The rest of that day had gone on in a surreally normal way. It was so strange, after those mind-blowing experiences with Twilight Sparkle and Rainbow Dash, to go back to folding towels and running back and forth for new bottles of oils and herbs for the hot tubs. But the midday rush of clients had slowed down by the time he brought Rainbow – newly lucid and feeling much more satisfied … but not knowing the real reason why – out from the special massage room at the back of the spa.

All night, he hadn’t been able to stop thinking about it. He hadn’t been able to get to sleep until he’d finally given in and clopped himself over and over again. Finally, well past midnight, he’d managed to get a little sleep … right before it was time to come back to the spa bright and early to help with preparations before the first customers of the day arrived.

So far, it seemed like nopony had noticed anything amiss. Aloe and Lotus were actually impressed with the way he handled the mares needing massages. Well, they probably wouldn’t be so impressed if they knew what he’d actually done with those mares. But for now, they’d actually assigned him to that duty … he’d gotten the impression – though they never outright said it – that they’d decided he must be gay, and was therefore safe to be around the mares. He wasn’t about to correct them about that, not under the circumstances.

So now, as the midday rush began to pick up again, he found himself wondering what mares might come in for the heat treatment today. He knew he shouldn’t be indulging in thoughts like that. By all rights, he should go straight to Lotus and Aloe and tell them he couldn’t do massages anymore … make up some excuse why not, or even just outright tell them what he’d done and take responsibility.

But every time he weighed that course of action against having more mares to ‘massage’ in the back room of the spa, he just couldn’t help coming to the same conclusion: he wanted this. He wanted to keep doing it as long as he could, and to heck with the consequences. At this point, after everything he’d already done, what difference would another mare or two make, anyway? And he was already getting more tail than he was otherwise likely to for his entire life…

The spa’s front door jingled, jarring him out of his thoughts. “Welcome to the Ponyville Day Spa,” he called out, just from force of habit.

But the two mares who’d come in – Rarity and Fluttershy – were paying no attention to him. “Oh you simply must try their new heat treatment,” Rarity said, leaning in close to her friend. “Twilight says the new one is so much more satisfying than the old one used too be – she hasn’t felt so much as a twinge since. Just as good as having a real stallion!”

“I don’t know, Rarity… I’ve always just kind of taken care of things on my own. It goes away before long.”

“Poppycock! I won’t have you suffering alone in that cottage of yours! I insist on getting you one of these new heat treatments. We’ll do it together. After all, my own cycle has been warming up now. Might as well take care of it early.”

Fluttershy glanced at Star, then quickly turned away and blushed. “But…”

“Not another word, darling. We’re doing it – my treat! We’ll have that pesky heat of yours taken care of in no time!” Without waiting for Fluttershy’s reply or for permission from any of the spa staff, Rarity barged right past Star and through the doorway deeper into the spa. “Be a dear and find Aloe and Lotus,” she said to him in passing. “Tell them I’ll have a heat treatment for two.” She looked back over her shoulder. “Come along, Fluttershy!”

“Oh … um… okay.” Fluttershy shuffled past him as well, keeping as far from touching him as she could and not looking him in the eye … though he felt her eyes elsewhere on him.

He followed them, but only as far as the doorway itself, watching the two of them go down the hall.

Rarity was wearing an elaborate gown which hid most of her more interesting features, but her perfectly curled mane and tail – and just the way she carried herself – served to confirm her reputation as one of Ponyville’s premier beauties. It took active effort to prevent his cock from slipping out of his sheath at the thought of having her naked in the massage room.

And Fluttershy… She had none of the confidence and poise of Rarity, but Star remembered well reading about Ponyville’s new top model in magazines before he’d even moved here. And no matter how much she covered with her tail, there was no hiding her incredibly curvaceous figure.

Not to mention that both of them were two of the legendary Elements of Harmony, just like Twilight Sparkle and Rainbow Dash yesterday.

A dastardly, downright wicked thought occurred to him. He could have both of them – both at the same time!

It really took a lot of effort to keep his cock from slipping out at the thought of that. But he really had to … because his next step was to do just what Rarity asked: let Lotus and Aloe know that their most VIP client of all wanted two heat treatments. For himself, though, he needed some way to convince the twins that he was the best one to do the two mares’ massage afterward … even though Lotus and Aloe usually did all of Rarity’s treatments themselves.

* * *

He still wasn’t quite sure just how he’d managed to convince them. Maybe it had something to do with the way Lotus said she was feeling ‘under the weather’ lately? But Star was positively giddy as he reached for the special massage room’s door. Already, he couldn’t wait to see the two beautiful mares waiting for him inside.

Without hesitation, he opened the door. No promises to himself this time. This time, he fully planned to do it with both of them. He was already too deep in this, and there was no way out now … no more reason to hold himself back.

Once he was inside the room and his eyes adjusted a little to the dimness, he found Fluttershy and Rarity there, just as expected. Rarity’s gown was nowhere to be seen – she’d taken it off sometime before the sauna, of course – and both of them gently swayed, their eyes blinking in time with the melodic music.

Before he did anything with them, he’d need to make sure they were just as entranced as the other mares had been. “I apologize that we’re a little short-handed today, ladies. I hope you’re okay with taking turns with the massage?”

“Taking … turns,” the two of them said dreamily and very much not in synch. “Massage…”

Perfect! He grinned broadly … which somehow caused the two of them to smile a little bit as well. Oh, which of them should he play with first? Decisions, decisions…

Slowly, he walked up to the two of them, between the two of them. Rarity kept staring straight ahead, but Fluttershy’s eyes lackadaisically followed him … which was a point in her favor, as far as he was concerned. Both mares were lusciously beautiful. Rarity’s figure was a little more slender and defined, but Fluttershy had curves in all the right places and just looked so soft and tempting.

Star ran his hoof down the velvety curve of Rarity’s back. He just blatantly reached out and grabbed Fluttershy’s plush ass cheek. Yes! His cock slipped out of his sheath as he moved a little further back, getting a good view of them from behind. Without even thinking about asking first, he reached out and pulled both of their tails up and out of the way. Rarity’s pussy was pristinely pert and perfect, creamy pink and tucked tightly up between her ass cheeks … Fluttershy’s was much more prominent, looking so nice and big and soft, her yellow pussy lips already showing a slit of pink between them – she looked so inviting, like he could just lift himself right on her back right now and plunge all the way inside her without even a moment’s difficulty.

Oh, he couldn’t wait to get them on the massage tables and touch them all over! “Why don’t you girls get over to the massage table?” he said.

“To the massage table…” Rarity mumbled.

“Get massage table…” Fluttershy echoed.

Star happily followed the two mares, his eyes entranced by the way their asses flexed with every step … Fluttershy’s even jiggled just a little. His cock swung under his belly as he followed them, quickly stiffening in anticipation … and from the little glimpses he was getting every time their tails swished side to side.

Both of them stopped right in front of one of the massage tables, standing and staring at the foot of it.

It took Star a moment to realize his mistake. Ugh! How could he forget again that these dazed mares needed very specific instructions? He should have told them to get on the tables – no, he should have told them to lie on the tables. But before he told them to do that instead, an idea occurred to him. Oh, the way the two of them were standing right in front of the edge of the table like that. It would be very convenient for… He grinned. Oh yes, this would be very nice.

Instead of giving them any more instructions, he went around them. And just because he could, he slid his hoof along Fluttershy’s plush curves as he went around her. Then he hopped up onto the table, sitting on the edge of it and facing them. His cock stood up proudly in front of him … and both mares’ eyes instinctively tracked it as it wobbled back and forth in front of them.

“Both of you, give me a blowjob … together.”

“Give blowjob … together,” Rarity repeated. But Fluttershy was faster – she didn’t say anything. Instead, she simply came forward, craned her neck upward to reach high enough, and took his tip gently in her warm mouth.

Star shuddered at the incredible feeling of Fluttershy’s tender lips and soft tongue working at his tip … and he shuddered all over again when Rarity planted a long, lascivious lick all the way up from his sheath to just below Fluttershy.

Fluttershy herself seemed perfectly content to just suckle gently at his tip, her mouth moving like she was sucking on a lollipop. She stared up at him the whole time, her big, half-dazed eyes quivering with … was that suppressed need? She sure seemed to be enjoying what she was doing…

Not as much as Rarity, though. Rarity never stopped moving, her talented tongue exploring every last bit of his cock and her lips leaving lipstick kisses pockmarked all over his length. She even ducked down below and planted one of those kisses on each of his balls before licking him very thoroughly down there, her tongue going places Star never imagined he might feel a mare even touch. Then she went right back up to slathering her tongue all over his shaft, easily making up for Fluttershy’s lack of initiative.

Not that he minded what Fluttershy was doing – oh not at all. Something about the deep, soaking warmth of her mouth around his tip just served to enhance everything Rarity was doing, making him feel like he was deep, deep inside, even as they teased him.

Oh! He couldn't take it anymore! He wanted them so badly! Wanted them both!

“Turn around and face away from me,” he said, before he could be seduced into wasting his load in Fluttershy’s mouth.

Fluttershy pulled her mouth off his tip with a pop. “Face away…”

“Turn ... around,” Rarity said, her lips still against the side of his shaft.

Both of them did as he’d said, turning around to face back toward the door. He was pleased that he’d remembered what he learned from Rainbow Dash, getting them to face away from him side-by-side. And he was even more pleased to see that underneath each of their half-raised tails, they were winking. Rarity’s pussy gave occasional little pulses, but Fluttershy’s was winking strongly over and over again, her clit bulging out far and for a long time before retreating only to bulge out again.

Sliding down off the massage table, he licked his lips. What a position to be in! Now, though, he’d have to make a choice. Which one should he have first?

Well, that didn’t need to be an uninformed choice, now did it? He should try touching each of them a little bit first, shouldn’t he?

He went to Rarity first, if only because she raised her tail more as he came up behind her. She had just the perfect mix of lean muscle and curviness. Everything about her was just so smooth and refined. Her ass cheeks were thick and well defined, but without the chiseled grooves between muscles Rainbow Dash had. And her pussy… He reached up and touched it with the soft inner part of his hoof. Such a perfect little pinkish bulb underneath her tail, so pert and springy. As he touched her, she winked open much wider than before, showing a deeper, redder pink inside and dribbling out a bit of nectar onto his hoof.

He wasn’t about to forget about Fluttershy, though. She lifted her tail automatically as well when he came close, and without hesitation he planted his still-wet hoof against her winking pussy. Goddess… He’d never imagined a mare could be so soft! Everything about Fluttershy seemed so plush and forgiving … and just so pillowy soft. As her warmth soaked into one hoof, he raised the other to caress the generous curve of her ass cheek. His hoof pressed deeply against her even without even trying. And that pussy of hers, winking and pulsing against his hoof. He felt like even his hoof could easily push right into her.

Oh! Which to choose, which to choose? Well, how was he supposed to make a really informed choice without fully sampling them? And he really just wanted to be inside Fluttershy right now.

Without hesitating for one more moment, he lifted himself up and mounted her, his hooves digging into her soft sides as he pulled himself closer. The littlest squeak escaped her mouth as his cock rammed up against her pussy … and immediately sank right in.

Oh wow – she was so warm and soft inside. And so wet! Just like he’d imagined, his cock slid all the way right into her with only the slightest effort. Her pussy just opened up and swallowed him, easily taking everything he had to offer, all the way up to the hilt. It was incredible, and it felt every bit as amazing as he could have wished for.

But then Rarity make a little whimpering sound. Even though she was really only semi-conscious, some part of her was aware of what was happening to Fluttershy … and it sure seemed like she was desperate to have it happen to her as well. Her tail was raised, her pussy winking like mad, her hind legs spread, and even pushing herself backward a little toward a stallion who wasn’t there.

As good as Fluttershy felt, he couldn’t just pass up that, could he? Star forced himself to pull out of Fluttershy’s easy, pliant pussy, causing her to whimper a little as well. But he knew what he wanted to do. His glistening-wet cock bouncing under him as he moved, he slid off of Fluttershy’s back and lifted himself onto Rarity instead.

Slipping into Rarity’s pussy was nowhere near as easy. She was quite tight down there. But as he prodded his Fluttershy-slick cock against her entrance, he eventually found just the right spot and – aided by a long, powerful wink from her – pushed his tip into her pussy.

After the feeling of Fluttershy’s soft, warm depths, the grip around his shaft from Rarity’s pussy felt incredible. And even though there was quite a bit of resistance – he had to slowly pull out and push back in little by little – she always pushed back against him, helping him every bit of the way. Fluttershy’s juices helped, too, mixing with Rarity’s own as he worked his cock deeper and deeper inside the tighter of the two mares.

Finally, he had his cock all the way in, squeezed tight between her lovely inner walls all the way up and down his shaft. He stopped there just a moment, reveling in the feeling of being inside one of Ponyville’s most desirable bachelorettes. She was just so perfect.

But then, slowly, Fluttershy turned her head to look toward him. Her long pink tail remained flagged high up behind her back, and that look in her sleepy, dreamy eyes… It was like she was asking where he’d gone, why she wasn’t feeling that bliss of being filled anymore.

He just couldn’t stand it. Rarity would have to wait. Nopony could say no to a face like Fluttershy’s. Whispering an apology to Rarity under his breath, he pulled out. Her pussy stretched, its lips sliding outward along his shaft as he pulled it out as if trying to hold him and keep him inside … but he popped free nonetheless.

As quickly as he could, he moved back over to Fluttershy and mounted her. He didn’t want to spend one moment longer not inside one of these gorgeous mares than he absolutely had to. Once again, Fluttershy’s pussy welcomed him openly and easily. Now extra-slick with Rarity’s juices as well, his cock slipped into Fluttershy so quickly and easily, sliding right back in as if that was right where it was always meant to be.

He squeezed Fluttershy’s thick, buttery ass cheeks between his forehooves as he hilted inside her once more, and he kept squeezing even as he started thrusting in earnest inside her. Wow … that soft, soupy warmth deep inside her was just something else. In all of his – admittedly limited – experience, he’d never felt a mare like her … never imagined that two mares could feel so different from each other. Then again, he’d never imagined he’d ever get to have a mare as amazing as Fluttershy in the first place. He’d always heard stallions talking about how cute she was … but also that she was so skittish that none of them had ever really had a chance with her.

And here Star was, rutting her literally senseless … though, to be fair, she was already senseless when he started. He didn’t mind, though. Once again, he thanked his lucky stars. Every little thrust into her was a new miracle, another step in a paradise he’d never though he’d be able to so much as glimpse.

Fluttershy let out the most adorable little squeaks with every full thrust he gave inside her, almost as if he was squeezing it out of her with the push of his cock inside. She wasn’t all melted butter and giving in, though – with a surprising strength from deep inside her, she pushed back hard against him, helping him get as deep as possible each time. The entrance of her pussy winked strongly and urgently around the base of his cock every time he hilted inside her, like it was begging him for even more … and somehow, he was sure she’d be able to take it. She was more resilient than she looked. If only he was a bit bigger…

Well, there was one way he could be bigger, and it was quickly starting to happen. The steamy-warm depths of Fluttershy’s plush pussy soon drove his cock to flare inside her, his tip swelling wide and pressing up against her ready and waiting womb. Even as he stretched her out deep inside, though, her inner walls still felt so soft and inviting.

It was glancing over at Rarity that did it for him. Just a random darting of his eyes, but when he saw her, he locked onto the sight. She was looking right back at him, a dreamy, dopey smile on her face as she watched him fuck her friend. She just seemed so pleased about it, so happy to see him doing it.

As the first jolt of orgasm rocked through him, Star clenched down and hunched low over Fluttershy’s back. His cheek pressed hard against her soft shoulder, and his nose rubbed in her velvety yellow fur. He could feel her wings quivering against his belly as his cock pulsed, as his cum streamed inside her.

At this point, he didn’t even care that he was probably getting her pregnant. No, he thought as his cock pulsed gush after gush of fresh cum inside her – he did care. He wanted to get her pregnant, to claim her in the most definitive way possible. Reveling in the moment, he spilled his creamy seed as deep as he could inside her, all the while imagining how it would take root, wondering how soft and plump Fluttershy would look as her pregnant belly swelled.

Finally, he was spent. His cock dribbled out the last few drops of his cum inside her, then softened and flopped out from between her pussy lips, releasing a little splatter down onto the carpet.

He slid off of Fluttershy’s back, slowly catching his breath. And he was about to levitate over a towel and – as was quickly becoming routine – wipe Fluttershy’s pussy and hind legs clean. But just before he touched the towel against her, he had a better idea. A devious idea.

“Step forward a little, Fluttershy.”

“Step … forward.” She did just as she was asked, dribbling a little trail of cum as she went.

“Rarity?”

“Rarity…”

He grinned. Oh, this was going to be so good! “Lick all the cum off of Fluttershy.”

Rarity immediately started toward her friend “Lick … cum … Fluttershy…”

Star watched, the grin on his face only growing, as Rarity ducked her face right up underneath Fluttershy’s tail, licking away. He would have expected the prissy and proper Rarity to balk at a request like that, but either because of the effects of the herbs or just because she wasn’t quite so prissy and proper as she made herself out to be, she didn’t hesitate in the slightest. She gathered up hefty gobs of his cum from Fluttershy’s inner thighs and pussy lips, eagerly swallowing them down before going in for another lick.

Slowly, he came up next to Rarity, getting an even closer look at what she was doing. Wow… The way Fluttershy’s pussy moved and dimpled under the firm strokes of Rarity’s tongue…

“Do you like that, Fluttershy?” he asked, on a whim.

“Like … that,” she cooed back.

“Did you like my cock inside me?”

“Like your cock … inside me.”

He grinned. “How does my cum taste, Rarity?”

“Taste…” Rarity’s voice was muffled for a moment as she licked against Fluttershy’s pussy again. Every time she licked, a little more cum leaked out. “... Cum.”

That was just too sexy … even if he was telling them just what to say. His cock was already slipping out again and hardening as he watched Rarity lick his cum out of Fluttershy’s soft, yielding pussy lips. “Are you ready for me to fuck you next, Rarity?”

“Fuck ... me next...”

Oh, to hear words like those in Rarity’s prim voice! How many stallions could have ever heard something as tantalizing as that? Hurriedly, he scrambled up onto Rarity’s back again, his cock thumping up against his belly in anticipation. That actually caused a bit of a problem, getting his slick wet tip wedged up between his own belly and Rarity’s perfectly curvaceous ass cheek for a moment, but he quickly yanked it back and pressed forward again. This time, his tip pressed right against her needy entrance.

He wanted to hear her say it again. “Do you want me to fuck you hard?”

At first, she said nothing. The gap was so long he thought perhaps she hadn’t heard him at all, or wasn’t responding for some reason. But then she finally said it: “... Fuck me hard...”

Well, since she asked so politely and all…

He pushed hard, powering through the tight resistance of Rarity’s entrance. His slickened cock spread her pussy lips apart easily, diving deep inside in one savage thrust.

Rarity squealed – a shocked, undignified and unladylike sound – as he plunged inside. Her head flung up, Fluttershy’s dripping pussy forgotten, as her whole body tensed, as her inner walls squeezed down around his shaft, as her body tried to come to terms with what was suddenly deep inside it.

Oh … oh wow. After the soothing soft warmth of Fluttershy’s pussy, the squeezing depths of Rarity’s was intense. Despite his every intention to fuck her hard just like he’d said, he just couldn’t, not yet. He collapsed down onto her back, his whole body shuddering from the feeling of being inside such a tight, warm, squeezing mare all the sudden.

Slowly, slowly, he regained control of himself, bracing his forehooves against Rarity’s svelte flanks, and hoisting himself back up. Slowly, cautiously, he started moving inside her again.

And that’s when he caught sight of Fluttershy. She still stood right where she was a moment ago, directly in front of both himself and Rarity, her pink tail still lifted and displaying her winking – and quite clean – pussy beneath.

“Fluttershy,” he said impulsively, “turn around and watch.”

“Turn around … watch.” As Rarity rocked gently back and forth under his thrusting hips, Fluttershy did just as he said. She turned slowly, then looked up at both of them with an absent smile. She swayed side to side a little, not to the rhythm of the music, though – to the rhythm of his thrusts into Rarity’s pussy.

Star increased his pace a little, licking his lips as he looked back into Fluttershy’s eyes. “What do you want me to do to Rarity, Fluttershy?”

“Do … Rarity…”

Well, that was good enough for him. And it was exactly what he wanted right now. Star tightened his grip on Rarity’s sides, beginning to push harder into her. His hips butted up against her ass cheeks with increasingly loud pap-pap-pap sounds as he got more and more into it.

And that look on Fluttershy’s face! She seemed so content and satisfied with everything that was going on, smiling up at him as if to encourage him to do it even more.

So of course he did do it more. Starting to breathe heavily and sweat a little, he pounded into Rarity’s pussy, churning her from the inside out in a way she’d probably never put up with under normal circumstances … but under the influence of these herbs, she just made little “Unf” sounds with every one of his increasingly forceful thrusts.

Despite how tired he was beginning to feel, despite how much sleep he was lacking, he pushed himself to go harder and harder. She’d asked him to fuck her hard, after all, hadn’t she? He’d give it his all, no matter what! If she wasn’t pregnant – and more than a little bit sore – after he was done with her today, he wasn’t doing his job right!

Harder and harder he pounded into Rarity, making her jolt forward with every thrust. His balls bumped into her from behind, getting coated in her copiously leaking juices. Rarity let out little gasps – sounding just like a slightly affronted lady – every time he rammed his cock all the way back inside her.

Even as his tip began to flare, he didn’t let up, drawing himself almost all the way out of her squeezing pussy before quickly powering all the way in. With that big flare slamming in and out of her, Rarity’s cries took on a more plaintive tone, but she pressed back against him all the harder, her body tensing up and eagerly taking everything he could give her. She really was tougher than she looked!

As Star felt his climax inexorably approaching, he gritted his teeth, trying to hold it back just a few more moments, hoping for just a little more of the blissful experience of being inside this wonderful mare … and when he looked up, he saw Fluttershy still watching with that pleasant, not-all-there smile.

“Fluttershy, do you…” He huffed as he pushed all the way into Rarity again, pressing his flare right up against the entrance of her womb. “Do you want me to make your friend pregnant?”

“Make … my friend … pregnant,” Fluttershy said, as if just softly talking to herself.

As if he needed any encouragement for that. It was already bound to happen. He didn’t thrust in and out anymore – he just pushed, pushed, pushed. He held himself as deep inside Rarity’s svelte body as he possibly could as he felt it begin to well up from within him.

Rarity simply made a surprised little “Oh!” sound as Star’s cum gushed out, splashing directly into her waiting womb. Even though he’d completely spent his energy fucking her as hard as he could, he still found the reserves somewhere to hold himself tight against her, to pump stream after thick, creamy stream as deeply inside as it was possible to go.

Yes! This was it. He could just imagine all four of the mares he’d been with yesterday and today, all of them together. They were all friends, after all. And they’d all be growing, swelling, all of them pregnant from the same stallion and not even knowing it…

Once he’d given Rarity absolutely every last drop he had, he slowly drew his length out, letting it flop free, his still-swollen flare swinging underneath his belly. Rarity’s pussy was left dripping, of course … but he knew just how to take care of that.

“Fluttershy, come lick my cum off of Rarity.”

“Lick cum … off of Rarity…” Fluttershy slowly, amblingly came around behind Rarity. Star watched, grinning lewdly, as the timid yellow mare nuzzled her way under her friend’s tail without pausing for even a moment. Had these friends ever done something of the like with each other before? He wondered… They did seem so awfully close whenever he’d seen them around Ponyville before. Then again, maybe they really were just friends and had never so much as touched each other before. Ooh… Or maybe one of them wanted to be more than just friends, but had never said anything? With Fluttershy demurely sliding her tongue up Rarity’s perfect little pussy lips, he could easily imagine a scenario where Fluttershy had always wanted to do that, but had never worked up the nerve to ask. And now he was finally giving her the chance.

His cock twinged a little bit. Oh yes, that was a fun thought. But come to think of it, he could use a little cleaning as well…

He walked around in front of rarity, then reared up on his hind hooves in front of her, his limp, messy cock flopping. “Lick my cock clean, Rarity.”

“Lick … cock … clean.”

Even though he was completely spent and not even getting hard, the feeling of Rarity’s firm, confident licks up and down his dangling length was incredible. Now that was the stuff! And she was so good at it! Despite her prim and proper reputation, he had to believe she’d done this before … probably many times before.

Only one detail remained before he’d have them get onto the massage tables as if nothing had happened. “Both of you – forget everything I’ve done with you so far. Don’t talk about it with anypony.”

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!