Marshmallow Fillying

Joe found himself once again on the doorstep of carousel boutique. He was a bit hesitant about staying the night, what with the tiff that had occurred earlier in the day. However he quickly remembered that a strained roof over his head is better than no roof at all. He paused for a brief moment and then lightly rapped upon the door. “Just a moment deary,” Rarity’s voice rang through the air in an unusually cheerful tone.

The door opened to reveal a beaming rarity. “Oh, Mr. Joe, please do come in. Have you decided to take me up on my offer to stay the night?” Doughnut Joe was about to respond, but he noticed something different about Rarity. Her appearance seemed a bit...off. “Well, I'm not one to turn down hospitality from one such as yourself miss Rarity. I er...hate to be rude, but did you put on makeup since i saw you last?”

Rarity began to blush ever so slightly. “Well I suppose I did put on a little eyeliner, and maybe a little dab of lipstick.....Do you like it?” Joe stood in silent contemplation while looking the unicorn up and down. Her hooves perfectly manicured, her mane primed and pressed, her coat just as fluffy and white as Sweetiebelle’s, and her sultry blue eyes were intoxicatingly beautiful. “Well Miss Rarity, I must admit that I am not a fan of your makeup, I don’t like the way it makes you look.”

Rarity, aghast, began to step back. “Oh well, I-uh, this is just-”
“It takes away from your natural beauty. You look just fine without any makeup on at all.”

Rarity face was now as red with blush as the very rubies that she decorated her dresses with.
“Why Joe, I...that’s...um, thank you!” Rarity’s voice softened and her eyes began to shift to and fro. “That’s, one of the sweetest things that anypony has ever said to me.” Rarity took a few steps closer to Doughnut Joe. “I think that this little business venture of ours will end up working just fine. What do you think about maybe...extending this collaboration for more than just a day or two?”

“Why Miss Rarity, I don’t know-” Joe then realized that if he agreed to extend his stay, then he would be able to spend even more time with his precious Sweetiebelle. “-wwwhhhy you didn’t bring this up earlier! That’s a great idea! Oh I can’t wait to tell Sweetiebelle!”

“I’m sorry dear, I didn’t quite catch that last part.”

Joe walked further into the building and eagerly began looking around. “Oh, don't worry about that. So where exactly am I going to sleep tonight? Is there a guest room upstairs or something?”

“Oh, well this is terribly embarrassing, but in my haste I seemed to have forgotten to prepare the guest room. It's completely filled with my unfinished work, oh what to do?”

“Oh come on, I'm sure its not that bad, all i really need is a bed and a pillow to lay my head on and-” “NO! I will not have my guests sleeping in such a sty! The only other rooms left belong to Sweetiebelle and I, so I guess that you’ll just have to stay in-” Joe’s eyes widened and he let out a audibly nervous gulp. “I’ll be staying Sweetiebelle’s room? Sleeping in the same bed that she does?”

Rarity’s sly smile faded from her face “Oh, well I suppose you could sleep there, if you really wanted.” The smile then immediately returned to Rarity’s face. “Tell you what Joe. May I call you Joe? Why don’t you go wash yourself up in the upstairs powder room, while i put some clean sheets on the bed. And while you're in there, feel free to draw yourself a bath. After all, you're going to want to be squeaky clean for tomorrow's Grand Galloping Collaboration!”

“Oh that won't be necessary Miss Rarity.”

“I’m afraid i must insist Joe! Now get in that tub and make sure to clean every last nook and cranny of that rippling body of yours!”

“Thats not really what I was referring to- ah forget it... Did you say rippling?”

“Did I say that out loud? Well nevermind that. The bathroom is the second door on your right once you get up the stairs, and Sweetiebelle’s room is right next door to it. My room is just across the hall should you need anything by the way. You know, extra pillows, another blanket, maybe some company? Oh! There I go again! Hehe!”

Rarity began to push Joe up the stairs. “And remember to take your time Joe, we want to make sure that every last square inch of your body is as clean as a whistle.”

Rarity shoved Joe through the open bathroom door. “Have fun, and remember: Every. Last. Inch. Ta ta for now”

Before Joe even had time to give a retort, Rarity had already slammed the door in his face and gone on her merry way. As she headed towards the hall closet for some fresh sheets, she made sure to close and lock the door of the clean and ready guest room she had prepared earlier.

Joe was going to simply wash his face in the sink, but upon further inspection of his own bodily odors, he realized that he had not bathed in at least 5 days. And the combining odors of doughnuts and sex were starting to cause quite the stink. He began to fill the tub with water, and he started to peel off his various levels of clothing. He didn’t even notice the light coming through the hole in the bathroom wall.

“I really should get this hole fixed one of these days, but thank Celestia that day was not today.”
Rarity peeked through the hole in the wall with all the glee and excitement of a school girl stalking her crush, which admittedly wasn’t too far from the truth as it stood. As Joe slowly lowered himself into tub Rarity found herself unable to even blink. For a stallion that makes doughnuts, Joe was surprisingly fit. His mandible was firm and strong, his chest was toned and strong, and his legs were rippling with muscles. It didn’t take Joe more than just a few minutes of washing himself for a puddle of drool to have accumulated by Rarity’s hooves.

Time passed by and soon Doughnut Joe began to wrinkle. He stepped out of the tub, dried himself off, and began to make his way over to Sweetiebelle’s room. Not wanting to disturb Rarity from her slumber, Joe quickly but quietly trotted over to the room next door and slowly opened the door.

A beaming Rarity awaited Joe on the other side of the door. “Why hello there Joe! Did you enjoy your bath?”

“Sweet lord Celestia! Phew, Miss Rarity you practically scared the sprinkles out of me. What’s that you're holding there?”

“Oh this? Just a glass of fresh warm milk that I prepared for you. It always helps Sweetiebelle to sleep well, so I thought the same would apply to you. After all, we wouldn’t want you waking up in the middle of the night and missing out on any of that important beauty sleep, now would we?”

“Sure...I-I guess. Thanks Rarity. I’ll keep that in mind for later.”
Rarity smiled slyly. “And I’ll make sure to keep you in mind for later tonight -- Wait, what did you just say?”

“Oh, well- I uh, I said that -- wait, what did you just say?”

Rarity’s eyes began to quickly shift again and she began to back out of the room. “I said that i would...keep you in mind...for...later...uh...Goodnight!” Rarity quickly shut the door behind her and made her way back to her room.

Under normal circumstances Joe probably would have questioned Rarity’s strange behavior, however being alone in Sweetiebelle’s room was all that occupied his mind at the moment. He wanted to be as careful as possible as to not damage a single thing in the room. He walked with the utmost of grace as to not disturb any single aspect of this fantastic place. He didn’t want his big hooves scratching the floor or tilting any of the paintings on the walls. Joe might as well have been on holy ground.

He lightly trotted his way over to the bed, delicately pulled back the clean sheets, drank the glass of warm milk from Rarity, and laid his big head on the big fluffy pillow at the top of the bed. The very same pillow that Sweetiebelle had laid her head time and time again. Joe savored every last heavenly moment he spent awake in this bed before he finally drifted off to a land of sweet, sweet marshmallow filled dreams.

Joe even began to lightly snore, which might explain why he didn’t hear the door to the room slowly creeping open. A pony with a snow-white coat quietly clipclopped her way into the room. She made her way to over just a few inches away from where Joe was sleeping. She adjusted his blanket, lightly stroked his mane with her hoof, and gave him a delicate little peck on the check.

Rarity began to whisper in Joe’s ear “Oh Doughnut Joe, I must admit that no one has made me feel this way since I was a little school mare. I hope you won't mind if I...indulge myself a little, would you?” Rarity softly climbed up onto the bed and placed herself directly on top of Doughnut Joe. Her face was only a couple of inches away from his, and she could feel Joe’s chest brushing against her own every time he took a breath.

She shifted her weight onto her right hoof as she slowly shifted her left hoof down to the southern regions of her body. She placed her head down upon Doughnut Joe’s chest and started running her hoof up and down Joe’s body all whilst giving her left hoof a bit of a stir down there. She slipped her right hoof under the covers and, much to her surprise, she found that Joe seemed to be just as excited down there as she was.

“My, my Doughnut -ooh- Joe, I can not -umf- even begin to wonder what you’re -aah- dreaming about, but it must be something quite -haaaa- pleasant.” Rarity stopped what she was doing as inspiration struck. “Oh! I think it’s about time that yours truly made grande entrance in this little dream of yours.”

Rarity peeled back the covers from Joe, and sure enough, his little soldier was standing at full attention. “Oh dear, know what kind of host would I be if I let this problem persist?”

Rarity hopped back on top of Joe, but now facing the opposite direction. She spread her legs in such a fashion that her womanly bits were now hovering just above Joe’s face. She began vigorously working on Joe’s manhood, whilst slowly grinding her hips to and fro. The stubble on Joe’s chin lightly tickled at Rarity’s hotbox, which only served to increase the speed and intensity of her voracious movements. Doughnut Joe let out the lightest of moans from his now even sweeter dreams.

“Mmmph - I see that - mmmph - you are enjoying -- mmmph -- my special talents -- Oh my!”
Rarity’s head continued its vertical movements in a fashion quite similar to that of a young filly bobbing for apples. Joe let out a now louder moan and Rarity’s eyes perked up. “Almost -- *glomp* -- done -- *slurp* -- are we? let’s finish together -- mmph -- shall we?”

Rarity went into overtime mode as her hips started to grind back and forth with the ferocity of a bucking-bronco, all while working her mouth like she was trying to set a new world record for getting to the center of a tootsie-pop.

Rarity’s face lit up with ecstasy, drool had once again formed a puddle at her hooves, and her mane was quite messy and unruly for a pony of her standards. “Almost there--Almost there! -- Almost--”

Doughnut Joe’s very own cream filled eclair stiffened as he let out one last great big moan: “Oh, my sweet marshmallow, yes!"

Rarity’s moment of sweet release arrived with all the force of an erupting volcano, her own private brand of whipped cream raining down upon Joe’s face like a tropical storm. At the exact same moment of her peak of joy, she also gleefully found herself quite full of Joe’s generously large amount of delicious gooey filling. She remained seated on top of Joe for a few minutes, sweaty and panting, trying to catch her breath. After a brief pause Rarity lifted herself up off of the bed, pulled the covers back onto Joe, and made her way out the door. Before she closed the door though, she took one last glance at that beautiful stallion lying in her sister’s bed, and she smiled. “Goodnight love. Sweet dreams”
Rarity blew a little kiss towards doughnut Joe’s way before finally heading off to sleep herself.

When Joe awoke the next morning, he found his face to be moist,his lower extremities to be sticky, and his entire body to be quite sweaty. As he confusedly made his way over to the bathroom he couldn’t help but try to remember what he had dreamt about last night. All he could remember was that he was with Sweetiebelle in the dream, and that they were both incredibly happy about something.