The Soundblaster Files 2: The Next Level

When I woke up an hour later I was still a wolf, and Barb was holding me tight. “Hey.” I said, making her look up.

“Yes, what is it?” She asked.

“Wanna pet me some more?” I asked.

“Sure.” She said with a smile and she started to pet the middle of my back.

“Gimme a Belly Rub?” I asked. With a smile she started to rub my belly with both hands. “Lower.” I moaned .

“Oh I think I know what you want.” She said moving her hands lower.

“Keep going.” I said as I began whimpering, then she reached my sheath. “Can you kiss it please?” I asked, she giggled before leaning over to kiss my sheath. “Yes, now stroke my sheath.” I begged.

“Can you two not do it here?” Asked Twilight, and I looked to the side to see Twilight working on a potion.

“You're free to join.” I told her.

“Tartarus no.” She said.

“Hey, I jumped in front of that explosion for you, I at least deserve some kind of appreciation!” I said.

“And i'm doing my best to return you to normal, and I need peace and quiet if I'm going to do this correctly.” She told me.

“How about you come join us and relieve some stress? Give the bug up your ass a break?” I said. “It’ll do you good.”

“Yeah relax, Twilight.” Said Barb

Twilight sighed before she said. “Why?” Asked Twilight.

“Because you have been dripping between the legs since Barb started rubbing my belly.” I told her, making her freeze. “Wolf nose smells all.” I said tapping my nose.

“Ugh! Fine!” She groaned.

“Alright! Now if we’re doing this, Barb is in charge and you are her assistant!” I said.

“What?” Said Twilight, confused.

“Simple role reversal, normally Barb is your assistant, but for this situation, you are Barb’s assistant and you have to do anything and everything she or I say.” I explained.

“Uuuh… yeah! And as my assistant, I order you to come here and eat me out!” Said Barb.

“Wait what?” Twilight asked.

“You heard the mistress! Do as you're told!” I scolded.

“Fine.” She said as she walked over, Barb sat on my lap and spread her legs for Twilight. Twilight groaned and reluctantly got close to Barb’s nethers and hesitantly started licking Barb's pussy. Barb laid back and let her tail flick back and forth between her legs as Twilight's tongue lapped at her nethers.

“Do a good job and I might let my puppy here mount you.” She said, gesturing to me. Twilight said nothing and just continued.

“Mistress, I need attention too.” I told Barb.

“Don’t worry my pet, you'll get what's coming to you.” Barb said with a grin as she stroked my emerging shaft.

“Mmmm, thank you Mistress.” I said, wagging my tail.

“That's my good boy.” She said with a chuckle. I brought my head down and gave her a kiss, and she stroked my dick faster.

“Please mistress, can I put it inside yet?” I asked.

“Just wait a little bit longer.” She told me. Twilight continued to lap at Barb’s slit. Barb Began moaning. “That’s it, keep going assistant!” Barb said, and this continued before Barb stopped Twilight, and she climbed on top of me.

“Mistress?” I asked, and Barb slowly started to insert my dog cock into her pussy. “Thank you, Mistress.” I said then began giving her a kiss. ‘I’m glad I’m not too big for her in this form.’ I thought as I ended the kiss.

“This is your reward for being a good boy.” She told me.

“What about her, Mistress?” I asked, looking at Twilight.

“She’ll just have to watch for a bit.” She told me as she started moving.

“May I lap at her pussy, Mistress?” I asked.

“You may.” Barb said, so much to Twilight's surprise I pulled her over, and started licking her pussy with my long tongue.

I laid back and had her butt in my face as I continued licking. As I licked I noticed she tasted like grape soda. “Mmm. Tasty.” I said as I began licking deeper into her snatch.

“Oh Celestia.” Twilight moaned.

“Bet you wish you could have agreed to him sooner, huh, assistant?” Said Barb. “He’s really good with his tongue isn’t he?”

“Yes.” She moaned.

“Mistress, can I mount her? Please?” I asked, giving a few whines.

“If you want.” She told me as she got off of me.

I put Twilight down and got behind her and continued licking. “Mistress, I have an idea, you can use her horn.” I said, mounting her and pushing her head down. “Please mistress, so we can all get pleasure.” I began licking Twilight’s horn, and she started to moan. “She’s ready for you.” Barb grabbed Twilight’s horn and gave it a lick, then took it in her mouth and began sucking on it. “Oh Mistress, that's so hot!” I said as I began humping into Twilight.
4
“You like that? Well I bet you’re going to love this!” Said Barb, then she climbed onto Twilight's head and positioned herself over her horn. Barb held onto Twilight’s horn and lowered her butt onto it. “Ah!” Barb moaned as it went into her anus. Twilight moaned as Barb hilted her horn up her ass. “Ah! Fuck!” Said Barb.

“Oh Mistress.” I moaned as I picked up the pace and humped into Twilight more.

“Ah! This feels so gooooood!” Barb moaned as she began fingering herself.

“Allow me, Mistress.” I said as I brought my tongue to Barb’s slit and began licking.

“Good boy.” Barb moaned as I lapped at her lower lips. After a while Twilight started getting into it and began meeting my thrusts.

“Oh buck!” Twilight moaned.

“I’m close already! She’s too tight!” I Moaned.

“I'm close too!” Moaned Twilight.

“Me three!” Moaned Barb.

I continued on and began going faster, putting more weight into my humping. By now I was ready to blow. “I’m gonna cum!” I told them.

“I’m.” Twilight said.

“Cumming.” Barb finished.

With one final thrust we all climaxed. I’m not sure, but I think I saw fireworks and a few volcanoes exploding, along with a few battleships firing all their cannons. We all collapsed and took in deep breaths and with a bright flash I was back in my pony form, making Twilight scream in surprise and she had another orgasm from the sudden large girth in her insides.

“I guess I don't need to make that potion now.” Said Twilight.

“I guess not.” I groaned. “Can you take it out? It’s starting to hurt.”

“Oh! right.” She said, slipping my dick out.

“Thanks.” I said as I slowly got up then fell back down. “Fuck.” I groaned.

“Rob!” Barb yelped with worry as she came up beside me. “Are you ok? She asked.

“Not really, I should be fine after a few minutes.” I said.

“That's good.” Said Barb.

“Would you mind helping clean me up?” I asked, and she smiled before she started licking my dick. “Mmmm.” I groaned.

“Mmm.” Barb moaned. “I love the taste of your cum.” She said with half-lidded eyes as she continued to lick.

“Fuck, Barb your tongue!” I moaned as my rod began stiffening up again.

“I know I’m good.” She said with a wink as she nuzzled my dick.

“Well, you started it, are you going to finish it?” I asked as my rod began to throb.

“I think we’ll stop here for now.” Said Barb.

“What?! Come on, you can’t just do all that with your tongue and stop?!” I exclaimed.

“Don't worry, I was joking.” She said with a giggle as she started licking the head and gave it a wet kiss.

“Oh.” I said, as she started taking it in her mouth, and slowly took more and more. “Holy fuck!”! I said, surprised, and I moaned as she reached my medial ring. “How are you doing that?!” I asked. She pulled herself back and lookedback at me.

“I've been practicing with watermelons.” She told me.

“You have no idea how arousing that is to me.” I told her.

“Good.” She said before going back to sucking my cock.

“Oh fuck!” I moaned as I bit my lip. Then I noticed Twilight was watching us. “Wanna make out?” I asked her, so she came up to me and we started kissing. “Mmm.” I moaned into the kiss.

“You're a good kisser.’ Said Twilight before we started kissing again.

“Mmn, yeah, so are you one of my marefriends now?” I asked, as we continued to kiss.

“I'll have to think about it.” She said as she broke the kiss.

“Want me to eat you out again?” I asked. “I’m good with those lips too.” I said with a chuckle.

“Alright.” She said turning around. I brought my lips to her pussy and began making out with it, I delved my tongue into her and began rubbing around the inner walls.

“You taste sooo good.” Barb said as Twilight moaned.

“Mmmm!” I moaned into Twilight’s pussy, goading Barb to try using her long tongue. Then Barb surprised me when she started going past the medial ring. “Slow down Barb! Don’t choke yourself!” I told her. She didn't listen, instead she only took more. “Barb! That’s enough!” I yelled and pulled her off. “I can handle blue balls, but I can’t handle a dragon choking to death!” I scolded her.

“No fair.” She whined as she flailed around.

“How about this, we all go upstairs, take a bath, have a little fun there, then go to bed. How’s that sound?” I asked.

“Ok.” She said with a big smile on her face.

“Come on Twilight, let’s go take a bath.” I said as I grabbed her with my magic and put her on my back.

“O-Oh ok.” Twilight said surprised at my sudden actions.

“That turns you on doesn’t it?” I said, smacking her ass. I opened the door to the bathroom and closed the door behind me. I put Barb and Twilight in the tub and turned on the water.

“So who goes first?” Barb asked.

“You get me first Barb.” I said as I got in the water, sat down and leaned against the rim of the tub. “Since you were so eager.” Barb gleefully started to play with my massive balls. “That’s the stuff.” I moaned then pulled Twilight close and gave her a kiss.

“Finally.” Said Barb, as she suddenly started inserting my dick into her pussy.

“There we go.” I moaned, and so did Barb as it grew inside her. “Twilight, help her move please.” I asked, she nodded, and she used her magic to assist Barb. “Mmm.” I moaned.

“I think we should end this quickly so we can get to bed.” Twilight suggested.

“Ugh, as much as I hate this, Twilight’s right. Let’s just get cleaned up. I have things to do tomorrow.” I said, pulling Barb off and putting her in the water and getting soap to clean her up. Twilight washed herself using her magic to wash all over her body at the same time. I got behind her with my loofah and began scrubbing her back. “Here Twilight, let me help.” I said as I scrubbed.

“Thanks.” Said Twilight.

“You're welcome.” I told her. Then Barb got some soap and climbed onto my back and began scrubbing. “Thanks Barb.” I said as I used my magic to give her a good scrubbing and after we were all clean we got in our beds and went to sleep.

—The Next Day—

“*YAWN*” After I awoke with a yawn I smacked my lips and went into the bathroom to brush my teeth then froze when I saw my teeth. I opened my mouth wide and looked at them. No longer did I have canines, now I had fangs. All my canines had grown big and sharp. “Huh.” I mumbled. “Meh!” I said with a shrug as I proceeded to brush my teeth.

Once my teeth were brushed I came downstairs and joined the girls for breakfast.

“Good morning.” Barb, and Twilight said.

“Morning.” I said as I got a few apples. “I’m headed out.”

“Where?” Barb asked.

“I’m going to see a pony about a bird.” I said

“You mean Fluttershy?” Asked Twilight.

“Nope.” I said, grabbing my saddlebags, and they each gave me a goodbye kiss before I left.

I walked through ponyville and saw Pinkie wearing joke glasses. “Won’t be long now.” I said as I got out a pair of binoculars and “birdwatched” or so I would say if anypony asked.

I continued to watch and eat my apples for a few hours, eventually Gilda and Rainbow parted ways and Gilda was left alone to wander around Ponyville. “In for the kill.” I muttered as I put away my binoculars and headed to where Gilda was.

I found her in the market, and she had just used her tail to trick granny smith into thinking it was a snake, making her run off so she could take an apple.

‘Jasmine, did you combine the Gildas and erase their memory?’ I asked.

‘Before she even left Griffonstone.’ She replied.

‘Perfect. I’d also like to let you know that Twilight may be joining the club soon.’ I told her.

‘Ok, just give me a little time, I’ve been busy trying to find the others with Nightmare.’ Said Jasmine.

‘How’s the baby doing?’ I asked.

‘I-I lost it.’ Jasmine said sobbing.

That made me freeze in my tracks. ‘What?!’ I exclaimed.

‘It was a misscarage.’ She told me.

‘Oh honey, I’m so sorry, tell you what, you come to Twilight’s the day after tomorrow and we’ll try again. How’s that sound?’ I asked.

‘O-Ok.’ She told me.

‘I gotta go now, I love you!’ I said as I began following Gilda.

‘Love you too.’ Jasmine said as she cut the connection.

I saw Fluttershy with her ducks and quickly got in front of Gilda without her noticing. Apparently I did such a good job she didn’t even notice me when she went right underneath me. Then I felt her feathered head hit my balls. “Ah!” I Yelped in surprise and pain.

“Whuh?!” She yelped as she jumped back and landed on her ass.

“Watch where you’re going birdbrain! You walked right under me and hit my balls!” I yelled.

“Maybe you shouldn't be standing in the middle of the road!” She yelled back.

“You went under me! And hit my balls!” I yelled.

“And what the hell do you want me to do about it!” She yelled in my face.

“Compensation!” I said putting my face against hers, so I could look her dead in the eye.

“Like what?” She asked.

“Whatcha got?” I asked, pulling my head back up. Then I noticed her butt and thighs. ‘Huh… She's rather plump, not fat, but her ass definitely looks soft and squishy, nice and round too.’ I guess I was staring too long, cuz she seemed to notice.

“Oh, you wanna piece?” She asked seductively.

“Ahem. Uh, I don’t know what you're talking about.” I said, blushing as my ears folded back.

“Don't bother, I caught you staring.” She said.

“Uh…. So you’d be interested?” I asked.

“Maybe.” She said.

“Fine, let’s go somewhere private.” I said.

“You pick the place.” She told me.

“Uhh…. How about…. The spa! We can get a couple’s massage….. and you have to pay.” I decided.

“Alright.” She said. “Lead the way.”

I took her by the claw and brought her to the Ponyville Spa. “I’m Rob, by the way.”

“Gilda.” She said.

“Here we are!” I said and she handed me a bag of bits. “Thank you.” We went inside and were greeted by the twins, Lotus Blossom and Aloe.

“Welcome to Ponyville Spa, how may we help you?” They said in unison.

“Hi, we’d like a couples massage.” I told them.

“Alright, would you please sign these forms before we start?” She asked giving us two pieces of paper.

I read through them and made sure there wasn’t anything undesirable in the fine print. ‘Hmm everything checks out.’ We signed the papers and gave them back to the twins.

‘This way please.” She said, then led us to a massage room.

“Catbirds first.” I said to Gilda.

“I'm a griffon.” She said as she got on one of the tables.

“Same difference.” I said as I got on the table next to her. The two sisters started messaging our backs. “Mmm!” I groaned. “Oh that’s good.” I grunted.

“I'm loving this.” Said Gilda.

“Me too.” I groaned as Lotus hit a spot on my back. “Oh yeah……” I said as I began to relax.

“So would either of you two like us to use scented oil?” Asked Lotus.

“My natural scent is marshmallow, use chocolate, it’ll make me smell like s’mores.” I said.

“Ok.” Lotus said.

“Do you want anything miss Gilda?” Aloe asked.

“No, I'm fine.” She said.

“Cut the chatter, oil me up!” I said then Lotus grabbed a bottle with magic, then squirted a little on my back before she started rubbing it in with her hooves. Lotus massaged my back and began rubbing eventually she came to my front legs then did my back legs.

“Oh!” Yelped Lotus as she got to my butt.

“What?” I asked.

“Oh nothing.” She said blushing.

“It’s my balls, isn't it.” I Deadpanned.

“Y-yes.” She said.

“You can do whatever you want there if you want, I don’t mind. Just make sure you stay in touch afterwards.” I partially joked. “Now keep going.”

“Aloe come see this!” Said Lotus.

Aloe came over to Lotus. “There can’t be anything…….. woah!” She said as she looked over to see my balls. “They’re huge!”

“Yeah yeah, do whatever you want, I don’t care.” I said. I yelped in surprise when they shoved ther muzzles into my balls, and I’m not sure which, but one of them licked my sack. Then the two went back to giving us our massage.

“So you live around here?” Asked Gilda.

“Yeah. I live in the big tree library, golden oaks.” I said.

“Oh, interesting.” She said.

“In my spare time I like to make shit that blows up, other stuff I like to do is scale modeling, I can make my own little world and put whatever I want in it. And sometimes I like to work on weapon designs. Badass weapons that can fill something with holes or blow it up, or do both.” I said.

“Really?” She asked.

“Yeah, I like to tinker. I also like coming up with spells. Oh I have one that’ll make your head spin, wanna see?” I asked.

“Sure.” She said.

“Alright!” I said. then my horn ignited and my head spun all the way around. “Cool right?” I asked but she was looking a little green. “I planned to use it on nightmare night, give the little ones a good scare.”

“Ok now you two can go to the baths while me and my sister… deal with a few things.” Lotus said.

“Ok, come by the library later, I can give you two a massage of my own.” I said, and the twins blushed before we went to the baths.

I opened the door and let Gilda walk in first then closed the doors behind me. “So should we share?” Gilda asked.

“Sure.” I said. “But why don’t we start with a bit of foreplay?”

“Ok.” She said with bedroom eyes, as she went under me and put her face in my sack. I could feel her breath on my sack, then I felt a tongue before she said. “I’m sorry for hurting you.” She then gave my sack a kiss. “How the hell do they get so big?” She asked as she started fondling them. “Are you pent up or something?” She asked.

“Technically yes, my stamina, libido, and hormones are on overdrive, to give an example, it’s like my body is in a constant state of puberty, essentially it means I’m always horny.” I explained.

“Perfect.” Said Gilda seductively.

“What are you planning?” I asked.

“Nothing.” She said innocently as she started sucking on my balls a little before she said. “Mmnh, you taste soo good!” She moaned.

“Thank you.” I said. Just then an average sized stallion came in with his eyes closed, and closed the door behind him on his way in. When he opened his eyes he saw Gilda fellating my balls and looked up at me.

“What's going on in here?” He asked.

“We’re about to fuck, get lost!” I said.

“Well fuck you, and your bucking harpy!” He said.

That last word made Gilda very angry. Over the years there have been a few racial slurs for other races, but for a Griffon to be called a Harpy, that’s worse than saying the “N” word to an African American. ‘The nerve of that guy!’ I thought to myself. Before I could say anything Gilda pounced on him and pinned him to the ground.

“What the buck are you doing!” He shouted before Gilda opened her beak, taking the pony’s entire head into her mouth.

‘No way, she can’t be doing what I think she’s doing.’ I thought as I stared wide-eyed, pupils turning into pinpricks. The pony struggled, but Gilda slowly continued to consume the pony whole till she reached his front legs. He continued to struggle as she made it to his midsection and I could hear muffled screaming coming from her neck. ‘Oh my god she is!’ I exclaimed internally. Finally she lifted her head up and allowed gravity to do the rest, sending the pony down her throat kicking and screaming. Her stomach started to grow larger as the pony started to slip inside, and she closed her beak once the pony was completely swallowed.

“Holy fuck that was hot!” I said, making her freeze and realize what she just did.

“Wait… you enjoyed that?” She asked, as she placed her claws on her stomach where a muffled scream was barely audible.

“It’s a minor fetish of mine.” I said.

“Oh, Well I guess I can be more open then.” She giggled.

“Come here, watching you eat that guy turned me on!” I said, then I sat down and leaned against the wall, revealing my fully erect cock.

“I don't think I can do much with this pony weighing me down.” She told me.

“Use your paws. They look soft and sexy.” I told her, she slowly turned around, then laid on her belly before she started using her paws to play with my dick. “Hold on.” I said then got some moisturizing and skin softening lotion and rubbed some on her toe beans and pads. “Ok, go.”

“This feels a little strange.” She said as she started moving her paws.

“Hey, I have an idea, how about we skip to sex?” I asked.

“With this guy still struggling in my belly?” She asked.

“He won’t be for long.” I said then got a large bottle of water. “Drink this.” She looked at it a little worried, but she drank it anyway. “He should be drowning in stomach acid in a few minutes, now stand up and let me mount you.” I told her. She grinned before she turned around with her ass in the air. I got behind her and looked at her butt. “On second thought, how about you sit on my face and suck me off for a bit?” I asked.

“Then how about you take a load off big boy.” She said with a chuckle. I laid down and waited expectantly. She slowly climbed on me, and sat her fat ass on my face as she began licking the tip of my horse cock. From underneath her ass I could smell Gingerbread. ‘Gingerbread is her scent?! Awesome! I love gingerbread!’ I thought as I began greedily lapping at her nethers.

She started taking the head as I felt her belly slowly becoming smaller, and her body slowly getting a bit bigger, her butt getting larger as well. I continued to lick into her pussy, delving deeper with each lick. She started to take more of my cock, and feeling a beak around my dick was indeed a unique experience but a pleasurable one. I took a deep breath and shoved my muzzle into her pussy, making her squawk, and I began licking deeper into her gingerbread tasting birth canal. All she could do was moan and take more of my cock till she took it all.

I grunted and rolled us over so I was on top. “I’m going to facefuck that beak until you pass out.” I said as I began humping her face, balls slapping against her nostrils, all she let out was a muffled yell as I facefucked her. I continued thrusting and eating her out for a while, until I couldn’t take anymore. So I came down her throat, hilting inside her filling her stomach as she came as well.

As soon as I finished cumming, I pulled out and flopped to the ground. “That was intense.” She said.

“Yeah.” I breathed. “Wanna get in the bath now? I’m thinking we should probably fuck later.” I asked.

“Yeah I've got to digest all this.” She said, then pointed at her belly which was big once more.

“K.” I said then rolled myself into the bath followed shortly by Gilda. Then I noticed she seemed a bit pudgier than before. “Hey, looking good.” I told her, holding her close.

“Like I said, I'm digesting.” She said.

“No, I meant the extra padding you’ve grown in all the right places.” I said, so she took a look at herself.

“Hmm I guess you're right.” She said before she started to relax in the tub.

I began relaxing as well and sank deeper into the water. “Ah, it’s so warm here.” I said with a sigh.

“Well it is a hot tub.” She said chuckling.

“Yeah, but it’s been so long since I could relax!” I said with a groan.

“Well now you know where to go when you need to take a load off.” Gilda said with a relaxing sigh.

“So do you wanna be a girlfriend of mine? I have this collar with your name on it.” I said holding up a black collar with metal spikes and a silver dog tag with “Gilda” engraved on it. “And if you take the collar, you get a place to rest, three meals a day, and a good fucking when you need it.”

She looked at the collar in thought before she said. “Why not.” She said with a smile on her beak.

I gave her the collar and she put it on. “Oh that looks so good on you!” I said.

“It’ll take some getting used to.” She said scratching at it.

“Are you kidding? It goes great with your whole emo vibe! You look super hot with that thing!” I said.

“Hmm I guess you're right but it's a little itchy.” She said.

“Lemme see.” I said then looked at the collar. “Ah lemme just…… there!” I said as I fixed the collar. “How’s that?” I asked.

“It's perfect.” She told me.

“Great. Come on Pinkie’s having a party, let’s go!” I said as I got out of the bath.

“Do we really have to go?” Asked Gilda.

“Yes. Besides, we could play seven minutes in heaven if you know what I mean.” I said.

“Ok.” She said as she got out of the tub.

After we left the baths we headed towards the exit and left the spa. “So, Gilda, can you cook?” I asked.

“I can.” She said.

“But not well?” I asked.

“No.” She said with a frown.

“Ok. I guess Pinkie and the Cakes can teach you, and give you a job. You’re going to need a job here if you’re staying.” I said.

“I guess you're right.” She sighed.

“I have a few odd jobs around Ponyville, plus I stay rent free in another girlfriend’s house, they are going to love you.” I said as we arrived.

“Well, here we are!” I said, then we walked inside.

Luckily I was able to make sure Gilda didn’t set off all the pranks….. by setting them off myself. Overall Gilda was having a good time and she was happy. I was enjoying some punch, fresh punch that wasn’t spiked with hot sauce, and eating some cake, when Miss Cake walked up to me.

“Hey I heard you wanted GIlda to work here, is that true?” She asked.

“Yeah, what about it?” I asked.

“Well I wanted to discuss a few things with you, perhaps in the kitchen.” She suggested.

“Ok.” I said as I followed her to the kitchen, and after the door was closed she locked it.

“There now we should not be disturbed.” She told me, a primal hunger in her eyes.

“Disturbed?” I asked, confused.

“Aloe and Lotus have already told me about you and Gilda, and I want a piece.” She said hungrily.

“But what about your husband?” I asked, backing up against the wall.

“Please, he hasn’t touched me in months! I have needs too!” She cried.

“Alright, but if we do this, you’ll have to leave him.” I said.

“Not a problem, we’re already discussing things after I caught him with Cheerilee.” She explained.

“Ok, if you want it you’ll have to get me ready first.” I said, sitting down, she turned around, and backed up into me.

“I've never really done this before.” She said as she started grinding herself against me.

“Could’ve fooled me.” I said. “Mmnnf fuck! Get on the table!” I ordered.

She grinned and did as she was told, laying her front half on the table while letting her back half hang off. “Ok I’m ready.” She told me, moving her tail aside. I got behind her and brought my front half onto the table and shoved my crotch against Mrs. Cake’s butt.

“Oh.” She said in surprise as she looked back. “You're quite big.”

“I’ve been told.” I said as I pulled back and prodded against her snatch. She let out a quiet moan, and wiggled her hips, getting more of my dick in her pussy. I thrusted into her hard and drove myself all the way to the hilt.

“Oh Buck.” She screamed, then I used magic to soundproof the room.

“Damn you’re tight!” I groaned as I began humping.

“I've never been properly filled till now, so buck me hard.” She told me.

“I’m already getting close, I’m going to cum soon.” I groaned.

“Do it inside.” She told me.

“But you’ll get pregnant!” I exclaimed.

“That's what I want, do it! fill me with your baby batter.” She moaned.

“Ok.” I told her. I began thrusting harder into her, and I could feel myself getting closer. I saw her biting her lower lip as I rammed her. “I’m gonna cum!”

“YES! MAKE ME A MOTHER!” She screamed as we both came.

“Fuck…..” I groaned as I slowly pulled out. Mrs. Cake laid on the table breathing heavily as she relaxed in the afterglow. “Hey, clean me off will you?” I asked, then I pulled her off the table and put my dick in her face. It took a bit but she started sucking my dick. “From now on could you have a few pastries delivered to the library each morning? Like donuts, ginger cakes, cupcakes, cookies, stuff like that?” I asked.

“Sure.” She said as she finished.

“Good. And be sure to eat a few pastries yourself, I want that ass of yours to be bigger next time I see it.” I said, smacking her butt.

“I'll try.” She said as I unlocked the door, and walked out.

I went back to get some punch and found Gilda Talking to Barb. “What you two talking about?” I asked.

“Nothing important.” Gilda said.

“Ok, Barb, I wanted to invite Gilda to our little group. Are you ok with that?” I asked.

“I'm fine with it.” Said Barb.

“Great, have you smelled her? She smells like gingerbread!” I said then put my face into Gilda’s chest and took a whiff. “Ahhh, smells nice! Come on, take a whiff Barb!” I said, making Gilda blush.

Barb took a few sniffs and said. “She does smell like gingerbread.” She said with a smile.

“I know right! It just makes me wanna take a bite!” I said, then gave Gilda’s shoulder a nibble.

“HEY!” Said Gilda as she pushed me off.

“Sorry, I just really like gingerbread.” I said as I got up.

“I understand but don’t bite me.” She told me.

“K, let’s go home, the party’s dying down. I’ll meet you back at the library Gilda, go spend some time with Rainbow, come on Barb.” I said kneeling down for Barb to get on. She climbed up and gripped my sides in order to hang on.

“Ok I'll come by the library later. I still need to get some stuff from my old place, so it might take awhile to move in.” Gilda said.

“K. See you there!” I said as I picked up a bunch of brownies that had a picture of a leaf next to them that none of us noticed.

After picking up a few other snacks and a couple of goodie bags, we headed back to the library. “So what’re your plans for tomorrow, cuz I feel like playing with my miniatures.” I asked.

“I don't have anything planned.” Said Barb.

“K, how about we give you a bath?” I said as we reached the library.

“You mean now or tomorrow?” She asked.

“I meant now, you stink.” I said as I opened the door and brought her upstairs to the bathroom.

I put her in the tub and began filling it with lotion. “Why are you filling the tub with Lotion?” She asked.

“To make your scales softer, your skin is a bit too rough, being a reptile is no excuse.” I said.

“Alright.” She sighed. I then took one of her claws and a nail file and began sharpening them. I also got out some shampoo and conditioner and dumped them into the tub then began filling the tub with water. I dumped some bubble bath into the flow and watched as the tub filled up.

“This actually feels kinda nice.” She said as the water level rose, and she relaxed in the bath sitting back allowing her shoulders to sink below the water.

“Make room, Gilda will be joining you, as will I and Twilight.” I told her, then added some body wash into the mix.

“Hey Rob.” Shouted GIlda outside the door.

“I’ll be right back.” I said as I turned off the water and headed downstairs. I opened the door and saw Gilda with a packed duffle bag. “Hey. Need help?” I asked.

“Yeah I still got quite a bit of stuff to bring over.” She told me as she put the bag down.

“It’s all in griffonstone, right?” I asked as she came inside.

“Yeah.” She told me.

“Gimme a sec.” I said as I lit up my horn and opened a portal to her house. “There. Now let’s get your stuff.” I said.

“Great.” She said as she went through the portal, and a few minutes later came back with a few more bags. “There is still more but this will be enough for now.” She told me.

“Hold on, let’s get it all here now.” I said then cast a spell on a few brooms in the broom closet.

Immediately the brooms came to life and began marching through the portal and began bringing in furniture. “What the.” Gilda said in amazement.

“Whimsical ain’t it?” I asked.

“Yeah.” She said in response as Twilight walked in.

“Hey, Twilight, I got a new pet!” I told her, which made her sigh.

“How am I not surprised?” She asked.

“Say hi to Gilda!” I said, showing her Gilda in a collar.

“Oh! I thought you meant an actual pet!” Said Twilight, then she froze. “Wait, why is Gilda here? Why hasn’t she gone back home?”

“I brought her into the little harem we’re making. I already talked it over with Barb.” I said.

“I believe I said I would think about joining.” Twilight told me.

“Twilight, we already had sex. You’re in already. Or maybe not, I’m not entirely sure how a harem works.” I said then noticed the brooms were bringing in sticks. “Oh crap. One moment!” I said then left them to talk while I stopped the brooms.

“Ok that’s enough!” I yelled, Canceling the spell, making the brooms die and fall to the ground, and I tossed out all the sticks they were bringing in. I used my magic and began organizing all the furniture, and finding a good place for them, and cutting alcoves into the tree wherever I needed storage space. “There we go.” I said. ‘Hopefully those protection spells work on everything when Tirek blows this place up. Then all the books and furniture should be safe so Twilight will have a better time adjusting.’ I thought to myself.

I went back up to Twilight and Gilda and saw them smiling as they talked. I snuck up behind Gilda and shoved my snout into her butt and gave a lick to her snatch and took a big whiff of her scent.

“Hey. We’ve already done it today.” She told me.

“I can’t help it, you smell and taste so good!” I said as I gave her pussy another lick.

“Ok but not here.” She said.

“Twilight, go join Barb in the tub, we’ll be joining you in a moment.” I said then Gilda led me to the couch and shoved me on my ass onto the couch, while Twilight went upstairs.

“So should we get straight to it?” She asked.

“Yes please.” I said, so she turned around, and backed up towards me, till her pussy was rubbing against my sack. I put my hooves on her butt and watched them sink into the soft fat of her ass. “Oh…. Gilda, this ass is beautiful… so nice and plump.” I moaned.

“Good, but how I got it must remain our little secret no matter what.” Gilda said.

“Only if you let me give your big gingerbread butt a bite every now and then.” I said.

“Fine.” She said.

“Yay!” I said then picked her up and bit her ass, making her squawk, then put her back down. “You are deliciously sexy.” I told her, then her wings spread until they were completely out and stiff with a “pomf!” sound. “Is that a wing boner?” I asked with a chuckle.

“Y-yes.” She said, embarrassed.

“Awwww that’s adorable.” I said pulling her close for a kiss, then put her back down. Then my dick finally reached full length, and she started hotdogging it. “Oh….” I moaned.

“We’re going to have a lot of fun.” She said.

“You are naughty.” I said.

“It's a gift.” She chuckled as she continued hotdogging me, but this time a bit faster, then she stopped.

“Why’d you stop?” I asked.

“So we can really get started.” Gilda said with a grin as she tried pushing my dick into her anus, but she found it difficult until the tip suddenly went in making her gasp. “It's so big.” She groaned.

“Fuck…… your so soft inside.” I moaned.

“So are you gonna take charge, and show me how its done or am I gonna take the lead?” She asked.

“You take the lead. Oh, and since you don’t have a bed, you can sleep in my bed tonight.” I told her. “None of the broomsticks brought your bed, I think someone might have stolen it while you were gone.”

“Its fine.” She told me.

“K.” I told her, and she started taking more until she finally took it all and once she did she let out a quiet moan.

“Fuck! You’re so warm.” I moaned as I put my hooves back on her ass and moved her up and down.

“This feels amazing.” She moaned out as she started going a little faster.

“I’m gonna cum.” I moaned.

“So am I.” She said, and it did not take long for the two of us to Cum together, I filled her ass with my cum as she squirted her juices onto the floor.

I slowly pulled out, got up, and brought my dick to her beak. “Open.” I told her, and when she did I shoved my cock down her throat all the way to the hilt. “Mmmn. Good. Now hold onto it.” I said as I began walking, and dragging Gilda with me. I made it to the stairs and began walking up and made it to the bathroom where I saw Twilight and Barb talking in the tub. “Hey.” I said, getting their attention. Then I felt Gilda start sucking. “Gilda, let go and get in the tub.” I told her, so she did and climbed into the tub.

“What's going on?” Asked Twilight.

“Nothing, you girls just keep soaking and cleaning each other, I gotta go check on my pets.” I told them then went downstairs and saw Kitty taking a nap. “Oh Kitty~” I called. “I got something for you.” I said.

“And what would that be.” Kitty said as she rubbed up against me.

“Oh you know what it is.” I said, as she licked my dick then moved up to kiss my cheek. “Good kitty.” I said then gave her a kiss on the cheek.

“I'm sure I’ll enjoy it.” She said as she got under me and started using her tail to angle my dick.

“I hope so.” I said, as I felt her back up and take my dick and moaned as she took every inch.

“Fuck.” I groaned.

“You feel even bigger than before.” She said.

“Or you’re just horny, I can smell your heat from across town, I’m surprised there aren’t a few male cats gathered outside.” I said.

“There were but they went home with either scars on their faces or crushed balls.” She told me as she went faster.

“You’ve been unfaithful?” I asked.

“No, I beat them up. Now are you gonna fuck me or not?” She asked.

“Shut up.” I ordered as I beganas I began putting weight onto her back and began pounding into her.

“Yeees, fuck your pussy cat.” She moaned as she met my thrusts.

“I think we should switch positions, my legs feel like they’re going to give out.” I said.

“Alright.” She said, then I laid on the ground as Kitty got on top of me as she immediately started riding my cock.

“Boobs.” I said as her boobs were swinging freely in my face. She pressed her breasts against my face as she went much faster. “Yeah, ride this pony.”

She gently grabbed the back of my head then put one of her nipples in my mouth and I started sucking on it. “That's right baby, drink mommy’s milk, and soon you're going to help me make a litter.” She moaned.

“Mmm.” I moaned as I suckled on her nipple.

“Fuck, you feel so good inside me.” She moaned, going as fast as she could.

“So soft… so good.” I moaned as she started moving her hips in a circle motion as she rode me. “I’m getting close.” I moaned as I continued sucking the milk from her teats, then out of the corner of my eye I saw a mouse. I was about to say something when I saw kitty grab it, then swallow it whole. I used my magic and manifested a large rat held in my magic grip by its tail. “Do that again.” I told her, and she took it into her hand and gripped its tail as she lowered it into her mouth, swallowing it whole. “I’m gonna cum.” I said.

“Yes! Give me kittens! Make me a momma!” She screamed as we both came, and I filled her womb to the brim. “It's so warm.” She moaned before she passed out on top of me while purring. I slowly pulled out and got up after rolling her off.

I went back upstairs and into the bathroom and saw Gilda and Barb making out while Twilight watched with a blush. “You two seem to be enjoying each other.” I said as I got in the tub. I was about to relax in the tub when Gilda put one of her paws in my face.

“Mind giving me a foot rub?” She asked.

“Sure!” I said as I took her paw and began massaging it, though I’m not sure how I was, I didn’t have any fingers to do it, but surprisingly she moaned, so I must’ve been doing something right. Barb took this moment to sit on my lap and grind on me.

“Umm You three have fun I have to get up early in the morning to do a project.” Said Twilight as she got out of the tub and started drying herself off.

“Can’t you give me a kiss before you go?” I asked.

“Sorry but no I have to get to bed.” She said as she finished drying off, then left the bathroom and closed the door behind her.

“Good night!” I called out as I continued to massage Gilda’s paw.

“You're pretty good.” Gilda said.

“Thanks.” I said then switched to her other paw.

“Wow.” Was all Gilda could say as Barb lubed up her anus with soap.

I continued massaging Gilda’s paw and made her moan with pleasure, making sure to use skin softening lotion from the tub. “Your paws are so cute. I like them.” I said softly, making her blush and look away in response. “Barb, you’ve been quiet.” I said to her.

“Just waiting for my turn.” She said.

“Your turn? For what?” I asked.

“You’ll see.” She told me.

“I’m confused.” I said then Gilda moved her paws down to play with my sheath and my balls. “Ah!” I yelped. “What are you doing?” I asked.

“Having fun.” She said with a grin as my dick started to come out of hiding.

“Uhhh.” I groaned as Barb climbed onto my rising dick, then with some assistance from Gilda, she got it inside her anus. “Tight.” I said. Gilda grabbed Barb’s midsection, then sarted moving her up and down on my cock as if she was a sex toy as she contoinued to give me a great footjob with her soft paws. “Ah… that feels so good.” I moaned.

“I feel the same.” Barb said.

“More…. I need more.” I moaned. Gilda started to focus more on Barb making her go faster but still kept up the foot job. “Wait! Stop!” I groaned in distress.

“What’s wrong?” Gilda asked as she stopped.

“Yeah!” whined Barb.

“I just don’t feel right. Can we please stop?” I asked.

“Ok….” They said, worried, as Gilda pulled Barb off.

My dick slowly retracted into my sheath as I got my loofah and began scrubbing away the grime of the day. Once I was done cleaning myself I used my loofah on Gilda and Barb and made sure to get them clean.

“You sure you're ok?” Asked Gilda.

“I’m fine.” I said as I got out of the tub, the two soon followed me and dried off before they followed me to our room.

I removed my pillows from my bed and had Gilda lay down in their place after giving her my pillows. “Aren’t these yours?” She asked.

“I’ll get a new one.” I said as I layed on my righ side, facing Twilight’s bed, and put my head on Gilda’s plush butt.

“What are you doing?!” She snapped.

“You are the new pillow. Before, your fur was rough and dull. Now it’s soft and shiny. And your ass and thighs are the perfect thicc-ness to use as my new pillow, plus the ginger scent calms me.” I told her.

“Oh… ok.” She said a little confused as she laid down. Just then Barb climbed onto the bed and snuggled into my chest.

“What are you doing?” I asked.

“Getting comfortable.” She told me.

“Hey Rob?” Twilight asked.

“Yeah?” I asked, wrapping my hooves around Barb.

“Where are your dogs? And your Bat?” She asked.

“Basement, I put Lupa and Loona in their own Kennel, Cuddles is on the basement ceiling.” I told her.

“Alright, I'll have to put some beds down there or something in the morning then.” Twilight said as she rested her head.

I patted Gildas Butt like you’d fluff a pillow, and rubbed my face against her plush rear as I closed my eyes.

“Goodnight.” Said all the girls at once.

“Good night.” I said back with a yawn as my horn dimly glowed white before the lights went out, and everyone went to sleep. ‘Huh.. I could have sworn my magic was red… oh well.’ I thought before the sweet embrace of sleep overtook me.