A Kinky Nightmare

by SonicBlitz18

Rating: mature
Tags: Queen Chrysalis, Profanity, Alternate Universe, Anthro, My Little Pony: Friendship is Magic, Spike, Rarity, Nightmare Moon, Romance, Sex, Fetish, Nightmare Rarity
Length: 17395

Spike the Dragon is given an extra special Nightmare Night gift this year, one he didn't expect, but something he'll most certainly enjoy.

"Nightmare Night, what a fright, give me something sweet to bite." A phrase spoken and shouted throughout the town of Ponyville. But for one dragon, his night has only begun. Wanting to get something special for her special little guy, Rarity enlists the help of two familiar dark and former villainesses to give Spike a Nightmare Night gift he won't ever forget.

Featured: 10-30-21

Entry for Broni-Wan-Kenobi's Nightmare Night Contest

Published 2021-10-30 03:00:02 UTC
Last updated 2021-10-30 03:00:02 UTC

A Nightmare Night Treat To Remember

-Primal Lust-

Nightmare Night, the holiday where fillies and colts dress as their favorite monsters and go trick or treating, and for cool Nightmare Night Parties, courtesy of the resident party planner Pinkie Pie and her lover Cheese Sandwich. Spike was walking around the castle, dressed as an ancient knight. Clad in plates of gold that shaped up a muscular chest, with curved shoulder plates that reached down to his elbows, the excessive armor covering a long blue robe, kept close with a belt that held a hammer crackling with fake lightning and a plastic crossbow. He clanked around in the massive costume, his dragon strength rendering the mass of metal little more than a light coat to him.

“Looking good Spike, looking good,” he said to himself as he was posing in front of a mirror in his room. He grabbed his hammer and swung it around, smiling as he flexed. Though it wasn’t visible under the mountain of armor, he was certain that his physique looked fantastic. Putting a foot on a chest, he struck a heroic pose, imagining an undead monster crawling up to him. “Begone, foul blight! I shall smite thine very bones from the mortal realms! In the name of Sigmare, I shall-”

“Spike, what are you doing?”

The dragon yelped as he fumbled his hammer, wincing as it hit the ground. Turning to the doorway to his room, he spotted Starlight standing there. She wore a sexy vampire costume consisting of a long, immaculate black gown with a stunning red cape, the collar popped up to the top of her head.

“Uh, hey Starlight!” Spike said, picking up his prop. “Uh, you saw all of that, didn’t you?”

“Just a bit,” Starlight said. “I kinda wish I could stop walking in on you like this. It was kind of funny the first few times, but now I’m actually kind of worried this is gonna be our thing.”

“Yeah, yeah that’s uh… yeah. So, where’s Twilight? Is she getting her old Star Swirl the Bearded costume?”

Before Starlight could answer, there was a sound of a gust of wind coming in through Spike’s window. The smell of smoke, a few moments later the scent of burning fabric came quickly to them.

“What the… something’s burning!”

“Don’t worry, it’s just… ‘shattered dreams,’ Twilight said. She actually dressed like an astronaut.”

Spike peered out the window to see Twilight throwing a star decorated hat with bells being thrown into a kiln, just as she spit in it. The spit take suddenly made the flames sprout to twice their height, and the Princess turned and walked from it.

“Wow. Didn’t think she’d hold that kind of a grudge against him,” Spike said.

“Didn’t Star Swirl try to kill you the first time you met because he thought we were being invaded by dragons?” Starlight said.

“Yeah, but she’s all about redemption and forgiveness. I mean, Tempest nearly toppled Equestria in a day and Discord is… well, Discord.”

“She wasn’t even half this pissed when I nearly ended the world,” Starlight muttered. “Still, there was quite a bit of blood that day. I still remember seeing Rarity holding you when we got to the hospital. Poor girl looked like she was going to lose you.”

Spike sighed, a small smile coming to him from the memory. Funnily enough, Spike looked back on that attack fondly, as it was in the hospital after the fact that Rarity had admitted her feelings for him. The thought of him being lost so suddenly had shocked the unicorn to her core, and she didn’t want to wait another day to tell him. In a way, Spike was thankful for Star Swirl’s prejudice, since it ended up landing him the love of his life. It was only that virtue that made Spike keep Celestia, Ember and Thorax from ripping the old pony several dozen holes in him, though Twilight had gotten a solid enough punch in before he could intervene.

“Princess Celestia was the one I was the most worried about,” Spike added with a sigh when he remembered her reaction to what happened when she found out. She was extremely close to beating him to a pulp. Mentor be damned, she treated Spike like her own son and hearing what Star Swirl did, really set her off. Luna said that her mane practically caught fire like a raging inferno. “I honestly thought that she was going to burn him alive after she heard what happened to me. I don’t think I’ve ever seen Celestia so angry or Luna so scared before in my life.”

“I’d only hate to think about what would’ve happened if the Crystal Empire got a hold of him,” Starlight added. “I bet that if he so muched as scratched you while you were there, they would’ve immediately dog piled him.”

Spike shuddered at the thought of an angry flash mob of Crystal ponies that would be out for blood if word got out of what Star Swirl did to him. Especially if Cadance or Shining found out, there would have been nothing left of that old bag.

“He’s just lucky that he doesn’t live there,” Spike added. “Anyways, I’d rather not think of him right now, I’d rather think about the surprise that Rarity has for me tonight.”

“Oh, what kind of surprise Spike?” Starlight asked.

“Not sure yet,” Spike added as he pulled out a letter that he got from Rarity. Which at the end of it had a kiss mark of purple lipstick.

“Dear Spike
I know that we have to deal with Nightmare Night and all, but I have something very special planned for this year’s festivities. My sister Sweetie Belle will be spending the night with her friends over at Sweet Apple Acres, and my parents are away on vacation, so we won't be bothered for the time being. I’ll be waiting for you in the basement of my Boutique. Don't be late darling,
Rarity Belle.”

“Sounds like it’s something pretty spicy for her to send a letter like this,” Starlight added with a smirk. “Never would’ve pictured Rarity doing something like this.”

“Are you really one to talk when I walked by your room and saw you and Trixie riding Sunburst like a crazed bull?” He rebuked, making Starlight blush in response.

“Not funny Spike,” Starlight groaned in annoyance, but then flinched as to how he would know that.. “Wait, how would you even know that?”

“You’re a loud screamer by the way,” he said with a smirk. “Twilight had to mute your room just to keep any passersby from hearing you.”

“Oh stars above,” Starlight groaned, facepalming in embarrassment.

“Seriously, Twilight thought you were getting stabbed. Which, you were, but not with a knife.”

“Spike,” Starlight growled, glaring at him. “You say a word of that to anypony, and you’re gonna wish Twilight never taught me the dragonfire messaging spell.”

Spike frowned, narrowing his eyes. “You wouldn’t.”

“Five bits for a ten-gallon bucket of rotting fish guts says I would,” she smirked.

Spike shuddered in disgust.

“Okay, I’ll stay quiet,” he added with a sigh. “That reminds me, isn’t Flurry supposed to be coming to Ponyville tonight?”

“She is, and she’s actually dressing up as a dragon for her first Nightmare Night,” she said with a smile. “Said that she wanted to look like her favorite uncle this year.”

“Awe, that’s cute,” he said with a smile on his face. “I’d love to see her before I head out.”

Around that time, Twilight walked in wearing her astronaut costume holding an even look.

“You're done burning that ‘one’ costume?” Starlight asked.

“Yes, I’m done, and I just got a letter from Cadance,” Twilight added. “She says that Shining and Flurry are on their way now. We can meet them in the main hall.” She smiled brightly.

“They’re teleporting here through that new magic doorway you guys made?”

“They are, so they’ll be here any minute.”

The three made their way down to the main foyer, where they saw the shimmering gateway that Twilight and Starlight had worked on. With the goal of making travel easier for the Princesses and hopefully other ponies in the future. It was afforded a large enough room to allow more than two dozen ponies to mill around in, and with a flash, the swirling vortex of purple and blue energies split apart to allow several familiar ponies to walk through.

“Auntie and Unkie!” Flurry greeted, jumping and brimming with excitement.

“Flurry!” Spike greeted, kneeling with his arms wide open.

Flurry Heart charged him, her oversized dragon costume shuffling around as she took to the air with her massive wings, encased in cardboard with drawings of dragon wings. She landed with a heavy thud against his armored chest, but showed nothing more than a big smile as she grappled her uncle.

“RAWR! I’m a dragon!” she said, flashing a set of plastic fangs.

“Wow! What a fierce and pretty little dragon you are!” Spike said.

“Yeah! I’ll fight the Princess and foal nap the brave knight! Bwa ha ha!”

Her horn sparked as she pretended to breathe fire, climbing up his armor until she was grappling his unguarded head. Holding onto his spines for support, she stood tall and proud as she played his head like a bongo.

“I am victorious! The siege on Ponyville begins! All shall cower in fear and give me their candy!”

“Well, she’s certainly having fun,” Shining Armor said, hefting around a lute while wearing a tight jester’s attire.

“And that’s going in the album,” Cadance said, snapping a quick photo as she straightened out her monstrous, black chitinous costume.

“Whoa, Cadance what are you wearing?” Starlight asked.

“Oh, this? It’s some kind of legendary beast in Changeling mythology. Thorax sent over some costume designers when I mentioned that it’d make a great costume, and now here I am.”

“You look like one of those aliens in Sunburst’s tabletop games.”

“Pffft, yeah, the lame space sci-fi one. Glad this family only sticks to the more masculine olde fantasy version,” Shining said, trying to undo his wedgie from his tight leggings.

“Apparently a bunch of Changelings actually helped make that series in secret. Turns out most of the Changeling economy depended on tiny plastic miniatures more than their actual conquest of-”

“Mooooooooom!” Flurry moaned. “Can we pleeeeease go get candy now?” The tiny cute alicorn pouted, making her eyes big.

“Right. Well, I suppose we should start about the town then, shouldn’t we?”

“Yay!” Flurry flew off of Spike’s head and landed on the large carapace of Cadance’s costume, tapping her fake claws against it. “Onward, noble broodlord!”

Shining took a passing sniff at the air and scrunched a bit.

“Ugh, what’s burning?”

“Oh, nothing important, just something I forgot to get rid of a long time ago,” Twilight said.

“Well that dictionary you got Flurry’s gonna join whatever it was,” Cadance mumbled.

“What!?” Twilight barked, an eye twitching.

“I said why don’t we go out on the town already? Quick, we're burning daylight, after all! Spike, are you coming with us?”

“Actually, Rarity asked me to meet her in a bit, so I’ll have to see you guys later.”

“I’ll save the peanut-butter and chocolate candies for you, unkie!” Flurry said, waving enthusiastically.

Spike finally left after seeing Flurry off on her first Nightmare Night in Ponyville. He was excited for what plans that Rarity had for the night. They went on a few dates here and there, but he didn’t expect her to be more of a kinky mare behind her posh demeanor, but he wasn’t complaining. Spike continued to walk through the ‘spooky’ streets seeing fillies and colts going to different houses to enjoy their Nightmare Night festivities. It wasn’t just for kids though, as Spike even saw Pinkie pie participating in the same chicken suit that she wore last time.

“Some things never change,” Spike said to himself as he could see Rarity’s boutique in the distance. He could see that Rarity decorated the place almost like a vampire's tower castle. Spike could only think of what costume she would be wearing for this year's Nightmare Night. His mind began to wander around as he continued walking through the streets.

He first imagined Rarity in a Sexy Egyptian Goddess Costume, the see-through gown trailing over her supple breasts as her nipples just barely poke through the thin fabric. The thought of peeling off the ropes of linen she’d clad herself in to see the succulent-

“Whoa!” Spike said, ducking underneath a tree branch, “gotta watch out for those.”

He then began to imagine Rarity in a skimpy Vampire Costume, a v-neck splitting the dress down to her thighs. The thought of the tight leather skirt barely holding in her succulent ass like a tightly bound marshmallow made him lick his lips, and the thought of tearing them open to dive in and-

The jingle of chain had alerted him enough to duck, and Spike gasped as he watched a heavy wooden sign swing where his head was a moment ago.

“Whoops, sorry Spike!” Derpy said as she lifted the sign for the Nightmare Night festival. “It’s kind of hard to see out of this helmet!”

Spike eyed up Derpy’s own knight costume, a more Roam-esque theme with a longer skirt and a thin helmet.

“It’s alright, just be a bit more careful!” he said.

He then began to imagine her as a sexy white mage from his Ogres and Oubliettes campaign. A white dress split down the thighs and exposing a generous portion of her tits, with thigh-high boots. He grinned as he thought of himself as a dominating knight, taking down the rogue traitor and ravaging her as punishment for turning-

“Hey look out!”

The shout ripped him from his brief fantasy and he quickly shielded his face from a flying frying pan, the cast-iron projectile bouncing off of his defensive plates and landing on the ground. Spike looked down to see that it was from an event booth, a challenge where ponies would throw pans for prizes.

“Sorry about that!” a stallion at the stand said. “Should have put up a barrier or a curtain.”

“It’s alright.” Spike said, handing off the pan to him. “Just be careful with these, that could have hurt.”

“Will do! Oh, and watch out for the-”

A spider flew through the air and grappled onto Spike’s face, his screams muffled by the furred beast’s thorax as it started biting him.

“-enchanted spider tossing booth behind us…” the stand stallion said, wincing.

Spike tried desperately to pry it off before it erupted in green flame, his fire breath making it disappear in a flash of emerald. The ashes whisked away as Spike leaned back, panting.

“Oh.... oh, that was awful,” he said. “I think I’d rather have gotten-”

CLANG

“OW! FUCK!” Spike cried, clutching his face.

“Sorry!” Derpy said, holding another frying pan. “I thought the spider was still on your face.”

“Ow...it’s alright,” Spike groaned, still feeling the sting from when he was struck. Luckily he was almost there as he was walking away from the fair, not wanting to get struck by any more random throwing objects. After everything that went down from his daydreams, Spike finally arrived at Rarity’s doorstep.

“Rarity, it’s me,” Spike called out as he rang her doorbell. He waited for a few minutes, but there was no answer

“Rarity?” he asked again as he rang her doorbell again. He was confused at first as he pushed against the door. He was surprised to find the door was unlocked.

“That’s strange,” he thought to himself. He knew Rarity for a while and knew that she would never leave her door unlocked like that at this time, unless she was home. Spike soon walked into her home to find that it was poorly lit. It was very dark to see, but with being a dragon, he didn’t have that problem. Soon as he took five steps into the house, the front door behind him suddenly slammed shut. Spike jolted a bit at that, but began to think of the letter that Rarity left him.

“Oh I get it,” he said as he began to relax a bit but still had a bit of a nervous expression. “Either she’s trying to pull a Nightmare Night Prank, or this is part of her surprise.”

He turned around to find that the boutique part of her home was a bit dishelven. Spike saw some ponnequins and it looked like she was working on something but it wasn’t complete. Three dresses were on each ponnequin and he saw three plates of half eaten food on a desk next to him as well.

“Huh, she must be devoted to this,” Spike thought as he walked forward, expecting a scare. “Wonder if she talked with Pinkie or Rainbow Dash about this?”

As Spike was searching Rarity's home to see where she was, he wasn't aware that he was being watched. Spike heard the stairs creaking behind him as well as a pair of hoofsteps coming from upstairs.

“Rarity?” he asked himself. He walked towards the staircase and began to climb up the stairs. He suddenly stopped when he heard another noise from below him. Another pair of hoofsteps as well. He then remembered the note that Rarity left him saying to meet her in the basement. He decided to check the basement that was in the kitchen next to her boutique. He had to give her props, whatever she had planned for him was giving him a good scare. He opened the basement door in the kitchen, and looked inside to see that it was pretty dark, even for him to see.

“Strange, I can’t see much down here,” he said to himself as he stepped inside and climbed down the staircase. As he walked down, some candles began to light his way, leading down to the basement. The atmosphere was somewhat dank, but it seemed like another genuine room more or less, with a large bed in the corner and a few dozen extra ponnequins taking up space. Boxes were stacked in the far wall, and there were some pipes zigzagging about overhead. With some boarding and a little cleaning, it would be easy to see this as a guest room for nearly four whole ponies.

“Guess she hasn’t done much cleaning around here,” Spike chuckled to himself. As he walked in, another candle lit up in front of him, and he found himself staring at a small coffee table with a glass of milk as well as another note on it.

“What’s this?” Spike asked himself as he looked at the note that was lying there.

“Dear Spike,

I hope you enjoyed some of the scares that I gave you, but I wanted to make this Nightmare Night very special. There was a special fantasy I wanted to indulge into for a while and I hope that you can help me do just that tonight. What I left on this table is a very special drink that I made for you. I had some help with the recipe from a few good friends of mine. We called it the Sweet Lullaby. Hope you enjoy it, my Spikey Wikey, you’re going to need it for tonight,

Your’s truly, Rarity.”

Spike smiled as he looked at the drink in the glass. He wondered what it was and why he needed it for tonight. Setting the letter down, he took the glass off the table and took a sip. To Spike's surprise it was milk, but the milk he was drinking tasted very different. He tasted a mix of different flavors. Strawberry, Mint, Cinnamon and a hint of lime. He savored every last drop he consumed that Rarity made for him and gulped it down slowly, enjoying the mixture of flavors in his mouth. A couple minutes later the glass was empty and he sighed contentedly as he drank the last of it.

“That was good,” Spike said to himself, placing the glass back on the table. “I gotta ask Rarity for this recipe later.”

He heard a giggle behind him and turned around to see nothing but shadows. In fact, he noticed that everything around him seemed to dim, as if all the light in the world was being sucked away. The weight of his armor felt like it was dragging on him now, his eyelids began to grow heavy, and he collapsed to the floor. On his way down, he caught a glimpse of three pairs of slit cat eyes stalking him from the darkness before he joined it himself.

“Ungh, my head, what happened?” Spike said to himself as he was slowly regaining consciousness. The last thing that he remembered was drinking the glass of milk that Rarity left him, and blacking out. He slowly opened his eyes to try and understand what was going on.

It was still the basement, that much he could tell by the pipes and small windows near the top of the room, but it felt much different. All of the boxes and spare stands for clothes were gone, replaced with two couches, a giant black throne in the corner, and candles everywhere. The smoke was thankfully being pooled through a fan duct in the center, but as he sat up, Spike took notice of the bed he laid on. It was the same, but now it was adorned with immaculate silk sheets that felt nearly weightless in his claws. The cushions on the bed were replaced as well, with three threaded embroidered pillows bearing the letters, “C”, “N”, and “R”.

Another worrying realization was that he could see his armor on one of the stands in the corner, and looking down confirmed that he’d been stripped to nothing but his boxers.

“What happened to my costume?” He asked in confusion. He began to think if this was a cruel prank and how much it must’ve hurt, until he heard giggling behind him. Spike flinched as he turned around.

“Who’s there?” he asked. A pair of indigo cat slit eyes looked back at him. Followed by a pair of sky blue slit eyes, and another pair of emerald eyes all looking back at Spike. “Who are you?”

“Now Spike, is that anyway to treat a lady?”

Stepping out from the darkness, the bright blue eyes were followed by a mare with dark black fur, as if the shadow itself were clinging to her body. A starry mane flowed from her unhelmeted head, and trailed down her shoulders, over the straps of her silver gown. The dress twinkled in the dim candlelight like a diamond, the immaculate piece split down the middle and held together by dozens of strings, holding the dress together with a 3 inch wide opening that showed her ample cleavage, her toned stomach, and her blue panties, as well as an ample view of her large thighs. Nightmare Moon strutted into the light with all of the beauty of a goddess, and the pearly sinister smile of a devil.

“Honestly, I thought he’d be more courteous as he is with his sweetheart,” another voice echoed.

The green eyes approached now, the inky blackness of the far corner peeling away against the cold, coal-like chitin of the smiling Changeling. A web of disheveled hair framed the fanged face of the royal as she played with the shoulder strap to her bright green attire. The dress was draped over her like a poncho, only it didn’t cover nearly as much, what with the sides leaving everything exposed at the right angle. From her generous bust to her toned legs that trailed on for days, the former Queen of the Changelings was as seductive in her attire as she was sadistic in her cruelty. Chrysalis chittered as she approached the paralyzed dragon, licking her lips as she eyed up her new meal.

“Please, darlings, you should know by now in earnest…”

The third pair of slitted eyes approached, and with the clarity of the light Spike hitched his breath. Wavy purple hair billowed on an invisible breeze, streaks of white tarnishing the mane he knew and loved. What was a gorgeous expanse of alabaster had darkened to a midnight grey, though it was obvious that what it lost in brightness it gained in supple mass. With a purple dress that hugged her enlarged bosom tightly and left only a small v-shaped curtain covering her privates, the third mare carried poise and beauty that was as familiar as it was dreadful to see now. Rarity emerged, encased in a veil of darkness as the cursed form of yesteryear returned.

“... my little Spikey only has eyes for the most beautiful mare here, after all.”

“Wh-what’s going on?” Spike asked in confusion, still not sure of what was going on.

“What I told you in my note Spikey Wikey, we’re giving you a Nightmare Night that you’ll never forget,” Rarity told him as all three mares surrounded him.

“Wait what? What the fuck is happening!? Why are you evil again!? Why are they here!? WHAT!?”

“Okay, I feel like we’re not going to get anywhere with him yelling like that,” Chrysalis said. “Listen well, dragon, because we’re only going over this once, alright? We’re… not evil anymore,” she said with a pout.

“Oh, gee, why don’t I believe that!?”

“Shut up! I had to scrounge through bugs and dirt for months like some parasite because you and that bitch Mesosoma revolted my entire hive into those disgusting new forms of theirs! I was barely lucky enough at all to get away from that infernal Cozy Glow and that lazy lout Tirek before they nearly destroyed the world! I hid out in that grossly incandescent city of crystals to the North and struck a deal with Cadenza.”

“What!? No, there’s no way that Cadance would allow you to-”

Chrysalis slammed a fist into the bed between Spike’s legs. He quickly guarded his jewels as Chrysalis growled, showing off a small ruby embedded in one of the holes in her arm.

“Because of this, I’m being tracked by half of the Royal Guard every step I take. I can’t eat, I can’t sleep, I can’t even have a moment to myself in the bathroom unless I inquire with this little shitty gem! She has me on a leash effectively, and until I can pass her stupid little tests, I’m stuck like this!”

“So what, I’m just some pawn for you to get out of this agreement?”

“Actually, no, this has nothing to do with that. I just want something big and strong to fuck my brains out until I can be blissfully unaware of my torment for just one night. It just so happens that your little marefriend here wanted something scary and erotic for your ‘Nightmare Night’, and I happen to excel in both of those categories. Our goals for the night happened to line up, and thus, here we are.”

Spike nodded, seemingly satisfied by the answer before he turned to Nightmare Moon.

“And you? How come you’re back?”

She smiled and sat next to him on the bed.

“My dear little dragon, I never left. The darkness in one’s heart can’t be shattered and destroyed, only offput for so long.”

“But why are you here? I thought that if you were still around, Luna and Celestia wouldn’t stop looking for you.”

“Because I never left them either. You see, after that little blast from the Elements, I was reduced to naught but a little voice in Luna’s shadow, desperately clawing at the bindings for a mortal frame of my own. During one of her little experiments that she conducts by herself, I happened to get a hold of a few dozen samples of gems and blood, and now I’m made manifest once more! Of course, being in a body of flesh and blood instead of magic and darkness means I’ve inherited several dozen weaknesses, such as needing to breathe, and craving sweet pastries.”

Spike nodded along.

“So, upon my capture by the Princesses, I agreed to a little deal with them. I would be allowed to keep my mortal shell and live on my own, so long as I used my powers for their benefit.”

“Such as?”

She glared and frowned at him.

“I spent nearly three months locked in a foreign land with that imbecile Blueblood before I truly gave up on my darker arts and they use me now as a stand-in for when they want a vacation.Thankfully with that other mare, Twilight Sparkle, taking the throne, I’m due a much easier job as I can’t so easily disguise my proportions as her, given the sheer difference in height and, well, mass,” she emphasized by jiggling her fat tits.

Spike ripped his eyes away from the wobbly abyss close to his face before he tried to backpedal from the two villainesses.

“Wait, no no no, there’s no way that Twilight’s okay with any of this! Especially you,” he growled, pointing at Rarity.

“Spike, please calm down, I assure you that I’m still the Rarity that you know and love under this change in appearance,” she said solemnly.

“Oh yeah? Prove it.”

Rarity clasped her hands together and took a deep breath.

“That day, when Starswirl attacked you. I remember exactly how I found you.”

Spike’s eyes widened as she spoke.

“When I got to that room, C32, you were laying in the bed with a splint on your left leg and your hands in braces. They hooked up IVs by prying some of the scales in your left arm sideways and they couldn’t administer any painkillers because of your allergies. It was…” her fingers clenched, a quiet cracking sound ringing in Spike’s ears, “it was awful. You were in agony, and your chest… I couldn’t handle it, Spikey. I fell down and cried all over you for what felt like hours. The doctors tried to pry me off, but I wouldn’t let go. I couldn’t. I realized that day, that moment, that very second I saw you… everything we’ve done in our lives, every adventure we’ve gone on, it could have been the last. Every time we go out there and do what we do, could be the end. And I didn’t want that to be your end, in pain as the words of a bastard rang in your head. I had to make you happy, and I didn’t want to waste what little time we might have had hung up on drama. I told you… I told you then and there, that I love you.”

She climbed onto the bed, her dress flickering and burning away as she formed a red set of lingerie, elbow-length gloves travelling up her arms as she crawled over him.

“I always have and I always will. And I’ll never, ever let you go again.”

“Rarity,” he said in a shallow breath as the realization dawned on him to the truth of what his true love said, “how… how did you even get back like this?”

“Oh, well, I happened to never actually lose this form entirely. It only ever comes about every few months. Twilight and I ran some tests back when it first came back, and it turns out it’s something I can easily slip in and out of at will with little consequence.”

“Wait, was that why you acted strange around me a few weeks ago?” Spike asked.

“You mean when you walked in on me when Twilight had me naked on a table?” she told him with a blank stare, and Spike blushing in response.

“Yeah, also when you and Twilight both blasted me out of the room in a panic,” Spike admitted, giving a nervous smile. He remembered that day he was blasted into the wall and blacked out. When he came to, he was on his bed with an ice bag on his forehead and Twilight and Rarity apologizing, but at the same time scolding Spike for not knocking first.

“But more to the point, do you have control of this?” he asked her, wondering how much free reign she had on her newfound abilities.

“Of course I do Spike,” she told him with a smile.

“Does that mean that if you master this form, you will be able to control it?” he asked her.

“Yes, one day. And what with these two assisting me in some capacity, it’ll happen sooner rather than later.”

“Speaking of sooner, are we going to dine on this delicious dragon delicacy or am I walking home hungry and horny?” Chrysalis asked, tapping her fingers on the bed frame. “Seriously, I’m surprised the venom hasn’t kicked in yet.”

“Wait, what? What venom are you-Oh gods!”

Spike cried out in shock as he felt a bolt of lightning run up his dick. Taken aback by the sudden sensation, he watched as his slit split apart, the pink rod of dragon flesh jetting out inch by inch as the mares around him watched in awe. Once his full length was unsheathed, Nightmare Moon was blushing and Chrysalis looked as if she were staring at a pile of gifts on Hearth’s Warming Eve.

“What the fuck? What did you do to me?” Spike asked in both awe and confusion.

“The drink that I left for you Spike,” Rarity said with a smirk. “It’s a mix of flavored milk and I even had Chrysalis do me a favor and added her potent venom into the mix.”

“Wait, if this was a part of my surprise, why didn’t you have Chrysalis just bite me?” Spike asked.

“Do you have any idea how tough Dragon Scales are?” Chrysalis bluntly stated. “I nearly broke my fangs last time I tried.”

“Okay then, but where did you get the milk?” Spike followed up.

The mares all exchanged a look and smirked before the other two snapped, their dresses falling away to show their undergarments. All three mares, now that Spike could see, had dark spots in the center of their bras, right where their nipples would be.

“Hope you enjoyed it, dragon,” Nightmare Moon said, cupping her enormous chest, “because there’s plenty more for you on this glorious night.”

“So Spike, are you ready for a Nightmare Night you’ll never forget?” Rarity told him with a smirk. “Because we’re going to make sure that you enjoy it.”

“Believe me, I’m ready,” he told her with a smile.

Before Spike knew it, all three mares tackled him onto the bed. Spike felt himself surrounded by a sea of soft curvy flesh from three voluptuous mares. Their large, leaking breasts rubbing against his scales, their milk almost acting like a lotion making their breasts feel slippery.

Spike didn’t have time to think of that as his face was busy being assaulted by Rarity’s lips. Her tongue entered his mouth and he could taste sweet cream donuts as both of them began to french kiss each other. Chrysalis was licking at the nape of his neck, and playfully biting him. Nightmare moon was watching his raging erection twitch as she and Chrysalis were stroking him off.

“I must say, you have grown since the last time we’ve seen each other,” Nightmare Moon mentioned with a lustful smirk.

“I have to agree,” Chrysalis added, leaving a claw against his leg. “Seeing the former whelp turning into a hunk like this is quite a sight.”

Rarity broke the kiss as she turned to her other partners.

“Glad you think so girls,” she told them. “He’s grown into quite the stud the past few years. But, rest assured, just like any other good little colt, he’s very fond of large chests indeed.” She smirked, jiggling her bra clad breasts suggestively.

The three mares chuckled as they removed their bras, lowering themselves down Spike’s chest as Rarity kissed his pecs and abs while Nightmare Moon played with her nipples and Chrysalis ran her tongue down his scales. Eventually, the three reached his pillar of draconic power and soon, Spike knew nirvana. Three sets of breasts, all massive and soft enough to eclipse the Princesses themselves, all clasped tightly around his cock, drowning his senses in a sea of euphoria as they sloshed their milk-filled tits against him. Surrounded on all sides and overwhelmed in all senses of the word, Spike’s eyes nearly rolled into his skull as his tongue flopped uselessly around his mouth, words failing to form as he focused solely on the pleasure.

“Wow, all it takes is our tits and he’s left a drooling mess,” Chrysalis smirked as she and he girls continued their boobplay against the horny dragon who was now panting in arousal at the generous amount of breast flesh that was being freely offered to his claws and mouth.

“Honestly, who could blame him? Do you have any idea how many millions would have shed blood to be sandwiched between the bosom of royals such as us back in my time?”

“Well I did say that he had an obsession with a mare's supple assets, but I never thought that having three at the same time would make him act like this,” she told them, winking at her lover. “I don’t think he would’ve ever expected this.”

“Indeed,” Moon replied, squeezing her large breasts along with the others, making the dragon groan in pleasure at the warm softness enveloping his hot, throbbing spire.

Damnit, why do evil mares get such good assets,’ Spike thought to himself, seeing as he was at the mercy of these busty vixens and their ample bosoms were massaging and caressing his cock. All he could see was a mass valley of cleavage as all three mares continued to please him with their chests. His cock twitched madly as dribbles of precum leaked from his tip the more all three mares rubbed against him, enveloping him in the bountiful softness of their chests. Rarity smirked seeing Spike like this as she looked at her darker partners. As much as Rarity wanted to ride him right now, she wanted to have Nightmare Moon and Chrysalis at least get some fun out of this experience.

“So which of you would like a taste first?” she asked them, getting their attention. “I think it’s only fair that I let you have some fun before we move onto the main event.”

“I shall claim him first,” Moon said, wrapping her lips around the dragon's cocktip. Sucking gently, Spike moaned at the combination of velvety softness surrounding his cock and pelvis along with the mare of the night's lips worshipping his tip. Nightmare Moon was also mindful of her teeth as to not hurt him as she lapped up more pre that was leaking from his tip. She savored the dollaps that danced in her tongue as she still sucked his twitching tip.

“Hurry up, I want to have a turn,” Chrysalis told her as she wanted to have a taste of the horny dragon. “I haven’t had a chance to feed all day and I’m starving here.”

“Now, now ladies, there's no need to rush,” Rarity told her. “She hasn’t really felt anything like this in 1000 years, so I think it’s only fair to let her have her fun.”

“Fine, but I call next, when she pulls up,” Chrysalis told Rarity, to which she sighed as they let Moon continue to have her fun. Nightmare Moon continued to lick and tease Spike’s cock head for another thirty seconds until she pulled up, licking her lips in satisfaction.

Seeing her chance, Chrysalis descended onto the horny dragon’s dick, her long serpentine tongue coiling around his dick tip. This was a much different experience for Spike. Her forked tongue lapped at the tip of his dick wanting to savor and enjoy his pre that was still leaking from his tip. She was very soft and wet, and Spike was surprised how careful she was even with her fangs. She pulled up for a few seconds as she savored the small dollops that she was offered.

“Mmmm quite the delight from such a virile specimen. I wonder how much you can,” She then gave a sensuous lick from the base to his tip. “Produce for us.”

Spike wasn’t sure what to say with how arousing this was. Three busty villainesses, servicing him on Nightmare Night with them all playing with each other too, it was quite the show to say the least.

“Alright Chrysalis, you had your fun,” Rarity said with a smirk. “Now it’s my turn.” She then opened her mouth, and wrapped it deftly around his cock tip, making him groan out with pleasure. Her mouth was like velvet, and her tongue was like silk as it rubbed against his tip. Spike moaned out feeling her silky lips trying to suck him dry and Rarity was enjoying watching him squirm in pleasure. ‘Yes, keep doing that Spikey-Wikey,’ She thought as she suckled on his cock, tasting his yummy pre. ‘Give me your cum.’

As she continued to worship his tip with her plush lips, a familiar sound caught her attention. She stopped sucking his tip and looked up to a raunchy sight. In front of her, while rubbing their breasts against Spike’s raging length, Nightmare Moon and Chrysalis were making out with each other in front of her. ‘How interesting,’ She thought with a little giggle.

“Well, this is a rather interesting sight,” Rarity smirked, getting the mare's attention.

“What?” Chrysalis retorted. “We needed something to do while you had your face in his tip. And I have no problem making out with another mare.”

“Well, you do feed on love,” Rarity remarked in response. She then glanced at Nightmare Moon, signaling her for another dive while she turned to Chrysalis for a makeout session of her own. She immediately locked lips with the changeling while Nightmare Moon was tasting Spike’s tip again. ‘Hmm, not bad,’ Rarity thought as she made out with Chrysalis, their tongues intertwining with each other. ‘Not bad at all.’

‘This is acceptable for me,’ Nightmare Moon thought as she sucked out more of Spike’s pre. Enjoying the sweet yet salty taste of the drakes essence.‘Quite acceptable.’

Spike let out another groan as he laid there. He felt like he was in heaven with the treatment he was getting. Two beautiful mares were making out in front of him, while another was servicing his cock tip, worshipping it like it was a divine object of masculinity. This was a euphoria for him, especially since his cock was still trapped between their tits. Each time one of them descended on his tip, the two remaining mares would take turns making out with each other and vice versa. This went on for several minutes and Spike thought that he was going to die happy at this point. As this continued though he was feeling something growing in his body. A feeling that was familiar to him but it also wasn’t familiar to him at the same time. He also felt something else.

‘Fuck!! Am I about to blow already?!’ He thought as he felt a pressure building in his crotch. His balls twitched as they began to produce hot virile sperm. ‘I’ve never been brought so close to an orgasm before!!’ The sensation prompted him to start humping their chests and mouth, catching the girl’s attention.

‘He’s already getting ready to blow?’ Chrysalis thought as she continued to make out with Rarity. ‘I must say I'm a bit disappointed.’

‘Oh Spikey-Wikey,’ Rarity thought with a silent groan of displeasure. ‘I’d hoped you could hold out longer than this. But…I guess I can’t really blame you, since you’re being pleased by three dark queens.’ She mentally sighed, but smiled to herself.

‘Hmph!! The mortal is already preparing to blow his load,’ Moon thought as she sucked on his cock tip, which was producing a thicker pre. ‘How disappointing. I hope his output is at least…adequate.’

All three mares began to move faster as Spike’s face was showing a pleasured look, with his teeth gritted a bit as he tried to hold out as long as he possibly could. ‘Come on!! Just a little longer!!’ he inwardly screamed. ‘Don’t….fuck!!!!’

Spike tried to hold on a little longer, but the softness of their breasts, the warmth surrounding him, the buildup of pressure was too much for him. WIth a loud growl, he came.

His cock throbbed as streams of thick, white cum came shooting out like it was a fountain. Said streams proceeded to land on the girl’s faces and bosoms, covering them up. His cumshot was pretty intense making the girls react in shock to how much he came in response.

‘Oh my!’ Rarity thought as she stopped kissing Chrysalis, feeling the warm cum run down her face and chest in large volumes. ‘He’s never cum that much before.’

‘Well well well, the dragon can produce a lot,’ Chrysalis thought, pleased at the amount Spike was pumping out onto them. ‘My venom never ceases to get results.’

‘This is an acceptable amount of cum,’ Moon thought, satisfied with the results. ‘He should be able to produce enough for all of us.’

His cock continued to spurt cum onto them for at least 30 more seconds, before it started to slow down. Eventually, his cock let out one more spurt, and then stopped.

The girls then pulled away from him, and looked at each other.

“I must say Spike, you’ve made quite a mess for the three of us,” Rarity said with a smirk, looking at the mass amount of semen that he gave them.

“Indeed he has,” Moon said as she looked at her breasts, which were almost completely white with cum feeling the hot white fluid begin to matte her fur.

“Well, it’s all because of my venom that he can produce this much,” Chrysalis said matter-of-factly as she took a glob of his cum and placed it in her mouth with a finger, sucking on it as she tasted his seed. “Mmmm. Not bad.”

“I think he looks close to passing out,” Nightmare Moon said, gesturing towards Spike.

Spike seemed to be panting a bit, feeling a bit tired after that wonderful orgasm from his girlfriend and her new friends bountiful chests. His dick was still twitching, but looked to be going limp for a bit.

“Great, does this mean that he’s out for the count?” Chrysalis said in annoyance.

“Oh I know a way to make him get back on his feet dear,” Rarity smiled as she turned to both Nightmare Moon and Chrysalis with a smirk. Her attention towards Nightmare Moon. Before the dark princess got a chance to ask what the fashionista was going to do, she began to lick her face and then kiss her on the lips, much to Moon’s surprise.

“Oh, so that’s where you’re going,” Chrysalis smirked as she joined Rarity’s playful grooming.

She then began joining Rarity and Nightmare Moon into licking each other clean. All three mares were licking the sweet and salty taste of Spike cum from their bodies and savoring it in each other's mouths. Meanwhile Spike was recovering from his afterglow and slowly began to sit up in response. He checked his surroundings to see where he was and when he looked up, his face burned red.

He was met with the wondrous sight of three beautiful and busty mares cleaning themselves of his liquid pride. Spike began to drool seeing the sight which didn’t go unnoticed by the darker mares. ‘So the little dragon here likes this, hmm?’ Chrysalis thought with a smirk. ‘Well then, let’s give him a show he’ll never forget.’ And with that, she began to slow her licks, making them even more sensual.

Moon and Rarity caught on to her plan, and began to do the same, making sure to get every bit of cum off of them. As they licked each other, their hands began to travel lower and lower down their bodies. Rarity was pleasuring both Chrysalis and Nightmare Moon’s pussies as both mares began to play with their heavenly breasts, liking the furry softness from each of their mountainous chests. Chrysalis wasn’t planning on being outdone as she was massaging Rarity’s ass and Nightmare Moon was playing with her milk laden breasts.

‘Fuck that’s hot!!’ Spike thought, before he felt that feeling from earlier start to grow. ‘What is that? Why does it feel…familiar?’ That feeling continued to grow throughout his body, and seemed to be physically changing him, as his pupils started to narrow, puffs of smoke began to flow from his nostrils, and his muscles began to pulse with his heartbeat.

While this was all going on with Spike, the girls continued to clean themselves off, licking up his delicious cum with their tongues, while Rarity pleasured their pussies.

Eventually, the girls had licked themselves clean, and before they could say anything or move, they heard a deep, guttural growl, sending shivers down their spines.

“What was that?” Nightmare Moon asked, wondering where that came from.

“I have no idea,” Chrysalis replied with a shrug.

“I might know the source of it though,” Rarity said, before turning to where Spike had been, which prompted the others to look at him as well.

There, they saw a surprising sight.

Spike growled as his fangs grew sharper, the familiar feeling from last time sparking in him once more. He felt….strong, and wild. And right now with his muscles shifting beneath his scales, his cock hardening once again like a steel girder, he liked that feeling.

“What is happening with Spike right now?” Nightmare Moon asked. “I don’t think I’ve seen this happen before.”

“I don’t know,” Rarity replied, confusion written all across her face. She hasn’t seen this from Spike before since that day when he went on a greed induced rampage.

“I think I may know what’s going on,” Chrysalis said as she looked at Spike’s eyes. “You see, my venom causes different effects based on how much I’ve used. With most ponies, all it takes is just a small amount of venom to get their motor going. But since I’ve never used so much on a creature like him before, especially on a dragon, I didn’t know how much he would get affected.”

The moment the words had just left her mouth when Spike started to grow before their very eyes. It was quite an interesting sight to behold.

“Spike...want…” he growled as the three mares shifted in surprise.

His whole body began to spasm, with his muscles and tail starting to grow bigger, his fangs becoming much sharper, and his claws growing thicker, longer and sharper. He was becoming a hulking monster as his scales became much darker. His body mass increased in size to the point where he eclipsed all three mares in height. By the time his transformation was done, he let out a mighty roar causing all three mares to stagger back in surprise.

“Oh my,” Rarity said in shock, seeing Spike’s new form.

“Wow, never seen this happen before,” Nightmare Moon said with a smile.

“Gotta admit, it’s new for me,” Chrysalis said, being the most impressed. “Especially with what he has now, mmm.” She smirked, licking her lips sensuously.

Nightmare Rarity and Nightmare Moon were at first confused by what she meant until they looked down between Spike’s legs. Not only was he much taller than them, but his cock had grown as well. It looked both menacing and arousing at the same time, and his dragon balls looked much bigger. Multiple ridges and bumps ran along the surface of his massive cock, looking like they’d give anyone who dared to put that third leg of his inside them the ride of their lives. The tip was a light pink in color, with the rest of it a dark purple and happened to be much thicker than it was before.

‘Well now, I think this night has gotten a bit better,’ Chrysalis thought with a smile.

‘His Cock is certainly…impressive,’ Nightmare Moon thought with a smirk as she stared at his rod. ‘This will be fun.’

‘Oh my!! Spikey Wikey looks so…menacing, so masculine, so...studly,’ Rarity thought, her face heating up a bit as her mind started making wild steamy fantasies of her getting ravaged by a feral Spike. ‘Mmmph he’ll rip me in half with it!’ The thought seemed to turn her on even more, as she could feel her pussy heat up a bit and begin to leak her feminine juices.

Spike sat up on the large bed, his nostrils flaring as he looked around the room, searching for something. He could smell something in the air, something strong, and he wanted to find the source. He sniffed and sniffed for several seconds, before his eyes landed right on Rarity.

“Spike, are you o-” She didn’t get a chance to finish her sentence as Spike suddenly lunged at her, pinning her underneath him on the bed. She let out a yelp in shock seeing the hulking beast above her, his feral growls echoing in the room as he was now grinding his cock roughly against her dripping pussy.

“Sp-Spike,” Rarity said in shock, feeling his massive length on her marehood and almost between her heavenly breasts again. She didn’t even have a chance to speak when Spike aligned his tip with her dripping lips and forced his hot twitching length inside of her. Rarity let out a loud moan, feeling her pussy being stretched to the limit as it conformed to the shape of Spike’s raging dragon cock. She threw her head back at how big he was and shuddered wildly feeling the ridges gently scraping her walls. They kinda felt like someone was running their fingernails on them. This was a different feeling from her toys, let alone any stallion. There was no way that they would be able to please her like this feral and primal version of Spike could.

‘Well, this just got even more interesting,’ Chrysalis thought as she watched the scene. ‘I hope his stamina got better at least.’

‘What an interesting development,’ Nightmare Moon thought with a smirk as she watched Rarity be played with and teased by Spike. ‘Perhaps I can make it....moreinteresting.’ WIth that thought, she sauntered over to Spike, and slowly pressed herself against him, resting her hands on his shoulders as she did so and began to lightly massage him, cooing into his ear.

Spike let out a small growl as he felt the pair of hands on his shoulder, causing Nightmare Moon to quietly shush him. “Shshshshshsh, it’s just me Spike,” Moon said to him soothingly, while rubbing her leaking breasts against his back. “I’m just helping you have a bit more fun.”

“Naughty,” Chrysalis teased as she saw what Nightmare Moon was doing. Her gaze then turned to Rarity who was still trying to adjust to Spike’s new size. She looked like she was ready to pass out from the size of his dick piercing inside of her alone. But the feeling of being ravaged by a primal beast like her draconic lover was such a turn on for the dark mare.

“How's it feeling down there Rarity?” Chrysalis teased, watching the look on her face, enjoying watching Rarity squirming beneath Spike. But it got her thinking of how much of a beast the dragon will be as he is currently fucking the light out of her. Speaking of that, Spike started moving, pulling his raging boner out of Rarity’s marehood until the tip was left inside. He then forcefully shoves his dick back in making her moan out. The feeling of Spike’s dick slamming against her cervix was as if she was getting a punch to the stomach, but not in a painful way. Spike kept a slow and steady rhythm with each thrust with his cock thrusting hard in and out, invading her cervix every downstroke like a battering ram against her most fertile depths. She kept her arms behind her head as Spike continued to thrust his hips in her pussy.

“Not even gonna go soft are you huh?” she teased seeing Rarity's lewd face. Moon didn’t have much time to think about that when she felt something slapping against her ass. She flinched in response and turned around to find Spike’s tail flailing behind her smacking her ass again causing her to shudder again as the muscled appendage cracked against her fur like a whip.

“Naughty dragon,” she said in a teasing manner, feeling the stinging sensation against her rear. She knew that a dragon’s tail was entirely made of muscle, but was surprisingly smooth. The spines on the end of his tail looked menacing, but it only seemed to arouse her further. Dragon’s can use their tails like a weapon, but she did wonder how it would feel inside of her pussy. Smirking, she grabs his tail, getting the dragon’s attention, wondering what was going on. He stopped thrusting much to Rarity’s dismay and turned around to find Nightmare Moon grabbing his tail. He let out a growl getting her attention, but she gave him a reassuring smile.

“It’s alright, stud,” she added as she lifted herself up a bit. “I just wanted to feel good as you were with Rarity.” Spike was confused for a bit until he felt something wet on his tail. He then followed the feeling and looked between her legs to see that Nightmare Moon carefully placed the tip against her drenched lips. She began to hotdog the tail like it was a cock until a good amount of her juices were spread all over on the end, once wet enough he slowly moved it past her lips and with slow careful deliverance making the mare moan until she gasped as it stopped at a barrier inside of her.

“Ah, take care dragon, I… still have my purity as they would say.”

“Wait, you are a virgin?” Chrysalis asked bluntly, getting an annoyed groan from the dark mistress.

“Yes you daft bug, It's not like I had it broken when I got my new body. And with my background I didn’t have any lovers willing to share a bed with me.”

“Well...luckily you do have one now,” Rarity moaned out, still feeling his massive appendage inside of her. “Don’t worry, I’m sure that Spike will be able to-OOH!” Rarity moaned as Spike continued to thrust inside of Rarity while slowly pulling his tail outside of Nightmare Moon. Once outside he began to press his tail hard against her pussylips, making sure to rub against her clit.

“W-why did he do that?” she moaned out, feeling his tail rubbing her sensitive clit.

“Guess he understands the importance of saving your virginity until the main event,” Chrysalis smirked, seeing how he was still able to think despite his feral state. “Guess he wants to give you something more pleasurable when he ruts you senseless.”

“Even… in this state he...OH! He knows how to...Mph! Treat a mare...Oh Celestia!” Rarity moaned.

“He appears to, anyway,” Chrysalis said as she stopped masturbating and walked over to Rarity’s head. “But enough about that.” She then positioned herself so she was hovering directly over Rarity’s face, which had a look of pleasure on it, and squatted down. “Lick.”

‘Oh…oh my,’ Rarity thought as she found her face pressed into Chrysalis’s glistening pussy. ‘Well, if she insists.’ She then stuck her tongue out and began to slowly and sensually lick her pussy lips, making Chrysalis sigh happily.

“Good girl,” She said as small waves of pleasure began to roll throughout her body.

Nightmare Moon continued to rub herself against Spike's back, riding him like he was some kind of sexual bull while Chrysalis was enjoying Rarity’s tongue. Her milk laden breasts rubbed against Spike’s scales as if it were a silky lotion. Nightmare seeing this quickly leaned over the huffing male and began glowing her horn, then opening her mouth, her tongue began to grow longer and longer while moaning in the dragon's ear.

“Mmm don’t mind me stud, I just want a taste of your girlfriend's milk,” She purred and extended her tongue further until she wrapped it around Rarity’s left breast. Teasing her nipple with her tongue, she surprised the fashionista, but she welcomed the sensation of the alicorn's magically extended tongue. Caressing her breast while wave after wave of pleasure washed over her as the two went back and forth with Spike slamming himself deep within the love of his life while Nightmare Moon licked away the dribbling milk that flowed out of her nipples, memorising the ambrosia taste on her slurping tongue.

Spike latched himself upon Chrysalis's right breast which she moaned in appreciation at his attention, mewling at the feeling of his rough scaly lips roughly massaging on her supple fur and soft rubbery nipple like he was a foal nursing from his mother. Sucking hard, he desperately gulped down her sweet lime flavor which to him was heavenly. Meanwhile, Nightmare Moon released her tongue from Rarity’s nipple, taking the strawberry milk flavor to memory and continued to grind her drenched mound against his scaled back and tail.

“Mph, naughty dragon,” Chrysalis moaned, feeling his mouth trying to drink as much of her milk as possible. She hugged his head close as he was still thrusting in and out of Rarity. Chrysalis continued to grind her hips in Rarity’s face, wanting to feel more of her tongue in her folds.

Spike growled in pleasure and brought his right hand to Rarity’s now exposed breast slick with the alicorn's saliva. He began to squeeze and suck on Chrysalis breast, ravaging her wobbling chest, memorizing every centimeter of her warm fuzzy flesh with his hands. His tongue rewarded her with a reverb of delicious feelings running throughout her body.

The former changeling queen was on cloud nine. She felt the waves of raw lust and the minor loving gestures were quite the intriguing snack for the empath considering she’s hardly eaten properly in weeks. She wondered what it would feel like to dominate the mighty drake as he continued to ravish his prized mare, or riding on his tail while watching Moon or Rarity being plowed into an indentation on the bed sheets. She felt her hand being soaked once again as she couldn’t wait to make the dragon her little breeder when she got her turn.

“You’re just itching to jump him when he finishes with her aren’t you?” Moon asked, turning to Chrysalis.

“What do you think?” she told her in a snarky tone, while rubbing her clit faster. “I said I was starving and I’m going to have my fill.” She growled feeling frustrated that at the moment she couldn’t get any relief besides Rarity eating her out.

“Ugghh, yes, yes, yes, fuck me with that tail of yours dragon! Ravish my soaking depths while you claim your mare!” Nightmare Moon moaned, rubbing her muzzle at his shoulders while pleasure poured over her like a waterfall. This sensation was something she’d never felt before, and she’d wished she’d felt it sooner. She could only wonder what his duck would feel like inside of her rather than grinding against his tail and back.

“Enjoying yourself, Moon?” Chrysalis teased, grinding her pussy against Rarity’s face even faster. “‘Cause I sure am.”

The sheer eroticism of the scene drove deep into Spike’s primal side. The sight of the mares eating one another out, the heat and softness of their coats on his scales, and the unbearably intoxicating scent of sex permiated every fiber of his being. A pulse from his heart throbbed his pillar of dragon flesh as the sheer arousal coursed through his every vein. With a hearty thrust, he dug into his mare with even more force than Rarity thought she could have taken up until then. His mighty claws gripped her cushiony backside, digging the fine points into her cheeks and driving her to moan into Chrysalis’ cunt.

“My my, it seems that we’re inspiring quite a reaction from our lovely dragon,” Nightmare Moon chuckled. “Oh, how I envy you, Rarity, and how you’ve kept this all to yourself for so long.”

“Given I did foalnap him and his friends before, but if I knew he’d be this much of a-Mph!” she moaned but was cut off when she felt Spike sucking more and more on her breasts as he was fucking Rarity. It also wasn’t helping the fact that Rarity was still eating out the former queen. “Fuck... if I knew he was this much of a stud, I would’ve given him my venom a long time ago.”

Spike started to increase his speed as he felt Rarity’s cunt squeeze and massage his cock, and his balls began to feel a bit heavier.

“Mmph! He’s getting more aggressive,” Chrysalis moaned, starting to feel his mouth suckling on her breasts even harder. “I think you know what that means.” ‘I can feel myself getting closer. Rarity here has a good tongue.’

“I do,” Nightmare Moon added as she was grinding against Spike’s back and his tail much harder. ‘Come on!!! I’m so close!!’

‘I’m pretty sure I know as well,’ Rarity thought as she felt his thrusts become faster and faster, prompting her to start licking Chrysalis’ cunt faster and harder. ‘Please be a big one!!’

Spike continued to thrust for a couple more minutes, before he let out a loud roar as he pushed his cock all the way into her pussy and womb, his fat knot sliding past her lips before swelling up. Rarity let out a loud moan of pleasure directly into Chrysalis’ cunt as she felt his cock start throbbing hard, and begin to spurt thick ropes of cum into her womb. The sensation proved to be enough to send her over the edge, and she came. Hard enough that she saw black spots in her vision.

Her moan of pleasure sent Chrysalis over the edge, and she came as well. Her pussy began spraying her fluids directly onto Rarity’s face, while her milk began to flow even faster.

Moon moaned out happily as she also came, having stimulated herself enough with his tail. Her pussy juices began to spray all over his tail and the bed, while her milk dripped from her breasts onto his back.

“By the gods above,” Moon moaned out as she got off of Spike, her legs shaking a bit. “That was incredible.”

“I’ll admit, that was pleasurable,” Chrysalis added as she got off of Rarity to see the pleased look on her face. It was priceless as she saw that Rarity was already looking to pass out from the size alone, but she was more amazed by how much Spike filled her up. Her stomach looked already to be the size of a beach ball and he still wanted more. Chrysalis could see that his cock throbbed in anticipation and she felt her nethers secreting in anticipation.

The mares felt a shift in movement and looked to see Spike sniffing the air. Chrysalis recognized this behavior as a means of Spike searching for new prey. Before Spike could have the chance to turn around he is suddenly tackled onto the bed by Chrysalis. Spike found himself on his back with Chrysalis on top of him. Before he could even do anything he felt his arms bound in a magical aura courtesy of Chrysalis. He growled in response, but Chrysalis simply pressed her bosom in his face, giving him a devilish smirk.

“Eager for another mare are we?” she added, grinding her fat ass against his raging boner. He does growl, but she presses her bosom into his face. “Relax stud, I just wanted to make things more interesting. If you’re going to mate with me, then we’re doing it my way. So just sit back and let me have my fun.”

‘She seems pretty needy,’ Moon thought as she stared at Chrysalis. ‘But then again, I am as well.’ She then turned her attention to Rarity, who was slowly rubbing her stomach with a pleased look on her face. ‘I might as well play with her while I wait.’ With that thought, she slowly crawled over to her, and pressed her lips into hers. Waned for a bit as she slowly opened her eyes to find Nightmare Moon making out with her. This surprised Rarity for a few seconds, before she leaned into the kiss, humming happily as her tongue began to dance with theirs.

While Nightmare Moon was focusing on Rarity, Chrysalis was still grinding her soft ass against Spike’s raging spike between his legs. “You want this, don’t you?” She said to Spike, who growled at her. “Yes, yes you do you brute.”

After grinding against his meat for a few more seconds, she raised her ass over it, and spread her lips with her fingers. “Now, time for the main event,” She said, before she slooooooowly started to slide down onto his shaft. She let out a small moan of pleasure as she felt his fuckstick push apart her walls, the ridges sending waves of pleasure through her as they rubbed against her walls.

‘Fuck,’ she thought to herself as she tried to stifle back another moan. ‘This feels so…interesting.’ She had fed on love of many creatures and even slept with a few, but she’d never experienced a dragon’s dick before, as they were quite solitary creatures. The bumpy ridges of his scaled dick were making her feel pleasure like never before. She didn’t even take the full mast as it was much bigger than before. One that she didn’t anticipate would be able to not fully fill her.

‘It’s no wonder Rarity managed to get a hold of you,’ Chrysalis thought to herself as she grinded her hips against his pelvis. ‘You are quite gifted.’

“You are quite the Gifted Dragon, but I won’t go easy on you,” she told him as she began to ride him. She lifted her hips until the tip was inside of her, and easily slammed them back down onto his pelvis. She attempted to stifle another moan of pleasure as she felt his cock fill her up again, but failed, with the moan leaking out of her mouth like it was helium out of a balloon. ‘Fuck!! He feels so good!! I should have manipulated him back when I kidnapped them all!’

Spike let out a small growl as he felt the changeling's pussy squeeze and massage his cock. It felt wonderful to him. The feeling of her soft and squishy ass against his pelvis was also something else, like two soft pillows. He wanted to massage and grope the impressive pillows, but his arms were bound over his head and he couldn’t do anything about it. She even held down his tail since she wanted him to know that she was in control. But being the horny dragon that he is, when he sees an opening, he’ll take it.

Chrysalis was in her own little world as she was stimulating Spike’s dick inside of her pussy. She kissed Spike on the lips as she ground her hips against his pelvis. Wanting to ensure that he was balls deep inside of her, she would gyrate her hips and try to take as much of his dick inside of her as possible. Her ass landed with hard smacks against Spike’s pelvis, the sound filling the room along with her moans of pleasure. Her tail was also adding to stimulation, light brushing against his large nutsack that was sloshing with fertile semen. Her massive breasts bounced in front of his face and it was only making him hornier. Spike let out another low growl of want and need as he watched her bounce on his cock.

“Oh, do you want these?” She said with a smirk upon hearing him growl, holding up her tits as she spoke. He growled again, his nostrils puffing out some more smoke. “Do you want my milk dragon?” She then squeezed her tits, making her milk drip onto his chest. “Wait a little longer, and then you’ll have some.” She followed up by resuming her ride.

As Chrysalis continued to bounce on Spike’s dick, Moon and Rarity were continuing to swap spit with each other. ‘Her lips feel divine,’ Rarity thought as her tongue ran against Moon’s. Rarity could only moan, feeling the lust of her partner from her as her tongues continued to make out with him. She does take a look at Chrysalis who was busy riding Spike’s erection and the lustful look on her face. She did frown a bit seeing that she was ‘in control’ as she put it, but she wasn’t going to let her control for long. After a couple of minutes of making out, she breaks the kiss with Nightmare Moon and they both look at Chrysalis who seemed to be enjoying herself.

“Hmm,” Rarity said with a devilish smirk. “Moon, you think you could do me a favor dear?”

“What’re you going to do, Rarity?” she asked.

“Well I can’t exactly move my legs right now, so could you teleport me behind Spike for a bit?” she added. “And I also have something I want you to do involving Chrysalis at the moment.”

Chrysalis moaned loudly as she continued to bounce on the horny dragon, her pussy squeezing his cock every time it went back inside. ‘Fuck!! He feels so good!!’ She thought as she bounced, a little drool coming off her mouth. ‘I should have done this with him ages ago!!’

Suddenly, she felt a pair of hands gently grab her tits, making her let out a loud yelp before looking to see who had grabbed her. “Moon?!? Why are you doing this?!” She exclaimed at the alicorn, who smirked as she began to gently rub and squeeze her milky tits.

“To spice things up, of course,” She replied. “It was Rarity’s idea.”

“What?” Chrysalis asked. She then heard a ‘poofing’ sound in front of her to find Rarity right behind Spike’s head. “What’re you doing?”

“Chrysalis, I thought that I made it clear that I wanted this to be Spike’s night,” she added as she looked into Spike’s eyes. “And you may have had your fun, but I at least don’t want to tease him too much.”

“Th-thats not fair-Ahn!” Chrysalis was cut off when Moon began squeezing her tits again.

“Sorry, but we’re going to make this fun for all of us,” Moon added as she began to make out with Chrysalis. This made Chrysalis’ eyes widen greatly with surprise, before they dropped a bit as she felt Moon stick her tongue in and begin playing with her mouth. As they kissed, Moon’s hands began to move towards her nipples, and upon reaching them, began to gently rub and pull on them. Chrysalis slowed down her bouncing as she was making out with the bombshell darker princess. She made things even more pleasurable for the former queen by stimulating her throbbing clit.

While Chrysalis and Nightmare Moon were sucking each other’s faces, Rarity was focusing on the horny dragon below her. She then bent over in front of Spike letting her breasts sway in his face.

“You must be thirsty Spike,” she added cupping her own breasts in front of him. “Care for a drink?”

Spike didn’t respond and simply opened his mouth for Rarity, She descended and let Spike have a drink of her sweet breast milk. Spike’s tongue instantly tasted strawberries as he was gulping down her milk, and he wanted more of it. He reached his tongue out, and began licking one of her nipples to stimulate it, making more milk pour out into his mouth. Rarity let out a happy moan of pleasure as she fed Spike her milk, loving the sensation of his thick tongue on her nipple. He was like a small child, but the lust he was giving off was intense.

After a while, Rarity noticed something going on with the magic that Chrysalis used to trap Spike. The magic bonds were starting to fade a bit. She smirked realizing what this meant and she turned to Moon who was looking back at her with a smile of her own. After a while she broke her kiss with Chrysalis, which prompted Rarity to pull up from Spike, who let out a growl of disappointment.

“What're… you doing?” Chrysalis asked in confusion.

“Just wanted to see your face when he pins you,” Rarity added. Chrysalis was confused at first until she realized what she meant by that. She then looked down to see that Spike was free of his bindings that she used earlier.

When Spike realised that he was free of his bonds, he grinned widely which sent shivers down Chrysalis’ spine.

“Don’t you dare you brUTEAAAHHH!!” Chrysalis yelled as Spike quickly turned the tables, leaning forward as he pinned her to the bed. He already had her wrist bound as he was still inside of her. He was also smart enough to do something about her horn, with him sticking out his tongue and wrapping it around it. “S-S-S-Stop it!!” She stammered, feeling her pussy clench around his cock at the sensation of his tongue on her horn. He felt her cock gripping on his dick and it was quite the experience for him. Chrysalis couldn’t fight back, but this was even more arousing than what she was doing. Spike started to thrust inside of her again, making her moan in response as he was also licking her horn.

“Ch...cheeky little...mmmm!” she moaned as Spike was still lickig at her horn. Despite the jagged look, and appearance, he was able to taste lemon lime cream from her. Her magic slowly sparked as Spike continued to tease her mercilessly. He wasn’t holding back with his thrusts either as they were slow and hard. The forceful thrusts were making her breasts bounce wildly with each slam. She couldn’t hold back her moans as Spike continued to play with her. She does look at him as he was playing with her horn as noticed that he was smirking, showing that he was showing his dominance. Chrysalis was annoyed, but she was still very aroused by what was going on. But she wasn’t going to sit by and take this, thinking that he has one.

‘Alright, just let him think he’s won and wait for an opening,’ she thought to herself. She felt his cock tip kissing her cervix on each thrust. She could only imagine what any dragoness would go through dealing with sex like this. She suddenly felt something grabbing her bosom, making her groan and moan in shock.

“H-hey, not so rough,” she moaned. “H-hey, are you even...listening?” But Spike didn’t listen as he was squeezing her breasts, hard. He continued to massaged and squeezed her large breasts, making milk squirt out from them. The feelings of her milk squirting on his hands turned him on even more. It would cause him to thrust harder into her marehood.

“Listen here you overgrown- Eep!” Chrysalis let out a yelp when she felt something else poking in her, mainly the entrance to her back door. She looked behind Spike to see his large tail was moving. Realizing what she was doing she began to panic.

“Wait, don’t you DA-OOH CELESTIA AAAAHHH!” she didn’t have a chance to make a plea after what happened. And even if she could, her plea would’ve fallen on deaf ears as Spike’s tail made it’s mark and penetrated her ass. Chrysalis let out a carnal scream as she felt her asshole stretched to take the large appendage in her ass. She grit her teeth as she felt Spike’s scaled tail entering her. The feeling was so intense, she instinctively clamped down onto both his tail, and his dick in response. Her juices sprayed out from her marehood and against his pelvis. The next response was her horn ejecting a large burst of magic from it as she was riding out her orgasm. Being pleasured in four different spots was enough to send her over the edge, as she felt the intense release giving out.

Meanwhile, Spike growled, feeling how incredibly tight she was getting, her vice-like grip refusing to let go of his dick and his tail. He was enjoying the sweetness of his prey's magic as it burst into his mouth. He suckled on her horn accepting the bursts of magic from her as he was still dealing with the tightness of her pussy and ass clamping on his dick and tail.

Meanwhile Rarity and Moon were making out with each other, watching their lover back in control as he was making Chrysalis scream. Moon was enjoying Rarity’s milk as Rarity was moaning while fingering Moon's pussy. She did turn away from her when she heard Chrysalis let out a throaty moan, and turned into that direction and saw that she was close to passing out. She also saw Spike's face as he was suckling on Chrysalis’s horn. She also noticed the pained look on his face as he probably felt from how tightly she was clamping down onto his dick. He relaxed when she finally loosened up and Spike was able to relax with a smirk.

“Oh dear, I think you may have broken her Spike,” Rarity said with a smirk. “The look on her face says it all.”

“Is she gonna be alright?” Moon asked, seeing the state that Chrysalis was in.

“I think that she might be done for now dearie,” Rarity mentioned. This causes Spike to growl as he was about to pull out of Chrysalis’s pussy. He stopped when he felt something locking behind his back. Rarity noticed his sudden halt and saw that Chrysalis had her legs locked behind his back. Chrysalis slowly started to move as she looked at Spike with hearts in her eyes.

“I’m...not...done...with you...yet,” she moaned as looked at him. Rarity and Nightmare Moon slowly backed away from them. The second they did that, Chrysalis suddenly lunged forward, wrapping her arms behind his back. The sudden momentum causes Spike to fall onto his back again. He let out a growl, but he noticed Chrysalis’s hungry look in her eyes as she shoved her bosom in his face. Her nipples were flowing with milk as she grinded her hips against his now soaked pelvis.

“I’m nowhere near fucking done with you yet,” she followed up as she started gyrating her hips. She already started to bounce onto his boner, not caring that his tail was still in her ass. She couldn’t stop herself as she was drunk on lust at this point. She was determined to milk as much semen from him as possible. Spike growled as he reached behind her and grabbed her supple asscheeks, his claws digging into her soft flesh. She moaned in both pleasure and pain, feeling his claws digging into her soft and supple flesh.

Spike let out another growl as he slowly began to pull out his tail as he was fucking her pussy and massaging her ass. He used his tail as a dildo in her pussy while making her moan like crazy. The sounds of her squishing pussy against his massive appendage, and her carnal moans were the only thing filling the room.

“Hey, don’t leave us out of the fun,” Rarity added as she and Nightmare Moon walked over to them. For Nightmare Moon, she got behind Chrysalis and started to grope and massage her chest, much to her surprise. She turned her head to face her, only to be met with a pair of lips from Nightmare Moon. Both began to make out while Spike was still thrusting his hips upwards into Chrysalis, enjoying the show he was seeing. The sight of her tits squirting milk from Moon as he thrusts into her was quite the sight for him to behold. He suddenly felt a soft weight on his head, and looked up to see Rarity looking down at him with loving eyes. She simply swayed her breasts in his face as she gave him a devilish smirk.

“Are you still thirsty, my hulking horny beast?” she asked him. Spike didn’t need to answer as he opened his mouth. Rarity shoves both of her nipples into his mouth as he drinks from them.

“That’s it Spike, drink as much as you want,” she told him. He tasted Sweet Strawberries as he gulped down more of her milk. Chrysalis was grinding on his pelvis as she continued to make out with Moon who was enjoying her serpentine tongue. Spike felt a sudden rush of adrenaline when he drank from Rarity’s milk as he let out a growl and started to thrust into Chrysalis even harder than before. She moaned into Nightmare Moon’s mouth, feeling Spike’s dick in her stomach and his tail in her ass, trying to go inside of her as deep as possible.

“That’s it Spike, let the bitch take it deep,” Rarity followed up as she continued to let him drink her milk. A plethora of moans filled the room as the foursome continued for several minutes. Spike felt his balls churning in response as his grip on Chrysalis’s ass tightened. He started to thrust into her faster, making her moan and scream in Moon’s mouth. Nightmare Moon, and Rarity got off of the two as Spike’s breaths became erratic. Chrysalis didn’t get a chance to scream as Spike grabs her head and forces her into a deep kiss.

‘Can’t believe this fucking beast turns me on this much, eat your heart out Mesosoma,’ Chrysalis thought to herself as she continued to make out with the hulking drake. She could feel his claws digging into her soft ass as she felt herself getting close as well. Her clit was quivering and the feeling of her tail in her ass was making her even hornier. Spike was going full feral as he shoved his dick deep into her crevice with each slam, and Chrysalis would only scream in carnal pleasure, wanting Spike to stuff her cunt with enough semen to give her a cluster of eggs. She didn’t have to wait long as Spike’s thrusts started slow and hard as he tried to force his entire length into her pussy, trying to push past her cervix and into her womb. Spike broke the kiss and let out a mighty roar. He forced his dick tip past her cervix and the knot forced its way into her pussy.

“AAAAHHHHHN!” Chrysalis shrieked as she felt Spike blast his first load into her pussy. Spike’s nostrils flared smoke as he kept a firm grip on her ass as he unload load after thick load into her. Meanwhile Chrysalis’s lower holes clamped down onto both his dick and tail as she was riding out her orgasm. Her serpent tongue lolled out of her mouth, as she continued to milk Spike for all that he was giving her. She felt like he was flooding her with a new hive of her own and she wanted more. Spike continued to cum for at least a minute, and by the time he was done, she slumped over to the side and finally loosed up on Spike’s dick. Chrysalis had the happiest look on her face as she wouldn’t stop twitching. Both Nightmare Moon and Rarity looked at Chrysalis' stomach and realized that Spike really stuffed her good. Her stomach looked to be twice as big as Rarity. Rarity did puff her cheeks a bit as she was jealous that Spike filled her up more than her.

“Well somepony’s had quite the filling,” Rarity said in a dull tone. She was pretty jealous that Chrysalis got more than her, but she wasn’t going to be outplayed like this for very long. But she knew that Spike had one more mare to please as she then turned to Nightmare Moon.

“And I do believe that it’s your turn Moon,” she told her as she shifted away.

“Wait, what?” she said in confusion until she realized that Spike was already done with Chrysalis. He turned his head to the now flustered Moon with a lustful look on his face. Moon was nervous as she looked at Spike’s glistening dick, still slick with semen and marecum from Chrysalis as he sat on the bed.

“W-wait,” she stammered in response. Spike stopped in confusion as he looked at her. Before Rarity could have a chance to respond, Nightmare Moon turns away from Spike, but she gets on all fours and spreads her pussy lips to him. “If you’re going to claim me, then take me from behind. I’d rather feel how a dragon really ‘claims’ a mare.”

Spike smirked, as he got behind Nightmare Moon, doing what she asked. Spike was grinding his erection against her soft ass, his claws digging into her supple flesh. Angling his draconic spear of flesh into her moist folds, he plowed straight in, growling in delight as he was embraced by the velveteen walls of the alicorn’s pussy. She reeled back in shock as the sensations of such alien nerves firing off at once. It was a mix of pain and pleasure as she felt her internals being spread apart, a small part of her breaking on contact. A small trickle of blood plopped to the covers as she adjusted to the breaking in of her flesh.

“Mmph!” She bit her lower lip to stifle a pained moan as she felt his dick tip kissing her womb, but the size was much bigger than she realized. ‘Is this how it feels for mares to have their first taken?’

Spike let out a growl as he felt the squeeze on his dick. She was much tighter compared to the other two. He wasn’t surprised that she was a virgin, but it was quite a welcoming experience to take somepony’s virginity like this. Spike didn’t move not only for her sake, but to wait for her to loosen up on his dragon dick so he could pleasure her properly.

“Okay, I’m ready,” she panted, wanting Spike to move. Spike slowly stared to move as he started to pull his dick out of her. He was slow in the process, wanting to make sure not to hurt her. Soon as he only had the tip in her, he forced his thrust inside of her making her yelp in response. Spike kept his thrusts slow just to help Nightmare Moon get used to his size inside of her. The feeling of his scaled dikc insdie of her was quite the new experience for the first time. Much more intense than when she grinded on his tail.

With every breath she took, however, she felt the pain melt away. As her body adjusted to the girth, the feelings in her gut changed. No longer was something displaced, it felt like it belonged. No more did she moan in pain, as the tingling in her spine snapped like lightning. Moon moaned as she revelled in the ecstasy of flesh, the burst of heat from his invasion spreading through her body. Spike blew smoke from his nostrils as he adjusted to the overwhelming tightness of her body.

“Oh, by the Gods! This is how the flesh feels!?” she screamed. “Ah! It’s of no wonder then, why so many ponies are so easily tempted by such acts! To think, all of this! From something so simple, so basic, so… purely bestial! Oh, fuck me! Fuck me, you marvelous thing of power, you!”

Spike growled and smiled as he did what she asked, increasing the ferocity of his thrusts. Enjoying the tightness of her pussy, he continued to thrust in and out of her pussy, not caring about anything else around her. Spike enjoyed the tightness of her pussy wanting to make her scream in pleasure. Mid thrust, he lunges forward, and his hands snake towards her large breasts. She yelped in response, feeling his claws roughly grope and manhandle her large assets. She felt her tits squirting milk with each squeeze and timed with his thrusts making large stains on the sheets. Rarity continued to watch the display as she was massaging her tits enjoying the show. The same time, Chrysalis was slowly regaining consciousness from the pounding her pussy took as well as the orgasm she endured.

‘Can’t believe that this is the same little bastard I foalnapped made me cum, twice,’ she said. She felt the bed rocking and looked over to see that spike was giving Nightmare Moon a good rut.

“Well now, somepony is enjoying themselves,” Chrysalis moaned as she felt her loins burning again.

Meanwhile, Nightmare Moon was in her own little word, the feeling of Spike’s dick inside of her felt amazing. Spike still kept a firm grip against her tits and he was licking at her neck. Nightmare Moon lost herself in the pleasure, the unrivalled warmth of his cock penetrating not just her folds, but her entire body. The sheer dominance he had on her made her bite her lip, the feeling of having someone so powerful giving her such a feeling caused her to shiver. In the moments of lucidity she could muster, she clenched her love tunnel as hard as she could, trying her best to bring him as much pleasure as he gave her. Her wings, so proudly flexed, wrapped backwards around his midsection, a way for Nightmare to hug him while still kept face-down in her own satisfaction.

Spike let out a growl as he felt that he was bored with this position. Having a devilish smirk and puffing out smile form his nostrils, he lets go of Nightmare Moon’s breasts confusing him. She was about to protest when she felt him grabbing both of her arms. Without warning, he shifts his weight and flings himself backward, causing Nightmare Moon to fall backwards with him. Her back pressed against his massive chest and the shifting of the sudden weight, made Nightmare Moon's hips slam onto his dick.

She let out a carnal scream as she felt his dick tip pushing past his cervix, clamping down onto his dick like a vice. She threw her head back as her tongue lolled out of her mouth, milk squirting from her tits all over the bed and a little bit onto Rarity. Spike let out a feral growl as he felt her clamping down onto his dick. He could feel her womb entrance as he waited for her to loosen up and her juices splashing against his pelvis. About ten seconds later, she finally loosened up and was very pleased.

“You fucking beast,” Moon moaned as she turned to him. “You better fill me with all you have if you’re this rough with him.

Spike let out a growl as he thrust his hips upwards into Moon’s pussy, making her large chest bounce with each thrust. As his eyes traced the tits, he felt the edge of his orgasm approaching, and in his eagerness for satisfaction, he grabbed her hips and yanked her down one last time, spouting a puff of emerald flames as he unloaded his cum straight into her pussy. What felt like gallons of lava poured into the deepest reaches of her cunt, and Moon came even harder than before, a squirt of milk from her tits signalling her climax. As her stomach bloated to the size of a basketball, she slowly lifted herself from his cock, a trail of dragon essence pouring out as she fell back on the bed, next to the other mares.

“So how was your first time, Nightmare Moon?” Rarity said with a smile on her face.

“Without a doubt, it was worth the thousand years of isolation so I could meet this ravenous beast of a lover,” she moaned. “Oh, I’d never had let any animal near me before, but dear Rarity, you truly were right about him. As loving as he is powerful.”

“That’s perfect dear,” she said with a smile. But she noticed that Spike's dick wasn’t flaccid in the slightest and she turned to Chrysalis. “How long does that venom of yours last, Chrysalis?”

“I did say that it depends on who I inject it into and it’s the first time I’ve used it on a dragon before,” she told them. Rarity sighed, but smiled as she looked at Spike with lust in her eyes.

“Oh Spike,” Rarity said with lust in her voice prompting him to turn to her direction.

“I hope you're not done Spike,” Rarity said with a smile on her face as she, Moon, and Chrysalis each spread their legs and gave him a flirtatious wink. “We still have a long night ahead of us darling.”

Spike smiled as he joined the mares for however many rounds he can last for the night. The room echoed carnla moans, and feral grunts from all four lovers.

next morning

The sunlight from Celestia’s sun shined through the windows in the basement. The glare from the sunlight, followed by the sounds of chirping birds, was enough to rouse the slumbering dragon.

“Alright, I’m awake already,” he groaned to himself, stirring from his deep slumber. A moment later, he opened his bleary eyes, trying to comprehend his surroundings. “Man, why can’t animals work around my schedule?” As he tried to sit up, he noticed that something was weighing him down.

“Ugh, what'd I do last night?” he muttered to himself.

He was still sticky from whatever happened last night and blindly began to reach for something to dry himself off with until he placed his hand on something warm, soft, and furry. While feeling the soft mound he grew even more confused. Instinctively, he squeezed on the soft object.

Hearing a light moan from his left, he turned to find the sleeping form of Rarity still changed in her nightmare form with Nightmare Moon snuggled up to her. The both of them happened to be naked, covered in dried cum and had their bellies swollen to the size of a beach ball. Then he felt the arms of another mare to his right, turning back he saw Chrysalis in a similar state while nuzzling her head against his chest.

“Oh, right, that happened,” he said to himself as the events of last night quickly came back to him.

He can safely say that it will certainly be an unforgettable experience for him. He knew that Rarity was kinky when they dated a few months ago, but he never knew that she was this kinky. As much as he wanted to enjoy this feeling, he wanted to get up and try to stretch his legs as well as clean himself up from the events that took place last night.

“Guess I can have some fun with this,” he said to himself. Pulling up his tail, he brings down the tip to each of their muzzles, tickling them until they sniffle in response. After a few moments, they began to stir and slowly open their eyes.

“Mmm?” Rarity said as she was the first to wake up. She looked around and saw that she was cuddling to a groggy Nightmare Moon who was now waking up.

“‘Yawn’ what’s going on?” Moon asked, slowly opening her eyes.

They were interrupted by another yawn coming from Chrysalis who was slowly opening her eyes. “Okay, who was tickling my nose?” she groaned as she slowly opened her eyes. She looked up to see Spike’s broad chest in front of her.

“Morning girls,” he said, but followed up with a smirk as she looked down at Chrysalis. Chrysalis’s face immediately turned pink as she realized that she cuddled into Spike’s chest.

“W-wipe that smirk off your face dammit!” she stuttered as she shuffled away from him.

“You liked it and you know it,” he smirked.

“Sh-shut up!” her face was now turning red.

“We’d have to agree, dear Chrysalis.You were the one screaming Spike’s name after he gave you quite the rodeo,” Rarity added.

“She’s got you there,” Nightmare Moon added.

“If not for this infernal gem I’d easily hurt all of you,” she groaned as she tried to sit up, only to falter a bit. “I can’t feel my legs.”

“Neither can we,” Rarity followed up. “But it was worth it.”

“Probably,” Spike said. He then turned towards Nightmare moon, noticing something special about her. It was the first time seeing her without her helmet and it made her even more beautiful.

“You know, you look better without your helmet on,” he told her, making the darker mare blush in response.

“Th-thank you,” she told him, triny to turn away.

“Hey Chrysalis,” Spike asked. “I just remembered something; what was the deal that you made with Cadance involving this probation that you have to follow?”

Chrysalis sighed. “So long as I don’t try to usurp Equestria and ‘behave’ myself I can stay in Equestria. She and Mesosoma know about my terms as well as your friends.”

“Huh, I’m surprised that Twilight was okay with this after what happened,” Spike added.

“Funny you mention that darling,” Rarity added with a smile on her face. “She actually punched Chrysalis hard enough to knock out one of her teeth, and she was sent flying into one of the walls of the Crystal Empire.”

“Wait, she did that?” Spike asked, very surprised. He wondered why she showed up with a bloodied hand when he walked home one day. She didn’t say anything about it and just said that she had an accident. “Wow, I really hate to make Twilight mad.”

“I was surprised that Cadance forgave me so easily, but yeah Twilight wasn’t the only one who threw a punch,” Chrysalis followed up. “But there’s a Silver Lining that I’m going to enjoy.”

“What?” Spike asked.

“I was the one that seduced you when Mesosoma didn’t,” she said with a snarky tone.

“Are you seriously gonna be that petty about this the next time we see her?” Spike asked in annoyance with a dull stare.

“Yes,” she added. “Everything I’ve held dear in life slipped through my fingers and only now do I appreciate what I still hold on to. Whatever victory I can hold over the heads of those who’ve seen to my downfall, however insignificant it may seem to others, I will clutch onto with all of my will. My pride, after all, is almost all I have to my name nowadays.”

“Sometimes I feel that you’re hopeless Chrysalis,” Rarity added with a sigh. “But I would imagine that Mesosoma might get jealous about this.”

“We can talk about that later,” Chrysalis said as she rested her head on the bed. “But for now, I just want to relax until I can feel my legs again.”

“Of course,” Spike said with a sigh. He then turned to Moon and Rarity. “So what about you two, can you stand?”

“Not exactly,” she said with a sigh. “You did quite a number on us last night, so it’s hard for us to move right now.”

“Okay, you need me to bring you girls anything?” Spike asked as he got up from the bed.

“Maybe some breakfast would be nice,” she added. “But at least take a shower first.”

“Hehe, right,” he added as he got up from the bed. Spike would soon leave the girls alone to get some rest after the events that happened last night. But unknown to Spike as well as the three darker mares, there was life slowly blooming inside of them.

Author's Note

Major kudos to Yoshikage Kira, wolfman93, Puzzlemaster98, and phoenixcolt45 for helping me get thus off the ground. Figured it'd be something everyone would enjoy with three dark mares getting bred by Spike. Major credit to Yoshikage Kira for the wholesome moment with Flurry Heart. Happy Halloween everyone.