Author's Note

Warning: The following story you are about to read is currently unedited and contains depictions of sexual acts described in detail. Viewer discretion is strongly advised.

This story contains: m/f, mares in heat, atomically correct anatomy, exhibitionism/voyeurism, group sex, gloryholes, oral, vaginal sex, multiple loads from other stallions, backlights, cum play, alcohol, drinking cocktails that contain semen, mechanical sex complete with penis milking, breathing in a narcotic gas for sexual purposes, mixing semen, cumtubes, dildos attached to sex machines, and of course, impregnation.

Do keep in mind, this is more of an experiment than anything. Doing something that I wouldn't normally do and to see if I could still pull it off.

1

If one were to look at the place known as “The Factory” from the outside, it might seem unremarkable. A place in the industrial part of Applewood where in the day it appears to be an abandoned factory with tall, corrugated fences that no one from the outside could see through. But at night, ponies would use the back entrances that were separated by sexes in areas where those entering could keep their identities hidden. And given what usually goes on, being anonymous is the main reason for such a place as this remains so popular.

It is a kind of place where the nicknames often give away what kind of establishment it really is. Names like, “Gloryhole Central,” “Fraternity Factory,” “Baby Maker R US,” or more popularly known as “The Sperm Factory.” A place where ponies pay some bits for however long they want to spend in there, provide a doctor’s note saying that they’re clean from any S.T.D’s, take a quick shower, and off they go to an orgiastic world of gloryholes.

What makes the place both controversial and appealing is that it’s one of the few sex clubs where condoms are not allowed. Everything there is all bareback. Hence why each client who pays must sign a contract, provide a doctor’s note along with some ID. As long as they provided these, ponies could do whatever they wanted in the factory.

Naturally, there are plenty of reasons why ponies go there. For stallions, it is a place where not only they could get some action, but it was cheaper than most brothels in Equestria. Usually, on most nights there were more than plenty of mares to choose from and they could do it as many times as they want until their time was up.

For mares, there are a variety of reasons why. While some have the same reason as the stallions, others go there in hopes to get impregnated in the funniest way possible. Even if they had protection via contraception pills or anti-fertility spells, mares go there for other motives from kinky sex, having all the stallions rutting them to cool their heat, or the occasional cuckolding where married couples enter to indulge in all sorts of naughty fun for an hour or so.

“I think it should be around here,” Carrot Cake said, looking at the hoofwritten directions.

“Are you sure we’re in the right part of town?” Cup Cake eyed the grim-looking concrete buildings as they walked underneath a lit streetlamp. “This looks like the kind of place where we might get mugged any second.”

“I’ve double-checked the map and Pinkie’s directions. We should be in the right place.”

“You know, that’s the one thing I didn’t get from her. How exactly did she know this place existed?”

Carrot looked up from the directions. “Honeybun, you do realize this is Pinkie we’re talking about, right? The same mare that somehow knows everypony’s birthday, anniversary, and even the flavor of cupcakes. I’d be shocked if there was anything she didn’t know.”

“But how does she know about…” She looked over her shoulder to make sure nopony was listening, “The uh… sex club?”

“Apparently, her talent to organize parties meant that she has to know all sorts of places that make the best fit. Including more adult-oriented things. At least, from what I could get out of her when she rambled on and on.”

“You don’t think she actually been to this place, has she?”

“Given how detailed these directions are, I think it just hints that she might have visited at least once.” There was an awkward silence between them before Mr. Cake started up with a blush. “So…”

“Hm?”

“You uh… really want to do this?”

“Do you?”

“I’m just well… curious about it is all.”

Cup chuckled, “Just curious?”

“…. Okay I… I want to do this, but I wasn’t sure how… well… you would react.”

“Your fantasy?” Cup smirked as she kissed him on the cheek. “Dearie, I love a good rutting as any mare. Still, I’m glad for Pinkie’s little slip-up.”

“Honestly, I thought you’d be mad at me.”

“The idea to have me play Pregnancy Roulette with a bunch of strangers? To have me be pumped up with so much baby batter from at least half a dozen stallions that might…”

Carrot trailed off, his beet-red face expressing the level of embarrassment.

Stopping for a moment, Cup put a hoof around his shoulders, “Honey, if you really don’t want us to do this, we won’t. And yes, I’m ready to have a foal. If you want, we can go back to the hotel and do it – just you and me. Either way, even if the foal turns out to be yours or someone else’s, we’ll still love and protect them as parents should.”

“What about you? Are you sure you’re okay with the idea that a bunch of strangers might get you pregnant?”

Cup laughed, “After all the experimentation in bed, you don’t think I would be a little bit opened minded for stuff like this. I thought that eventually, we might have invited somepony for sex – let alone several. But what about you? Are you comfortable of maybe getting off with other mares too?”

“…. I would be lying if the thought hadn’t crossed my mind. Although, before we find this place and go in, I do want one thing.” His wife asked what it is. “That as soon as we go in, we should figure out where the other is so I could at least put my seed in first before anyone else does.”

“If it’s all gloryholes, then how about this? If you think it’s me, knock three times. If I also knock back three times, then you’ll know it’s me.”

“That’s specific.”

“Then you’ll at least know it’s me.” Then with a sly smile, she added, “And you’ll know which stud is trying to get me knocked up as well.”

“And me?”

“Hm?”

“Would you have a problem if I uh… I mean, this place is bareback only and I would be free to…”

“You think you might get another mare pregnant?”

“I mean if that happens… well, we probably wouldn’t know about it, would we?”

“Dearie, we are going to a place to conceive a foal in the riskiest way possible. Don’t you think the mares and stallions there aren’t aware of this too?”

“Well, maybe I’m just overthinking this. I mean… if our foal turns out to have features that aren’t exactly my own, how do we explain that to them?”

“What a good parent should say,” Cup patted her husband on the back, “that family isn’t about being related by blood, but by a special bond where we take them in as our own. So even if you do get a mare or two pregnant, I’d bet they’ll be going in with this same sort of mindset.”

For a while, the two didn’t say anything as Carrot glanced back at the instructions and compared it to where they were. “I think we’re here.” He said, pointing across the street.

The couple looked to see a building that was a tall, brick building that looked that used to produce canned goods. In the dim streetlight, they could see the faded painting of a can that once advertised for something but has long chipped away. If they didn’t know any better, they wouldn’t take this place to be the location of a sex club if it weren’t for a few tale-tale signs.

For one, the entire roof was made from frosted glass that was made up of a series of triangles in a neat row that glowed in neon lights of blue and pink. Secondly, there were noticeable lines of excitable ponies that go in opposite directions towards alleyways which they assumed is where the entrances are. And third, on the side of the old factory were a small neon sign, also made of blue and pink lights that have three Xs.

“Wow,” Carrot gave a low whistle, “it’s a lot bigger than I thought. How would I know where you are?”

“Just remember the plan to knock three times, dear. If I knock back three times, that’s when you’ll know it’s me.”

“…. I just hope nopony gets to you first.”

“In the meantime, let’s go have some fun.” Cup winked.

“Oh! And how long should we be in there for? I know Pinkie said that you pay by the hour.”

After giving it some thought, Cup replied, “How about we aim for at least three hours. I’m sure both of us have enough bits for that. Then when we’re done, we meet up back here and then go to the hotel.”

Carrot looked over to the factory, and then, with a blush on his face said, “One more thing,” he then kissed her deeply. “No matter what happens, I love you.”

“I know,” Cup hugged him, “I love you too. Now, let’s go have some fun.”

Once they bid each other goodbye, the two separated towards the two lines. Both excited and nervous about what they might find within the factory.

If Cup Cake was being honest, this was a first for her. Not that she and her husband haven’t done anything so risqué before – since they got married, they have experimented on and off over what they could bond over. They tried out with certain outfits that would both make them feel sexy and desirable for the other. They research fetishes to see what stuck to them (that was, within reason of course). And sometimes they would gather their pornography to get each other off (as well to compare notes).

What was new for both husband and wife is that outside of that one three-way, this was technically the first orgy they were going to. First time to have at least half a dozen ponies in the same place to have sex with one another. On the one hoof, it was nerve-racking to do it with someone that isn’t her husband. But then again, her nether regions were getting pretty moist from the thought of it too.

While she waited to go inside, she did take a moment to look at the other ponies in the line she was in. All of them were mares. At a glance, they seem diverse in many ways. Some were thinner than see, while others have several more pounds on them than her. There were few that look as though they come from a wealthier side while others much less so. Some were gorgeous that Cup could swear they must have been on the cover of magazines while others were plain, average looking. In the air, there was some lively chatter in front and behind her, that talked about this and that. And, most noticeably of all, Cup could smell the tale-tale signs that a good chunk of them was in heat.

About ten or so minutes later, Cup followed the line as it turned sharply into an alleyway where there was a booth at the end. The kind one would see Infront of a movie theater, only the glass was completely blocked off by frosted glass with a hole down below where the taker would exchange bits from. On the right was a door that had a light that either shines green or red. When the light turned green, a mare would walkthrough. Then once she’s in, the door shuts, and the light turns red. Above the booth was a bright neon sign that illuminated the alleyway. It had a pink circle with three blue sperm cells swimming towards it.

At first, Cup Cake was a bit confused why the ticket booth had frosted glass in front instead of a one-way window. But the more she thought about it as she got closer, the more she realized that it was all meant for privacy. Both for those working at this place, and those who come to walk through that door. She wondered how the rest of the club might be considering the thoughtful approach for the workers here.

Eventually, it was her turn. So she went up to the booth where she heard from the other side. “Hi there,” said a mare’s voice. By the sound of it, she was young but had a perky tone in it that almost reminded her of Pinkie’s. “Welcome to the Sperm Factory, how long would you like your stay?”

“Well, uh… Hello uh… this is my first time for me so… I’m afraid I don’t know how this works.”

“Ooh! A newbie, huh? Alright so, just so you know, this is a sex club where we fully go bareback here which means there will be no condoms allowed. So since that is the case, do you have any medical proof that you don’t have any sexual diseases?”

“Oh yes, one moment,” Reaching into her purse, she pulled out a doctor’s note where she passed through the hole in the window.

The mare on the other side took it for a moment before passing it back. “Alright, that checks out. So, the rate to stay here is fifty bits by the hour. But we have a special where you could pay three hundred for the whole night.”

“No thank you, I want to stay for three hours please.”

“Okay, that’ll be a hundred and fifty.”

From her purse, she took out three bags worth of bits where each has fifty coins each. Passing them through the hole, the mares’ shadow disappeared for a moment before returning. “Okay, now I just need you to do one more thing.” She pushed a document and a pen out to her. “Just sign this, where I’ll give you a hoofband and you’ll be ready to go. Be sure to read it first before you sign.”

It wasn’t a long document. A single page of text that as she read it, her lips under her tail felt as though they were winking at some of the lines.

It read:

By signing this contract, you are acknowledging that:

• You are at least 18 years of age.
• You are healthy and free from any sexually transmitted diseases. A doctor’s note is strictly required.
• You have the means, resources, and/or plan of paternity care in place as a result from the activities in the event of impregnation.
• That you have agreed to pay to enter the establishment of your own free will, fully knowing ahead of time of what to expect and the possible outcomes to enter in. Furthermore, you’ve also agreed to the amount of time to spend in said establishment for the activities that happen.
• Before you proceed with the activities within the establishment, you will use the showers before and after your time here.
• You are fully aware that there are no condoms provided and there is no protection except for the mare(s) that have prepared themselves beforehoof.
• That if you are injured and/or caught a disease, the entablement is not responsible for you.
• In the event that you get impregnated by one or several partners; neither parties shall be held responsible nor will the establishment.
• The establishment is not responsible for the relationship status of the client who signs this document.
• That you will try to maintain your identity to be confidential.

By signing this contract, the establishment will agree to:

• Allow you to spend however much time within by the amount you’ve paid by the hour.
• To keep any and all indications of your identity confidential.
• To make sure that the interior is safe and clean for all clients who enter.
• To notify when your time is nearly up by giving a half an hour warning.
• To only allow individuals who are healthy and free of sexually transmitted diseases by confirmation of a doctor’s note.

By signing your name and dating it, you’ve acknowledged you’re fully read this contract and you agree to partake in whatever activities within the establishment.

(Name) X _________________________________________

(Date (Month/Day/Year)) X ____/_____/_____

Picking up the pen with her teeth, Cup Cake signed her name and date it.