Author's Note

Just a quick note here, Trixie, Principal Celestia, and Vice Principal Luna will also be the ones to get the werewolf cock in them as well.

Chapter 2: Next Morning Romp and Midnight Breeding

The sun rises as a new day has started and Flash is laying on the forest floor when he suddenly came to. He sat up and felt like he has a headache like he hasn't slept at all last night. He suddenly felt a draft before he looked down and saw that his clothes were gone. But that's not what shocked him the most as he saw the Dazzlings naked and with g-size breasts sleeping beside him. Adagio was laying on his right side while Aria was on his left before he saw Sonata laying next to his cock which looked two inches longer than it did before.

"H-How the...?" He whispered before he noticed his own muscles have grown as well a little. He doesn't even remember how this happened to him but a small part of him liked it. Flash tried to get up without waking them before Adagio hugged his arm tight. He looked down and saw her awake with a lustful grin on her face.

"Good morning, master," Adagio whispered before slowly rising to come face to face with him. He felt a bit nervous before Aria hugged his other to get his attention. He looked at her and she also had a lustful grin on her face as she rose up.

"I had a blast..." Aria told him before Adagio placed a couple of fingers under his chin before she pulled him to face her.

"Not as much as I did," Adagio said in a lustful tone. "Even though I don't remember half of it, the big load that's flowing out of me tells it all." Flash was confused by what she said before he looked down and sees her two fingers spreading open her cunt to see rich thick semen flowing out of her.

"Wait," he looked at the three naked beauties, "did we have sex last night?"

Adagio gave him a sultry smile. "Oh, you did more then have sex with us. You completely ravished us. Destroyed us. I'll never be able to have sex with another man again."

"Not that we'd want to," Aria smirked as Sonata started moving. "You're the only one we want."

"She's right," Adagio nodded. "You now own us. Mind, soul and especially...body." Flash felt a shiver go up his spine hearing that, as the two girls pushed themselves up to their knees and grabbed the back of his head. The next thing Flash knew, they were pulling him into their large but not too large bosoms.

The pair moaned as they felt their master's face pressed against their tits, which felt extremely sensitive at the moment.

Flash's mind was completely blank, as all he could see was pink and yellow. He was starting to wonder if maybe he had died last night and this was his heaven. If it was, best heaven ever.

It was then that he felt something that made him moan, as his cock was suddenly grabbed by something soft and gentle. Then, the tip was surrounded by something wet and warm and he couldn't stop himself from moaning.

"Sonata!" Adagio's voice cried, "what are you doing?" A slurping sound filled the air, followed by several sounds that Flash felt were meant to be words.

"Don't speak with your mouth full," Aria stated before the wonderful feeling around his cock stopped.

"It's so big," Sonata's voice finally spoke. "Not as big as it was last night, but still really nice." He felt what he assumed was a tongue, licking up his dick. "I want it."

"Not before me," Aria stated. "I'm going first."

"No," Adagio told me. "I was last last night so I get to go first." The girls pulled their tits away from Flash, who was finally able to see Sonata with his dick in her mouth. She sucked it as best as she could, though she could only get about a third of it down her throat.

"Geez," Aria sighed, "you're pathetic. Can't even get have of it in your mouth. You're a disgrace to our master." She pulled on Sonata's hair and made her plop off the cock, then wrapped her own lips around it and started devouring it.

"No fair!" Sonata pouted as she started trying to lick at the base whilst Adagio went for Flash's balls.

Aria smirked and lifted her mouth off the smile at Flash, then shook her head to make him notice her pigtails. "You know why this style is called the handlebars?" Flash shook his head, "its so the guy had something to hold when he's face fucking his sluts. Wanna try?"

"Okay..." Flash responded nervously before he took a deep breath and grabbed hold of her pigtails. Something then woke up inside him that caused him to quickly yank her pigtails so that his cock went down her throat. Adagio and Sonata were a little surprised by this as Aria gagged a little from his cock.

"Wow, he really wants this~." Sonata said before she crawled up to him and locked lips with Flash as he thrusted his hips into Aria's mouth.

"Yeah, suck master's cock like it's the last one~." Adagio whispered into Aria's ear as she reached behind her and began to finger her cunt. Sonata then broke the kiss with Flash before she stood up with her legs shaking a little.

"Please master, eat me out~." She pleaded as she spread her lower lips.

"W-Well, all right..." Flash said before she stood in front of his face. He was reluctant at first before he brought his face closer and started to eat her out as she began to moan at the feeling. "I can't believe what I'm doing..." Sonata gently hold his head as Adagio fingered Aria deeper while she was sucking hard on his cock. "The three siren girls that made me laugh out on Twilight and put us all under a spell is calling me master and...oh fuck she's good!" His hand moved on its own as it grabbed hold of Aria's head. It felt like hours to all four of them as Flash was eating Sonata out, Aria sucking him off, and Adagio shoved all five fingers up Aria's cunt. Aria felt his cock throbbing inside her mouth as she began to suck it harder.

"I'm gonna cum!" Sonata cried, making Flash double his efforts whilst Adagio picked up speed.

Flash, Aria and Sonata were all being drawn closer and closer to their limit and eventually, Sonata cried out as she came and splashed Flash with her juices. This pushed Flash over the edge and he pulled Aria forward until her nose was up against his pubes, as he started cumming right into her mouth.

The pink girl gasped as she started swallowing his load down, her mouth quickly filling up and expanding. This and her nose on Flash stopped her from breathing, which made her eyes roll and tipped her over the edge.

Adagio smirked as he felt Aria begin to cover her fingers in her juices, as Flash kept shooting load after load into Aria.

It was at that moment that Sonata started coming down from her high, allowing her to hear Aria's gagging sound and made her realise what was happening. "Hey, no fair." She sounded like a little kid, "I want some to." She crawled off Flash and moved over to Aria, right as Flash shot his last load into her mouth.

But before Aria could swallow it, Sonata pulled her off his cock and shoved her own mouth against hers. The pair started making out with one another, their tongues battlings to keep Flash's cum in their throats.

Flash just laid there, watching the erotic scene and feeling like he would pass out at any moment. But as he was about to, he felt another pair of hands on his still hard cock and looked over to see Adagio jerking him off. "I haven't gotten to cum yet." As she said that, she rose up and raised herself above Flash whilst pointing the tip of his dick towards her waiting entrance.

Flash watched as this bushy haired goddess lowered herself down and impaled her body on his shaft, as she started sucking Aria's juice off her fingers, making them both moan at the pleasure coursing through them. Her cunt was like a vice and Flash was lost in the sensation, whilst Adagio's brain was reeling with pleasure.

Even though he wasn't as big as last night, it was like her body was designed to become the perfect size for his cock.

She started bouncing up and down on him, Flash watching her move as he did so. He was drawn to her large tits and as she picked up the pace, he reached up and grabbed them. "OOH!" She moaned, "that's right master. These tits are yours. All of me is yours. Do with me as you wish."

"Fuck...I don't kn-know how this happened...but I love it~." Flash grunted as he thrusted his hips up to shove his cock deeper into her. Sonata and Aria broke their kiss before lowering themselves to his balls so they may suck on them.

Despite cumming not to long ago, Flash felt himself beginning to grow closer to his peak as Adagio sped up.

He wanted to make her cum before he did, so he started twisting and pulling on her nipples to make her cry out more. He pounded up into her as fast as he could, making the other two girls groan as they kept sucking on his balls.

He fought his hardest not to release his seed and after a few more minutes, Adagio's head was thrown back as she let out a scream and her cunt tightened up around his dick. "FUCK!" The pair of them screamed, as Flash could no longer hold back and released himself within her.

The pair shook for several moments until, finally, they both came down from their orgasms and Adagio fell forwards onto his chest.

They panted, but felt very satisfied and Flash could only lay there whilst the other two crawled over to rest their heads on his shoulders. He was completely blanketed by the sirens and had never felt so comfortable. But all good things had to come to an end, as Adagio lifted her head to look him in the eye with a smile.

"Want to come back to our tour bus? You can have a shower."

"Sure, I could use one." Flash responded before the each had a grin on their face.

Their tour bus was back on the road while Aria drove his car and heading back into the city while he was in their shower. As he was washing himself off, Flash was thinking about what has happened but couldn't remember. Flash only remembered seeing them help change the tires on his car before he blacked out. His thoughts were interrupted when Sonata entered the bathroom naked and stroke his cock.

"What are you doing?" He asked, only for Sonata to grab some body wash and squirt it between her breasts. She then fell to her knees. "Oh." Flash liked where this was going. She moved her breasts up and down along his cock as she licked the tip every time it came up.

Flash moaned as she did this, needing to lean against the wall as she continued to titty fuck him. Every now and then, the bus would run over a bump or pothole and make the pair jiggle about. This just made Flash moan more whilst Sonata laughed. But once she was sure his cock was nicely lubed up, she got up off her knees.

She soon can face to face with him before they locked lips, Flash squeezing her ass to cause her to moan while she rubbed her wet cunt against his cock. But then she pulled back and looked him in the eyes, "fuck me in the ass."

"Okay, but you might want to brace yourself." He told her in a smug tone as he grabbed her hips and thrusted hard up in her ass.

"AAAAHHHHH!! FUCK YES!!!" Sonata screamed in pleasure as she leaned against the wall while he plowed into her ass. Thanks to the body wash, his dick was nice and slick so it entered her without much issue. She continued to scream as Flash fucked her into the wall, her huge tits the only thing cushioning her from hitting her head

They fucked like this for several minutes, Flash reaching around her to play with her cunt as the water splashed down upon them. But eventually Flash felt himself getting close and sped up. "I'm gonna cum."

"Do it inside me!" She cried, "I wanna creampie enima!" Flash was surprised she knew what that was, but he didn't argue and kept pounding into her until he finally hit his peak.

As he did, he squeezed her clit and made Sonata moan with pleasure whilst he shot his load into her ass. She let out a pleasurable cry as he gave a few small humps as he was cumming in her ass. She then pulled his head close and gave him a passionate kiss as he was still cumming before they heard knocking at the door. "We're here! Once you're done, come on out and we'll get your clothes!" They heard Adagio's voice from the other side of the door.

After a quick rest and making sure no one was around, Flash managed to get inside and get dressed. He told them to stay here until he gets back from doing a few errands around town. The sun was setting as he got a few bags of groceries until he ran into an familiar face. "Oh, hey Fluttershy." He said to get her attention.

"Oh hi Flash." Fluttershy responded as she walked up to him. "I thought you were in the forest working on a new song."

"Yeah, my car got a flat and my little trip had to run short." Flash said as he rubbed the back of his head. So of course he's not going to tell her what happened in the forest, not that he can't remember what happened last night but he can't tell her about the Dazzlings. "I'm just out to do some errands. I still got a few things to do."

"Well it's getting kind of late." Fluttershy pointed out. "Would you like for me to help you?"

"Thanks Fluttershy." He said before they continued to do his errands. A few hours later, they decided to take a little shortcut in an alley before she noticed he looked a little pale.

"Are you okay?" Fluttershy asked as he started to lean against a wall.

"I...I'm fine..." He told her as sweat started to run down his face. He panted heavily before those panting became grunts of pain as he got on his hands and knees.

"Flash?" Fluttershy ran to his side, "what's wrong with you?" As she said that, the sun completely set behind them. And when it did, Flash's eyes shot open and were now bright red.

Fluttershy watched in horror, as Flash's entire body started bulking up. She stepped backwards, as Flash's cloths began to rip off of him. As he did, his skin began growing orange fur and his fingers started extending as his nails turned black and sharp.

"RAAAAAAAAAAH!" Flash cried, as his face began to shift and distort into a more canine form. His ears grew pointed and slowly shifted upwards, whilst his legs became more wolf-like. And then, from out of his backside, a tail appeared and grew as long as his legs.

Fluttershy couldn't believe her eyes. Flash was becoming...a wolf. "Flash?" Finally, the creature's body flexed and the last of its clothing ripped off of him as he stood tall and let out a mighty howl. Fluttershy stepped back in fear as Flash has become a werewolf before he quickly whipped his head and saw her. She was frozen in Terror as the werewolf that is Flash approached her and she slowly backed up. She backed up until her head bumped into the wall and both claws were on both sides of her as the werewolf looked at her with a hungry look. "P-P-Please don't eat me..."

"Not eat. Only satisfy." The werewolf told her in Flash's voice but it sounded deeper. Fluttershy already figured out that her magic was allowing her to understand him. "No clothes." One claw grabbed hold of her clothes and her underwear underneath before ripping them off to reveal her perfect naked body. Fluttershy already had e-size breasts and a fine ass while she blushed hard from this sudden action.

"F-Flash...please...s-snap out of--" Fluttershy tried to say before werewolf Flash quickly locked his lips to hers. Fluttershy was completely surprised by this before she felt his tongue into her mouth. Not only that, but he also felt his sharp finger digging inside her cunt. This has caused Fluttershy to moan in pleasure in the kiss while her cunt is becoming wet. The kiss was soon broken as a string of saliva connected their mouths.

"Need to be satisfied." He told her before gently making her get on her knees so that she was face to face to his giant cock. "Suck cock." Fluttershy gulped a little before she grabbed his cock and stroke it a little. She can practically feel the heat admitting from the cock as she stroked it.

"Oh...my." Fluttershy whispered as the musk of the cock made her head fuzzy a little. "If I do this, you have to stay calm. Don't do anything you'll regret later." The wolf just panted as Fluttershy leaned forward and kissed the tip of his cock.

The wolf howled as she started licking it and jacking it, the girl feeling herself growing more and more wet as she did so. "More!" Fluttershy gulped and knew she couldn't get this whole thing into her mouth, and her hands weren't enough. So, she grabbed her large tits and started wrapping them around his cock at the base.

She started moving them up and down, remembering what she had seen in the porn she had totally never watched, whilst opening her mouth to let the head of the dick into it. The werewolf growled in pleasure at Fluttershy's breastsjob and her tongue licking around the tip of his cock. She felt herself becoming even wetter than before and her head was feeling even more fuzzy. Fluttershy could no longer hold herself back as she stopped what you was doing before she opened her mouth wide and shoved the cock in her mouth.

The werewolf panted as she attempted to give him a blowjob. Fluttershy couldn't help but gag at the size of the cock before she pulled back a little and pushed forward again. "Yes, yes, more, good, more!" Fluttershy tried to get as much of his cock into her mouth as she could, eventually feeling it at the back of her mouth. She groaned, unable to take the sensation flowing through her mind.

The werewolf however held her head in place as she looked up at him. "Don't pull out." He told her as he forced her head forward and forced his cock down her throat. Fluttershy's eyes went wide as he forced his cock down her throat but part of her enjoyed it as he slowly thrust his hips. Her hand moved on its own as he went down to her wet cunt and begin to rub her clit as the werewolf was face fucking her.

The pair went on like this for several minutes, Fluttershy barely able to breathe around his monster cock. But that sensation only heightened the pleasure she was feeling, causing her tongue to whip around the cock faster and faster whilst the wolf kept trying to break her throat.

She then reached up with her free hand and started fondling his balls, which pushed him over the edge. Soon he forced his knot into her mouth as he felt the cock throbbing. His cock soon let out a big load of his cum down her throat.

Fluttershy did all that she could to drink up as much as her cunt sprayed the ground with her love juices when she came too. Her cheeks inflated a little with his load before a little of it gushed out of her mouth.

Soon he pulled out of her mouth and sprayed her from top to bottom with his load, Fluttershy's orgasm fried brain barely able to register this.

When the wolf fired the last shot onto her breasts, Fluttershy felt herself fall to the ground and pant. She had done it. Now, hopefully, Flash would turn back to normal.

"More." She looked up at him in shock, "more pleasure!" She watched as he got down on all fours and started striding over to her, his cock still rock hard.

"Eep," was all she could say as she tried to cross her legs and shuffle backwards.

"You want pleasure too." The werewolf said as he leaned down. "You want it."

"I...I do..." Fluttershy admitted for opening up her legs to him. "T-Take me...please." With that, the werewolf then shoved his cock into her wet cunt. Fluttershy covered her mouth as to not let out a scream to alert anyone as it began to thrust in and out of her.

Fluttershy screamed as her cunt was ripped opened, the girl glad she had already broken her hymen with one of the many toys she totally didn't own.

She remained splayed out on the ground, allowing the wolf the thrust into her with wild abandon. It also reached down and started using its large mouth to suck on her tits and lick her nipples, making her moan as she was in heaven.

Fluttershy always loved animals and a small part of her had always wanted to know what it felt like to be made love to by one. She had always feared that side of herself, thinking she might be sick for liking something so wrong. But now she knew, nothing this pleasurable could be wrong.

"Feel amazing!" She heard the werewolf grunt with each thrust into her. Her breasts bounced in sink with each thrust before one paw grabbed hold of her left breast while he leaned forward and latched on to the other. She let out pleasurable moans as he was sucking on her breast while playing with the other.

"M-More...fuck me more..." Fluttershy whispered in its ear. "Give this slut what my toys couldn't..." She wrapped her legs around him as best she could, humping back into him and groaning with every impact. Her mind was beginning to crack. If she felt any more pleasure, she knew she would break and never be the same.

The wolf panted as he felt himself growing close. He wanted to do it inside her. "Fuck, mate, breed bitch!"

"Yes! Breed me!!" Fluttershy howled as his humps became more rapid before the knot entered her cunt and a big flow of his cum entered her womb. The werewolf howled at the moon when he came inside Fluttershy and her nails done into him as she was overcome with sheer pleasure. This went on for what felt like hours to them before he pulled out and sprayed her with more of his semen. Fluttershy's body twitched on the ground from the sheer pleasure he gave her.

The werewolf watched as she brought up her breast s to lick up the load that was on them. "Need more." He told her as she saw his cock is still hard.

"I believe... I know th-the girl...to help..." Fluttershy panted as she reached for her phone from the remains of her clothes. Her hands were shaking as she opened her phone and searched for the number she wanted. Once she found it, she held it up to her ear until someone on the other end picked up. "Rainbow..."

Rainbow Dash jogged her way to the park as Fluttershy instructed and she was looking around for her. "Fluttershy, are you here?" She called out. "I came as soon as you called! Did you really find a link to the new issue of Daring Do?!" She looked around, but found no sign of Fluttershy. "Hey, you there?"

"Over here." Rainbow looked around and saw Fluttershy's arm sticking out of a bush, which made her raise an eyebrow but shrug before heading through the bushes.

"What are you doing in here?" She saw they bushes lead to an area of the part that was slightly overgrown and made it impossible to see them from the outside, which she realised was somewhere Fluttershy would likely love to spend time. "Fluttershy?"

It was then that something tackled her from behind, knocking her to the ground and pinning her down.

"What the?" She looked behind her and saw Fluttershy smiling down at her, "what the heck are you doing?" But then he noticed Fluttershy was completely naked and covered in some kind of slime that she was now soaking her clothes with. "Fluttershy?"

"She's ready for you, master." Fluttershy said, which made Rainbow more confused before allowed thump was heard. Rainbow looked below and saw a werewolf with a large cock erect approached them.

"Fluttershy, let me up!" She demanded as she struggled to get free of Fluttershy's grasp. "There's a monster here and--" Fluttershy cut her off by locking lips with her. Rainbow felt Fluttershy's tongue enter her mouth as the werewolf grabbed her leg.

"You have nothing to fear~." Fluttershy whispered when she broke the kiss. "You're going to love this as much as I did." As soon as she got off of Rainbow, the werewolf quickly lifter up by the leg and hung her upside down. With one claw, he swiped at for clothes and she was completely butt naked. Her breasts weren't all that big as they were nearly flat but she did have a nice ass.

"Let me go!" Rainbow cried, only for the wolf to spread her legs and stick his snout into her snatch. "NO!" She swung her head around, as the wolf's tongue began to dig into her cunt and drive her nuts. As it did, the beast's dick began to point up towards her. "Get that thing away from me!"

Fluttershy laughed at the sight and moved over to grab the back of Rainbow's head, stopping her from moving as the cock drew closer to her. "Come on Rainbow, I was able to suck it off and make him cum. Are you saying you're not as good at me at something? I can't wait to let everyone know."

Rainbow groaned with pleasure, whilst the cock drew closer. Fluttershy's words had hit a nerve, since there was no way Rainbow wasn't the best at everything. Even this. Fluttershy brought the cock close to Rainbow's face and started to rub it along her face. Rainbow closed her eyes and scrunched her face as Fluttershy did what she did. Rainbow can help but smell the musk that is emanating from the cock filling her nostrils.

"F-Fluttershy...please help m--" Rainbow tried to plead before Fluttershy shoved her head forward to make her suck on the cock.

Rainbow Dash had always been small for her age, with most of her friends having always been a good foot taller then her throughout her life. As such, he throat was smaller too and she found herself unable to get more then the tip of the cock into her mouth.

Tears flowed out of her eyes, as the wolf started thrusting his hips forwards whilst Fluttershy pushed Rainbow's head to meet it and cause more and more of the giant cock to be stuffed into her mouth. As Rainbow was choking on the cock a little, she felt the werewolf's tongue enter her cunt deeper until it reached her womb. Rainbow couldn't help but moan around the cock as the musk of it made her head go all fuzzy.

"I can see her starting to enjoy it," Fluttershy whispered in her ear as she used her free hand to finger herself. "Just wait until he cums."

Rainbow hadn't thought about that.

She glanced at Fluttershy and remembered the sticky substance she was covered in, now realising what it was and making her terrified. She struggled to tree and free herself, but Fluttershy was surprisingly strong and was able to keep her from pulling her head away. And as she did, the wolf's tongue began faster and faster.

Rainbow couldn't stop herself. She was going to cum and there was nothing she could do.

"That's it," Fluttershy told her. "Give in and feed our master with your juices." Rainbow cried out around the cock and finally, she couldn't take any more an climaxed into the wolf's mouth.

The creature grunted as he was fed the delicious juices and this taste pushed him over the edge, causing him to cum right into Rainbow's face. The substance shot into her mouth and Rainbow felt herself beginning to drown in it.

The substance expanded her cheeks and broke through her lips to slither down her face and up her nose. Rainbow screamed around the cock, as Fluttershy finally released her head and allowed the force of the cum shot to push Rainbow's mouth off the dick.

She cried out as she was freed from the cock, which kept shooting cum into her face and causing her to cough as the spunk fell to the ground beneath her.

The wolf finally dropped her and she fell face first onto the cum covered earth, the athlete falling onto her front and laying in a pool of cum whilst the creature kept firing it onto her back and her ass. She heard the werewolf growling grunt before she heard Fluttershy giggle. "Guess what Rainbow, master wants a piece of your ass." Fluttershy whispered in Rainbow's ear.

A part of Rainbow was scared out of her mind, yet another part of her was becoming excited by the thought of the werewolf ravishing her ass. It wasn't before long as Fluttershy got on her back and spread her ass cheeks. Fluttershy then leaned down and started to lick Rainbow's asshole while the werewolf stroke its cock at the sight of her doing it. Rainbow let out a pleasurable moan at Fluttershy eating her ass and feeling inside that overlapped her wanting to stop.

And she did, making her groan for a second before she felt something push against her rosebud.

"NO!" Rainbow was scared, as she felt the wolf grab her by the legs. Fluttershy had rushed over and grabbed her arms, stretching her out as the wolf began to push her cock against her anal entrance. "Please, make him stop." But Fluttershy could only smile, as the wolf surged its cock forward and pushed it into her ass.

The night air was filled with a girl's cries, as her backdoor was broken into by a mighty rampart. Rainbow let out moans of both pain and pleasure as the werewolf thrusted rapidly in and out of her ass. As this was happening, Fluttershy was squeezing her flat breasts while also looking up some of the semen that's on Rainbow. Rainbow herself thought this couldn't get any worse until they heard howling coming from nearby.

It wasn't long before both Fluttershy and Rainbow Dash looked to where they heard the howling and three werewolves in the colors of the Dazzlings but darker leap out from the trees. Rainbow was scared out of her mind that there was more but noticed that they were females by the way their breasts look. She was worried that the male werewolf was only tenderizing them so the females could eat them. The three female werewolves crawled over and sniffed both her and Fluttershy before they started to lick up the semen on them.

"Master," Fluttershy heard the yellow one say, "couldn't find you."

"We want it," the blue one begged. "Why give to flat shrimp?"

"Behave!" The male wolf growled. "Go play with Shy!" He continued to pound away at the blue girl, whilst the wolves turned towards Fluttershy and gave her an hungry expression.

"Stay calm," Fluttershy told them. "There's plenty of him to go around and-" She let out a cry, as the wolves all pounced on her and started playing with her. The yellow one went for her cunt, whilst the pink and blue one started licking at her tits and making her moan in pleasure.

Rainbow now had her hands-free when the three werewolves are all over Fluttershy, but still couldn't let them up as she was very deep in pleasure. Her moans were mixed in as the three werewolves had their way with her as well as the sounds of the male wolf plowed her ass. Rainbow try her best to fight it, but her mind slowly began to break with each thrust into her ass.

Then, the wolf pulled out of her much to her shock and slight displeasure. But she soon realised why it had done this, when the creature rolled her onto her back and pulled her legs apart again.

"Wait!" She cried, but the wolf thrust its cock into cunt before she could say anything else. "AUGH!" The pain of her cunt being ripped into finally drove her over the edge. He mind went completely blank and her body went completely limp.

She couldn't see anything around her, as every thrust by the beast sent a burst of pain and pleasure through her body and caused her vision to be filled with an array of colours. All she could do was lay there, letting the sensation wash over her.

Soon, she felt a new feeling as something wet started moving against her right tit before moving to her left and constantly switching between them.

Meanwhile, Fluttershy is enjoying pleasure the three female werewolves is giving her as she already came three times. And since the male werewolf got to her first, her transformation already began now. Her breasts started to expand in size while her muscles started to grow and even fur as well. As soon as a tail grew in and her breasts became h-size, her nipples started to leak out milk for the others to enjoy.

Rainbow screamed out in pleasure, as she felt herself growing closer and closer to finally cumming. She knew it was her last chance to escape. If she let herself cum, she knew she would be broken beyond repair.

But before she could even think of doing it, something appeared above her. She felt something suddenly drop into her mouth and in doing so, her eyes cleared for a second and she realised the newly transformed wolf was beginning to breastfeed her.

Milk shot into her mouth and Rainbow moaned at the taste, which drained the last of her will to fight. "I don't care anymore," she told herself. "I just want more." And sure enough, she felt the wolf's thrusts pick up as more and more milk was fed to her.

She lifted her legs up and hooked them around the wolf's hips, pulling him as deep as he could go and increasing the pleasure. And finally, her mind was ripped apart as she came upon the cock and squeezed it tight. Doing so also pushed the wolf over the edge and he also came, filling her tiny body up to the brim. The werewolves that are around her howled in pleasure as they came together.

As soon as the male werewolf was done with Rainbow's cunt, he pulled out and sprayed the rest of her body with more of his cum. As her body twitched on the ground in pleasure, the alpha werewolf picked her up and carried her over his shoulder before looking at the others. "Let's go home." He told them before they leaped their way back to his place, unknowing that the magical energy flow emanating from both Rainbow Dash's and Fluttershy's geos.

The werewolves soon reached Flash's home where they entered the living room and the alpha put Rainbow on the couch. Fur and a tail started to grow in as her breasts became bigger on the way here. The alpha werewolf heard his other werewolves growl at each other as the three that are the Dazzlings stood at their ground at Fluttershy werewolf. "You better know your place!" The yellow werewolf growled.

"Yeah!" The light purple one snarled. "Master breed us first!"

"So you know place!" The blue werewolf added as Fluttershy werewolf whimpered at their growls.

"ENOUGH!!" The alpha male werewolf snarled at the three as he walked over to werewolf Fluttershy. "You are all mine! All of you belong to me and I love each the same!" He gave Fluttershy werewolf a nice lick to her forehead. "So no fighting or hurting others."

"Yes master." The werewolf Dazzlings said before he presented his cock to them.

"Good, now pleasure me." He commanded before they crawled on all fours and began to lick the length of his cock. As the four werewolves were enjoying their time with his cock, Rainbow Dash has finally transformed into a werewolf with a nice big ass and g-size breasts. Plus her rainbow hair had become fur down her back in up her tail.