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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