Star escorted Twilight Sparkle back to the lobby of the spa. She was seeming much more lucid and like her ordinary self again, and thankfully there hadn’t been any part of her recovery during the extended massage where she so much as hinted at remembering what he’d done with her.

He was still nervous the whole way, though. What if she was just pretending not to remember as long as she was with him? What if she told Aloe and Lotus what he’d done? What if she went straight to the authorities? He knew he never should have done any of it, but he just wasn’t able to resist.

Thankfully, though, all the way up to the lobby, Twilight was perky, energized, and relaxed … just like anypony should be after a good spa treatment. She smiled back at him as he let her out through the door into the lobby.

And just on the other side of that door was Rainbow Dash. The Rainbow Dash – the rising star of the Wonderbolts and all-around coolest pony in Ponyville. Not to mention her stunningly colorful mane and heartbreakingly athletic and toned body. Instead of just letting the door close, Star stayed and stared at her. Wow – this spa really did have some real VIP clients coming through!

“Rainbow!” Twilight said with glee.

“Oh! Um, hey.” Rainbow took a sudden step back, running her hoof oh-so-casually through her mane. “I was just here to check up on, um…”

Smiling even more, Twilight went over to Rainbow’s side. “Oh come on, you don’t have to pretend with me. It’s perfectly natural – we all get it, don’t we?”

“I… I don’t know what you’re talking about,” Rainbow said, actually beginning to sweat a little. “I’m not here for the heat treatment or anything. I’m just um … um… I’m looking for Pinkie Pie!”

Twilight shook her head. “Should have said Rarity. I might actually believe you’re looking for her here.”

“Um…” Rainbow looked around desperately as if for some excuse, but then her eyes latched onto Star – latched onto him in a way clearly influenced by being in heat. It made his cheeks heat and his hooves tremble to think a mare – especially one as amazing as Rainbow Dash – was actually noticing him.

Twilight, though, was already on her way out. “Well, enjoy your not heat treatment,” she said with a little giggle. “Those new herbs they got from Zecora are amazing. I haven’t felt this satisfied from a heat treatment in years!”

As soon as Twilight stepped out – the front door jingling as she did – Rainbow rushed over to the doorway right next to Star. “Please tell me they can fit me in for a heat treatment – I’ve never had it this bad! I’ve got to do something before I… I…” She looked longingly down at his body. “Before I…”

“Hey Star, where the hay have you been?” Cucumber Slice’s voice came from the back. “We needed fresh towels, and you just disappeared!”

Star winced. “I’ll find one of the twins right away and ask her to get your treatment started, Miss Dash.” He ducked back into the doorway, regretfully letting it close behind him and cut him off from Rainbow Dash before hurrying down the hall. “Coming, Slice! I just have to find Lotus or Aloe first!”

* * *

Star was practically prancing along on his way to the heat treatment massage room this time. He still couldn’t quite believe it. The time for Rainbow Dash’s massage had come up, but both of the twins were busy with other clients again. Aloe and Lotus had been together this time, and he was sure they wouldn't let him massage Rainbow. But Aloe had told her sister what a good job he’d done with Twilight, and amid all the rush, they’d agreed to let him go on and take care of Rainbow Dash as well.

Now he stood in front of that door again, all four legs jittering in place with excitement. And – oh crap – his cock was already beginning to slip out of his sheath! No, no! He took a few deep breaths trying to calm himself. No, he would not let himself get carried away like that again. It was stupid, and it was wrong, and it was sure to get him in big trouble sooner or later. He had to set limits for himself and not break those limits no matter what.

Okay. He’d allow himself to touch Rainbow Dash, even right on the pussy. And maybe if he got really worked up, he’d have her lick him. But he was not going to have sex with her. No matter what, all he had to do was keep his cock out of her pussy. He could do that, right?

Steeled with this new resolve, he opened the door and went inside.

Rainbow Dash! She was right there in front of the door. Just the sight of her really there washed over Star like he’d been dunked in hot water. Even with her just standing there, staring blankly at him, the sight of her made his heart race and made his breath catch in his throat. Only the familiar calming music prevented him from freaking out entirely. The door slowly swung shut behind him.

Still not quite able to believe it was really the Rainbow Dash, Star walked in a slow circle around her, taking in the unbelievable sight. That unruly, but stunningly colorful mane … that wonderful blue body of hers, sleek and small, but with every muscle and contour well-defined … and, as he came around behind her, that pussy of hers! Small and tightly scrunched up as if trying to be as high as possible, the darker blue skin of her pussy lips angled upward a little, as if to better catch every last drop of cum…

Before he knew it, his cock was out again, all the way out and hanging under his belly. Crap! Was she going to notice?

Well, she didn’t seem to take much notice of him walking around her and staring, and she seemed awfully dazed… Better make sure, though.

“Lie down on the table, please.”

“On the table,” Rainbow Dash dreamily repeated. She stood still for a long moment, as if the request didn’t fully register, but then she turned and slowly ambled over to the nearest massage table. Instead of climbing up normally, she kind of just slid onto it, letting her front legs fold when she hit the table and just pushing her body onto it with her hind legs.

Now that gave him an eyeful! Without even realizing it, he licked his lips as he watched the tight little curves of her rump stretch and strain as she pushed herself up onto the table. Her tail flicked as she did it, giving him flashes of her adorable little pussy lips.

Assured now that Rainbow Dash was in that dreamy, suggestible state, Star came up to the table himself. Oh, this was going to be one hell of a treat! He still couldn’t quite believe that he’d get to touch another one of Ponyville’s most attractive, most famous mares in one day – and maybe more than just touch… – and just the thought of it was making him giddy, not to mention the increasing stiffness of his cock.

He did at first begin with just a normal massage, oiling up his hooves and working along down from Rainbow’s neck to her withers. Wow, her body was just so firm! She was all muscle in there, not an ounce of fat on her. It wasn’t easy to press in as deeply with his hooves as he’d been taught.

Not that he was really massaging her as he’d been taught, anyway, though. The firm, sleek curves of Rainbow’s body and the increasingly fervent throbbing of his own cock drove him to impatience. He did a very perfunctory job of it, always eager to touch the next part of Rainbow’s incredible figure. He barely spent any time at all working at her flight muscles before going even further down, running his hooves along her sides to feel the long curve of her incredibly sleek belly, working his way up her flank, rubbing the firm and perfect curves of her ass…

And there it was, Rainbow Dash’s pussy, right there in front of him, perfectly framed between the deep curves of her athletic little ass cheeks.

With only one quick glance to make sure Rainbow wasn’t looking back at him, Star reached out and touched her.

The moment his hoof touched her pussy, Rainbow let out a little gasp.

He yanked his hoof away, his eyes shooting up toward the back of her head, expecting to see her staring back at him reproachfully.

But no … she was still looking straight ahead at the wall. Instead, her tail slowly rose up, and her pussy gave a slight, half-hearted wink – visibly pulsing, but barely opening up at all, showing only a tiny bit of the pink inside.

A shiver ran through him. Damn that ass of hers was so small and perky … and her pussy… He caught himself almost drooling. It was inevitable that he’d reach out and touch her again, and this time when he did, he didn’t yank his hoof away when she gasped.

Her tail quickly rose all the way up, and her pussy began winking harder and harder, kissing her inner walls and heart-shaped clit against his hoof over and over again. Rainbow’s pussy was so soft! Every other part of her had been so firm, so hard and solid, but her pussy lips were soft and plush, so warm and inviting. Her winks smeared more and more clear juices over the soft inner part of his hoof. His cock bounced up against his belly, begging to feel what his hoof was touching.

Well, it would be okay if he just rubbed it a little, right? As long as he didn’t put it inside.

“Lift your ass up high,” he said, already climbing up on the table behind her.

“Lift ass high…” Rainbow did as he said, and she did it with such enviable ease, lifting her body up and pulling her hind legs up underneath her in one fluid motion that must have taken incredible strength to pull off.

Star clambered up behind her, taking a moment to run his hooves up her slender but strong legs. Damn – her ass was even more gorgeous like this! Those tight little cheeks of hers were so high and perky and perfectly defined in every way. And her pussy was still winking away like mad, dripping juices down onto the massage table every time.

Without even thinking about it, Star mounted her. Rainbow’s tight little ass felt so good sliding under his chest and his belly.

And then … then his cock slid up between her cheeks, rubbing against her warm velvety fur and … poof! There it was – the heat of Rainbow Dash’s soft pussy lips against the side of his shaft. He could feel it as she winked against him. Her hot inner walls spread out against his cock, and her juices dribbled down the front of his shaft.

Star gritted his teeth and groaned at the amazing sensation as he instinctively pushed his hips up against her, making his cock slide up and down over her pussy lips. And it slid so easily. Her slick juices coated the front of his cock in no time, making it feel even better to slide it up and down between her ass cheeks.

It was Rainbow’s little moaning breaths that drove him over the edge though. She was so clearly enjoying the feeling of his cock against her, and that little twinge of desperation in her voice – it was like she was just begging him to do it.

He managed to stop himself just in time. How had he gotten like this? He’d just pulled back and press the blunt end of his cock right against her pussy lips, ready to push it in. He hadn’t meant to … it had just happened.

But now, with her winking against the tip of his cock, he couldn’t hold back. There was just no way he could stop himself. It had to happen. He had to feel what she was like inside.

“I’m…” He huffed in a deep, desperate breath. “I’m going to fuck you now, okay?”

“... Fuck me now…”

He knew she was just repeating what he’d said, but hearing that in her voice just erased any doubt about what was about to happen.

All his inhibitions gone and all his promises broken now, Star pushed forward.

Even with Rainbow winking her pussy open at him, and even with how wet she was, it wasn’t easy for his tip to squeeze into her. He had to push hard before his tip finally popped through her incredibly tight entrance.

Rainbow actually cried out a little bit, her legs stiffening underneath him, even as her pussy winked like crazy around his tip.

Star gave her a moment, pausing there. Already the tight warmth squeezing around his tip was incredible, and he could feel each and every one of her winks. Sweet Celestia, what a mare!

Once Rainbow’s breathing had steadied again and her moaning had subsided to a low whine, he began to push again. “I’m going to go a little deeper, okay?”

“Deeper,” Rainbow cooed back at him.

He could feel her tightly stretched entrance every bit of the way as it slid over his shaft, and the sheer warmth inside her… He couldn’t help but push, push, push, until all of his cock was inside her, no matter how loudly she began to squeal. Would somepony else hear her? Would he get caught? At this point, he was beyond caring.

Now that he was fully hilted inside of her, he could really appreciate the warm softness deep inside. As tight as she was, he could still feel how incredibly plush she was inside, so different than the firm muscles beneath his hooves and pressed against his thighs.

He started slow, easing his way halfway out before desperately pushing himself in again. He hadn’t even managed to pull his medial ring out of her before desperately wanting to be all the way inside her again. The way she was bent over in front of him made it seem like she was just begging for it, and every time he pulled a little ways out, her moans turned plaintive and needy until he pushed all the way back into her.

Slowly, though, he began to regain a bit of control over himself, able to work himself into more of a regular rhythm. Her inner walls rippled over every bit of his cock as he slid in and out, in and out.

And with every motion, Rainbow gave a little gasping breath, driving him on to give her more.

He knew he was going to far. He knew he should stop. He knew he should pull out before it was too late. But she was just so good. How was he supposed to give up this? Any stallion he knew would kill to have a chance with Rainbow Dash, even though rumor had it she didn’t even like stallions to begin with.

Star didn’t give much credence to that rumor though, at least not anymore. The adorable little moans that came out of Rainbow’s mouth every time he pushed his cock down into her needy pussy told him over and over again that at least in some circumstances, she very much did like stallions.

And he liked her. Oh how much he was loving this! He wanted to take it slow with her, to revel in the feeling of her hot, slick inner walls sliding over the sides of his shaft, the touch of her firm flanks between his forehooves, and the bump of her perfect little ass cheeks against his hips every time he pushed as far inside as he could. But, again, he just couldn’t help it. His pace quickened, his thrusts deepened. It was all coming to a head, and he knew there was no way he could stop now.

Still, though, he kept it going as long as he could. Even after his flare stretched Rainbow Dash’s inner depths out just as tightly as her entrance, even when the tingling in his balls grew to an urgent, burning need … he still held himself back, still kept going, pounding into Rainbow Dash harder and harder.

Rainbow squealed now with every thrust – happy, gleeful, full-throated squeals. Anypony in the hallway would surely be able to hear her, but he was beyond caring about that. All that mattered now was the needy mare underneath him just begging to be filled.

Soon, he just wasn’t able to hold it back any more. It actually surprised him the moment it hit – right in the middle of an inward thrust. All the while, he’d been telling himself he could pull out at any time and avoid getting her pregnant, but that he could stay just a bit longer if he just tensed up a bit more…

Well, there was a limit to how much he could tense himself up and hold himself back. Cum erupted from his cock as he slid it back inside Rainbow one last time. And once his cock started throbbing, he just couldn’t bring himself to pull out. Instinct drove him to shove his cock as deep as he possibly could inside her while he unloaded his cum … and once the first few gushes were in, what was the point of pulling out after that?

So he stayed, pulling Rainbow’s slim hips tightly against himself with his forhooves as he trembled and his cock pulsed inside her. His eyes rolled back a little. What a feeling! Already, he was getting addicted to the sensation of cumming deep inside a mare in heat. There was just nothing like it.

Rainbow Dash seemed to be enjoying it as well. She went especially stiff the moment the first stream of cum poured into her, pressing back against him and taking it like a champ. Her pussy still winked and pulsed around his cock, milking him for more, everything he could give.

When he’d finally given her every last drop, he stumbled backward a little, his softened cock flopping free. Once again, he was left staring at a mare’s winking pussy as it dripped bits of his cum out.

Rainbow didn’t leak nearly as much as Twilight had – the downward tilt of her body and the way her pussy pouted outward made it so the little drizzle of excess cum tended to flow down into her, rather than out.

Oh crap… Slowly, as his cock shrank back into his sheath, he began to realize what he’d done. This was the second mare today he’d almost certainly impregnated. Oh crap, oh crap, oh crap!

Well, there was nothing he could do to change that at this point, but maybe at least he could avoid getting caught. Quickly, with Rainbow still in her freshly-fucked position, Star levitated over some clean towels and started wiping her down.

As he wiped down the table, up her hind legs, and around her delicate little pussy lips, Star talked to himself … as much to reassure himself as to calm her. “I’m sorry, um, Miss Dash. I just couldn’t, um...”

“Sorry … couldn’t…”

“I… I just never thought I’d ever have a chance with … with somepony like you.”

“Chance with somepony…”

Star sighed as he slid the towel over the curve of her magnificent little ass. “You’re just so amazingly talented, amazingly awesome, amazingly…” He stared up at her from his position next to the massage table. From here, he could see the way her slim belly arched so perfectly upward, all the way up to where it ended up between her legs, with two perfect tiny teats hidden there.

“Amazingly…” Rainbow swayed a little from side to side. Her tail was slowly drooping back down to a more normal position.

“Amazingly gorgeous,” Star whispered. To his own surprise, his cock began sliding out of its sheath again, still a bit wet with Rainbow’s juices and a slight sheen of his own cum. He hadn’t managed to clean it yet.

“Gorgeous,” Rainbow repeated … and when Star imagined that she was taking about the sight of his cock slipping out again, that only made it come out faster, already beginning to harden again.

Could he … could he really do it again?

To heck with it all. He’d already done it once, why not again? It’s not like she’d get any more pregnant than she already was. And maybe going again with her would help him keep a level head with the next mare.

“Get down off the table and stand in front of me,” he said, the moment he’d made his decision.

“Get off the table … stand in front…” Rainbow did exactly as he’d told her to, and he had to admit – besides just the view of her beautiful little body moving, part of what made his cock stiffen up the rest of the way was just the feeling of power that came with being able to tell her exactly what to do and her just automatically doing it.

She did stand right in front of him … facing him.

Mentally, he kicked himself a little. Of course she’d stand facing him. Why wouldn’t she? That’s what any normal pony would assume when told to stand in front of somepony else.

“Turn around.”

“Turn … around.” Rainbow Dash did as she was told, spinning in a quick, complete circle, coming back to face him again.

Oh for pony’s sake! Shaking his head, Star walked around her instead, coming around behind her. His cock swung and bounced with every hurried step.

And there she stood, right in front of him, ready to go again, except…

“Raise your tail.”

“Raise … tail.”

There she was. Even though he'd just had her, the sight of her pussy wet and ready for him made his legs go a little weak. Even though he’d wiped her down very thoroughly, a little bead of white welled up between her upward pouting pussy lips. Somehow, knowing she was already packed full of his cream only made him want her more.

And why wait? There was no reason for him to hold himself back anymore. Not now.

Again, he mounted her. She instinctively braced herself, stiffening underneath him as his chest slid up and over her, as his foreleg brushed her tail aside, as his cock came up to press against her plush little pussy lips once more.

This time when he pushed against the heavenly-soft entrance of her pussy, his cock slid into her oh so easily. Everything was nice and slippery-warm, or maybe it was just that this position was that much easier for her. His cock glided against her slick pussy, easily hilting into her in one smooth motion, returning there as if that was exactly where it belonged.

He didn't bother trying to hold back this time – this time he just went with it, pounding his cock into her again and again. Wet squelching sounds came from between them and something sticky coated the front of his balls as they bumped against her inner thighs, but he just kept going.

She was just too good! Her natural tightness combined with all the slipperiness that had built up from last time made her pussy just the most heavenly place he could possibly put his cock.

Rainbow leaned back against him as he pressed into her, helping him get as deep as possible. His sheath kissed up against her pussy lips every time, sometimes even pressing a little bit inside her pussy lips when he really strained to get as deep as he could possibly go.

All the while, her inner walls pulsed and squeezed around him, as if encouraging him to give her more. Rainbow herself might have been pretty out of it, but her body sure knew what she wanted. And he was happy – oh so happy – to give it to her.

He hunched down low over her back, animalistically biting down on the base of her mane as he claimed her again. The deepest inner parts of her pussy rippled so wetly and softly against his cock. He felt like he could just keep doing this forever. He’d never want anything else. Just more, more, and more of Rainbow’s pussy.

And it seemed like he might just be able to keep going forever, just like he so much wanted to. This time, no matter how amazingly good it felt, he never felt like he was about to get off without wanting to. He could just keep going and going, every stroke as amazing as the last.

Star froze for a moment, though, when he heard voices in the hallway outside. Oh crap! Oh crap! He began to pull out of Rainbow in the hopes of at least having some kind of deniability about what he was doing … but the voices trailed off again as quickly as they’d come.

Okay, they weren’t coming to the heat treatment massage room. He was safe … for now. He could only count his lucky stars that Rainbow hadn’t been as vocal this time, or those ponies surely would have heard her moaning.

Slowly, savoring the sensation, he pushed his cock back inside Rainbow Dash. She moaned slightly again.

As much as he’d like to just stay here fucking Rainbow Dash forever, he knew he really shouldn’t. If he had any brain, he’d pull out of her now and stop this nonsense before he got caught. But his brain sure wasn't in charge now. Not any more. He gave her another thrust.

Damn she felt good! How could he give this up?

At least, how could he give this up before finishing … again?

With a renewed will, he began pounding into her again, now with the swift but deeply lingering strokes that always set him off the best. He wanted to fill her again. No matter what came, he wanted that. He’d make double-certain that she was pregnant, just because he could. He couldn't stop himself. It had to be done.

Soon, that favorite stroke of his had its inevitable effect. His tip began to flare inside Rainbow for the second time, and that’s when she began moaning again. She no doubt felt that, and whatever part of her mind was still working knew exactly what it meant.

He slid his cheek up the side of her neck, her rainbow mane ruffling over his gray coat. All the way up until his mouth was up next to her ear. “You want me to cum inside?” he whispered.

“Cum … inside…”

Oh, that voice! He gritted his teeth, losing his rhythm as he drove himself closer and closer to the point of no return. “You want me to make you pregnant?” he all but growled.

“Make me ... pregnant.”

She didn’t have to tell him twice. With an extended full-body shudder, he came again. More of his cum streamed in to pool inside her already-filled womb. This time, extra cum began leaking out between his cock and her pussy lips almost immediately, and every forceful throb of his cock sent more of it spurting out.

His vision went fuzzy around the edges – he was giving so much of himself that he could barely keep standing in place. But the little gasps Rainbow made every time another thick spurt of his cum splashed inside her kept him going, kept him wanting to give her more and more.

This time, when he finally pulled out, there was a catastrophic mess. Rainbow’s hind legs were coated with white, and there was a damp, squishy puddle between them.

For a long moment, all Star could do was to lean against the massage table, trying to catch his breath.

But as soon as he revived, he sprung into – admittedly rather lethargic – action. He’d spent so much energy on fucking her, not to mention Twilight, that he could barely force himself to move, at least at first.

Soon, though, he managed to get going and start wiping Rainbow down. As for the carpet, all he could do was to put a towel down there to soak some of it up. If he had time later, he’d come back with some carpet shampoo and the spa’s steam vacuum.

“Lie back down on the table,” he told Rainbow once she was more or less clean ... as he worked the towel against the damp carpet. “Don’t tell anyone about this. Forget it even happened.”

“Lie down… Don’t tell… Forget…” Rainbow’s voice came in sync with the melody of the calming music in the room.

Well, that was as clean as he could get the floor for now. Hopefully nopony would notice it in the dim light in here.

And hopefully, somehow, somehow, he’d end up getting away with this … though he still had no idea quite how he might. Not with Twilight Sparkle probably pregnant and Rainbow Dash very very pregnant. Even if he did end up getting caught, though … maybe it was worth it.

Author's Note

This story is a commission for iguanaonastick. If you'd like to get a commission of your own done, go to my Commissions Page. And remember, Patreon supporters get big discounts on commissions!