"FUCK ME ALREADY!"... Twilight's words range in Check's head as he tries to vindicate his refusal to give Twilight what she wanted. If it was possible he would use a toy to help with her needs. Blinking he noticed a nearby dildo and quickly grabbed it before carefully placing it against her pussy. " Ok, Twilight. I got something that should help." He sighed.

Feeling the familiar touch of her toy, Twilight took it in her magic and set it to the side. "That's not going to be enough. I need to be stuffed, not rubbed." She huffed. "Please just give it to me before I lose it."

"Twilight I…" just then the door opened revealing Rarity. "Not good." He groaned as he looked over at the shocked mare.

Rarity went over to them with a suspicious look on her face. "Would you mind telling me what's going on?" She asked calmly with a hint of annoyance.

"Twilight talked me into making a potion and after drinking it… well." Check explained motioning to Twilight. "And how did you get in? Twilight locked the door."

After hearing this Rarity took a deep breath and sighed before going over to the book. "I'm a unicorn, darling. Pluss, I know Twilight." She sighed and looked at a nearby bowl. "Looks like she made more than just two helpings. Figures." She sighed.

"I hope you don't plan on drinking any of it." Check sighed.

Giggling she turned with a smile. "I don't think that's a problem. I can see its effects." Unbeknownst to the ponies, the potion had one more side effect that was already hard at work. As Rarity walked over to Check her heart started to race.

"Looks like this round caught you off guard again." The voice teased. "As condition one. Plow Twilight in front of Rarity."

Check gulped as Twilight begged again causing Rarity to blush. "Maybe I should give you two some privacy." Rarity suggested as she slowly and hesitantly backed away for the door.

"Need… notes…" Twilight whimpered as her quill quivered in her magic.

"Looks like we're going to need you to take notes for her." Check sighed. "Sorry for asking. But would you mind?"

Gulping, Rarity moved over and took the quill and papers before getting in possession to watch the pending action.

Check took a deep breath before mounting Twilight and pressed his tip against Twilight's winking pussy. After a few attempts he finally managed to force the tip in, provoking a scream of pained salvation from Twilight.

Rarity groaned at seeing and hearing how quick things were escalating. Biting her lip, Rarity ideally grabbed the dildo in her magic and began mimicking Check's movement in her own pussy.

With each thrust of his hip, Check slid deeper and deeper, getting a moan of hunger and lust from Twilight. Check did his best to keep his pace under control. To Twilight's credit, she was doing a good job at resisting the urge to push back into him. All that changed the moment he hilted into her.

Feeling his balls slap into her, the final strand of Twilight's resolve snapped as her head flopped to the ground as she gave in completely to his domination of her body. "Please… more…" She moaned.

Rarity bit her lip seeing how dominant Check was. He had single handedly dominated her body and mind. Neither mare had a doubt that no stallion would stand a chance with her after this. And Rarity knelt there taking notes in desperation for her turn. Blinking she realized how unladylike she was thinking. But quickly considered how she was starting to reconsider her views on matters involving him.

Twilight moaned in hunger and need as he thrusted into her. Each thrust seemed to push her deeper and deeper into the foggy pit her mind fell into. Several spells flashed into her mind with each thrust. "Stamina refresher? Ball/sperm refresher and enhancer?" She thought. Whatever she casted, other than being filled by him. The only thing that was on her mind was how good he felt in her and how much she wanted to please him if it meant she'd get more.

Gasping at what may have been her fifth orgasum or tenth? She lost count. Her horn lit with a spell. She wanted him to feel good. And she was confident that whatever her fuck crazed mind casted, would give him the pleasure he deserved.

Check groaned as he slammed his hip into Twilight and began giving her the filling she had begged for. With each thrust he fired another load into her, quickly filling her to the point that when he finally pulled out she looked several months pregnant.

Seeing the amount that he put into her friend, Rarity quickly discarded the dildo and finished her notes before giving into her own needs and moved under Check. "Let me clean you off darling." She purred before going to work licking his sweaty balls before he had a chance to protest.

Letting out a moan Check felt himself hardening quickly as Rarity moved up his shaft. "Rarity… i…" Check moaned as he guessed what she wanted after she finished her tongue job.

Pulling away Rarity turned and presented herself to him with a soft moan. "Would you mind sweetheart? I don't think I can take any more."

As Check let out a soft sigh he thought. "Let me guess. You want me to mount her next?"

"Such a smart boy. But this time. Show this proper mare how much of a dirty slut she really is." The voice replied with a hint of sadistic glee.

Taking a deep breath, Check mounted Rarity and slid his dick along her flank. "I'd rather not risk making both of you pregnant." Check informed. "So if you really want-"

"Just put it in darling." Rarity snapped. "No need to explain anything right now."

Check took a deep breath before pressing his tip into her. Hearing her moan in pleasure, he slowly started to pump his hip. "How bad do you want it?" He asked, leaning down to nip her ear.

"Sooo much. Please go deeper." She moaned eagerly.

Check pushed a few more inches in as he bit her neck playfully. "I can't hear you. How bad do you want my dick?"

"Please. Fuck me hard. Please. I need it." Rarity groaned. Check gripped her main and gave it a hard tug causing her to let out a gasp. "I'm sorry! I can't take it any more. Please treat me like a dirty hore in heat!" She cried. Hearing this Check pumped a few more inches into her receiving another moan. "I'm such a dirty slut." She cried as tears of shame fell from her eyes. With another few inches a part of her was starting to break free from her normally proper appearance. "Make me your bitch!" She cried as she felt his balls slapping against her. "Fuck me hard. Reck me for other stallions." She moaned as he started to pick up his pace.

As she went to say something, Check used a hoof to hold her head against the ground to keep her quiet. "Stop." He instructed. "We'll talk about this later. For now just think about what you asked for." With that Check picked up the pace.

After he finally pulled out of the now twitching, stuffed mare he fell back panting for air as his spent dick fell limp. Check hated to admit it. But he was proud of the sight of the two satisfied mares stuffed with his seed. Taking a deep breath he watched as the girls slowly turned to look at him in embarrassment. "Well girls. I think we have some things to talk about." He admitted.

Author's Note

I think it was about time I got to starting to add some spice.