Three Weeks Ago…

Flux looked over his growing base of operations. Over the last three weeks, he had transformed what had been a shoddy old warehouse into a fairly respectable homestead. Using funds he’d garnered from his various activities, he managed to hire some henchponies to build in some new additions; rooms for planning, storage, living quarters, restrooms, and more filled in the once cavernous structure, making the place much more hospitable. He stood in his favorite new room of all, the office he had made overlooking the entire area. The warehouse was still mostly barren, as he had not finished the overall construction efforts to revamp the building into a proper base - not that he intended to keep it as such anyways. He knew once the city’s police force was reinstated the place would more than likely be raided, but by that time he’d have a proper secret headquarters established.

For the time being, the city had one response option, and that response option only ended up filled with his cum every single time they met. Pacing through his newly built office, he glanced out the freshly installed window. Most of his underlings had headed back to their homes, but two remained as they painted the walls of the freshly made bedroom. He made to turn away from the window, but the sound of shattering glass caused him to jump.

“City said there was some weird shipment activity going on here. Who the hay am I dealing with ~ huh?”

Flux’s eyebrows raised. He had not expected Rainbow to drop in tonight, not that he was opposed to it, but he found himself annoyed. He’d usually be ecstatic as ever for their inevitable lovemaking, though he had been feeling under the weather the last two days. Sighing to himself, realizing he probably didn’t have the energy to do much with the mare, he quickly made towards the stairwell in his office that led to the main floor.

“Hey! You two! What are you dolts doing here, huh?!” Rainbow hollered, pointing an accusatory hoof at the set of painters that now cowered in front of her.

“U-uh…n-nothing! We were just…working on a small…art project! Yeah, an art project! Right Ace?” the first stallion stammered, soon nudging his friend with an elbow.

“Y-yeah! Art project! F-for uh…” he stopped for a moment, before sheepishly looking over at his companion. “Ah shoot, I got nothing. Sorry Quill…” he added, awkwardly smiling at the other stallion.

“You’re an idiot ~ you know that?” Quill quickly insulted.

“I knew it! You two are up to no good huh? Well, time to take you in!” the prismatic pegasus quipped, before flapping her wings and surging towards them.

Both stallions cowered as they braced for what they thought was going to be an impact, but a sudden outburst made their ears twitch.

“Woah! Gahhh! Ooof!”

Perking up, hearing the sound of a crash, both stallions hesitantly opened their eyes. Rainbow was no longer coming towards them, but rather laying in a pile of crates to their right. Confused for a moment, they quickly whirled around at the sound of a relieving voice.

“You know, you definitely won’t be getting any raises with cowardice like that,” Flux stated, pausing his walk as he stood next to the pair of stallions. “Still - cough - I commend you both for having the balls to not rat me out immediately. You will be rewarded for your loyalty.” He looked over at the dazed mare several feet away from him. “And I think I know just what can represent loyalty the best for it.”

Concocting a quick plan within his head, Flux came to a devious conclusion. Just because he felt pretty damn sick, and wasn’t exactly in the mood for some frisky fun with his nemesis, didn’t mean the two healthy, young stallions with him were. Quickly channeling his beloved locking spell, he blasted it towards the cyan menace before she could recover.

Releasing an audible “Eep”, Rainbow immediately began struggling against the arcane binding that shifted her into the position Flux had grown to love. Walking over to her, he rolled his eyes as she gave him her usual defiant showcase.

“Flux?! Oh you gotta be kidding me! How could a loser like you actually manage to get ponies to want to work for him? Oh boy, once I’m out of…uh…whatever you have around me…they’re gonna laugh as they see you eat dirt!”

Rubbing his temple, her arrogant attitude causing the headache from his sickness to surge, Flux raised a hoof to silence her.

“Right…right, sure. A mare that is drenched in the arousal of her heat is seriously threatening me?”

“W-what?!” Rainbow stammered, a familiar crimson hue cascading across her muzzle.

“Seriously? I mean, I can literally smell your need, even while I’m sick!” he replied, raising his snout and sniffing the air, “Or does it smell like fruity candy for no particular reason at all?” he finished, quirking a brow as he gave the mare a devious smirk.

“S-shut up! I don’t know what you’re talking about!” she retorted, struggling once more against her binds.

Gritting his teeth, her defiance bothering him as usual, Flux surged the magic in his horn as he tightened the arcane binds around her.

“Ahn! Ngghhhh!” she moaned out loud. He had primarily focused on tightening the region that covered her tits, pussy, and asshole, replicating a similar effect to the one her suit had a hoofful of weeks ago.

“So - cough - you just moan like a slut that easily then?” Flux taunted, feeling his cock hardening from the mare’s lewd sounds.

Though he didn’t have much energy, the temporary distraction his underlings had given was enough to let him catch the mare off guard and bind her. All he had to do now was get hard at least, just so he could activate the trigger. He could go a day without doing the fucking himself, plus seeing the mare get claimed by two stallions that were massively inferior to him would only make a further mockery of the Wonderbolt.

“Unff! I…I swear to C-Celestia, you’re gonna - mmph - regret doing that…” Rainbow meekly replied, panting lightly as she did her best to hold in a fury of moans her lungs wished to release.

Feeling a sense of confusion surging in her, the stimulation not helping her clouded thoughts, she came to a stark realization. Whether it be her estrus or some deep horrifying desire within her, she had been ogling Flux ever since he stepped into frame. She had no idea why, but for some reason the stallion was starting to appear pretty damn attractive to her. His figure seemed to be far more built than the last time she remembered, and his commanding tone felt oddly exciting.

She knew deep down the only true way to quench her seemingly endless heat was to get properly rutted by a stallion, having recently been considering meeting with one to finish off her estrus, but she always found her pride stopping her from such embarrassing admittance. Right now seemed no different, and, even though it disgusted her, Flux seemed quite ideal.

Gritting her teeth, pulling together her mental fortitude, Rainbow urgently cast aside the lingering thoughts. Who the hay would she be if she bent to this pathetic loser’s comments? A couple sexual quips and a sexy, virile stallion was all it took to get to her to bend over? Seriously? No. She was Rainbow Dash, and no matter how bad her heat got, she’d never just fuck any random stud - especially infurirating ones like Flux.

“I - nngh - am gonna make sure you’re dead after this! I promise it! You won’t be walking for months!” she yelled, containing her arousal as best she could as she delivered her message.

Flux turned away from the mare, tuning out her insults. He had grown used to her usual threats, having become tired of them some time ago - as he knew they would always remain empty ones. She was his, whether she knew it or not. Her position as a hero, no, as a pony meant nothing to him. All he saw her as was his fuck-toy, an object of his pleasure, and being so he had become endlessly cocky around her. He had no reason to fear her, as all he had to do was flash his stallionhood and she’d be all his, and if it somehow failed, his growing arcane might would be more than enough to deal with her. Looking over the pair of henchponies, Flux smirked.

“She’s quite the sexy little thing, isn’t she?” he asked, nodding his head behind him as a flurry of swears spawned from the mare who heard him.

His underlings both craned their necks to the side, quickly taking in the view of the athletic, tone, and healthy pegasus before them. Gulping audibly, with each of their stallionhoods getting noticeably hard, they inched closer.

“Oh yeah one-hundred percent! She’s probably the hottest Wonderbolt, in my opinion at least.” Ace noted.

“Well, Spitfire is a damn close second then.” Quill replied. “She’s probably the hottest Element of Harmony too, I’ve always thought Rarity was a bit overrated if you asked me.”

“Now hang on, man. Rarity is pretty damn fine - I mean…”

Flux groaned as he tuned the pair out. He wasn’t sure if he had hired the chattiest set of ponies in all of Manehattan, but this wasn’t the first time these morons went on and on with one of their tangents. Feeling his anger rise, he quickly cut them both off with a yell.

“Okay! I didn’t ask for a damn report on Equestria’s hottest mares,” Flux scolded, glowering at the pair.

With both stallions immediately shutting up, their fear and respect for Flux being apparent, the unicorn continued. “Now, I have a more insightful question for you both.” He leaned forward, closing the distance between them. “Instead of standing around fawning over her, how about you rut her until sunup?”

“What!?” the pair and Rainbow exclaimed in unison.

Rolling his eyes, Flux straightened up and turned towards his primstatic foe.

“Oh, right, I forgot you weren’t under yet,” he noted.

He’d love to keep up his usual banter, but, having taken a large sum of medicine that made him very drowsy, he actually preferred the option of sleeping over rutting the bitch. He’d have endlessly more opportunities to claim her, so missing out on one chance wasn’t too big of a deal; she was his slut, and she’d always be such anyways. Closing the distance between them, taking in the scent of her arousal, he felt his stallionhood reach a satisfactory length.

“Who do you think you are ~ huh?! Do you know who I am? I’m not some kind of pathetic slut, you bucking idiot! I swear once I’m out of this you’re dead! H-hey, wh-what’re you doing? G-get away from me you - Mmmph!” Rainbow’s threats were cut-off, as the second Flux placed his stallionhood upon her muzzle, her eyes clenched closed and her entire body froze up.

Ace and Quill looked on, perplexed and aroused by the sight of the once bratty pegasus moaning loudly, as her marehood gushed in anticipation. They both raised their brows as she finally opened her eyes, their enthralled state once again in them, and spoke.

“Hello Master ~ How may I serve you?”

Ace’s ear twitched as he heard her speak. “D-did she just call him Master?” he asked, looking over at Quill.

“Yeah…not only that, take a look at her eyes!” Quill replied, pointing a hoof at the mare’s face.

Sure as hell, both stallions noticed the notable swirling coloration within her sclera, as well as the heart shapes that now inhabited her pupils. Whatever their boss had done, it sure had to be a doozy of a spell.

“No, not me today slave,” Flux replied, soon turning to look at his two henchponies and gesturing towards them. “You’ll be serving those two instead for today. Hope you enjoy getting double-teamed, whore.”

Upon hearing their boss’ statement, the pair of stallions looked at each other with excited grins. They had taken the job mainly due to the sizable pay, but being allowed to use one of the most important ponies in all of Equestria any way they wanted? Now that was a bonus that would make any logical stallion wish to be in their place.

“W-wait, boss, you mean to tell us that you’re letting her…serve us? Quill asked unsurely.

Flux shrugged his shoulders, seemingly unphased by the scene that was occurring. “Buck it, yeah, why not. You two showed loyalty back there, so why not treat you both to a dash of loyalty as a reward, if you get what I mean,” he chuckled, sneezing lightly thereafter. “Plus, I’m pretty damn sick, as well as endlessly tired from the medicine I’ve been taking. I wouldn’t have made much use of her anyways.”

Magically summoning a camera, he placed the recording device on a stand and affixed it.

“You both will ignore this. If you don’t listen and move it or mess it up, I can and will dispose of you both,” Flux threatened.

Gulping deeply, knowing very well their boss had all the arcane ability to send them to the brink of existence and back again, Quill and Ace nodded their heads in understanding.

“Good. Now, I’ll be heading back to my office to sleep, since you two haven’t finished painting my temporary bedroom. After you finish painting her with your seed, tell her to forget everything that happened and send her back home. Oh, and then finish my chamber. Just because you’re getting an extended break doesn’t mean you can slack off beyond it,” Flux grumbled, flicking his tail as he made his way back to his office.

Both Ace and Quill stood gobsmacked, having been given an endlessly attractive toy for the evening at a moment’s notice. They found themselves unable to form a response, as they watched Flux’s visage leave their view. Upon their boss’ exit, both stallions slowly turned their attention towards Rainbow, who stood at attention and patiently awaited her orders.

“Master said I am to serve the both of you today. How may I please you?” she mindlessly inquired to the pair.

Gulping slightly, Ace made to speak. “W-what exactly does pleasing us entail?”

Tilting her head slightly, confused at the uninformed stallions, Rainbow happily replied. “I exist to serve cock. It is my one, true purpose. I live to please my Master, and today, it seems his pleasure is your pleasure. You can do anything to me, I will serve you with my body to the best of my ability.”

“No fucking way,” Quill blurted out.

His stallionhood had reached its full mast by the time Rainbow finished speaking. Her casual admittance to her role and purpose had turned him on beyond his own comprehension. Shifting himself, leaning back on a recently constructed wall, he sat down, spread his legs, and displayed his surprisingly large cock.

“If that’s the case, come suck me off,” he added.

“Yes…Master,” Rainbow replied, soon trotting over towards the stud.

Within moments, she laid down before him and engulfed his cock into her maw. The sudden warm wet sensation of her mouth caused Quill to release a pleasured moan. The mare was dutifully slurping his member, taking each and every inch of his length down her throat. Reaching back with a hoof, she began stimulating her marehood as her own arousal soared. Temporarily locked in a state of shocked stupor, Ace was snapped out of it by his friend calling out to him.

“Hey! Ace! C'mon man! This bitch - mmm - has two other holes for you to choose from! Hurry and take your turn in 'em before I go!”

Shaking his head, realizing he was wasting painfully valuable time, Ace scurried over towards the mare’s flank. Feeling his confidence soar alongside his arousal, he adorned a cocky smirk.

“Bring your ass up so I can rut you properly, slut,” he commanded.

Rainbow didn’t respond, not audibly at least. Still worshiping Quill’s cock, she slowly but surely braced her hindlegs up as she flagged her tail. Keeping her lower half down so she could continue serving Quill, her flank hung in the air as her snatch winked with need. Licking his lips, Ace appreciated her two delicious holes.

Upon seeing her asshole throb with hunger, something in his composure snapped. Lining himself up with the tight entrance, he dove his cock into her ass. Releasing a throaty, muffled moan around Quill’s cock, Rainbow bucked her hips back and eagerly impaled herself. Feeling his cock leave her maw slightly, Quill thrust himself forward, forcing his length back into her throat.

“You said you’d serve us both to your best ability,” Quill started, gripping and pulling upon her mane. “So you better be ready to take us both balls deep in you.”

Clenching her eyes, Rainbow nodded as she began bobbing her head and throwing her ass back in unison. Moaning with each thrust into her, she lost herself in a sea of undeniable pleasure. She existed to serve stallions, so taking two at once was something she had subconsciously prepared herself for. Clenching her asshole as Ace entered her depths again, she let her tongue slip out of her mouth and slid it along the underside of Quill’s length as she throated him. She was told to serve these two, and that’s exactly what she’d do.

Both stallions threw away any hesitation they held and pounded into the mare without a care. Her walls were endlessly tight, and even more pleasurable. She sucked Quill off like a seasoned whore, and she expertly tightened her walls each and every time Ace dove into her. Reaching down with a free hoof, she began rubbing her clit furiously. Serving two stallions at once was beyond arousing, and her corrupted mind felt pure euphoria surging through it at the notion.

Feeling both their stallionhoods flare, Rainbow doubled her efforts as she was eager to bask in their seed. Fucking her own face and ass, siezing control of the situation, she clenched her eyes as she heard both stallions release crazed moans. Moments after, she felt the divine presence of their warm seed flow into her. Her mouth filled to the brim with Quill’s cum, and she eagerly swallowed every drop possible - at the same time, she clenched the walls of her ass as she milked Ace’s cock of every last bit of his essence. She was eager to take everything they had to offer, and her body showcased it.

Reaching her limit, her orgasm surged through her with cataclysmic intensity. Causing her to spasm around the two stallionhoods in her, she quivered with delight as she felt herself fade in and out of consciousness. Her vision clouded and breath hitched in her throat, as she entered nirvana.

“Whew - boss wasn’t kidding about her serving us ~ huh? Haven’t had a blowjob that felt that good in moons.”

“Yeahhhhhh,” Ace sighed, feeling her convulsing asshole clench down on his cock, “no kidding. This bitch’s ass felt amazing. Wonder how tight her pussy is…” he added, looking down at her dripping lower lips.

“Ah-ah-ah ~” Quill tutted, “it’s my turn back there; you can fuck her face if you’d like,” he stated, lifting her head up with a hoof. Taking note of her lewd expression, her eyes rolled back as her saliva drooled out of her open maw, he smirked up towards his friend. “Trust me, she definitely wants more.”

Retracting his cock from her ass, hearing an audible pop, Ace watched as his cum flowed out of her. Walking to her side, he helped his friend up to his hooves. Swapping positions, with Ace now seated at Rainbow’s front and Quill prodding the tip of his cock against her moist folds, the pair quickly looked at each other.

“Best. Job. Ever.”

Present…

Flux could hardly contain his laughter. The sight of these two buffoons plowing the mare was a sight to behold. He knew she’d never do anything of the sort with a stallion like either of them, let alone two of them. Calming himself down, both in terms of his excitement and arousal, he popped the tape out of his player and began looking around for a new one. Glancing up at his clock, he took note of the time.

“How long can a damn pony take?” he groaned, impatiently waiting for his foe’s inevitable arrival.

Mulling over the possibilities as to her lateness, he recalled something he noticed on their last encounter. Her heat was destroying her, breaking down her fortitude and defiance with each passing day. He knew she was beginning to find him heavily attractive, as more often than not she’d be flustered by his mere presence. The second he started bringing in sexual comments, her marehood always began drooling with arousal, although the main way he knew her estrus had overridden what pride she had left was due to their last encounter.

Quickly surveying his desk, Flux located the most recently dated tape. What lay within it was arguably the most exciting session he had had with Rainbow to date, and one he intended to watch through fully for the umpteenth time. Popping the video into his player, he witnessed a wonderfully familiar scene pop into frame before quickly glancing at the clock. The odds of Rainbow arriving in the next few minutes seemed slim, so he decided he’d indulge himself in the little home movie.

Author's Note

Flux seems like a pretty cool boss, don't ya think?