rest against Pinkie's slightly pudgy belly, rubbing her up and down either side as she kept grinding herself against his cock.

Twilight was glad she'd managed to edge closer when she managed to overhear Pinkie whispering, “Oh Pepper, could you help me with my bathing suit? I think it's slipped back into place again, and we can't have that, now can we?” The straps had indeed gone back into place by themselves as she'd walked and jiggled.

“Y-you want me to...?”

Pinkie nodded and slipped one hand underneath herself. Twilight couldn't see what Pinkie was doing with that hand, not from her angle, but she was able to make some educated guesses. She jotted down the top three most likely theories.

“You want to, don'tcha?” Pinkie said, a little louder.

“Uh-huh.” Pepper nodded even more vehemently.

Pinkie leaned up even closer to him, whispering right into his ear: “Go ahead. I won't tell if you don't.”

Tell whom? Twilight wondered. Why would they be worried about anypony finding out about it ... any pony who wasn't already in this room, at least?

That whisper seemed to work on Pepper, though. He slid his hands up either side of Pinkie's body. They trembled slightly as he brushed up along Pinkie's lower ribs, as they began tracing the straps of her ... bathing suit?

Did Pinkie really call that thing a bathing suit? Was there any beach or pool in Equestria where she could actually wear that? Twilight jotted down a few more questions to investigate later. If there was such a place, she wanted to find out about it!

Pepper, in the meantime, had finally plucked up enough courage to actually grab the straps of the thing right off of Pinkie's tits. His fingertips pressed into her softness there, making little indents as he slowly – very slowly – pulled the straps off of her again, staring down at her nipples as he did it.

Once the straps came off again, Pepper's hands stayed on Pinkie's tits. At first he just tentatively brushed his fingertips across them, taking in their big round shapes ... but he soon started touching her with his whole hand, rubbing his palm over her nipples ... and he finally progressed to outright squeezing her tits, rolling them around in his hands. Through it all, Pinkie didn't complain in the slightest. In fact, she started moving against him even more, and from the motions of her shoulder, it seemed that her hand was very busy down below.

And, of course, all the guys circled around them were egging Pepper on. “Touch her pussy!” one said. “Yeah! Spread it open for us!” another added.

For a while, Pepper just seemed too fascinated by Pinkie's plush titties. His fingers pressed into them over and over again. But eventually the things they were saying must have gotten through to him, because he slid one hand down Pinkie's body, following the line of her bathing suit strap until he came to her pussy lips.

The stallions all oohed and aahed as Pepper's fingertips pressed against Pinkie's soft pussy lips, making little indentations and pressing them to the sides. And soon, Pepper worked up the courage to touch the actual slit.

“Ooh, you're a naughty birthday boy, aren't you?” Pinkie said playfully.

Pepper kept his hand right where it was. “You're ... you're so wet.”

“Mm-hmm.” Pinkie giggled. “And it's all for you, birthday boy... If your friends are generous enough...” She looked up at the other stallions. “Whaddya say, boys? Do you guys have enough money to find out how naughty Pepper is? I sure hope so!”

The other stallions – of course – pulled out more bits as quick as they could, holding them out toward Pinkie.

Once again, Pinkie didn't actually bother taking the bits. She was a little too preoccupied with the finger that had just slipped inside her. “Ooh, he is naughty!” she said as she writhed on Pepper's lap. “Mmmm, yeah ... go a little deeper. There you go.”

Unable to help herself, Twilight leaned closer, she may have licked her lips as he watched Pepper's finger plunge in and out down between Pinkie's legs. Thankfully, nopony would be able to see her doing that.

Nopony except for Pinkie, that was. She was soon reminded of that when Pinkie looked straight up at her and said, “What do you think? Should I suck his dick, or should I let the birthday boy skip straight to his free ride?”

The stallions, obviously thinking that Pinkie was talking to them – because who else would she be talking to? – all started to chant: “Fuck her! Fuck her! Fuck her!”

Pinkie giggled. “Well, the ponies have spoken!” She twisted her head around more than should have been physically possible and kissed Pepper right on the nose. “Better take your pants off, buddy – I'm a squirter!”

The moment Pinkie hopped up off of his lap, Pepper fumbled for his pants, quickly unbuttoning and pulling them down. He hesitated for a moment with his underwear, looking nervously at the other stallions, but by then Pinkie had started dancing again, spinning and rolling her hips. She pulled the straps of her bathing suit over her shoulders and let the whole thing fall to the floor. After that, Pepper showed no more hesitation. He yanked his underwear down, pulling them completely off and letting his cock spring free, and then he stood up to kick both his pants and underwear off of his legs.

“Oooh,” Pinkie said, looking down at it with her finger on her lips, “it's even nicer than I thought!” Her eyes clearly followed it as it bounced sightly in front of her.

“Um, should I...?” Pepper asked, glancing back toward the chair.

Pinkie beamed. “Yeah! Gimme that chair, Pepper!”

“Oh, um ... okay.” Looking confused and more than a little awkward at doing so in the nude, Pepper grabbed the chair and scooted it around in front of him, toward Pinkie.

She took it in an instant, plunking it down behind her ... then she turned around and braced herself against the backrest of it, just below her chest. Luckily for her, it was a padded chair and wouldn’t cut into her too badly like that. The position she took left her rear end propped up behind her, and she swayed it side to side a little. “Oh Birthday Boy,” she said teasingly, “I have an idea about where you can put that nice cock of yours...”

He gulped, staring down at her pussy. “I do too.”

Pinkie glanced back at him and winked. “Why don't you go ahead and put it there? Then we'll find out if we're thinking of the same place.”

Pepper's hands trembled as he took hold of Pinkie's upturned ass, but that didn't stop him from squeezing and rubbing her there. Her tail twitched for him, though it was doubtful whether he really even noticed – his eyes were locked on something just below her tail, after all. Moving with exaggerated care, he lined his tip up with Pinkie's pussy lips. He edged forward so slowly, despite the excited chanting of his friends, that it seemed neither he nor Pinkie actually knew the exact moment when it touched.

Soon though, he pushed forward a little more, making her pussy lips begin to spread open around his tip. That's when Pinkie really began to moan. “Just the right spot!” she said enthusiastically – enthusiastically even by her standards. “But don't keep me waiting!”

He didn't keep her waiting. With a squeaky little gasp, he pressed himself forward. His cock slid smoothly into her wet pussy, sinking all the way down to his medial ring on the first thrust. Pinkie took care of the rest, pressing back against him to squeeze his base into her and take him all the way down to his sheath. Pepper grit his teeth and squeezed his hands hard into Pinkie's plush ass cheeks.

“F-fuck!” Pepper said, squeezing his eyes shut.

Pinkie wiggled her ass against his crotch. “Feels nice, doesn’t it?”

“How are you so tight inside?”

She laughed, starting to rock herself back and forth, bouncing on his cock. “I'll never tell!”

Raising one invisible eyebrow, Twilight jotted down another note: 'Ask Pinkie what's her secret to being so tight.'

Soon, Pepper recovered from the shock of being inside Pinkie Pie enough to actually start fucking her back. The other stallions cheered him on – one even leaned in and gave him a high-five. His eyes open again, Pepper began to grin proudly at them as he really took over the motion, pounding into Pinkie to the point where the chair started to wobble and creak.

Twilight edged closer, hoping to get a good look at where his cock was sliding in and out of her. She had to gauge Pinkie's level of arousal, after all, and what better way than to observe how wet and slick his cock was each time he pulled it out a little?

Pinkie squeaked a little every time his cock bottomed out inside her, to the point of almost making it sound like it was the chair squeaking. That didn't seem to slow her down in the slightest, though. She looked up at the other stallions, grinning widely as her tits bounced against the back of the chair. “Who wants blowies?”

Well trained by this point, all five of the other stallions immediately held out bits for her.

“Yay!” Pinkie giggled. “Show me some dicks, boys!” She held her mouth open wide, as if waiting for them to stick it right in.

Never before had Twilight seen stallions in such a hurry to get their pants off. In just a few frantic moments, they all whipped out their cocks and gathered around Pinkie, presenting her with a mismatched rainbow of horsecock for her to enjoy.

For both her and Twilight to enjoy. Because Twilight didn't see any reason not to take advantage of her invisibility and slip one hand up underneath her skirt for a little bit as she watched Pinkie enthusiastically deepthroat one cock after another, going right down the line. Such a nice set of multicolored cocks, and Pinkie was throating them like an absolute champ, swallowing them as effortlessly as she swallowed entire cakes. Each time Pepper pulled, back, she'd pull herself off of one cock; each time Pepper pressed forward, she'd plunge down on another. Twilight ventured a finger into her own slick warmth, thoroughly enjoying the show. She hadn't made any notes in a while, but that didn't matter. She could remember anything she needed to.

Pinkie seemed to be enjoying things even more. She moaned urgently around each of the five different cocks in front of her in turn, bouncing back harder and harder against Pepper's cock from behind. Each impact of his hips against her ass sent ripples spreading out through her body, and each time he pulled out, it made her moan for the next one to come. It wasn't a steady rhythm, though. The sounds she made grew steadily faster, steadily more intense. The chair was almost always leaning over on two legs now, Pepper almost pushing her over with each thrust. Only the stallions on the other side really held her back, because she always fell onto one of their cocks, rather than tumbling to the floor.

Twilight herself was starting to feel a little trembly in the knees because of what her fingers were doing under her skirt, but Pinkie beat her to it by a long shot. Between one thrust and the next, she just exploded, her whole body suddenly jerking in place. For once, she neglected to take another stallion's cock inside her mouth as Pepper pushed into her. Instead, she pressed forward, all their cocks rubbing against her face, and she squealed. Her marecum splashed against Pepper's body, drenching him and spattering all over the floor behind her.

The didn't stop Pepper, though – he kept right on thrusting. And it didn’t stop Pinkie for long, either. Even while her body still shook from her orgasm, she went back to sucking the five cocks in front of her as if desperate for their cum.

“Mmn, getting close,” one of the stallions said.

“Me ... too,” Pepper added.

Instead of replying to them, Pinkie looked straight up at Twilight. “A little help? I wanna get em' all going at the same time!”

Twilight's eyes went wide. She yanked her hand out from under her skirt. “What?” she whispered through her teeth.

“Come on!” Pinkie said. “You got me into this, so you'd better be ready to help me out.”

For a long moment, Twilight looked down and dithered about it, her hand held out and still dripping with her juices. Yes, she couldn't deny she wanted a little sample of what Pinkie was going through ... but it looked intense. And ... and what about her research? Wouldn't she be interfering with the experiment if she participated?

Pinkie pulled her current stallion's cock out of her mouth again. “Or I could just tell them...”

“Tell us what?” one stallion said.

“Who are you talking to?” another asked.

“Just talking to myself.” Pinkie stared straight up at Twilight. “Right?”

Reluctantly, Twilight nodded ... and got down on her knees. She wasn't sure quite what to do, though. Wouldn't these stallions freak out if they felt invisible hands – or an invisible mouth – on their cocks?

Pinkie had a plan for that, though. She pointed up at the two right-most stallions, the ones closest to Twilight. “I'll just give you two a handjob. But don't worry—” she winked toward Twilight “—my handies are amazing.”

When Pinkie held her hand right in front of Twilight's mouth, Twilight finally understood what she was going for... Clever. Definitely something Twilight would never have come up with herself ... but would the stallions fall for it? Only one way to find out.

Pinkie slipped her hand over the tip of the nearest cock, and Twilight dutifully began sucking him as Pinkie's hand stroked up and down. The feeling of warm horsecock in her mouth bloomed into an undeniable glowing pleasure. Yes ... she needed this.

“Wow,” that stallion said. “She wasn't kidding – this is an amazing handjob!”

Twilight smiled around his cock. If only he knew...

After that, Twilight wasn't able to keep as close of an eye on Pinkie as she would have liked. It was about as much as she could handle to keep up with Pinkie's hand as she switched back and forth between the two stallions, expertly balancing the time between them to get them both closer and closer to cumming. She only had brief moments to spare when she could watch Pinkie plunging her mouth down on the other three stallions in turn, and even shorter moments when she could risk a glance behind herself to see how red-faced and sweaty Pepper was getting as he neared his own climax inside Pinkie Pie.

Miraculously, no doubt thanks to Pinkie's heretofore undiscovered talent, all five of the stallions in front of her began to flare at about the same time, the tips of their cocks swelling huge and wide in all their various colors. Unlike Pinkie Pie, Twilight couldn't get those massive flares into her mouth, so she settled for just licking up and down the sides of their shafts just behind Pinkie's hand. Sometimes she wasn't perfect at it. Sometimes she was even licking the entirely wrong cock. If the two stallions she was trying to please noticed that, though, they didn't see fit to complain about the strange invisible tongue licking them. Maybe they thought it was just another weird Pinkie thing.

In a little boost to her own sexual ego, one of the stallions Twilight was licking actually ended up being the first to blow, shooting sticky ropes of cum mostly over Twilight's shoulder, though a little bit landed on her neck and dripped onto her blouse.

The others were close behind, all of them aiming for Pinkie's wide-open mouth as they came. Three streams of cum merged into one as they splashed against Pinkie's outstretched tongue, and she swallowed down their soupy mixture almost as fast as they could make it. When the stallion Twilight had been licking joined in, making it four spurting streams, though, Pinkie just couldn't keep up. Cum poured out of her mouth and down her jiggling chest, even though she swallowed it up as fast as she could.

Pepper was a little late to the party, but if Pinkie's pleased squeal was any hint, he was making up for it by giving her a really good cream filling. He held himself pressed firmly against Pinkie's ass, keeping his cock as deep as it could possibly go, and his tail twitched behind him with every throb of his cock.

“Mmm...” Pinkie licked her cum-coated lips and looked behind herself. “Pepper is a naughty birthday boy. Cumming inside without even asking!”

“Couldn't ... help it,” he groaned.

She laughed. “Don't worry! Your warm 'n gooey cummies are safe with me!”

Now spent, Pepper pulled his softening cock out of her pussy, releasing a little stream of leaking cum. Four of the five stallions who'd been getting sucked were hanging limp and dripping out their last drops as well ... but not the fifth.

Pinkie's prowess wasn't unlimited, and she wasn't perfect after all. Twilight wiped her mouth and made some hasty notes. Despite all of Pinkie's efforts to get all six stallions off at the same time, she'd missed one, not giving him enough stimulation before she got carried away taking the others' cum in her mouth ... and one in her pussy. It really was a good thing that this potion also acted as a contraceptive.

That last stallion just stood there, stroking himself. “So, uh... Do you do anal?”

Smiling wide, Pinkie spun the chair around and lifted her tail for him, shaking her ass side to side. “Why don't you pay a girl and find out?”

Just then, though, another stallion pointed straight down at Twilight, his eyes wide. “Woah, look! Some of my cum is just floating there!”

Twilight looked down at herself. Indeed there was a glob of white cum on her shoulder, slowly dripping down her chest. They could see her! She was going to get caught! There was only one thing to do: run!

“Hey, my cum's flying away!” All the stallions were distracted now, even more so when the door opened for the little blob of cum and it flew out.

Twilight breathed heavily once she was outside the party room, and she dispelled her invisibility. Time to get cleaned up and meet back up with the other Twilights. Pinkie Pie would have to go unobserved for the rest of this time.

Author's Note

This story is brought to you thanks in part to my SubscribeStar supporters! Their support is essential in keeping me going, and it helps justify writing stuff like this instead of more 'commercial' fiction.

If you'd like to help keep me writing, and even decide which stories I write next, please check out my SubscribeStar page.

Chapter 3 - Applejack

Twilight hurried out of the castle along with the other five Twilights. Before even reaching the bottom step, she fired up her tracking spell, centering it on Applejack. Since she was after one of their most athletic quarries, it was likely that she'd really have to move it to keep up, even with the advantage of wings.

The flare of the spell – a purely mental projection that nopony else would be able to see – was dim and fading rapidly. Applejack was on the move, heading ... west. Heading toward Sweet Apple Acres. What was she heading for there? Was it just that she was seeking out familiar ground?

Only taking a brief moment to note down her speculations about that, Twilight took to the sky, focusing on finding the subject she was supposed to observe and leaving the others to the other Twilights. She'd know everything all of them did as soon as they all recombined, so there was no use paying attention to the others now.

She did pay attention to the roads beneath her as she flew, though. Not many ponies were out here at this time of day, but if her theories about the potion's effects were correct and it was actually as strong as the preliminary results with Spike would suggest...

There! That seemed like just the thing her hastily revised calculations predicted: a stallion was sitting there at the side of the road, his pants down around his ankles and a bewildered look on his face. She angled down toward him.

She'd seen this stallion before – tan coat, reddish mane, big round jaw ... Mister Breezy! So he had a fan cutie mark ... she'd never seen that part before, but it made perfect sense for him.

As soon as he saw her flying down toward him, he hastily covered his crotch with his hands. “P-Princess Twilight!” he sputtered. “I... It's not what it looks like, it was just that, um...”

“Applejack?” she prompted, readying her quill on her notebook.

“Y-yeah!” His eyes went wide. “I... I was just walking back to my shop after making a delivery, and she...” He looked up at Twilight again. “I'm sorry. I probably shouldn't say...”

Twilight had already added a couple more lines of notes. “No, please go on. I need to record everything she's done. Trust me, it's for science.”

“Well...” Awkwardly, he got up. And as he reached down to pull up his pants, he only covered himself with one hand – a woefully inadequate measure. Twilight could plainly see his cock still slowly shrinking back after an erection ... and quite wet. She jotted down a couple more notes, and he finally managed to get his pants buttoned again. That seemed to make him feel more comfortable ... which, unfortunately, also made him more able to resist direct questions from Ponyville's only princess. “I don't really think I should talk about it. It's awfully private.”

She did not have time for reluctance like this. And she knew where his shop was. And she could always come back for a more in-depth interrogation later. Maybe give him some proper motivation to tell the whole story. For now, though... “Just the broad strokes, then. What happened?”

“Um...”

“Please,” she insisted. “I have to know what she's been doing, but I really need to keep after her if I'm going to catch up in time.”

“Well, okay. She ... she just came right up to me, you know, without so much as a how-do-you-do.”

“Mm-hm...” She jotted in her notepad.

“Came right up to me and pulled my pants down before I even knew what was going on. And then... Then she...”

Twilight looked up from her notes for a moment. “She began with fellatio?”

“She sucked me, if that's what you mean. And I've never seen a mare go at it so...” He shook his head. “But that's not all she did.”

Twilight nodded. “Mm-hm?”

“Well, I was ... you know, getting close. And I told her so. It's the only polite thing to do. Wouldn't want to spring it on her all unawares, of course. And she...”

“Yes...?”

“She got up, turned herself right around and pulled up that skirt of hers.”

“Ah, so she moved on to full-on vaginal sex, then?”

“No!” He shook his head, his eyes still wide and a little unfocused. “She was very clear about that. Said that was for somepony special. That I should...” He paused for a moment, as if reliving the experience in his head. “She told me to put it in her ass.”

Twilight's eyebrows rose. She jotted down several additional notes. “Interesting... So you finished with her anally?”

Mister Breezy just shook his head slowly and quietly mumbled down toward the ground, “It was the darndest thing... Never seen a mare like her in all my days.”

“Well.” Twilight snapped her notebook shut and spread her wings. “Thank you, Mister Breezy. I'll be getting back to you later for more detail, but that's enough for now. If you have time before then, please jot down some quick notes about what techniques she used and the duration of each act you mentioned. I've got to go!” Without waiting for any reply, she took off, setting her sights on Applejack's magical signature again.

This time, the signature was stationary ... and not too far off. Maybe she'd be able to catch up now!

As she flew, though, she realized it was a bit farther away than she'd expected. She really had to kick it into high gear to get there in time. It made her wish she'd spent more time flight training with Rainbow Dash. For that matter, it made her wish she had enough magical reserves for some medium-distance teleportation. But at only one fifth of her normal power, that use of magic would just be a bit too extravagant. She'd have nothing left for anything else that came up if she teleported too much or too far.

She did manage to make it in time, though. As the magical signature came closer and closer, she searched doggedly, looking for... There! That little flash of orange and blue underneath that tree!

Quickly, she angled down, sailing straight down to hide behind a nearby bush. Who knew if that was necessary – her friends certainly hadn’t been shy about being with Spike – but she didn’t want to have any effect on the results if she didn't have to. She was only an observer here.

Applejack was currently on her knees under a tree next to the road, with a stallion's cock in her mouth. He was a tall, green stallion with a bit of stubble around his face... She had to think hard this time, but eventually remembered one of the doctors at Ponyville hospital: Spring Bud. Goddess only knew what he was doing out here. Well, besides staring down in disbelief at the mare swallowing his cock, of course.

And was she ever swallowing it! From the darker green thickness of his base, it seemed he was quite impressively hung, but the base of his cock was the only thing Twilight could judge that by, because it was the only part of him visible, and even then, that was only visible when Applejack bobbed her head upward. Even Bud's balls were almost entirely concealed, each one lovingly cradled in one of Applejack's hands.

Beyond that, just the vigor with which she was going at it... She was plunging her mouth on that cock like there was no tomorrow! Twilight made a quick note of that. It would be important later to compare notes with the others and determine if this was an effect of Applejack's stamina or something caused by the potion.

Spring Bud, for his part, still stared down at Applejack in complete disbelief, despite his obvious arousal. Was it Applejack's enthusiasm that shocked him so much, or was he still just stunned with the idea that she'd be doing this to him so suddenly in the first place? Judging from Mister Breezy's account, she probably hadn't given him much warning.

Either way, things seemed to be coming to a head quite quickly. He reached down and held his fingers in her mane, saying something to her that Twilight couldn't hear clearly from this distance.

Whatever it was, it caused Applejack to suddenly pull her mouth off of him. His cock sprang free, glistening dark and wet in the tree-shaded sunlight. It was impressively thick, but not as lengthy as Twilight had guessed from just seeing the base of it. Very thick at the tip – already flaring. She jotted that down, not taking her eyes off the scene in front of her.

As Twilight watched, making notes of every detail, Applejack did it all over again. She stood up, turned around, lifted up her skirt and her tail along with it, and said something over her shoulder.

Whatever it was that she said, it completely stunned Spring Bud. For a moment, he stood completely still, his cock in one hand and staring down at Applejack's ass.

Applejack didn't tolerate that pause for long. She reached around behind herself and grabbed Bud's cock, just below his flared tip. Twilight's eyes widened and her quill scribbled furtively against her notepad as she watched Applejack push that thick tip against her asshole. Surely it wasn't going to fit ... not that easily...

Oh, but Applejack made it look easy. With a crying little grunt loud enough for Twilight to hear all the way from her hiding place, Applejack pushed and squeezed ... and slid Spring Bud's girthy cock right into her ass.

With what looked like an instinctive reaction, Bud reached down and grabbed onto her generous, well-muscled hips through her bunched-up denim skirt. His cock slid in and in, going deep ... deep enough to be well underneath where the skirt still covered. Twilight could see his teeth gritting together as his mouth stretched open in a grimace of effort.

Applejack, though, just rocked back and forth with a dumb, pleasured grin. She bit her lip a little bit, and her eyes rolled up into her head. Her tail, raised high over her back, began to twitch rhythmically.

Belatedly, Twilight realized the rhythm of those twitches was the same as Spring Bud's body jerking. He was finishing inside her, inside her ass! She jotted down a few more notes. The other Twilights would be very interested to find out that the potion increased desire for anal sex as well ... not to mention Applejack's apparently strong desire to have stallions finish there rather than any of the other possibilities.

The two ponies stayed like that a few moments longer, locked tightly together as he pumped into her. Twilight counted the pulses carefully, and she wondered what sort of post-coital cuddling the potion might induce Applejack to indulge in. That was supposed to be one of its side effects, after all.

But not for Applejack, apparently. The moment Spring Bud's softening cock flopped free, she stood back up and straightened her skirt back down. She didn't even take a moment to wipe away the rather copious cream pie! Slowly, Spring Bud fell down onto the grass, resting there in much the same pose that Twilight had found Mister Breezy in. And before he even hit the ground, Applejack was off again, still running toward Sweet Apple Acres.

Twilight had to hustle to keep from being left behind again. She leapt up from behind her bush, already taking to the sky. Bud looked up at her and cried out, hastily trying to pull his pants back up, but Twilight was paying hardly any attention to him at all. The important part was keeping track of Applejack – her assigned test subject to monitor. Spring Bud could be interviewed later. He certainly wasn't going to forget anything about this day anytime soon. In the meantime, she had to keep track of the pony who'd actually taken the potion.

She wouldn't have been able to do it without her wings. Applejack's stout legs gave her an impressive speed and an unbeatable endurance. She must have been using both to their utmost now.

And there weren't any more stallions along the road through Ponyville's outskirts to distract her quarry, either. It was already a slow day in Ponyville, and they were well out of the small town by this point. Applejack did pass by a mare and her two young children at one point, but thankfully, they didn't seem to arouse any interest from her. She sped right past them, leaving them in a little cloud of dust. Twilight tried to fly low over them, to clear out the dust a little. She wasn't sure how well that worked in the end, but it was all she could do in the moment.

She caught up with Applejack just in time – just as Applejack burst into her barn-like home.

Still wasting no time, Applejack simply left the front door swinging open. Twilight gently closed it behind herself as she followed her friend inside.

Granny Smith slept on her rocker in the living room, as deeply as ever, completely oblivious to Applejack's shouts of “Big Mac? Bic Mac! Where are you?” Fortunately, given what was likely to happen soon, Apple Bloom didn't seem to be anywhere around. Maybe she was off with her Cutie Mark Crusaders again.

Finally, a reply came to Applejack's shouts: “In the shower, A-J. I'm almost done.”

Applejack's hooves scrabbled over the wooden floor as she rushed around the corner and to the stairs, rushing to the upstairs bathroom where Big Mac's voice had come from. Even though Twilight was right in front of her as she rushed for the stairs, she didn't react at all. She definitely saw Twilight there, but she didn't take a single moment to question that ... or even react to her presence in any way at all.

Well, Applejack knew Twilight would be recording the potion's results didn't she? Maybe that's why she didn't care. But Twilight had the sneaking suspicion that the reason Applejack didn't care about her presence was that she didn't have a cock for Applejack to latch onto. This potion was having some really powerful effects... Perhaps dangerously so? She hurried up the stairs after Applejack, trying not to look up her friend's skirt too much along the way.

The only thing that stopped Applejack for even a moment was the locked door into the upstairs bathroom. Only for a moment though. After quickly trying the latch, she stepped back and turned around, eying the door. Twilight had only a moment to try and take cover before Applejack kicked the door down, flinging splinters all up and down the upstairs hallway.

But Twilight recovered quickly, rushing to the bathroom door as Applejack went inside. She had to see everything that happened!

“Applejack! What the hay?” Big Mac's voice came, booming from the steamy bathroom, behind the shower curtain. His face popped out from around the edge ... and when he saw what had happened to the door, his eyes went wide. “Uh... A-J?”

Looking him right in the eye, Applejack reached up and grabbed each side of her button-up flannel blouse. Big Mac's eyes opened wider as she tore it off. Literally tore it – buttons went flying. That left her in only her bra and skirt ... and a moment later, the bra went the same way as her blouse – she tore it off as well. She even took off her hat!

Twilight scribbled down notes rapidly. This was unprecedented!

The skirt, at least, ended up being too much for Applejack to simply tear off. For that, she actually had to reach behind her and undo the zipper next to the tail hole of it. Of course, that made her modest but quite perky breasts jut out even more from her chest, so there definitely wasn't any moment where Applejack failed to keep her brother's attention.

And when the skirt came off as well... Twilight had to take a deep breath just to keep herself calm. Goddess, that pony just had such an ass on her. She didn't tend to show it off that much, so Twilight hadn't had as many chances in the past to appreciate. But just wow. Would it be unprofessional of her to make a note – or perhaps even a quick sketch – of those huge and tightly rounded cheeks?

In a moment, it was too late. Applejack was slowly and deliberately stalking toward the shower, now completely nude. Big Mac trembled a little, still holding the shower curtain over himself.

Soon, though, Applejack stood right in front of him, nothing in between them but the curtain. Without saying a single word to him, she confidently grabbed the edge of the curtain and flung it sideways out of the way.

Even through the sudden release of steam, Twilight could see that Big Mac was already erect ... and impressively so. Her jaw dropped and she actually forgot to take notes for a few moments. Sure, she'd heard rumors about Big Mac ... but this? She'd never dreamed that those rumors might actually be understatements.

“Sis, I—”

Applejack dropped to her knees in front of him, right against the edge of the tub. Her hands clasped his cock tightly against her chest, pressing her boobs out to the side a little to make room for his girth, and she planted her mouth against his tip.

After that, all that came from Big Mac was a shuddering moan ... one that sounded suspiciously like an 'Eeyup'.

Belatedly, Twilight took down notes of everything that had happened so far, stepping a little bit into the bathroom herself for a better view.

At first, Big Mac didn't notice her. He was rather preoccupied with looking down at what his sister was doing. But when one of the little broken bits of door cracked under Twilight's hooves, he looked up suddenly, right at her.

Twilight froze – well, froze everything except her note-taking hand.

“Sis!” Big Mac hollered out. “Twilight's here! She's gonna see!”

That didn’t slow Applejack down in the slightest. She'd been completely unable to fit Big Mac's enormous red tip inside her mouth, but she was eagerly licking all around it as she stroked him up and down against the gap between her breasts. She seemed not to care in the slightest about the spatters of shower water overflowing onto the front of her body.

“Sis!” Big Mac said again, quieter now, but with more urgency behind it.

Twilight held one finger up to her mouth and shushed him. “It's okay. I'm just recording the results. It's for science.”

“But...” He groaned, almost toppling over as Applejack slid a particularly lascivious lick down the front of his shaft. “But...” He glanced down at his sister, than back up at Twilight. “Results of what?”

Twilight declined to answer that. She was too busy taking notes. And soon enough, Big Mac was too busy as well. Applejack began to stand back up, sliding her whole body up against her brother's huge cock ... all the way until she stood right up in front of him ... though she still only came up about as high as his broad shoulders.

He instinctively closed his wet arms around her back, holding her closer, squeezing his cock between their bodies. “Sis...?”

Applejack pushed him gently backward, sitting him down on the other edge of the tub. And she climbed in after him, stepping directly into the streaming shower water without seeming to notice it at all.

Big Mac sure seemed to notice it, though. The water pelted down over Applejack, instantly slicking down her mane and fur. Even though it was still tied with that red ribbon of hers, Applejack's mane hung down long and straight over her shoulders, suddenly making her look more fashion model than farm pony. Her wet fur clung tightly to the chiseled curves of her body, putting her well-earned muscles on perfect display. His cock twitched in front of him as Applejack came closer.

He made one last desperate plea: “But... But Sugar Belle! I can't—”

“I saved somethin' special just for you.” Ignoring his protest, Applejack reached down and stroked her pussy lips right in front of him. When she stepped forward to straddle him, he didn't push her away ... in fact, he actually pulled her closer, pressing his face against her wet chest.

Twilight crept even closer, being careful not to step on any of the remains of the door this time. She wanted to be close enough to see everything as it happened.

It paid off – she certainly got an eyeful as Applejack's pussy lips stretched open around her brother's tip. It obviously wasn't an easy fit... Despite how exorbitantly wet her pussy was, it still looked like she wasn't going to be able to manage it. Only the little extra bit of slickness from her licking his tip seemed to make the difference: after a few tense moments of building pressure, his tip finally slid in – not with a sudden pop, but with a slow, straining glide.

Honestly, it was having certain effects underneath Twilight's skirt as well. Even though she hadn't taken any potion, the sight of it was going to end up leaving her panties soaked. She made an unrelated note in the margins. 'To do: see about making personal appointment with Big Macintosh to—' She paused for a moment. What was a professional, scientific way to put this? '...personally investigate his unique anatomical features.'

Would she have the guts to go through with that little to-do list item? Well, she'd see later, wouldn't she? Maybe she could frame it as a way to apologize to Big Mac for inadvertently involving him in her potion research. For that matter... She gulped as she watched Applejack stretch herself around her brother's enormous cock. Would she have the physical ability for such an 'investigation'? Time for another note in the margin: 'Test physical limits first with largest sex toys obtainable.'

Applejack, though, didn't seem to be struggling. It looked – and sounded – like she was enjoying every minute of this. Every time she rose up a little, she gasped in a quick, desperate breath. Every time she pushed back down, she let out a strained little moan just at the point his cock slid further into her than it had ever been before.

And when she actually managed to take all of it... Well, at first, she just cried out – so loudly and so piercingly that anyone else in the house would have heard her ... if they were here and awake. But that cry soon faded as the two siblings held each other close. Even Big Mac seemed to have forgotten about Twilight’s presence now. He just stared straight into his sister's love-smitten eyes.

“I've wanted you for so long, Big Mac,” Applejack whispered.

“Eeyup.”

“Ever since— Mmm!” Twilight's opportunity to eavesdrop into Applejack's private lusts was cut short as Big Mac thrust up into his sister and at the same time grabbed both of her ass cheeks.

After that, there would be no coherent words coming from either of them for quite some time. They quickly developed into a rocking motion after Applejack stopped letting Big Mac lift her up off of his cock for another thrust. Instead, they swayed back and forth, his huge shaft moving inside of her, but never really sliding out of her very much. His hands still clutched tightly around her glorious ass cheeks, though.

Not that Twilight could blame him for that, of course. She was actually wishing for a chance at that herself ... for science, of course. Another marginal note: 'find excuse to touch AJ's ass.' No time to spare for professionalism this time. She had too many other notes to take ... and was this shower steam making the room too hot? It seemed a little difficult to breathe ... hard to concentrate on her notes...

And the action between the two siblings was only heating up. Applejack breathed in great straining huffs, perfectly in time with the way she pushed herself forward and backward on her brother's lap. Twilight very studiously avoided any thought involving her own brother in a similar situation. That would be altogether too distracting, after all.

Applejack only went faster and faster, to the point of making the cast-iron tub begin to shake back and forth a little. She seemed unstoppable ... until she suddenly froze in place, locking herself tightly against Big Mac's burly body. Other than an almost imperceptible little keening whine, Applejack's orgasm was completely silent. Twilight only managed to identify it by the way the toned muscles along Applejack's sides pulsed ... and, a moment later, by the little stream of marecum that flowed out between her tightly stretched pussy lips and her brother's cock.

No, Twilight reminded herself, no ... she was not going to think about Shining Armor in this kid of context. That would not be a scientifically productive line of reasoning, no matter how warm that swelling feeling deep inside her was.

Only after slumping down against her brother did Applejack finally let her voice loose, moaning deeply and repeatedly, calling out his name, and even saying several obscene words Twilight had never thought she'd hear from the usually self-restrained farm pony.

Big Mac gave his sister a moment to recover ... but only a moment. Before she was even breathing properly again, he stood up, placing them both under the shower's spray again.

Twilight backed off a little to avoid getting splashed by it – when had she gotten so close? That wasn't good observational technique! She was at risk of interfering with the results!

As Twilight backed away a little, Big Mac grabbed his sister by her waist and physically lifted her up off of his cock. She whimpered at the feeling of his shaft leaving her, but in her post-orgasmic weakened state, there was nothing she could do to resist his strength.

It turned out, though, that Applejack had no real reason to complain. Because as soon as his cock popped free from her pussy, Big Mac set her down and turned her around to face the wall where the shower head was mounted. And before she'd even really regained her footing, he pushed his cock right back into her, claiming his sister from behind in one stunningly powerful stroke.

Applejack melted against him, sliding her arms down the wall until the shower's spray pattered directly against the well-defined muscles of her back.

With one hand, Big Mac clutched the base of Applejack's tail in a tight fist. With his other, he gripped her ass right over her cutie mark. And that was when he truly began to fuck her.

Twilight was almost – almost – too stunned to continue taking notes. As it was, the notes she wrote down would be scrawled and smeared to the point of being nearly illegible. Her eyes involuntarily blinked every time Big Mac's hips thud ... thud ... thudded against Applejack's incredible ass cheeks. And despite how obviously firm and toned those cheeks were, a ripple still went through them every time Big Mac crashed against them.

Applejack gave herself to it, moaning almost continuously and barely managing to hold herself up. Her whole body rocked back and forth with every slow, powerful thrust from her brother.

Only ... Big Mac's pace was quickening. His balls swung heavily between each faster-and-faster thrust. Twilight even found herself stroking her quill across the page to the same rhythm.

That was, at least, until the rhythm faltered. Applejack's moans grew more desperate as her brother began losing it, as he started spending more and more time pressed as deeply inside her as he could possibly go, as he became more and more reluctant to pull out of her for the next thrust.

He must be getting close, Twilight realized. She jotted down a quick calculation, estimating the size his flare would grow to, given what she'd observed so far. The result was nothing short of astonishing. Oh, to be Applejack right now and to be feeling that inside her...

Finally, Big Mac couldn't take it anymore. “I'm gonna—” He gave one more thrust with extra vehemence, as if he meant it to be his last. “Got to ... pull ... out...” Despite the deep power he put into his words, he seemed to be struggling with the actual execution of it. It must have been so difficult for him, but he was determined not to make his sister pregnant.

Twilight, though, had some good news for him, and to heck with observational impartiality or muddying the results. “You don't have to pull out, Big Mac!” she shouted. “She's on a contraceptive potion. The best one in Equestria!”

He glanced at her ... and the look of utter gratitude in his eyes for that moment took Twilight's breath away. It was only for a moment, though, because soon all his attention was back on his sister.

Big Mac pushed into her one last time, returning after the little bit he'd forced himself to pull out earlier. And this time, he stayed put, pressing tightly against his sister's ass, pulling her tail against his abs.

A sudden jerk from his sister's body marked the first spurt of cum ... though from the intensity of Applejack's reaction, Twilight guessed that 'spurt' might be somewhat of an understatement. Applejack gave a strained little gasp with each one, and to Twilight's utter astonishment, she could actually see Applejack's belly growing just a bit more curved each time. That should not be physiologically possible, she told herself. And yet, there it was...

And it just kept going. Even after Applejack was absolutely full, even after thick streams of white spewed out from between the siblings' legs, even after the shower began washing away the sticky puddle underneath them, Big Mac kept going. Twilight had to flip to a new page of her notebook to keep tallying how many pulses of cum he pumped into his sister. And as for the volume of each pulse ... she could only speculate.

Only after he'd spent himself completely did Big Mac stop. And at that point, he'd truly spent himself. As the energy of his orgasm faded, he began to topple backward.

Twilight caught his body in her magic just as his hugely swollen tip popped free. Goddess, it was nearly the size of a pony's head! Only the fact that it was now soft and flexible let it squeeze out of his sister's pussy without hurting either of them. Incestuous cum poured out from Applejack's pussy, mingling with the shower water, and Twilight carefully set Big Mac down against the back edge of the tub. His slowly retreating cock was pelted by the shower spray, cleaning his own cum and his sister's juices off of it as it shrank back down.

The truly noteworthy part was Applejack's reaction, though. For a long moment, she just stayed right where she was, the shower cleaning off everything that clung to her inner thighs and her breath coming in deep, heaving gasps. But she soon regained control of herself.

To Twilight's surprise, Applejack did not run off in search of the next stallion. This encounter seemed to have satisfied her. Instead, she turned the water off, spared just a moment to say “Thank you, Twi,” then slid herself down to lie down against her semi-conscious brother. She cuddled up next to him, nuzzling along the crook of his neck ... and he seemed to have just enough awareness left to wrap one arm around her back, holding her close.

Smiling and taking down a few final observations in her notepad, Twilight slowly and carefully backed out of the room. That was enough results for now. It was time to let the two of them simply enjoy each other. Time to head back to the castle. If she hurried, maybe there would be time to review her notes. Of course, she knew that would mostly entail fingering herself while imagining herself and Shining Armor in the situations she'd recorded with Applejack and Big Mac ... but 'reviewing her notes' sounded much more professional.

Despite her rush to get back, though, she did take time to tear out a page from the back of her notebook and leave it magically pinned in midair in front of the stairs:

'Upstairs area off-limits by royal decree. No access until dawn. See Princess Twilight Sparkle with any questions and concerns.'

There. She carefully inscribed her signature on it. That should give Applejack and Big Mac a chance at being undisturbed and peaceful long enough to recover ... maybe even long enough to rebuild that door and concoct a cover story for the rest of the Apple family.

It was the least she could do after how helpful they'd been with her experiments. And, of course, she could always just let Spike handle those 'questions and concerns'. Being a good leader meant knowing when to delegate.

Author's Note

This story was chosen by my SubscribeStar supporters! Every month, I take suggestions from my supporters and they vote to decide which story idea I'll write next.

Chapter 4 - Rarity

Twilight had a fairly good notion of where Rarity would be going, but even though she knew logically that she was just a clone, she still felt like the same old Twilight she always had. And that meant that she was going to be methodical about it. No assumptions, no mistakes.

Still, though, she wasn't surprised at all when her tracking spell indicated that Rarity was rushing toward her boutique. Even as lust-crazed as the potion had made her, Rarity was still Rarity, and her first priority was finding the right outfit for the occasion. Twilight had to stop herself from imagining what sort of outfit that might be – she had to avoid distractions if she was going to catch up to Rarity in time to make any useful observations.

Unfortunately, she didn't catch up to Rarity in time to watch her change into the new outfit or even soon enough to see what that new outfit might be. By the time she got to Carousel Boutique, Twilight found Rarity already on her way out, dressed in an unseasonably heavy overcoat that gave no hint about what might be hidden underneath.

Well, that was a little bit disappointing. Twilight had really been hoping to see just how much control Rarity had over her actions when not in the presence of an available male. And, yes, she could admit it to herself, at least: she'd been hoping for a chance to watch one of Ponyville's most renowned beauties dressing up in what had to be some incredibly provocative lingerie. Oh well. As long as she kept up with Rarity, she'd be seeing that lingerie soon enough, wouldn't she? Now just where was Rarity going?

It didn't seem like anywhere she'd seen Rarity going before. As far as she knew, none of the girls spent much time in this part of Ponyville, on the south side of the creek. But Rarity seemed to know just where she was going, heading there with a relentlessly purposeful stride.

She led Twilight to a row of industrial warehouses ... or at least as industrial as Ponyville ever got. The first two big buildings were obviously full of hay stored up for the winter. The third, though, was closed up tightly and all the windows were dark. And yet, ponies were coming and going. There were two mares leaving, and there – another stallion on his way in.

Rarity went in even more eagerly than that stallion had. Twilight rushed to keep up, lest she lose track of Rarity somewhere inside the big building.

What awaited inside completely blew Twilight's expectation of what Ponyville could be. Loud music boomed, deadened from the outside by some kind of muffling spell. Colored lights streaked across the dimly lit interior ... a huge empty room. Well, not empty, exactly. It was full of writhing, dancing bodies – stallion and mare alike, none of them wearing more than a bra and panties and most of them wearing much less than that.

A lime green mare came up next to her, nude except for a tight black mask completely covering her face. “Can I take care of that for you, ma'am?”

At first, Twilight didn't understand what the mare was offering. But then she saw Rarity's overcoat hanging on a rack just beyond. Ah, a coat check.

But the weather was warm. She hadn't worn a coat. She'd only worn her usual button-up blouse and ruffled skirt. What did the mare want from her, then? Unless...

Oh. Oh. There were quite a lot of clothes on those racks, and quite a lot of nude and nearly-nude ponies inside. Well, as long as it was for science, Twilight could handle anything she needed to.

Without any further hesitation, she unbuttoned her blouse, working her way down quickly and businesslike. When that came off, it revealed her plain white bra. Then she unzipped the little hidden zipper on the side of her skirt and slipped that down her legs, revealing her plain white panties.

The mare seemed content to take her blouse and skirt. She even smoothed them out nicely before hanging them so that they wouldn’t wrinkle.

From there, Twilight was free to explore the building, apparently. Some kind of dance or sex club? The ponies on stage were sure pushing it into sex club territory. How had Twilight never known? Of course she'd known Canterlot had sex clubs – some of the most renowned ones in Equestria. But she'd never even suspected that little old Ponyville might have one ... especially not one as popular and thriving as this one seemed to be. But, of course, it didn't surprise her that if such a thing existed in Ponyville that Rarity would know about it. She'd probably be constantly making custom outfits for ponies to wear here.

For Rarity to go to such a club, though? Was it something she did regularly, or was that a decision that had been influenced by the potion? Rarity had sure seemed to have just the right overcoat and outfit ready to go, which argued for it being a regular indulgence of hers ... but then again, Rarity always had the perfect outfit for anything, and it wouldn't have taken her long to prepare to go here.

Where had she gone, anyway? Twilight had lost her while disrobing. Nothing another application of that little tracking spell couldn't fix.

There! Somewhere near the back of the building!

Grinning, Twilight honed in on her foxy quarry. She'd have Rarity's secret in no time! Oh, yeah ... and she'd get lots of good notes on the potion's effects, too. Of course. That was the real reason she was coming here, wasn't it?

As Twilight made progress, though, her grin began to fade a little. She became aware of the odd looks she was getting. Yes, all the ponies in here – some she recognized and who no doubt recognized her – were in their underwear or even less, just like Twilight ... but their outfits weren't just like Twilight's. They had frilly lingerie with lace centers that left nothing to the imagination, or tight jockstrap-like briefs that scarcely managed to cover a stallion's sheath and balls with a tiny strip of sequined fabric, or tiny micro-bikinis that weren't quite big enough to cover the cleft of a pussy here or an aureole there. Compared to them, even Twilight's panties and bra looked stodgy and overly modest. Should she take them off? Maybe just the bra, and then go topless? But then she'd have to carry her bra around with her, and wouldn’t that look more awkward than what she was already doing? In the end, she decided to just let ponies stare. Who cared? It wasn't like ponies would go around calling her out on it later – they'd never be able to talk about it without admitting that they were here themselves, and clubs like this tended to thrive on secrecy, even if everypony already knew about them.

The tracking spell led her down an even darker hallway at the back, then down a left turn, where a big red sign simply read, 'STALLS'. What was she getting into now? Despite the world-class sex clubs abundantly available in Canterlot, Twilight had never frequented them when growing up. It wasn't the kind of thing a reclusive bookworm tended to get into. So she wasn't entirely sure what to expect at the end of this hallway.

She wasn't alone back here, though. Both mares and stallions came and went ... more stallions than mares. Did that mean something? Mares had outnumbered stallions back on the dance floor, but here it was the other way around.

Soon, she came to the end of the hallway – it wasn't a very long one. It ended in a large room with a bunch of stalls in it. Well, that made sense. They kind of looked like bathroom stalls in a way ... except that stallions and mares were freely going out of them all at once. She was just in time to spot Rarity's tail disappearing into one stall and the door shutting behind her.

Luckily, the stalls all seemed to be open at the top, and there was quite a bit of room between the top of them and the warehouse's high ceiling. All Twilight had to do was cast a little notice-me-not spell on herself, and then she could use her wings to fly right up.

Carefully, she perched herself up on top of the walls of Rarity's stall. It wasn't easy, and the walls rattled a little bit when she landed on them, which made Rarity look upward. Thankfully, though, the notice-me-not spell caused Rarity's eyes to slide right past Twilight, never actually taking notice of her ... and soon enough, Rarity looked back down, shrugging off the weird noise the stall's walls had made.

Twilight finally got a good view of what Rarity had chosen to wear, and it was fascinating. Definitely worth taking a few notes on. She wore a set of bra and panties made of midnight purple lace that stood out perfectly against the white of her body, adorned with little bits of dark amethyst in just the right places to glitter suggestively. But the most striking part was what it didn't cover. Each cup of the bra had a tall diamond-shaped cut in it, perfectly positioned to expose Rarity's pink nipples, and there was a matching cut in the panties, making them crotchless and leaving Rarity's pert pussy on full display. Interestingly, Rarity had a small diamond stud piercing her clit. That certainly hadn't been added since she'd taken the potion – that was a clue about the everyday normal Rarity.

Now that was the kind of outfit to go to a sex club in! Rarity always did know just what to wear. What was she doing in these stalls, though? There was nothing inside them. Some kind of changing room? But who would insist on modesty while changing clothes in a place like this?

It wasn't until a nude stallion came into the adjacent stall and shoved his half-erect cock through the wall that Twilight noticed the holes in each wall. Oh... Now it made sense. She'd read about gloryholes, of course, though she'd never seen one. And to be fair, it wasn't easy to see the holes themselves when looking from the top down. So she could excuse her observational lapse.

She made sure to take perfect notes, though, as Rarity got on her knees in front of the freshly presented cock – a midsized orange one, still wet with fluids of unknown origin. Twilight could see the earth pony stallion on the other side of the wall, but Rarity wouldn't have been able to. That didn't slow her down in the slightest, though.

Twilight made special note of it: no noticeable delay in acceptance. The moment Rarity spotted the cock flopped into her part of the stall, she dropped to her knees in front of it and took the tip of it into her mouth. She hadn't used her hands to explore it first or even to help guide it in – she'd just gulped it down like it was nothing.

The stallion – Twilight didn't recognize him – groaned slightly, pressing himself tighter against the wall.

That seemed to be the only invitation Rarity needed to swallow him all the way to the hilt ... or at least as close as she could get, given the slight amount of distance the wall forced between them. She made a feminine little sigh as the half-hard length flowed into her throat. And the hole must have been big enough for the stallion's balls to protrude through a little, because she lifted both her hands up as well. Even though Twilight couldn't see quite what Rarity was doing from her high perch, that pose was unmistakable.

Rarity slammed herself forward and back against his rapidly hardening cock, moving as if she was already trying to drive him to his climax, rather than just getting stated like she actually was. With each push forward, her lips kissed up against the wall.

The Rarity Twilight was familiar with would never have considered touching her delicately painted lips to something so disgusting – this surface that must be coated in the remnants of so many dubious bodily fluids – but under the effect of the Potion, it seemed that it wasn't something that would even enter into Rarity's mind at all.

Twilight was in the perfect position to watch the stallion's eyes roll up into his head as Rarity serviced him relentlessly. He seemed to melt up against the wall, flattening himself there to get as close as he possibly could.

But as vigorous as Rarity had been in the beginning, she was starting to show a bit more of her more refined side as time went on. Maybe she was starting to overcome some of the potion's strongest effects? Anyway, the evidence for this – which Twilight recorded with her usual meticulous zeal – was that rather than simply pounding herself against the wall to swallow the stallion's cock as much and as often as possible, Rarity was interspersing her headlong plunges for a few more subtle takes on the art of fellatio: she took time to duck underneath his length to lick and suckle his balls, she slid her mouth lovingly up and down each side of his shaft, and she even tried stroking his length delicately with her perfectly manicured fingertips while resting his tip on her tongue.

She wasn't entirely free from the potion's effects, though – or was it just part of her usual technique? – because between each of these finer points, she seemingly couldn't resist sliding his cock all the way down her throat again, plunging herself down on it almost mindlessly.

Twilight studiously ignored the dampness in her own panties. No, this was about the potion and its effects. Not about her. This was for science! The only distraction she allowed herself was a brief pause to make note of this club's address. For future reference. Just in case she ever found herself incredibly worked up and in desperate need of release ... now she'd know exactly where to go. Still, though, the sight of Rarity's lithe back and the way her barely-there panties hugged her pale ass cheeks so perfectly ... that was a major force of distraction, one that Twilight had to exert quite a bit of self control to ignore. Goddess, she'd probably end up using this place herself very soon if she kept getting this worked up.

And speaking of ponies in desperate need of release, the way the stallion's breaths came in short, needy gasps told that he'd soon be finding his own, not to mention the evidence Twilight could see in Rarity's throat. The bulge of his flare was clearly visible as it traveled up and down through Rarity's neck, even from above. How did she manage to take it so smoothly?

Rarity had simply planted her mouth against the hole at this point, allowing the stallion to fuck her face at will. And he was taking full advantage of it, rearing back and then slamming forward, sliding almost his whole length in and out of Rarity's throat each time. The only complaint Rarity made was a slight gluck sound each time he bottomed out. Twilight could see the sheen of Rarity's spit glistening in the dim light along the base of his cock each time he pulled back. It looked so stiff now, each and every vein standing out prominently. He must have been so close...

And indeed he was. With one final groan and a thrust that shoved his length as deep as it could possibly go in Rarity's throat, he paused right up against the wall, his legs trembling and his tail pulsing slightly behind him.

For a long few moments, that was the only clue Twilight had to go on that the stallion had orgasmed. Not a single drop even came close to escaping from Rarity's mouth. That is, at least, until the stallion finally began to soften and pull out of her.

Only when his still-flared tip popped free from between Rarity's lips did a few fat drops of cum spill free, dribbling down onto her mostly-exposed breasts. Swollen out as wide as it was, his tip filled nearly the entire hole in the wall. It left another few drops behind on the wall itself as he pulled it back through.

“Wow,” he said, still panting a little. “You are amazing. Any chance we could, you know, meet up again sometime?”

Rarity planted her mouth against the hole, sticky mess notwithstanding. “Just tell your friends, darling. I could use some more.”

“Best club ever,” the stallion mumbled as he turned and left his stall.

Luckily, he took Rarity's request seriously, so that neither Rarity nor Twilight would have to wait long until the next phase of the experiment.

Just as Rarity took a kneeling position in the middle of her narrow stall in order to take a brief rest, Twilight heard the stallion calling out to a couple more: “Hey, check out the slut in stall sixteen! Sucked me dry in like ten seconds flat, and she's still begging for more!”

Rarity smiled a little. She looked pleased to hear the compliment ... of sorts. Twilight made note of this. Another of the potion's psychological effects? It shouldn't have been able to produce anything that subtle or deep-seated. So was that part of Rarity's natural personality? No way to know for sure until she came back together and compared notes with the other Twilights.

The thin walls shook a little underneath Twilight. Two new stallions had entered the stalls adjacent to Rarity's. Twilight held her notepad at the ready. Things were about to get interesting.

This time, the stallions were both ones she recognized from around Ponyville: Big Shot and Eff Stop – the former brown and blonde, the latter white and light blue, like a faded version of Shining Armor's colors. She was used to seeing them around sporting complicated cameras and snapping up pictures of anything they could sell tabloids about ... but this time Eff Stop was sporting only a pair of red, satiny boxer-briefs, and Big Shot wasn't wearing anything at all.

Being nude proved to be a significant advantage for him, because unlike Eff Stop, he was able to just shove his already-swinging cock right in through the hole in the wall. And while the other stallion was still fumbling to get undressed, Rarity's eager mouth met the tip of Big Shot's cock.

Just like with the previous stallion, Rarity showed no hesitation in swallowing this one down, despite his larger size. She hummed contentedly to herself as her mouth was filled with soft – and doubtless nicely warm – horse cock. Of course, that forced her to look directly away from where Eff Stop's pale cock soon protruded out from the opposite wall.

Twilight would have thought that Rarity hadn't noticed her second visitor. But Eff Stop's cock hung out just far enough to nudge against Rarity's ass cheek a little bit, and the way her tail shot up when she felt that was a surefire sign that she was quite aware of the second needy cock right behind her.

That didn't slow Rarity down with the one in her mouth, though. She lovingly and lasciviously applied herself to pleasuring every last bit of that big brown cock. And as she pulled back to lick and kiss the sides of his shaft, Twilight was finally able to see just how big it was. Almost fully hard as Rarity slathered her mouth over its surface, it stretched out much larger than the previous stallion. Quite impressive, actually.

Rarity sure seemed to like it, at least. She cooed happily as she kissed the base of it, her cheek right up against the wall and her hand fondling the distant tip.

Once it was completely erect, though, she turned away. At first, Twilight thought that it might be something going wrong with the potion's effects – some bizarre aversion if the cock was too large. But no. Rarity was actually lining up her rump and raised tail to the hard cock that was now behind her.

And as for the cock in front of her ... she began to lick and suckle that one every bit as eagerly as she'd done for Big Shot, even though it had already mostly shriveled back into Eff Stop's sheath while she'd neglected him earlier. Rarity was easily able to fit the remaining length completely in her mouth, and it quickly responded, swelling and beginning to slide down toward her throat as Eff Stop moaned from the other side of that wall.

Even as that was happening, Rarity had one hand down between her legs, helping to align the tip of big shot's cock with her pussy lips. Since there was no need to pull her crotchless panties aside, she was still able to spare a hand to delicately caress Eff Stop's balls.

There was – probably by design – just enough space between the walls for Rarity's bent-over body. Pressing herself back against Big Shot's cock took her farther away from Eff Stop's. Rarity gave a girlish little squeal as Big Shot's tip spread her pussy lips open and slid inside her – a squeal that Eff Stop probably felt as much as he heard, since her lips were wrapped around his cock as she made the sound.

But as Rarity slid herself farther back on Big Shot's spit-slick cock, that took her mouth away from Eff Stop, leaving him with only Rarity's free hand. Twilight made careful note of the way Rarity kept stroking him as she wiggled her hips side to side a little, nudging herself pertly back against Big Shot, getting his cock nestled perfectly inside her.

Eff Stop didn't have to go without for long, though. First, Rarity brought her other hand back into play, teasing his balls as she traced her fingers over his length. That soon coaxed him back to enough stiffness that his cock rose up toward Rarity, which finally let her lick his tip again. What really got it back into action, though, was when Rarity began slowly sliding herself back and forth between the two walls.

It was slow and sensual, a major departure from the urgent need she'd been displaying earlier. Her tail twitched a little bit every time Big Shot's medial ring plipped its way back or forth over her pussy lips. And while holding Eff Stop's cock steady with both hands on the base of it, she simply opened her mouth and let every forward push slide her lips over his pale shaft.

That soon brought Eff Stop up to full mast, and from what Twilight could see – Rarity never did let his tip entirely out of her mouth – he was nearly the size of Big Shot, leaving Rarity spitroasted between the two sizable horsecocks, her tits swaying beneath her as she slowly rocked back and forth, always filled from one end and about to be filled from the other. With every motion, she made a contented little cooing sound that just made the stallions press themselves against the walls all the more tightly.

It was at that point that Twilight began taking notes specifically on Rarity's technique, for the purpose of later experimentation of her own ... experimentation completely different than the kind of potion experiment she was running right now.

Because Rarity's technique was enviable. How did she make it look so smooth, so effortless? Every time she pressed herself back against Big Shot, her back arched as if it was the most natural thing in the world, helping her press that much more closely against the wall. Every time she pressed herself forward against Eff Stop, she slid her hands all the way down to his balls, making way for her lips to press slightly into the hole, between the material of the wall and his veiny girth. And there was no jerkiness or awkwardness to her movements – she moved between the two stallions like water gently sloshing back and forth in a bowl, flowing over their motionless cocks and leaving glossy wetness behind when she retreated.

It was quite a sight, even from Twilight's limited vantage point. The hourglass swell of Rarity's body, punctuated by her picture-perfect lingerie and rocking back and forth between the two healthy-sized horsecocks... She resisted the urge to touch herself as she watched. That would get in the way of taking notes. She'd have to remain focused if she wanted to fulfill her duty to the other Twilights and help collect a complete set of data for all the different research subjects. Still, though, she found herself breathing faster and harder just like the two stallions.

Well, perhaps not quite as much as them. She was definitely breathing as hard as Eff Stop, but the longer things went on, the more Big Shot was outpacing her. He'd begun to match Rarity's rhythm, pulling back as she did, then slamming his hips against the wall as she came back toward him ... but that matched rhythm only lasted so long. Soon, he was thrusting himself like mad against the thin wall, sometimes managing to get two thrusts in while Rarity was close, other times just popping his tip in and out of her pussy when she swallowed down Eff Stop's cock again.

And in those brief moments when Big Shot's tip popped out from between Rarity's pussy lips, Twilight could see that he was beginning to flare. She held her notepad ready, prepared to make careful note of what Rarity chose to do with the next load of cum she was given.

It was clear that Rarity was aware of him flaring up, at least at some level. She squeaked a little – a tiny, high-pitched sound squeezed out around Eff Stop's cock – every time Big Shot's flare spread her entrance open. Other than that, though, she didn't seem to react to it. She didn't change her rhythm at all, still focusing on pleasing both stallions equally.

Finally, though, Big Shot couldn't hold it back anymore. “F-fuck!” he groaned. “Gonna cum!”

That changed Rarity's behavior. She pushed back onto his cock, once again nestling it deep inside of her, all the way until her ass cheeks pressed tightly against the wall, and this time she held herself there. Eff Stop would have to make do with just her stroking hands while she bathed Big Shot in her innermost warmth and waited to be filled.

She didn't have to wait long. There was a loud thunk as Big Shot's legs gave out, his knees hitting the wall in front of him. He desperately grabbed at the top of the stall, right between Twilight's legs, which was just barely enough to keep him upright and keep him from slipping out of Rarity.

Once again, there wasn't much for Twilight to see, at least not from above. She wished there was room enough to get down there in the stall with Rarity, to get a closer look, perhaps to be able to count the pulses of Big Shot's cock as he pumped his cum inside her. But no, there was only so much a notice-me-not spell could do, and split as she was into five copies, she didn't have enough magical power to attempt anything more advanced. A shrinking spell would have been superb – then she could have become as tiny as a fly and gotten right there in the action ... though she might risk getting enveloped in a glob of cum if she happened to be in the wrong place at the wrong time.

“Mmm,” Rarity cooed, still stroking Eff Stop's cock. “That hits the spot. Do keep it coming, won't you?”

But he wouldn't. Big Shot was spent. As his orgasm faded, he finally gave in to gravity's tug, falling away from the hole in the wall and landing on his ass with a thud. His cock flopped down between his knees, still flared at the tip and trailing a long strand of cum that gradually dripped down to the floor.

Rarity, showing an unusual lack of concern for her clothing, spared a hand from Eff Stop's cock to rub her creampied pussy, smearing Big Shot's cum all over her pussy lips, the fringes of her panties, and her perfectly manicured fingers. It certainly seemed that Big Shot had lived up to his name, delivering an impressive volume of cum inside her.

She wasn't satisfied with that, though. After giving Eff Stop's tip one more lick – almost like a goodbye kiss – she turned around again.

This time, she didn't need to use her hand to line things up. Everything just worked out nicely. Eff Stop's tip slid cleanly into Rarity's very unclean pussy. A wet squelch of the other stallion's cum seeped out of her as Eff Stop's cock squeezed inside.

Eff Stop didn't seem to mind, though. “Oh wow,” he said from the other side of the wall, “you're so warm!”

In response, Rarity gave a coquettish giggle and pressed herself the rest of the way down his shaft, until her messy pussy lips splatted up against the hole in the wall. Rather than move back and forth this time, she let the stallion take the lead.

At first, Eff Stop just stayed right where he was, either simply enjoying the sensation of being all the way inside Rarity's hot, squishy pussy or not understanding what she was doing and waiting for her to make the next move. Soon, though, he must have realized what was going on, because he pulled back just enough to push into her again through the hole. When he heard Rarity's encouraging little gasp as he did so, he truly began going at it, thrusting again and again into her.

Rarity still gasped slightly with each and every one of his thrusts, as if his cock was actually driving the breath out of her with each push. Slowly, luxuriantly, she slid her hands down along the floor, bending down until her breasts touched beneath her, until her face was almost – but not quite – against the easy-to-clean tile floor.

Interesting. Twilight made a note of it. So Rarity retained at least that much of her pre-potion mindfulness. She would never have condoned putting her carefully made-up face against those dubiously clean floor tiles ... and whether she would have done the rest of this without the potion or not, she still had enough dignity left to avoid that.

From his side of the wall, though, there would be no way for Eff Stop to think that Rarity was holding on to any scrap of dignity at all, though. The little mewling sounds she made as he pounded into her would have made any mindless bimbo proud, and the intensely wet plap-plap-plaps of skin against wall spoke to both Rarity's urgent need and the mess she'd already made of herself.

Not that Rarity's voice remained constant. Rather, it was a steadily rising crescendo. The faster Eff Stop pounded into her, the louder and more encouragingly she moaned. The more she moaned, the faster he went. It just grew and grew until the whole stall was shaking back and forth with every hit of his hips against the hole. Twilight had a hard time maintaining her perch. She actually had to steady herself with her wings.

“Yes!” Rarity cried with each hit. “Yes-yes-yes-yes-YES!” A new splatter of wetness trailed down the wall behind her, and now she finally lost all control, letting her face hit the floor as her body convulsed around the cock still moving inside her. From the tensing of Rarity's back muscles and the way her tail pulsed up and down, Twilight knew it must have been a particularly incredible orgasm. She made a note: 'Ask all participants about intensity of potion-accelerated orgasm as compared to standard orgasm'.

Whether by the feeling of Rarity's hot mess of a pussy squeezing down on him in orgasm or just because he'd already been through a lot of teasing before starting with her, Eff Stop didn't last much longer than Rarity. Just as Rarity began to recover from her own orgasm and pick her face up off the floor, he pushed himself tightly against the wall and let out a desperate little groan.

“Ooh,” Rarity said in return, her voice dreamy and a little distant. “Oh yes, that's quite nice...”

The two of them stayed like that for a long moment, motionless ... at least externally. Inside, Twilight knew, Eff Stop's cock would be throbbing, gushing out a fresh wave of cum into Rarity's already-full womb. Thankfully, the potion would block any fertilization. It had to, or this experiment might be slightly unethical.

Finally, Eff Stop pulled out of her and staggered back against the far wall of his stall. A thick trail of cum seeped out from between Rarity's pussy lips, flowing down and soaking into the white fur of her thighs.

She didn't seem to even notice, though. Her head was tilting in odd little circles, her eyes drifting closed. Slowly, she sank down to the floor, her ass still against the wall, smearing its way down. And there, right there on the floor, with her pussy leaking cum out onto her fancy lingerie, Rarity drifted off to sleep with a contented smile on her face. Not even the sound of the adjacent stall door opening and closing as Eff Stop left was enough to rouse her.

Twilight flicked on a quick pocket watch spell, then made note of the time. Post-coital drowsiness was one of the predicted side effects of the potion, and it would be important to make note of how long it took before that effect could be expected to become overwhelming.

Author's Note

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Chapter 5 - Fluttershy

When Twilight – she refused to think of herself as anything else, even if she was a copy – left the Castle of Friendship, she activated her tracking spell with a fair degree of confidence. Tracking Fluttershy shouldn't be so hard, after all. But when the mental image of Fluttershy's tracking signature popped up, Twilight's jaw dropped. How could she be that far already?

Well, no time to lose! She shot off instantly, flying away to the southwest, tracking her assigned test subject. She did wish that she could have been the one to go after Rainbow Dash, but she consoled herself with the thought that after she recombined with her other copies, she'd have all the memories of that. And that was almost as good as experiencing it herself, right? Well, at least it would be after the fact.

Fluttershy, though, seemed to be headed straight home, judging by the direction of her magical signature. And if that was the case, then Twilight had another trick up her sleeve. The main road through town headed southwest – the exact direction Fluttershy was going right now – but Fluttershy would have to turn right at some point to veer off northwest on the smaller trail that led out to her cottage. If Twilight flew directly there, she'd be able to get there first ... assuming that was really where Fluttershy was headed.

Of course, it didn't make much sense for Fluttershy to be headed home. According to Twilight's hasty mental calculations given what she'd observed with Spike, Fluttershy should be heading straight for the nearest stallion, just like the rest of her friends. But there weren't any stallions at Fluttershy's house, were there? Unless Fluttershy had been hiding something... Now wasn't that an interesting idea? Did she have a secret special somepony hidden out there?

It was a bit of a risk – what if Fluttershy was actually headed somewhere else? – but Twilight decided to take the direct route. If this risk payed off, she'd be able to arrive before Fluttershy and be in a perfect position to conceal herself and observe exactly what Fluttershy intended ... and without any interference from an observer.

Not that Fluttershy had seemed to have any problem with being observed when she was with Spike earlier, Twilight thought as she soared straight for Fluttershy's cottage. But in any case, it would be better science to avoid interfering with the results if she could possibly avoid it.

Once she arrived there, she angled straight down to the cottage itself, avoiding the menagerie of animals always to be found outside. She had a choice to make: should she find a hiding space inside the cottage or outside? Where would all the action be taking place? And she had to make her decision soon – Fluttershy's magical signature was approaching fast.

Twilight settled for squeezing herself in between a flowering hedge and the outer wall of Fluttershy's cottage – just underneath a window, where she'd be able to peek inside if necessary. This particular hedge was full of tiny blue birds. “Don't tell Fluttershy I'm here,” Twilight whispered to them, just in case it would work. “It's for science!” Whether or not these little birds had any concept of the scientific method was dubious, but just maybe that whispered request would save her from having her hiding spot exposed.

She didn’t have to wait there long. Fluttershy's magical signature was really moving. Soon, Twilight saw why. Fluttershy was still on the ground, running along the normal path, but she was using her wings as an assist. Her long green skirt flapped in the breeze around her rapidly pumping legs, and there was a dogged determination in her eyes, entirely focused on reaching her goal.

Twilight dropped a little deeper into cover. Soon, she'd find out exactly what that goal was. Fluttershy wasn't coming here randomly – she must have had some purpose in mind.

And, thankfully, Fluttershy didn't run straight inside her cottage as soon as she arrived. That meant Twilight had chosen the perfect hiding spot, able to observe everything in Fluttershy's little garden area.

Of course the moment Fluttershy came in, she was swarmed by all the various animals in the place ... but this time there was something a little bit different about it. Not about the animals – they glommed onto Fluttershy the same as ever. It was Fluttershy herself who acted strangely. She embraced the animals just as was to be expected of her ... but Fluttershy's hands lingered on them just a bit more than usual. She was stroking them, not just petting them.

Oh... Twilight's eyes opened wide. Oh no, this couldn't be happening, could it? She began frantically recording every animal and Fluttershy's interactions with it – goat, bear, deer, bunnies, dog, fox... The potion was only supposed to enhance a pony's natural attractions. Did this mean the potion had gone wrong somehow, or did it mean... Oh Fluttershy... She couldn't possibly love her animals that much, could she? Not like that... Surely it must just be something wrong with the potion...

Gradually, it seemed that only the male animals were sticking around near Fluttershy. They were just the ones getting the most intense petting, the most attention. The female animals one by one lost interest and wandered off. But the males... Fluttershy's hands wandered all over them, stroking along underneath the goat's belly, scritching the bunnies right above their tails, blatantly reaching back between the fox's hind legs and cupping his little fuzzy balls. The goat actually started eating a hole in Fluttershy's white tank top, just under her left breast. Who knew if that was a sexual behavior or just the goat eating everything as usual. The way the bear reached down and rubbed Fluttershy's thigh through her skirt, though ... there was no mistaking the intentions behind that.

As stunned as she was, Twilight didn't falter with her note-taking. These observations would be incredibly important.

It was the dog – a big, gray short-haired breed of some kind – that really got things started, though, when he reared up and started humping Fluttershy's leg.

Rather than push him away as she probably would have under any other circumstances, Fluttershy looked down at him and smiled sweetly ... though that smile did involve a little bit of lip-biting as the dog's red cock slid up under Fluttershy's skirt and made contact with the bare fur of her leg. “Oh Rufus,” she said, reaching around behind herself. “Here, boy – today, you can have more than just that.” She unbuttoned the skirt from behind, releasing the little clasp that held it up around her tail ... and it quickly fell away.

Fluttershy still wasn't wearing any panties underneath. She'd never put them back on after playing with Spike. So when she let her skirt drop, that bared her from the waist down.

As soon as he disentangled himself from Fluttershy's skirt, Rufus moved a little around to the front of Fluttershy's leg, still humping away at her around the knee ... but now he snuffled up between her legs, nuzzling closer and closer to Fluttershy's plush yellow pussy lips.

When he started licking there, Fluttershy cried out loud enough to scare away a few of the more timid bunnies. But they didn't stay gone for long. They closed back in quickly, despite the way the other animals began to really crowd around Fluttershy.

Twilight craned her head up from behind the hedge, trying to get a better view. Fluttershy was so surrounded that it was difficult to see what she was doing at times ... especially when the larger animals such as the bear or the deer managed to get in the way.

Still, Twilight was able to make some observations. Such as how Fluttershy lifted one side of her tank top so the goat could lick her big pink nipple directly, without having to eat a hole through the fabric first. Or how she deftly slid her hand down the bear's fuzzy belly, reaching all the way down – the bear lifting himself up high to help – and managing to reach his little nub of a sheath ... surprisingly small for such a huge animal. Or how she leaned over to ever-so-lewdly lick near the tip of one of the deer's antlers. Perhaps what shocked Twilight the most was the way the sight of it all was beginning to arouse her a little bit. That was something that absolutely did not need to go in the notebook.

She'd never really thought of Fluttershy's animals that way before ... and she would have liked to be able to say she'd never thought of Fluttershy that way before. But that would have been too much of a stretch. As Fluttershy pulled her tank top – the type with a sort of a bra built in – all the way over her head and off, her enormous butter-yellow tits dropped free, bouncing oh-so-pleasantly. Twilight had to admit a slight jealousy toward the animals ... or perhaps toward Fluttershy herself. Oh, to be endowed like that... Even after her alicorn-induced growth spurts, she still had nothing like Fluttershy's voluptuous figure.

And ... were even the animals reacting to how enticingly plush and curvaceous Fluttershy was? Her body certainly seemed to be working the same kind of magic on them as it did for Twilight herself. The bear's little pink stub slipped up out of his sheath as he stood next to Fluttershy. The deer's longer, thinner cock hung down at an angle beneath his belly, and the goat's did as well, longer and thinner still than the deer's. Even the fox had his little red rocket hanging out, dwarfed of course by the similar-looking one Rufus was rubbing all over Fluttershy's leg.

For most of them, Fluttershy's most interesting parts were out of reach. Only Rufus had access to her pussy as he licked her mercilessly. The goat, of course, still suckled at her nipple as if he expected to get milk that way, and though the bear snuffled at her other breast, he didn't seem to know what to do with it. The deer came in instead, able to reach high enough – much to the obvious envy of the other critters – to nuzzle up against Fluttershy's other breast. He seemed much more gentle than the goat, calmly licking his tongue across Fluttershy's big pink nipple over and over again.

It was beginning to have quite the effect on her. From the way her big breasts rose and fell, it looked like she was breathing ever deeper and ever faster. Twilight made careful notes. The timing and duration of the first orgasm could be a very important factor in gauging the potion's effectiveness.

And it actually came much sooner than Twilight was expecting. Ever the quiet one, Fluttershy had barely begun to moan audibly by the time it hit her. The smooth curve of her belly suddenly clenched inward, and Rufus licked all the more eagerly as his muzzle was doused with Fluttershy's juices. She finally did cry out then, in a piercing way, almost like a bird call. With one hand, she clutched the dog's head tightly between her legs, while her other arm wrapped around behind both the deer's and the goat's heads, squishing them up against her breasts, almost enveloping each of their faces in her softness.

Although she managed – rather impressively – to stay standing throughout her whole orgasm, Fluttershy collapsed as soon as it ended, falling forward onto her hands and knees. The deer and goat just barely managed to get out of the way fast enough to avoid poking her with their antlers and horns, but poor Rufus was squashed right underneath her.

Now that she was down, though, the animals saw their opportunity. The fox – largely unable to get any action so far – was the first. He quite literally pounced onto Fluttershy's upturned ass, lifting her tail up and out of the way with a deft grab of his teeth.

Fluttershy gasped when the fox's small body came up against her wide ass cheeks. “Mister Frisky! You're so ... frisky!”

Though much of his body was hidden between Fluttershy's generously plush cheeks, Twilight still knew exactly when Frisky managed to plunge his cock inside Fluttershy. It was obvious from the look on her face, the way her mouth suddenly opened.

The deer and the goat glanced at each other for a moment, then back down at Fluttershy's still-open mouth. Maybe there was some hard-to-spot signal between the two of them, but if there was, it was too subtle for Twilight to see it. But they both came forward at just the same time, both of them angling their long, thin cocks right for Fluttershy's mouth.

Fluttershy accepted them without the slightest hesitation, without the slightest complaint. It seemed almost as if she expected them to do that. And since each of them were a good deal less girthy than a pony's cock, Fluttershy had seemingly no difficulty in taking them both in her mouth at once.

It forced the two of them into an awkward belly-to-belly sideways stance with each other, but they didn't seem to mind. Both of them tilted their heads up, grunting with satisfaction as they humped into Fluttershy's mouth together.

As strange as this was to watch, it was scientifically fascinating. Twilight continuously jotted down new notes, scarcely half of them having anything to do with the potion's effects. Studying this kind of intercourse held so many opportunities. It could even be its own niche field of study!

While the deer and the goat began taking turns hilting themselves as deep as they could get inside Fluttershy's mouth – the goat in particular must have been getting his tip well inside her throat – Rufus finally managed to squeeze himself out from under Fluttershy, making her boobs sway a little back and forth as he popped out from underneath them. Undeterred by the way Fluttershy had no conventional places left open for his impressively thick cock, he simply mounted her from the side and began humping away near the base of her wings.

And the bunnies... They took from the big dog's example, hopping up to anywhere they could reach – mostly around Fluttershy's arms and her calves, each of them humping like mad against her soft-looking fur. And they moved so fast – like a blur, vibrating in place. They seemed tireless, but often paused for a moment, then moved to a new spot somewhere else on her body. Every time they did so, they left a little damp spot on her fur. Twilight could barely keep up her tally of how many of those little spots were left behind.

Soon, though, Twilight was entirely distracted from keeping track of the bunnies. The fox – Mister Frisky, as Fluttershy had called him – made a couple last urgent thrusts into Fluttershy, then held himself trembling as deep as he could go. His fuzzy, reddish tail twitched up and down in an unmistakable rhythm.

Fascinating! Twilight quickly noted down how long it had taken for Fluttershy to get her first real insemination from this encounter. That hadn't taken long at all!

The moment the fox dropped away from Fluttershy's ass, Rufus was there to take his place. The dog's cock looked quite similar to the fox's: both widest at the base, narrowing to a pointed tip, reddish pink in color with prominent red and purple veins. The only differences were that – so far – the dog lacked the big round bulge just above his base ... and of course that the dog's was significantly larger. Still not much compared to a pony, and not even as long as the goat's ... but definitely one of the thickest ones present.

It certainly made an impression on Fluttershy, at least. She tried to moan out some kind of words – Twilight was fairly sure she heard a “Rufus!” in there somewhere – but whatever it was Fluttershy was trying to say, it came out muffled and garbled between the two slender cocks in her mouth.

For his own part, Rufus seemed well beyond any point where he might have considered taking things slowly and gently. He prodded against Fluttershy's upraised ass a few times, trying to find his mark ... and the moment the narrowest tip of his cock slipped between Fluttershy's pussy lips – still slick and dripping from Mister Frisky's cum – he plunged right in, sinking his entire cock up into Fluttershy's pussy in one frantic thrust.

Again, Fluttershy cried out around the two cocks in her mouth, but this time it sounded more like a cry of pleasure than of worry ... especially the way it trailed off at the end.

Maybe it was the vibrations of Fluttershy's sweet little voice, or maybe he'd just reached his natural limit, but the very moment when Fluttershy's moaning cry ended was the moment the goat pushed himself as deeply inside her throat as he could manage, breaking the rhythm he'd been sharing with the deer and ignoring the deer's snorts in protest.

Twilight watched in wide-eyed fascination as the base of the goat's cock jerked almost violently up and down. What would it feel like to have something like that kicking up and down inside one's throat while it squirted out streams of goat cum? Twilight made a note in the margin to discreetly interview Fluttershy about it sometime later. In fact, Fluttershy's personal observations about all sorts of things today would be very valuable research material.

When the goat backed away, still squirting out the last of his thin – almost watery – cum onto Fluttershy's muzzle, she was then able to make up for the deer's time being momentarily ignored. Now that she only had one cock in her mouth, she no longer just sat there and let her face get rutted. Now she actively suckled him, running her lips lovingly up and down his slender length. Her eyes were obviously focused on his elongated, fur-covered balls dangling just in front of her face, between his legs.

The buck didn't last long with that kind of treatment. Despite Fluttershy doing all the work for him, he still made instinctive little thrusting motions toward her, resting his cloven forehooves on her shoulders just above her wings. As Fluttershy went particularly deep on him, tonguing the underside of his fuzzy sheath, he let out a grunting whistle – almost like a sneeze – and his whole body jerked.

The deer's balls visibly pulled up toward his belly and pulsed as he came down Fluttershy's throat. And whether it was because of his cloven hooves holding her shoulders tightly or just because she wanted to, Fluttershy took all of it this time, not letting any of it spill away as she'd done with the goat. She kept him as deep as possible, still licking away at the pink base of his cock as her neck bulged, visibly swallowing down what looked like a surprisingly hefty load.

'Research typical volume of cervine ejaculation,' Twilight wrote in her notebook, adding an asterisk next to it to mark its importance ... even though she wasn't quite sure where she could get such information, aside from conducting experiments herself.

As impressive as the buck's orgasm seemed to be, it didn't actually last very long. After just a moment or two of pumping his load deep into Fluttershy's mouth, he pulled back, sliding his glistening-wet cock out. Fluttershy still gave him the best blowjob treatment she could manage, though, tonguing him and twisting her head a little as he pulled back, pleasuring every little bit of his length as it pulled out from between her lips. She seemed to be getting only more and more into this ... possibly because of the way Rufus was really beginning to pound into her from behind.

When the buck's angled tip popped free from Fluttershy's mouth, one last drop of deer cum dangled from the end of it ... but not for long. Fluttershy leaned just a bit forward before he could pull away, licking that last drop off and swallowing it with a dreamy smile on her face.

No, Twilight was not going to take down a note to research the taste of deer ejaculate. She knew where that would take her, and it would be further than she personally cared to go.

The sight of that seemed to drive Rufus into humping into her even harder, though ... not to mention what it did to the bunnies. It drove them into an absolute frenzy, jittering against any bit of soft yellow fur they could reach. Were any of them Angel Bunny? Two of them were white, but Twilight couldn't tell one bunny from another quite well enough to be sure if either of those were Fluttershy's particular favorite.

Once the buck staggered away from Fluttershy's mouth, the poor mare was finally able to get a few proper breaths in ... which she did squeakingly, to the rhythm of the big dog's thrusts from behind.

It was only then that the bear – who had been very patiently waiting along the sidelines finally stepped up in front of Fluttershy, his small, stubby cock on full display as he stood on his hind legs right in front of her. He gave a low, grunting sort of growl.

“Oh Harry,” Fluttershy said in response. “Of course I didn't forget about you.” She leaned forward a bit and kissed the tip of his cock, even as his fluffy brown belly fur rubbed the tip of her nose. “There's nothing wrong with saving the best for last, is there?”

The whuffling growl that he made then sounded much more satisfied and less plaintive than whatever it was he'd said before. He tilted his head back and gave what sounded for all the world like a stallion's deep moan as Fluttershy effortlessly took his entire cock into her mouth. She probably didn’t even have to use her throat ... but then again, that meant that Harry's entire length could be massaged by her tongue, which probably felt even better than plunging straight down her throat, especially given how much Fluttershy's mouth was moving around. That suggested that she was doing everything she could to make it feel as good for him as possible.

And as she did that, Rufus got more and more into it himself. His thrusts slowed, becoming longer and more forceful. Every time he pulled out, Twilight could see a huge round bulge at the base of his cock, bigger than his balls. It had to be as big around as a stallion's flare ... and by the look of how hard he had to push, it was even stiffer, barely able to squeeze between Fluttershy's pussy lips. Fluttershy was definitely capable of taking it, though. Every time he pulled it back out, it was literally dripping with her juices.

Despite the effects that was obviously having on Fluttershy – she gave a little muffled squeal every time Rufus shoved himself all the way back in – there wasn't a single moment she didn't give Harry her utmost efforts. It was impressive, actually ... and kind of heartwarming in an odd way. Twilight made sure to take a note about it. The emotional aspects of the potion's effects were as important as the physical ... and harder to measure. And beyond the scientifically interesting aspects of it, there was just something oddly innocent and wholesome about how Fluttershy so completely devoted herself to pleasuring her bear's cock. Somehow, Fluttershy made even that seem adorable.

It didn't take long after that for Rufus to reach his limit. His front paws clutched tightly around Fluttershy's yielding hips as he pushed his cock all the way inside one last time. From the way his tongue hung out of his mouth and the way his eyes rolled up, he was very much enjoying the chance to cum inside her pussy. Unfortunately, Twilight couldn't see enough to gauge just how much he was pumping in, but he stayed in that position for quite a while ... that incredibly satisfied look on his doggy face the whole time.

When Rufus finally pulled out, a slow gush of thick, gooey cum dripped out from between Fluttershy's legs. To Twilight's surprise, the dog actually bent down to lick Fluttershy's pussy clean as soon as he slid off of her back. Fluttershy moaned luridly around the bear cock in her mouth, her tail twitching over the dog's head every time he licked.

He didn't get to keep licking her for long, though. Soon, Harry the bear tenderly and ever-so-gently reached down and grabbed Fluttershy's shoulders, pulling her upward along his fuzzy body.

Fluttershy resisted at first, craning her neck down to keep her mouth on his nubby cock for as long as she could, but soon enough she couldn't reach anymore. She had to let him pop out of her mouth as she slid up along his body.

And as he pulled her up, Harry kind of rolled over onto his back, lifting Fluttershy up on top of his big fuzzy belly.

That was when Fluttershy seemed to understand what he wanted. “Oh Harry,” she said with a little hint of a giggle. “You could have just asked...”

He gave a soft, yowling growl. Twilight wished she could understand the animals like Fluttershy – her notes were going to have a lot of blank spots when it came to what the critters were saying.

Whatever he said, Fluttershy replied to it with another little giggle. “You're right, it is—” she gasped loudly, at least by her standards, as Harry's cock slid easily into her slick, sloppy pussy “—more fun this way.” That last part was said in a lower, almost purring voice as Fluttershy settled into place, the inner walls of her pussy accommodating yet another strangely shaped, strangely sized cock.

For a few moments, Fluttershy simply rode Harry's thickly furred belly, her legs spread wide over his lap. But Harry didn't have her all to himself for long. The bunnies came first, crawling up Harry's fur in a struggling, straining wave. When the first of them managed to reach her thighs, Fluttershy bent down, lying against Harry's belly ... which gave plenty of room for the other bunnies to crawl all over her. And anywhere they could find an unoccupied bit of yellow fur or feathers, they'd latch on, humping ridiculously fast against her before leaving another little wet spot, moving on, and doing it all over again. The little guys just never stopped!

They weren't the only ones ready to go for more than one round, though. The fox leapt up onto Fluttershy and Harry from behind, pouncing onto Fluttershy's back again. This time, though, her pussy was already taken.

Fluttershy gasped a little when Mister Frisky's pointed red tip prodded up against her asshole. But when she looked back at him, it wasn't with shock or reproach, it was with a welcoming smile. “Oh my,” she said, “you really are frisky.” She giggled lightly again and lifted her tail higher. “Go ahead little guy, have some more. It's all yours.”

That was all the invitation the fox needed. He planted his paws firmly on each of Fluttershy's plush round ass cheeks and pushed up hard with his hind legs. His small, pointed cock, still slick with her pussy juices, easily squeezed into her tail hole.

One little squeak was Fluttershy's only reaction to that little foxy cock sliding up into her ass. She melted down against Harry's fuzzy belly, letting the fox, bear, and all the bunnies just go to town on her freely.

As relaxed as she looked, though, it was obvious to Twilight that a great deal of tension was working up in Fluttershy's body. Her yellow wings slowly spread open, her tail trembled a bit as it lifted as high as she could possibly get it, and her curvaceously long legs lifted her hips slightly as she pressed them harder and harder against Harry's body.

When Harry went still, bending down his head to gently nuzzle into Fluttershy's mane, Twilight didn't realize at first what was happening. Only when Fluttershy mumbled out, “Oh Harry, it's so much – I feel so full!” did Twilight belatedly realize that the bear was orgasming. He was so quiet and subdued about it! Hastily, she added that to her notes, adding a little addendum about the large volume of cum Fluttershy mentioned.

Mister Frisky seemed to be getting close as well. But this time when the base of his cock swelled, it was to such an extent that he couldn't pull it out of Fluttershy's ass again. The stretched little ring of Fluttershy's asshole strained and bulged every time the fox pulled back, but never enough to let him pop all the way out.

And apparently, that was what both of them needed. While the bear's cock was still probably still dribbling out the last of his cum, both Fluttershy and Mister Frisky went stiff. The fox's body began jerking first – he yipped up at the sky a few times as his back hunched forward and his hips humped convulsively against Fluttershy's ass.

Whether it was from that motion, from the feeling of his cum squirting up inside her there, or just from the accumulation of everything she'd been experiencing, that drove Fluttershy over the edge as well. She hugged her arms tightly around Harry as her legs shook and jittered crazily, crying out against his thick fur.

Then, finally, that seemed to be enough for them. Even enough for most of the bunnies. Only a couple of the most amorous ones kept humping on against Fluttershy's fur as she slid down off of Harry's belly. It took a few moments more for the bulge at the base of Mister Frisky's cock to subside and let him pull out of Fluttershy's ass, leaving her leaking from both holes when he did ... not to mention the sticky bits left on her face from the goat and the multitude of little wet patches from the bunnies.

Harry didn't even get up. He just rolled sideways, curling around Fluttershy's naked body as she came to rest on the soft grass. And by some unspoken signal, all the other critters came in too – the goat, the deer, the fox, and the dog, all snuggling up against Fluttershy wherever they could find a bit of room, surrounding her with warm fluff on all sides. Most of the bunnies found their way into little nooks and crannies between her and the larger animals, though a couple of them still humped away at her belly or legs. No one seemed to care about or even notice those last two bunnies, though, Fluttershy least of all.

Fluttershy let out a soft, contented sigh, wrapping one arm around Rufus's back and her other around the deer's long neck. She nuzzled happily against Harry's fur, with the fox's tail over her neck and chest almost like a scarf. With a broad smile on her face, she let her eyes drift closed ... apparently falling asleep.

Slowly, as quietly as she could, Twilight extracted herself from behind the hedge. The last thing she wanted to do was to disturb this critter cuddle puddle or Fluttershy's well-earned rest. She had plenty of notes to go over once she got back to the castle. And an interview with Fluttershy about her perspective on all of this – as well as certain delicate questions such as 'Was this your first time with animals, or had you experimented with them before?' – could come later. For now, it would be best to let her friend sleep. She just looked so cute and comfy amidst all those fluffy, furry creatures...

Author's Note

This story was chosen by my SubscribeStar supporters! Every month, I take suggestions from my supporters and they vote to decide which story idea I'll write next.

Chapter 6 - Rainbow Dash

The original Twilight – at least, she was pretty sure she was the original; she might have lost track – hurried off in pursuit of Rainbow Dash. She knew her task would be the most difficult to keep up with ... but also the most intriguing.

Because she was them and they were her, she knew all the other Twilights were pining for a taste of Rainbow Dash, and she would be the one to actually pursue her perky, athletic friend. Cream of the crop! If only ... if only she wasn't so elusive!

How was Rainbow so fast, though? Twilight thought she’d been getting pretty good with her wings, but not good enough to keep up with the fastest flyer in all of Equestria, apparently. Not even when the fastest flyer in all of Equestria was taking breaks to bang every stallion she met along the way.

Twilight’s tracking spell was almost unnecessary. She just needed to follow the trail of confused – but quite satisfied – stallions. Stud after stud she passed with the same vacant, happy look on their faces, their cocks wet and drooping the same way, their pants all hanging open. Here or there, a bit of Rainbow’s clothing left behind. Some had angry wives or special someponies berating them, some didn’t. But all of them were down for the count. How could rainbow be so fast at this? Sure, she could fly faster than anypony, but how was she draining stallions so fast?

When Twilight finally caught up with Rainbow Dash, she found the poor mare in quite a state: completely nude, dripping with cum, and desperately racing from stallion to stallion, begging for more.

But none of them had any more to give. Every stud in Ponyville seemed drained. Had Rainbow really worn all of them out before Twilight even managed to catch up to her? How was that even possible? More to the point, how was she supposed to take notes on the potion’s effects on Rainbow if all the action was already over?

How could she fail like this? The other Twilights were never going to forgive her for this! Here she was, with the most coveted assignment of all, and she’d completely blown it. Even after they recombined, she knew that four fifths of herself was going to be hating her for missing out like this. Heck, maybe that last fifth too – she was really kicking herself now, and she probably would be later, too. How could she have dropped the ball like this?

Wait, though. What if not all was lost? Could there be some kind of spell to use? Maybe something to make the stallions hard again? No, only Cadance could do that without the aid of potions. Use a time spell to rewind everything so she could watch it in progress? No, not with only one fifth of her magic power. Summon a stallion? No, that would take too much power, too. But there had to be some way for her to...

Aha! There was a certain spell she could use, one that would be within her current power limits. It was a very tricky spell, but didn’t require much power.

Now, to put it into effect before Rainbow Dash shot off in search of more stallions...

Quickly, Twilight shrugged off her lab coat, leaving her in just the plain shirt and skirt she ordinarily wore. The important part, though, was reaching up underneath that skirt to pull down her panties. She’d done this spell before without that cautionary step, to her immediate regret. She wouldn’t make the same mistake again.

Once she had enough space for what would come, she spread her legs apart slightly and concentrated on her spell. It was indeed complicated, and it took all of her concentration to make sure she got the details right. But it was worth it – the details were what made the real difference in the end, after all.

There, done.

Taking a deep breath, Twilight looked down and lifted her skirt, checking her results.

Perfect. A lovely lavender horsecock hung between her legs, already out of its sheath, with a plump, smooth pair of balls to match. If she couldn’t summon a stallion, she’d become a stallion ... or near enough.

Now, to seduce Rainbow Dash. That shouldn’t be too hard, given the way the mare was still darting from stallion to stallion, trying to coax a second wind out of one of them. Probably best to just take the simple approach.

“Hey there Rainbow,” Twilight said, approaching her friend with a smug swagger. She put an extra roll in the motions of her hips, knowing the tip of her fancy new cock would be hanging low enough to be visible under the hem of her skirt.

Rainbow zoomed up to her, grabbing her by the shoulders. “Are you bringing me more stallions? Please tell me you’re bringing more stallions!” She looked over Twilight’s shoulder, glancing around behind her. “Are they coming? Where are they?”

Quite worked up, indeed. She’d have to add this to the notebook. But not now. Right now, she had other things to do.

Stepping back a little, Twilight lifted the front of her skirt and turned her body side to side. Her thick, veiny cock swung between her thighs like a clapper in a bell.

Rainbow’s eyes went huge. Her mouth dropped open wide. “T-Twilight? Is that a...? How long have you had that and not told us?”

One would think that Rainbow would remember. After all, they’d been on a beach trip just last week, and there was no way Twilight could have hidden an endowment like this in the little bikini she’d worn. But maybe it was just the effects of the potion. Rainbow was obviously quite distracted by that swinging mare meat. Probably far too distracted to think back to last week.

In fact, Rainbow was already getting down on her knees in front of Twilight, reaching for it.

“Oh, I haven’t had it very long at all,” Twilight said teasingly. “But if you—”

She gasped as Rainbow nonchalantly hefted that purple cock up and plunged her mouth down onto it. Woah. She was really good at this! Twilight had given herself a fairly impressive length and girth, especially given her somewhat petite body size, but Rainbow seemed to have no problem swallowing it all the way down to the sheath.

Wow. Oh wow. Twilight’s hands shook a little as she felt her shaft harden inside Rainbow’s eagerly gulping throat. No wonder she was able to get all those stallions off so quickly! Even as she grew as hard as she possibly could, Rainbow’s mouth kept pounding down on her, taking her all the way to the base. Rainbow held her purple balls in both hands, cherishing them and subtly massaging them, as if priming them to pump as much as possible. And Rainbow’s throat was so tight! Her petite frame had barely enough room for such a cock inside it.

More quickly than Twilight would have thought possible, she felt the extra tightness of her flare swelling deep inside Rainbow’s throat. Rainbow moaned as Twilight grabbed the back of her mane and shoved even deeper, making that rainbow hair almost disappear under her skirt as she started pumping her cum.

And she held Rainbow’s face there as she throbbed pulse after pulse of it deep down Rainbow’s throat. Not that holding Rainbow was difficult. No, she held herself there mostly, not trying to pull back in the slightest, eagerly drinking down huge gulps of Twilight’s cum.

Only after the very last drop was sucked out did Rainbow finally pull her mouth off of Twilight’s cock. She looked up, wiping her lips, even though she still had splatters of other ponies’ cum all over her naked body. “Well, that was nice,” she said a little hoarsely. “But it’s not enough. I still need more. Maybe you could do that to some more mares and then...” She looked down at Twilight’s cock.

Twilight’s cock was still hard. She grinned down at Rainbow. “You were saying?”

Rainbow stared at the tip bobbing and dripping slightly, right in front of her face. The flare had subsided, but she was still rock hard. “Um... You mean you’re, uh, ready to go again? Already?”

“One of the great things about being a mare is the multiple orgasms. You don’t think some silly anatomical spell is going to change that do you?” Twilight nudged her hips forward, booping the tip of her cock against Rainbow’s nose. “How about a bit more of that, and then we can move on to ... other things.”

Already, a new bead of pre-cum was welling up at the tip of Twilight's cock. Rainbow’s gaze lasered in on it instantly.

Interesting, Twilight mused to herself, reaching for her notebook again. So the sight of pre-cum instantly fascinated the test subject, even more than the sight of her cock or the—

Her musings were cut short – and the notebook left empty – when she suddenly felt Rainbow’s lips on her cock again. That was very distracting!

Rainbow was going uncharacteristically slow this time, almost as if she was savoring it. She kept just the tip inside her mouth, and she stroked the rest of Twilight’s already-slick shaft with her hands. Rainbow’s thin, delicate fingers traced over every contour and vein as if she was trying to memorize it. Her fingertips traced the slight concave groove of it from medial ring to where her own lips were, feeling nice and soft since her nails were trimmed to a very practical shortness.

And only slowly did Rainbow start working her way deeper, bobbing her head down in gentle, loving strokes. Each motion brought her just slightly deeper, even as her hands still played across the rest of the shaft, holding its girth reverently.

What really did it for Twilight, though, was when Rainbow looked up at her, finally taking her eyes away from Twilight’s cock and instead meeting her gaze. Twilight felt as if her soul could pour down into those sparkling rosy-pink eyes just as easily as her cum had poured down into Rainbow’s throat. But she couldn’t look away. The look in Rainbow’s eyes was just so adoring and needful. As if she was just begging for Twilight to...

Hm... No time to take notes now. Twilight suddenly knew what she needed to do. She reached down again, took hold of Rainbow’s mane, and pushed.

Rainbow trembled and moaned as Twilight’s cock was unceremoniously shoved down her throat once again. Her hands, which had been caressing the sides of Twilight’s shaft, now slid around Twilight’s legs, reaching around to grab two greedy handfuls of her ass, pulling Twilight toward herself.

Grinning, Twilight held her friend there for a moment. Just holding her still, keeping her throat completely full.

“I told you this would happen,” a passing mare said to her friend. She huffed a little and stuck her nose in the air. “Is this really what Ponyville has come to?”

Her friend, though, twisted her neck almost all the way around as they passed, clearly focused under Twilight’s skirt where Twilight’s sheath pressed against Rainbow’s lips. “Yeah,” the other mare said. “Say... You don’t suppose she could teach me that spell later?”

Twilight turned her attention back down to Rainbow, who was staring up at her with needy, desperate eyes as her hands clawed at Twilight from behind. Twilight wasn’t sure if Rainbow was desperate for more, or if she was desperate to breathe... Well, better safe than sorry...

When she pulled her hips back and withdrew her dripping-wet cock out of Rainbow’s mouth, though, it soon became abundantly clear which one Rainbow was desperate for. Without even pausing to take a breath, Rainbow dove back down onto Twilight’s cock. She took the entire thing down again in one deep plunge, once again planting her lips against Twilight’s sheath.

This time, though, Twilight didn’t just luxuriate in the feeling of her entire – and rather unfamiliar – length being swathed in the tight warm confines of Rainbow’s throat. This time, she was ready to make it a face-fucking for the ages.

Rainbow’s mane was always a little scruffy and messy at the best of times. Now, matted with her sweat and the cum of untold dozens of stallions, was not the best of times. But that didn’t stop Twilight from grabbing the mess with both hands, clenching the sticky hair tightly into her fists. And then, with two perfect handles, absolutely railing Rainbow’s face. She pulled out as far as her arms could reach, which wasn’t quite enough to pull her tip all the way out of Rainbow’s mouth, more like placing it against her tongue. And then she rammed it ruthlessly back in. And again. And again. Damn, Rainbow’s mouth felt so good! But she held herself back as long as she could. She knew her friend needed this kind of treatment right now ... and what else were friends for?

By now, a few of the stallions littered around the street were recovering and picking themselves back up. Strangely, though, none of them seemed willing to try for another round with Rainbow Dash. Maybe they were just satisfied with what they’d had. Maybe they were put off by the unholy mess dripping from Rainbow’s pussy lips. Maybe they were a bit intimidated by the sloppy-wet lewdness of Twilight’s mare-cock absolutely rutting her friend’s throat.

And that intensity wasn’t waning. Twilight didn’t slow down in the slightest as her flare began to swell, bulging Rainbow’s neck outward every time it pulled up or plunged down.

Rainbow was actually starting to struggle, though. The wide flare of Twilight’s tip was really making her choke as it battered its way up and down through her esophagus. Rainbow sputtered and coughed with every heavy thrust, her whole body recoiled each time Twilight’s balls bashed into her chin, and drool ran in rivulets down her body. But she still kept her hands in place on Twilight’s thighs, desperately pulling her in for more, more, and more.

Unfortunately for her, there was only so much Twilight could give. She was quickly reaching the limit of how long she could hold herself back.

So she didn’t. By now, since she was sure that Rainbow would absolutely adore it, she let herself relax a little and let that building pressure inside of her flow freely. This time, though, she didn’t press as deeply as possible and pump her cum straight into Rainbow’s belly – she felt like being a bit more decorative about it.

Twilight didn’t pull completely out of Rainbow’s mouth in time, though, partly due to Rainbow still hanging onto her and trying to keep her inside. So the first stream of cum splashed into and filled Rainbow’s mouth, spilling out around her lips as the massiveness of Twilight’s flare forced her mouth open. That deluge of flavor swirling over her tongue seemed to satiate Rainbow a bit, though ... which meant that Twilight was free to pull all the way out and paint Rainbow with the rest of it.

Who cared if Rainbow’s whole body was already sticky with other bursts of cum from other ponies? This was Twilight’s turn to claim her friend, and she was going to take full advantage of it. After artfully draping Rainbow’s face and mane with the next couple of bursts, she grabbed the base of her cock and pointed it a bit lower, liberally splattering Rainbow’s body with the rest of her payload. Rainbow had never been a particularly busty one, but her small, perky tits still made a lovely canvas for the new splashes of white cream decorating it.

And Rainbow seemed to think so, too. She reached down to smear it against her fur, mixing it with the cum already there ... and then she brought it up to her mouth. She’d already swallowed what Twilight gave her there, so now she worked on sucking even more off of her own fingers.

Not that Twilight was going to give her very long to revel in the taste. While Rainbow was still distracted licking the fresh load of cum off of herself, Twilight whipped off the rest of her clothes. This was going to get messy, and she needed something to wear on the way back to the other Twilights. Then, cock bobbing and dripping in front of her as she walked, she went around behind Rainbow.

This was probably the best angle to appreciate Rainbow Dash from. Even with her tail matted and her fur covered with suspicious stains – or maybe especially like that – Rainbow was just gorgeous from behind. She wasn’t exactly buff, she was just toned and lithe, from the smooth ripples of wing muscles under her shoulders, down across the gloriously arched curves of her back, to the true prize: the tight, round cheeks of her ass. Not the biggest, not by far, but just exquisitely shaped. Perky and firm-looking, with a generous gap between her thighs where the wet and well-used lips of her pussy peeked out temptingly. The kneeling angle Rainbow was at now obviously helped things even more, but she was a mare who’d be mouth-watering from any angle.

Which is to say, of course, that Twilight wasted no time getting on her knees herself, right there on the grassy road, right there behind Rainbow.

The feeling of Twilight’s hands gripping her narrow waist and Twilight’s tip prodding at her pussy lips finally snapped Rainbow out of the daze she’d been in, attempting to swallow every bit of cum from her body. Both Twilight’s and others’. Instantly, Rainbow sprung more upright, holding herself up with her hands on the grass, pressing herself back toward Twilight.

And Twilight was happy to oblige. She pressed forward herself, watching with a happy grin as her tip spread apart Rainbow’s pussy lips, beginning to slide in. She didn’t even mind the other ponies’ cum leaking out around her shaft as it worked its way deeper. What was it to her? She’d had her share of fun with stallions in the past. If she didn’t mind it squirting inside her, why should she mind it coating her cock? And besides, as it mixed with Rainbow's own desperate juices, it made pretty good lube.

She took her time with this, enjoying it. This was what all the other Twilights had been wanting so badly, so she took the time to feel every nuance of the way Rainbow’s tight inner walls glided around the sides of her shaft, the way Rainbow’s firm muscles felt under her hands as she squeezed, and the way Rainbow whimpered as she slowly filled her pussy with much-needed mare-cock. Wow. Twilight had never heard such sounds coming from Rainbow Dash before. It was ... well, it was adorable, actually. Little squeaky moans that Rainbow obviously couldn’t quite control.

“Mmm,” Twilgiht said, savoring the feeling of hilting her cock inside her friend for the very first time, “you really want this, don’t you?”

Twilight had expected Rainbow to bristle at such teasing, maybe to fire back a verbal jab or two, or at least an annoyed look. But no. Rainbow was beyond that now – far beyond that. All she did was turn her head to give Twilight that needy look again and say, “Please Twilight...”

Wow. This potion was really powerful stuff. Twilight might have taken the time to make a note about possibly reducing the potency ... if her hands weren’t busy and if her notepad wasn’t sitting atop a pile of rumpled clothes just out of reach. Anyway, she had a greater responsibility. A responsibility to her friend. It was her fault that Rainbow was so desperate in the first place, so it was her job to make sure Rainbow was satisfied.

And that was a job she was going to take seriously. Tightening her grip around Rainbow’s waist, Twilight started thrusting. No more gentleness, no more savoring the feeling. Now was the time to give Rainbow the raw, primal rutting she needed. With every push, Twilight’s balls thudded against Rainbow’s thighs, and with every pull, Rainbow’s inner walls clenched down around her shaft as if begging her not to take it away. But Twilight could not be stopped. She was determined to give Rainbow everything she had.

Even so, she could tell why nopony else had lasted very long for Rainbow. Goddess she was tight! Twilight hadn’t made her cock overly huge or anything, but the grip of Rainbow’s inner walls around her shaft was phenomenal. She couldn’t help but slide one hand downward to squeeze the firm, perfect cheeks of Rainbow’s ass as she repeatedly bumped against it, causing scarcely a ripple in Rainbow’s toned body. Twilight could distinctly feel the squeezing ring of Rainbow's entrance pulsing up and down against the base of her cock – she never pulled out very far – but the rest of her was nearly just as tight, not to mention the occasional pulses of extra tightness in those warm depths as Rainbow’s desperate body squeezed down on her.

One of the stallions Rainbow had drained – his limp cock still hanging from his pants as he dazedly walked – patted Twilight on the shoulder as he passed on his way home. “Good on ya, Princess,” he said. “I gave her my best, but it just wasn’t good enough. Glad you’re here.”

Twilight only glanced away from Rainbow’s lithe back and outspread wings for a moment. Just long enough to recognize Caramel – a stallion she herself had fooled around with not long after she first arrived in Ponyville. He’d been plenty for her at the time. It really spoke to the depth of Rainbow’s need that he hadn’t even put a dent in Rainbow’s unquenchable lust.

And even though she already felt her cock flaring again, she knew she was going to do her very best to make sure Rainbow got everything she needed now. She didn’t slow in the slightest as the breadth of her flare stretched Rainbow out from the inside. If anything, she started rutting her friend harder.

The only pause came when her dam finally burst, when she finally pumped yet another bountiful load of cum, this time directly into Rainbow’s waiting – and already quite full – womb. Of course the excess cum came flowing out, splashing against Twilight’s crotch, drizzling down Rainbow’s shapely thighs. Twilight’s cock pulsed again and again, pumping hard to give Rainbow what she wanted. What she needed.

This time, though, when Twilight’s cock finally went still and her flare subsided, she didn’t pull it out. No, Rainbow wasn’t satisfied yet, so Twilight’s job wasn’t done. She went right back to pounding her cock into her friend’s pussy, now even wetter and sloppier. She paid no attention to the warm soup of cum coating her cock and everything around it, nor to the growing puddle between their legs. All that mattered was giving Rainbow all the cock she needed. She’d keep going through a hundred orgasms if she had to!

It seemed like that probably wouldn’t be necessary, though. Not if the way Rainbow’s legs were tensing and the way her wings were trembling was anything to go by.

Twilight redoubled her efforts. If Rainbow was that close to her very needed orgasm, it would be best to get her there as quickly as possible. She knew that was the way Rainbow liked to live, and she had to at least keep up the pretense that this was all about Rainbow and what Rainbow needed, right?

So she absolutely slammed herself against Rainbow’s lithe body, her cock churning inside Rainbow’s sloppy pussy hard enough to splash a little excess cum out with every push. Rainbow screamed, her fingers digging into the grass as her whole body went stiff. Any moment now...

Yes! Rainbow flicked her head upward as her entire back suddenly arched. Her pussy squeezed down on Twilight’s cock like never before, practically locking her in place before the rhythmic pulses started. Warm mare-cum – and lots of leftover regular cum – splashed outward, dousing Twilight all over again, and with such force that some of it splashed all the way up to Twilight’s modest breasts. Twilight held her cock as deeply inside as it could possibly go throughout all of it, not just holding in place, but actively pushing deeper, giving Rainbow absolutely every last little bit of fulfillment she could possibly get.

“T-Twilight,” Rainbow forced out through her gritted teeth.

Twilight caressed her unbelievable tense back as she felt the internal pulses of Rainbow’s orgasm begin to subside. “Uh-huh?”

“Your ... your cock is ... so...”

“Yes?” Twilight’s eyes went a little wider; she was hanging on Rainbow’s every word.

But there were no more words for her. Not for now, anyway. As the unbelievable tension finally flowed out of Rainbow’s body, her eyelids drooped. Her last thoughts before sleep were lost in an unintelligible mumble before her face hit the grass.

She was already snoring.

Wow, fast at everything, huh? Twilight looked down at where her hard cock still filled Rainbow’s dripping pussy. Hm... Maybe she could go ahead and work her way to blowing just one more load inside her friend before going back to meet up with the other Twilights?

Hm... Better not, though. They were right out in public, after all, and she knew Rainbow would appreciate waking up somewhere private, with clothes on. Another time, perhaps... Maybe after getting a taste of mare cock, Rainbow would want more. And then they could have a sleepover.

With that pleasant thought in mind, Twilight eased her cock out of Rainbow's tight pussy and started working toward getting everything back to normal.

Author's Note

If you'd like to help keep me writing, and even decide which stories I write next, please check out my SubscribeStar page.

Chapter 7 - Twilight Sparkle

Twilight Prime hurried back to her Castle of Friendship, eager to share her results about Rainbow Dash with the rest of the Twilights. Only ... hurrying wasn’t quite as easy as it might have otherwise been.

Her futa cock had retreated back into her sheath once she was done with Rainbow and no longer quite so aroused, but if she tried to walk too fast, her large balls still jangled against each other and against her thighs. How did stallions cope with this? Was it something about their underwear, almost like a bra? She stopped for a moment to jot down a note to her later self: investigate how stallions manage to run without bruising their testicles.

Of course, she could have just flown back to the castle, but that presented its own problems. She’d quite lost track of her panties – had someone taken them while she was busy with Rainbow? – and she was still wearing a skirt. The skirt hung low enough to hide her balls from casual view while walking, but it would provide almost no protection while flying above. And as liberating as it had been to stuff Rainbow full of cock with half the town watching, she still wasn’t quite sure if she was ready for that level of exposure.

So ... a brisk walk it would have to be.

When she arrived, she found four other Twilights already there. Somehow, she was the last to return. Likely due to her testicular ambulation issues.

And, of course, the other four were already embroiled in somewhat of an argument. Ah, the classic issue with cloning: nopony can truly get along with themself.

“And where are we going to find a bunch of stallions for us?” one Twilight yelled. “We’ve already thoroughly documented that basically every stallion in town has already been drained dry.”

“And what do you think we’re going to do about it?”

“We should at least sit down and brainstorm new ideas.”

“We’ve been brainstorming new ideas for twenty minutes already, and we have no ideas!”

“My fellow Twilights, please, the obvious solution is to—”

“Hi, girls!” Twilight Prime shouted over the din. All four of them stopped for a moment, staring at her.

“Oh, look who finally came back,” one Twilight said with clear snark in her voice.

“Hey, don’t take that tone with her!” another said. “She’s you!”

“Girls,” Twilight Prime said again, more forcefully this time, once again quieting the room.

This time, nopony interrupted her. They were, after all, Twilights.

“Let me see if I have the situation straight. We’re all, shall we say, rather pent-up after making all of our observations, right? And the stallions we’d prepared ahead of time are nowhere to be found, right?”

The other Twilights nodded back.

“And now we’re all craving a little of the satisfaction we were watching, but there are no available males to be found...”

One of the other Twilights rolled her eyes. “Is this going somewhere?”

“It’s going right here.” With a prideful grin, Twilight Prime lifted the front of her skirt, displaying her still-active futa spell. Her cock was only halfway emerged from her sheath yet, but her big, full balls would be on perfect display for them all. Definitely worth the struggle of dealing with them on the walk home!

Only ... it didn’t get quite the reaction she was hoping for.

Perhaps because of observing Rainbow Dash’s desperately cock-hungry ways, she’d expected the other Twilights to lunge desperately for a chance at her cock, but that wasn’t quite what happened. Instead, almost as one, they pulled their own panties off, then began flashing their horns with intricate magic...

Oh. Oh... They were Twilights, of course. Which meant that they were just as smart as Twilight Prime. And if Twilight Prime could come up with the idea of casting this spell on herself, the other Twilights could figure it out as well.

With their skirts still on, Twilight Prime couldn’t immediately tell the difference, but she was an intelligent mare, and she’d already figured out that she was now facing down four more of herself, each of them now equipped exactly as she was, with both male and female parts. And they were beginning to stalk toward her...

“Hold on, hold on!” Twilight Prime held her hands up in front of her.

“Oh we’re going to hold you, alright...”

“No,” Twilight Prime insisted. “I mean just wait a moment. You’re all forgetting something very important!”

They were within reach now. “Forgetting to fuck you silly?” one of them suggested.

“Forgetting the potions!” Twilight Prime yelled, already struggling against the grip of three other Twilights.

Thankfully, that was enough to get through to them. “Oh!” one of the others said.

“Oh right, how could we have forgotten that?”

“Totally!” another agreed. “That was a close one! Can you imagine what would happen if we all got each other pregnant?”

For a moment, all five Twilights, Twilight Prime included, imagined just that. It was sexy and a little drool-inducing in the moment, yes, but in the long term, how might it interfere with their recombination? Would she then be pregnant with at least five foals? And what of the poor, likely deformed, foals ... born from maximally incestuous genetics? Definitely not a good idea!

“We could, uh, go upstairs and get a perfectly normal contraceptive potion,” one Twilight suggested.

Another cleared her throat. “Or...”

“Anyone care for a second round?” yet another Twilight said, already reaching under the lab table and pulling out a fresh case of six potion doses.

The five Twilights glanced between each other. In one short moment, the decision was unanimous. What Twilight wouldn’t want such a perfect, first-person experience to compliment her potion research notes?

In a rush, five of the six Erlenmare flasks were quickly claimed. Twilight Prime downed her own with the same eagerness as the other four Twilights. The flavor was excellent, just as Pinkie Pie had said. Quite intense, but bursting with savory, sweet, and sour flavors all at the same time. It seemed to swell in her chest as she drank it down and...

And she lost all presence of mind to take further notes on the flavor. Or anything else for that matter.

When the potion hit her belly, it spread there, too, suffusing through her whole body, especially her lower body. The burning, tingling, heat of it! Goodness!

Twilight Prime staggered under the weight of her sudden, intense horniness, a red tint around the edges of her vision. She blinked, trying to clear her sight. And the first thing she saw was four violet flashes of magic, one after the other.

Each of the other Twilights had just cast a spell on themselves. A spell that Twilight Prime – of course – knew quite well. She’d cast it on herself less than an hour ago.

Twilight Prime gave a little nervous giggle, already knowing perfectly how well-endowed each of her other selves had just become. Because, after all, they were her, and they would have cast the spell just the same way she did, wouldn’t they? Unless, that is, their experiences while separated had changed their proclivities somehow ... but that was a scientific experiment for another day.

Right now, her potion-lusted mind wanted only one thing. Or, rather, four things.

One of the Twilights pulled a desk over and leapt onto it, face up, with her back half hanging off one side and her head hanging off the other. Another Twilight came over and pushed Twilight Prime forward. “Come on, don’t be shy. We know what you want – we’re you, after all.”

Actually, Twilight Prime hadn’t been quite sure what she wanted ... until she saw that other Twilight lying on the table. That woke her cock up in a hurry, causing her to pitch an impressive tent in her skirt. And that was something that surely didn’t go unnoticed by the other Twilight.

The Twilight who’d spoken to her held her by the back and guided her toward the desk. Unnecessary, of course, but in the heat of the moment, with the potion burning through her, she did appreciate the extra help, actually.

She even appreciated the extra help of the other Twilight unbuttoning her blouse and unzipping her skirt for her...

Twilight Prime shuddered a little and bit her lip as she looked down at the other Twilight sprawled out beneath her on the desk. Still clothed, but with her skirt flipped up and exposing her cock and her mouth open wide, already waiting.

She knew the other Twilight wouldn’t want to be kept waiting, and neither did she.

So she didn’t wait. She planted the tip of her cock right in the other Twilight’s open mouth and moaned as she pushed forward and watched it slowly, smoothly slide into the other Twilight’s throat.

She wasn’t alone in using the Twilight on the desk for long, though. Another Twilight – quite nude – climbed on top of the desk, straddled the one Twilight Prime was face-fucking, and quickly lowered herself on the desk Twilight’s cock, her own cock twitching excitedly as she was filled.

But that was far from the end of it. Behind that Twilight came another Twilight, claiming the pussy of the one on the desk for herself.

And that left just one more – one who came up behind Twilight Prime herself. “I don’t need to ask,” that Twilight said, “I already know you want it.” With only that for warning, Twilight Prime was suddenly filled from behind, her own pussy claimed by one of her clones.

She was no blushing virgin by any means, but she had never felt a sensation like that before! It seemed that not only did the potion intensify desire, it intensified stimulation as well. The force of that cock – basically her own cock – pushing up into her drove the breath out of her in a throaty gasp. Her legs went weak, and she bent low over the Twilight on the desk in front of her.

As she tried to come to terms with the potion-enhanced feeling of being fucked and fucking another Twilight’s throat at the same time, her vision slowly focused on ... on a big purple cock right in front of her face.

She’d bent so low over the Twilight on the desk that she was now right in front of the crotch of the one the desk Twilight was fucking.

And, well, she wasn’t about to waste an opportunity like that was she? Not when the potion was screaming at her to take anything she could possibly get!

She did what any unreasonably potion-lusted mare would do – she took that cock into her mouth, savoring the warmth and the smear of pre-cum as she swallowed it deeper.

“That’s right.” The Twilight fucking her from behind pushed Twilight Prime’s head deeper down onto the other clone’s cock. “Give her what she wants, give her what we all want.”

Going down so quickly was a bit uncomfortable, even with the potion’s effects, but what right did she have to complain, given that she’d now been deep, deep inside desk Twilight’s throat for this entire time?

Actually, it was desk Twilight herself who was the first of them to cum. Twilight Prime shuddered as she felt the other Twilight moaning around her cock. Ooh, that vibration felt nice! Desk Twilight bucked hard against the desk, her cock no doubt filling the Twilight riding her even as her pussy squeezed down and squirted on the one fucking her.

After that, it was a free-for-all. Twilight Prime could hardly keep track of it herself. It was the flared tip of the Twilight inside her pussy that probably set her off. Probably. Hard to tell with so much going on at once. But the feeling of that stretching her out on the inside was enough to make her vision go blurry and her cock start pumping thick loads of cum straight down desk Twilight’s throat. And maybe it was the corresponding pulses of her own pussy that set off the Twilight behind her, resulting in Twilight Prime’s own filling of hot fresh cum. At some point, she wasn’t even sure when, the one she was sucking popped, too. Twilight Prime didn’t even realize it when it happened. She only belatedly realized that the thick goo she was instinctively swallowing must be cum from the other Twilight.

Twilight Prime breathed in deep, desperate gasps when the Twilight fucking her from behind finally let go of her head and let her come up for air. Not a drop had escaped her desperately swallowing throat, but her other end was another matter. When the Twilight behind her pulled out, a thick deluge of cum seeped out, showing just how much she had been filled.

Wait... Did the potion increase cum production as well, or was that just a side effect of the uncontrolled desire it induced in their female parts? Her belly did feel rather full, suggesting that the Twilight she’d been sucking had also been fairly overproductive...

Even a mind like Twilight’s couldn’t keep concentrating on such rational, scientific interests for long when under the potion’s influence, though. Especially not when surrounded by four other lovely Twilights just waiting to go a second round.

Slowly, indulgently, Twilight Prime pulled her own cock out of desk Twilight’s mouth, watching as inch after inch of it slid out ... and then finally dropped down over desk Twilight’s face, smearing a residual line of cum and spit from her muzzle to her forehead.

Desk Twilight didn’t seem to mind. In fact, as the other two Twilights separated from her as well, desk Twilight slid down off of the desk to sit in front of it, opening her mouth once more as if she couldn’t get enough. Thanks to the potion, that was probably literally true – she couldn’t get enough.

Before Twilight Prime – or any of the others – could do anything about filling that Twilight’s waiting mouth, though, another Twilight – Twilight Prime wasn’t even sure which one, since she’d lost track – climbed up and sat on the desk behind the former desk Twilight, spreading her legs just above that Twilight’s head and inviting any of the others to have their second fill.

Another Twilight – probably the one who’d just been fucking Twilight Prime – took her up on the invitation, straddling above desk Twilight’s head and sliding her cock into the one now on the desk, much to her vocal approval.

And that was when Twilight Prime saw a, well, prime opportunity for a little payback. She happily came up behind that latest Twilight, unceremoniously lifted her tail, and shoved her cock inside from behind.

Ah... Face-fucking had been fun and all, but there was nothing quite like pussy to satisfy a futa mare in need. Nice and fresh pussy as well! The experience so far had made this Twilight very wet and eager, but nopony had fucked her yet today. Twilight Prime would see to it that this was properly rectified.

Below the two of them, the Twilight who’d been on the desk was certainly keeping herself busy. Two pairs of balls and one unoccupied, cum-dripping pussy moved back and forth just above her, and she took full advantage of it, caressing all of the above with both her tongue and her hands at every opportunity. Twilight Prime sighed with pleasure as she felt the Twilight down there press her balls against the one she was fucking, licking both sets at the same time.

That left just one odd Twilight out, but that last Twilight wasn’t content to be left out and ignored for long. She climbed all the way up on top of the desk, standing above all of the other Twilights, and then, with a few steadying flaps of her wings, she swung one leg between the one sitting on the desk and the one Twilight Prime was fucking, facing toward Twilight Prime.

The Twilight sitting on the desk eagerly dove muzzle-first into the newest Twilight’s pussy, leaving dollops of cum dripping down. Maybe this had been the Twilight who’d been straddling desk Twilight before? That would explain the cream filling.

The best part, though, was that this new Twilight’s cock was now right in front of the face of the Twilight that Twilight Prime was fucking. Which basically meant that they both had easy access to it.

Twilight Prime certainly wasn’t going to pass up on an opportunity like that. She was actually the first to get that cock in her mouth – possibly to get it her mouth again? If it really was the same one who’d been straddling desk Twilight, then she must be the same one Twilight Prime sucked before. It certainly tasted and felt the same. Though ... of course it would. All five of them were exactly the same, weren’t they?

This time, though, Twilight Prime didn’t have this cock all to herself anymore. The Twilight she was fucking also wanted a piece of it, and was already doing the best she could, sliding her mouth up and down the side of it near the base, where Twilight Prime hadn’t swallowed it down to yet.

But Twilight Prime knew that she couldn’t keep it all to herself this time. If you can’t even be generous with yourself, who can you be generous with? So after satisfying her cock hunger just a little bit, she pulled back, allowing the Twilight she was fucking to take a turn sucking as well. Twilight Prime was even generous enough to push that Twilight’s head down and help her swallow her prize deeper.

All the while, Twilight Prime fucked her from behind, as well as enjoying the talented tongue and fingers of the Twilight way down there by the edge of the desk.

This time, it was the Twilight that Twilight Prime was fucking who came first. From the first moment Twilight Prime felt that Twilight squeezing down on her cock, she grabbed that Twilight’s hips tightly and shoved her own cock deep, deep inside, enjoying the feeling of the other Twilight’s body pulsing and throbbing around her as that Twilight filled up the one sitting on the desk.

Of course, letting go of her head to grab her hips meant that the Twilight she was fucking was finally able to pull her face up off of the cock in front of them both. That suited Twilight Prime just fine. As the Twilight she was fucking moaned out in orgasm, Twilight Prime took that precious cock inside her mouth once more – not so easy this time since it was already flaring, but she was not a mare to back down from a challenge.

Nor was the Twilight she was fucking! That Twilight – even in the aftershocks of her own orgasm – took the time to tend to the balls in front of her while Twilight took the cock.

And that meant that it was basically over for the Twilight who was standing on the desk. She’d already been close, of course, as evidenced by her flaring cock. Once again – if she truly was the same one – she came down Twilight Prime’s throat, and once again, Twilight Prime drank it greedily, gulping down each hot gush as soon as it came.

This time, though, she had competition. The Twilight she was fucking had recovered enough from her orgasm to want a bit of the cum she’d helped earn, and she pushed Twilight Prime away.

For a moment, the standing Twilight pumped a stream of cum over both of their faces, but soon, the other Twilight had that cock in her mouth again, and she was drinking down the rest of the hard-earned spoils.

The Twilight who’d been standing on the desk didn’t last for much longer after that. Her legs gave out, leaving her careening down, and she only just barely managed to save herself with her wings.

That left Twilight Prime and the Twilight she’d been fucking both with mouths full of cum, and now they were face to face with the one on the desk, who’d just had her pussy filled ... and who also had a muzzle covered in the cum of a different Twilight.

There was no hesitation. Both Twilight Prime and the Twilight she was fucking knew exactly what all three of them wanted. And they went for it: a sloppy, three-way kiss that just happened to be mixing the cum of two other Twilights between the three of them.

Of course, Twilight Prime only shared a few moments of that. As she edged closer and closer, she leaned back, her white-dripping mouth hanging open as she moaned deeply, her cock’s tip expanding inside the Twilight in front of her.

The other two continued their very messy kiss unabated now as Twilight Prime reached her peak. She slammed her cock as far as she could possibly go into the Twilight in front of her, planting her seed deeply even though she knew the potion would prevent it from taking root. Didn’t matter. It still instinctively felt incredible to cum inside her other self, and she didn’t hold anything back.

In fact, she may have rather overdone it, considering how much warm and gooey extra cum she could feel dripping out and slathering both of their balls. The Twilight down below them didn’t seem bothered by that in the slightest, though – she eagerly licked as much as she could get off of both sets of balls, both Twilight Prime’s still-clenching and still-pulsing ones and the more relaxed, satisfyingly emptied ones of the Twilight she was fucking and filling.

When Twilight Prime finally pulled out of that Twilight, it provided yet another rich bounty for the one below, who now practically guzzled it down, using the cleft between the other Twilight’s balls almost like a funnel to channel the leaking cum straight into her mouth.

Twilight Prime wasn’t completely ignored in this, though. The one down there was still conscientious enough to suckle the still-flared tip of Twilight Prime’s cock and clean her off a bit ... before going back to the dripping bounty Twilight Prime had left behind.

That is, until the one she’d been fucking pulled out of the one sitting on top of the desk, much to the latter’s disappointment. “Come on,” she said, “I didn’t even get to cum this time!”

“Neither did I,” a voice said from down below, a little muffled from her mouth being rather full of cum.

As the one Twilight Prime had been fucking got out of the way, the two remaining Twilights eyed each other up. “Hm... How about we take care of that? For each other?”

“I like the way you think, other me!”

Quickly, the to unsatisfied Twilights climbed up onto the desk, arranging themselves into a sixty-nine position. Each of them eagerly gobbled up the other’s cock, stifling their moans with it.

The other two Twilights seemed entirely satisfied by this point, already falling asleep in each other’s arms. And, honestly, Twilight Prime felt that pull as well. She’d been through a lot today – even more than most of the other Twilights, she suspected. And the potion’s effects were definitely wearing off. Interesting ... did orgasms help end the effects? It would need more research!

For now, though, there were still two Twilights in need, and Twilight Prime still did feel like having a little more fun herself. She ambled over to the desk herself, sizing up the situation as she went, deciding just where to insert herself...

Going for the Twilight on top would give her easy, unrestricted access to that Twilight’s pussy, even though it might be a little high to reach, and maybe the Twilight on the bottom might even lick her a little bit. But then again, going for the Twilight at the bottom would give her a chance to get a little transference of revenge for getting her head shoved down before.

That did it for her. Oh yes. Even though this was all basically just an elaborate form of masturbation, she’d always wanted to hold a unicorn by the horn and shove her head down on somepony’s cock. Now she’d finally be able to do it to somepony she knew wouldn’t mind it too much – herself!

Of course, that meant she had to go all the way around the desk, but that was alright. Now that the compulsion of the potion was dying down, there didn’t seem to be quite the same urgent rush to every need. She even took her time with it, enjoying the view as she went around, sliding one hand over their bodies, caressing the sweaty gap between them, including both Twilights’ breasts. Not that it was anything special for her to be able to touch her own breasts, really, but it was the principle of the thing that mattered. Why pass up the opportunity, even if it was a common opportunity?

Finally, she was right where she needed to be: behind the Twilight on the bottom of the pair, angling her cock right up between that other Twilight’s outspread legs. Neither of the other Twilights even seemed to notice her at first. They were, after all, quite preoccupied with each other, absolutely going to town on each other’s cocks, swallowing each other deep.

But when Twilight Prime reached down to lift the bottom Twilight’s balls out of the way, then they noticed her. The bottom Twilight moaned around the other’s cock and flexed her hips upward as if to help. And the top Twilight looked up at Twilight Prime with anticipation in her eyes.

Why keep them waiting? Still holding onto the bottom one’s balls – and quite enjoying the hefty feel of them – Twilight Prime pressed the tip of her cock into the slick and very ready pussy below them. It slid in easily, allowing her to slowly and relaxedly glide her cock into the other Twilight, savoring every little detail of the experience as she gradually filled her other self.

While she kept one hand busy gently caressing the bottom Twilight’s balls, Twilight Prime raised her other hand a little higher, going for what she’d come here to do in the first place. She grabbed the top Twilight’s horn none too gently and shoved that Twilight’s head down on the one below, all the way down to the sheath, making her gag.

But Twilight Prime was fairly sure she detected notes of happiness and satisfaction in that gagging, almost like a ‘thank you’.

She slowly and relatively gently fucked the sixty-nining pair, freed now from her fervent need and able to fully enjoy the experience, even as the other two were still working at each other’s cocks mercilessly.

Twilight Prime knew before it happened that the bottom Twilight would cum first. She could feel it by the tensing of the balls still in her other hand. And she made sure to shove the top Twilight all the way down again, helping her catch every last drop of what was to cum.

The top Twilight’s eyes rolled back as the bottom Twilight came and pumped thick loads of cum into her throat. Twilight Prime merely enjoyed the sensation of the other Twilight’s pussy squeezing around her cock, milking her even as she herself was milked for everything she had by the other’s gagging, spasming throat.

Twilight Prime made sure she waited until the bottom Twilight’s orgasm was completely over before she finally loosened her grip and allowed the top Twilight to come up for air a little.

“Give it to me, too!” the top Twilight said as soon as she was clear, even while her mouth still dripped with drool and cum.

Knowing she didn’t have much time left before her next orgasm, Twilight Prime pulled her already-flaring cock out of the bottom Twilight with a wet plop, and she hurried around to the other side of the desk.

The bottom Twilight was still suckling away at the top Twilight’s cock, her eyes closed as if in a dreamy trance. Twilight Prime yanked the top Twilight’s tail out of the way and unceremoniously shoved her flaring cock deep inside, all the way until their two sets of balls touched.

No longer muffled by the other Twilight’s cock, the top Twilight moaned loudly enough to wake up the other two. “Yes!” she cried out. “Just a little more, and...”

Twilight Prime came first, actually. Just by a moment. She pulled hard on the other Twilight’s tail as her cock pulsed the very last of her reserves deep into her other self’s pussy. She grit her teeth and half closed her eyes. Somehow, this orgasm was the most satisfying one of all so far...

The top Twilight wasn’t far behind her. Even before Twilight Prime’s orgasm was over, the top Twilight was cumming too, her whole body jerking, causing her to roughly fuck the bottom Twilight’s face as she filled that one’s throat.

Twilight Prime shuddered. It felt so nice to have the tail end of her own orgasm egged on and renewed by the rhythmic pulses of the tight little pussy she was inside.

Even more so, though, when both of them were just finally catching their breath, and Twilight Prime felt the bottom Twilight’s lips and tongue up against her balls – the one on the bottom was working her face in between the two sacks, eagerly licking up any of Twilight Prime’s extra cum that leaked out between the two. Hadn’t top Twilight cumming down her throat been enough?

Apparently not. Even when Twilight Prime finally – and messily – pulled out of the top Twilight, the bottom Twilight reached up and guided Twilight Prime’s softening cock into her mouth giving her one last little bit of blowjob to clean her off.

Twilight Sighed, her eyes drooping. Yeah ... she was definitely feeling the ‘sleeping and cuddling’ part of the potion’s effects beginning to overtake her at this point.

Even so, though, she took the time to help her other selves get safely off the desk ... and grope them a little bit in the process. Because why not? They sure didn’t seem to mind. Since they seemed so much more tired than her, she helped guide them to the cuddle pile the other two Twilights had already begun. And then Twilight Prime happily joined the pile as well, resting the back of her head on one of their lovely pairs of boobs. Another Twilight wiggled her way in and laid her head against Twilight Prime’s thighs, her muzzle just a hair’s breadth away from Twilight Prime’s well-drained balls.

“Are we... Are we going to go away now?” one of the other Twilights asked.

She must have been tired indeed to have forgotten how the spell works. “It’s not a big deal,” Twilight Prime told her, loudly and clearly enough for them all to hear. “We don’t die or anything. Once we all go to sleep while touching one another, we’ll all merge back into one body and one consciousness, sharing all of our memories and experiences.”

Another Twilight huffed a little laugh. “And besides, we all know that this spell is untenable for long periods of time. If we’re separate for too long, we won’t be able to merge successfully anymore, and then we’d really have problems.”

Twilight Prime nodded along, already struggling to prevent herself from nodding off as well. “Uh... Did anypony manage to take notes during that last session?”

“Nope!” the first Twilight said, sounding almost giddy about it.

Twilight Prime sighed and allowed sleep to take her. They – or rather she, once she was just one pony again – would be able to commit all of their memories to her notebook in the morning. And if a little bit of data was lost to hazy memories ... oh well. Because sleep beckoned, and this was no time for taking notes!

Author's Note

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Prologue

Applejack finally burst into Twilight's private research laboratory deep underneath the sparkling new castle. She huffed for breath for a few moments, her hands on her knees, before finally being able to look back up. “Okay, okay. I'm here.” She took another deep breath and wiped a bit of sweat out from between her hat and her mane. “What's the emergency?”

“Emergency?” Twilight scrunched her nose a little bit as she looked over at Applejack. There wasn't supposed to be any 'emergency' here. She'd just asked for ... wait... “Rainbow,” she said, casting a suspicious glance in her pegasus friend's direction, “what did you tell her?”

Rainbow Dash shrugged. “You wanted me to round everypony up, so I had to come up with something to get the farm pony off her farm.”

Applejack replied only with an angry snort.

But Rarity made up for it. “Wait, do you mean to say there isn't any emergency?”

Even Fluttershy made an annoyed little groan. “And I had just called all the animals in for feeding...”

Scowling over at Rainbow, Applejack gave another little snort. “Looks like somepony could use a lesson or two about tellin' the truth.”

“Settle down, please, all of you.” Twilight held her hands up, hoping to calm them down. “I'm sorry that the message seems to have gotten distorted a little.” She cast a meaningful glance toward Rainbow ... which was completely wasted since Rainbow was still busy having an impromptu staring contest with Applejack. Okay, well, carrying on... “But it is true that I need your help.”

“Ooh! Ooh!” Pinkie bounced her way right up next to Twilight ... which made a lot of her body bounce in ways Twilight tried to ignore. She sidled up alongside. “Is it for a cupcake taste test? That's my very favorite way to help ponies!”

That was as good of an introduction as any... “Well, there is something I'd like all of you to taste test for me.” Actually, the flavor was quite beside the point ... though now, come to think of it, perhaps she should have baked it into cupcakes or something. But then what if Pinkie ate all the cupcakes before she could pass them out and ended up overdosing on it? What kind of effects would that have? But all of them were looking curiously at her. This was no time to get lost in speculation! “You see, I've developed a new potion...”

“And we're gonna be your lab rats? Again?” Applejack crossed her muscular arms over her sparsely buttoned flannel blouse, turning her formidable ire on Twilight.

Twilight winced. Nopony could weather a look like that and come through unscathed. Not to mention the way the rest of her friends were staring at her. “I know, I know,” she said, hoping to calm them down a little. “But please, bear with me on this one. It's a really important – and brand new – potion recipe, and because of its, um ... delicate nature, I can't go around asking strangers to help me test it. Not this time.”

Applejack shifted her weight to the side, planting one hand on one ample hip and giving an annoyed huff. “And is this potion gonna fix my irrigation pipes? 'Cause that's what needs doin'.”

“N-not exactly...” Twilight tried hard to hold onto her decorum. Don't blush. Don't blush. It was more difficult than she'd thought to just come out and tell them what the new potion was supposed to do.

“Oooh! Or will it make everything we eat taste like candy?”

“She said it was important, darling. Perhaps something about enhanced inspiration? That would be lovely.”

“Or the ability to talk to trees?”

“Oh! Or it could be a potion that lets you fly really fast, so fast you do a double rainboom!” Rainbow's look of manic glee slowly faded as the rest of them stared at her. “Or, you know ... other earth pony and unicorn stuff ... for ponies who don't have totally awesome wings.”

“Actually, and um, unsurprisingly, it's none of those things.” Twilight bit her lip a little it, knowing the moment of truth was coming soon.

Nopony said anything, but the looks they were giving her – varying between avid curiosity and simmering annoyance – told her that it was now or never. If she didn't spill it now, she'd lose them. And where else was she going to get such a willing and diverse set of experimental participants?

But it did need a little bit of preface first to soften the blow... “It's part of a set of potions I've been working on in conjunction with Princess Cadance, trying to distill some of the aspects of her unique magic into potion form. She does what she can, but she's only one pony and there are thousands of ponies out there who need her help. This specific potion is going to revolutionize the lives of married and single mares alike. It's...” Well, now or never. She had to tell them sometime... “It combines two effects: a contraceptive that should be more powerful and effective than any heretofore brewed, as well as a brand-new set of ingredients that should help mares with low sex drive.”

“And you want the five of us to test a potion like that?” Rarity looked askance at her. “You can't be serious.”

“You don't have to do anything! I've already tested the primary effects on animals. All I need the five of you to do is test for any potential side effects and let me record your thoughts about the mental aspects of it.” She glanced at Fluttershy. “Um... And thank you for letting me borrow those mice for a while.”

Fluttershy's eyes were wide and quivering. “No wonder Mister Whiskers was looking so satisfied lately...”

“That's all,” Twilight reiterated. “Just take the potion and let me record the results until it wears off...” She'd just avoid mentioning the two stallion volunteers she had waiting in the next room over. That could wait until her friends were, well, in a more amenable mental state for that sort of surprise.

“Seriously?” Applejack raised one eyebrow slowly. “You dragged us all in here to try a love potion?”

Twilight took a cautious step backward. “It's, um, not really a—”

“What, are you scared?” Rainbow smirked over at Applejack. “It's just a little potion. Come on, Twilight, where is it? I've got dibs on the first dose. I'm not a scaredey-pony.”

Well, okay. That wasn't quite the type of enthusiasm she was going for, but it would do. This research was terribly important. It could improve the lives of ponies for centuries to come. And as long as her friends were willing... Twilight lifted the tray of six carefully measured flasks of blue liquid up from behind the table with her magic and held it outward to them.

Before Rainbow could grab hers, Applejack jumped up in front of her and grabbed the first flask. She lifted it up and downed it in a few quick gulps. By the time Rainbow had her own flask, Applejack wiped her lips and smirked at her. “Now who's a a scaredey-pony?”

With a bit of a sneer, Rainbow downed hers as well. But as she drank, that sneer changed to a much more pleasant expression. “Hey,” she said, tossing the empty flask casually onto the table behind her – luckily it didn't break. “This stuff's not bad.” She licked her lips and eyed the other doses greedily.

Thankfully, before Rainbow could grab another one and potentially overdose, Pinkie came up and snatched the one she'd been eying. She drank it so fast Twilight was afraid she might swallow the flask along with it. And Pinkie's smile only grew. “Come on, you two,” she said to Rarity and Fluttershy. “You've got to try it! It's like ... like all the best flavors at the same time!”

“Well,” Rarity said, taking Fluttershy's hand. “I suppose we should go along with it if everypony else is going to...”

“All the flavors?” Fluttershy asked, her voice trembling a bit.

Twilight grinned almost as wide as Pinkie Pie while the last two took their potions. Perfect!

And from the looks of things, it was beginning to work... Applejack's eyes went a bit wide, and she suddenly clenched her legs together under her short denim skirt. Rainbow's reaction was even more obvious: she let out a little gasp, then held the front of her little running shorts in both hands.

Excellent! It was starting! Twilight whipped out her notebook to record the results. Soon, it would be time to open up the door to the next room and introduce them to her plausibly deniable stallion assistants, and then she'd really get some results worth recording...

But just at that moment, the laboratory's main door opened, and Spike barged in. “Alright, I reorganized the card catalog like you asked me to. It was actually easier than I'd expected because it was so organized already and...” He stopped for moment, staring and blinking at the way the other mares were looking at him. “Um... Are they okay?”

When they lunged for him, Twilight knew it was too late. All she could hope to do was to record what happened.

Author's Note

This story was chosen by my SubscribeStar supporters! Every month, I take suggestions from my supporters and they vote to decide which story idea I'll write next.