A Horny Werewolf at Night

by Blaze-saber

Rating: mature
Tags: Profanity, Sex, Wallflower Blush, Flash Sentry, Drama, Dazzlings, Dark, Alternate Universe, Other, Equestria Girls, Porn, Fetish, Main 7 (EqG)
Length: 43062

Any girls that go out at night, might want to watch your back and cover your ass.

Flash Sentry helping Sci-Twi with a little science experiment when an accident happened. He seems fine and they both believe nothing has happened. The following night, a creature comes out and has a little fun with some girls.

Other characters will be Gloriosa Daisy, Juniper Montage, and Vignette Valencia.

Published 2023-03-04 18:30:01 UTC
Last updated 2023-07-08 22:12:46 UTC

Chapter 1: An Experimental accident and a Dazzling Encounter at night

Twilight was in her lab and typing something on her computer as the screen was reflected off her glasses as she worked. She is currently doing research on Canis lupus, or the gray wolf and how they are able to survive in the wild. Thanks to her friend, Fluttershy and her magical ability to talk to animals, she was able to get a wolf hair sample without worry. Twilight placed the hair sample in a mechanism she built herself before the door to her lab opened up and caused her to turn around. She saw Flash Sentry holding a drink tray two drinks and a bag from a fast food place.

"Hey, you order a large burger with fries?" Flash joked, causing Twilight to giggle a little as he placed the items on the table. "So, how's it going so far?"

"I'm just about to start the experiment." Twilight told him before she took the geo on her necklace and place it in the mechanism. "Thanks to Princess Twilight in Equestria and her advice on magic, this will make it much more easier to do the experiment." She went over to a chair with a spare lap coat on it before handing it to Flash. "Thanks again for helping me with this."

"I'm just happy to help." He responded as he took the coat and put it on. "But, are you sure that this is safe?"

"Yes and if anything goes wrong, I have a safety switch to press in case anything goes wrong." She told him as she pointed towards a big red button on the wall. "Now once we're done, we can eat. Go over to the console over there and turn the dials about three times." He did what she asked and turned the dials until the lights above them turned green.

"Okay, now what's next?"

"While I'll calibrate the settings, be ready to flip the switch when I tell you to." Twilight answered as she back over to the computer and started typing. Flash stood by the mechanism and waited for her to tell him to flip it. After a few minutes of typing, Twilight turned to him and nodded her head, signaling him to flip the switch. Flash does so and electricity courses through the mechanism as it began to read out the DNA the hair sample. Twilight's geo glowed bright as the data was transferring to her computer and she watched closely as every data of the gray wolf was shown.

"Is it working?" Flash asked before she looked at him with a bright smile on her face.

"It's working! It's working!" Twilight shouted excitedly before she jumped on him which caused them to spin around. Flash quickly caught her when she did before letting her go after a few spins. They both laughed at this before Flash notice something on her computer when she bumped on to the keyboard. "Uh Twilight, is that the data or...?"

"What do you mean?" She asked before she looked at the monitor and suddenly her face went bright red with embarrassment. On her computer was some porn that looked like a animation of herself, Sunset, and Flash. "AAAAAHHH!! IT'S NOTHING, I SWEAR!!" She scrambled to try to remove it and go back to the data when she accidentally knocked over one of the drinks and the soda got on her computer. Sparks flew when it short circuited and a red light started blurring from the mechanism. "That's not good!"

Flash saw sparks going wild all over the mechanism as he was stepping back a bit. "Uh Twilight, what's going on?!" Flash asked was concern as Twilight was trying to fix this.

"The soda sort of short circuited my computer and now the mechanism is malfunctioning!" She answered with so much worry. "We have to hit the safety switch now before it blows!" They tried to make their way over to it before the mechanism shot purple lightning bolts near them. Flash saw one was about to hit Twilight before he ran over and pushed her out of the way. Twilight saw the bolt hit him before she saw her chance to run over and hit the switch which shut down mechanism. "Flash! Flash, are you okay?!" She ran over and kneeled down to him to see if he was all right before he let out a cough.

"Y-Yeah, I'm fine..." Flash answered through his coughs before she gently sat him up. "Are you okay?"

"Nevermind me, you just took a bolt for me!" Twilight told him with concern before she went over to a cabinet and pulled out a first aid kit. "Take off your shirt and let me see the damage." Flash complied and took off the coat before taking off his shirt. They looked at his chest and saw there was no damage or even scorch marks from that bolt. "What the?! They're no burn marks or anything?! How?!"

"I'm really not sure, but you should probably check your geo if it's damaged or anything." Flash told her before she stood up and went over to the damaged mechanism. She opened the compartment where she placed it as he placed back on his shirt. "Is it okay?"

"Yeah, but I can't say the same for the hair sample." Twilight replied in a sad tone when she pulled out a singed fur out of the mechanism. "And I promised Fluttershy it would be a one-time thing. Not only that, but my computer is damaged as well so I lost all the data I had."

"Hey, don't be so down Twilight." Flash comfort her with a warm smile on his face. "What matters most is that you're okay, and scientists hit a big road bump in some point." He then pulls her into a warm hug. "You're still here, so you can continue your research and everything."

"Thanks Flash, it kind of makes me feel better." She replied as she hugged him back. After a quick clean up and then eating the food he brought, Flash put back on his usual jacket and was about to head out before he stopped.

"Oh by the way Twilight, only heading out to camping so I can work on a new song for the weekend." Flash told her.

"Why?"

"It's a nice relaxing time alone to help me concentrate." He explained.

"Oh, well good luck and I can't wait to hear your new song." Twilight told him before went on his way. She close the door and slide down it to the floor as she let out a sigh. "I really wish he didn't see what was on my computer."

Flash was in his car and driving on his way to the woods. As the sun was setting, he was sweating a bit before he wiped the sweat from his brow. He felt a little odd since he got hit with that purple bolt, like his muscles were slowly growing and burning a bit. He drove on for a bit before his car suddenly jumped a bit before he gently put it to a halt on the side of the road.

He got out of his car and saw that one of his front tires got a flat. "Oh great." Flash complained as he knew this was going to be a hassle to fix. He went to the back of his car and open the trunk to get a jack out before placing it under the front of his car. As he lifted the car with the jack, he saw a tour bus drive up before parking in front of him and coming to a stop.

He then saw three familiar girls came out of the bus he thought he never see again, the Dazzlings. "Hey there handsome, need a hand?" Adagio Dazzle asked as she placed a hand on her hip after she, Aria Blaze, and Sonata Dusk walked up to him.

"What are you three doing here?" Flash asked as he remembered what they did when they came to CHS.

"We saw you have a flat and Sonata here wanted to help you." Aria explained. "Mostly because she thinks you're hot."

"I meant what are you three doing out here." He rephrased.

"Oh, we just got finished with a concert and I suggested a nice camping out in the woods." Sonata answered. "But I really want to help." Flash looked at her as she had pleading eyes before he let out a sign.

"Okay, if you help me with this I'll tell you about a great spot in the woods that's near a lake." He told them.

"Deal!" All three of them said in unison. They then work together with him to replace the flatten tire with a brand new one.

"Okay, thanks for the help. Now you just need to go a couple of miles south before making a right turn." Flash instructed them.

"Thanks hun and maybe you'll like to come visit us." Adagio said in a flattering tone before she walked back to the bus. Aria follow behind as Sonata gave Flash a small piece of paper with her number on it before she mouth the 'words call me' as she went to the bus. Flash rolled his eyes as he put the number in his pocket as he turned back to his car.

But as he did, he suddenly felt a wave of dizziness wash over him. The burning her felt from his muscles started to grow stronger and he started staggering around, away from his car and towards the trees.

"What's...happening?" He panted as he felt his clothes getting tighter, the teen taking off his jacket along with his shirt. The cold breeze felt good on his skin, but it did nothing to stop the heat radiating off of him.

He leaned against a tree and closed his eyes, sweat pouring from his face. And then, when he opened his eyes, they were bright red and his pupils had turned to slits.

The moon rises to begin the night as the bus of the Dazzlings are parked in the forest at the spot Flash told them about. "Geez, what is with these humans?!" Aria complained before she laid face down on the bed. "I like the attention and all, but it's too much sometimes!"

"Just suck it up." Adagio told her as she opened the fridge. "We're making enough money to get us by in this world." She closed the fridge after getting a beer and saw Sonata holding a towel as she was making her way towards the exit of the bus. "And where are you going?"

"Oh, I'm going to the lake that hot guy told us about and I wanted to take a dip." Sonata explained. "I promise it won't be long. Besides, it's been a very long time since we swam in anything fresh."

"Okay, but don't stay out too long." Adagio told her before Sonata gave a thumbs up in response. "I mean it!"

"I promise I won't be long." She told Adagio before she walked out of the bus and into the forest. Aria looked up from the bed and looked over to Adagio who opened up the beer before starting to drink up.

"Remind me again why we let her joint in the first place?" She asked. "She's naive, stupid, and is annoying a times."

"Yeah, but she's also like a sister to us." Adagio reminded as she sat down the beer and lean against a counter. "Ever since we were banished here, we've been on our own ever since and I'll admit that you both have become like a family to me." Aria remained silent as she knew she is right.

Meanwhile Sonata is walking her way through the forest as she climbed over a couple of fallen tree trunks, completely unaware that there is something out there watching her. She felt a chill run down her spine as she felt like something is watching her before she looked around. When she saw nothing, she just shrugged before continuing on her way. See you soon came across a large clearing with a beautiful lake that glistened in the moonlight.

"Now we're talking." She said to herself before she placed the towel on a nearby rock. Something in the forest with red eyes watched as Sonata proceeded to take off her clothes. Whatever was watching her huffed and puffed as it watched her remove her top and skirt to reveal her dark blue bra and panties with a musical note on the crotch area. Its breathing became faster as she proceeded to remove her bra to reveal her nice c-cup breasts before she faced the lake and slide down her panties and it saw her fine ass when she bent over.

After holding her clothes and placing them on the rock next to the towel, Sonata walked into the lake before she begin to swim around in it. She did a few back strokes before she dived down and did a few aqua aerobics under the water. She then swim back up and jumped up a little as the water glistened when she came up. She then swim back to shore as the water trickled down body and grabbed the towel. Before she could proceed to dry herself off, she heard a stick break from within the forest and wondered what caused that.

"Hello, who's there?" She called out. "Aria, if that's you it's not funny!" She then heard growling coming from the forest and that caused her to worry. "I-I mean...it's not cool...!" Before she knew it, she was suddenly tackled to the ground by a dark yellow blur. She rubbed the back of her head in pain before she looked up and her pupils shrink at the site of the thing that tackled her.

On top of her is a large wolf like beast with a dark yellow fur coat with dark blue down its back. It's eyes are blood red with a lighter shade of yellow on the front of its body. Saliva was running down the mouth and hitting her face a bit as she was looking up at a werewolf that looked hungry. "This world has werewolves?!" She thought in fear as the werewolf stared down at her. "Please don't eat me... Oh who am I kidding, I'm down for!" She began to cry as she closed her eyes shut before the werewolf started to sniff the air. "I think I peed a little... Goodbye Adagio and Aria... And goodbye tacos..."

Sonata waited for the werewolf to rip her to shreds and for her end, but it never did. All she heard was it sniffing around before she opened her eyes and looked down to see it sniffing around her crotch area. "Wait, what's it doing?" She wondered before she felt it stick it nose straight up her cunt and she yelped in surprise. It grabbed hold of her legs and spread them out before she felt its tongue entered her. This caused Sonata to left out a pleasurable moan as it proceeded to lick her inner walls.

"Oh god...wh-what's it d-doing?!" She thought as it began to lick deeper into her while she let out a pleasurable moan. She thought of hitting the werewolf, before she had a second thought of it getting mad at her from that. "Is it ho-horny or something?!" She felt its tongue go deeper into her before she felt the tongue penetrate her womb which caused her to arch her back. She is unable to scream as her voice was caught in her throat. Her cunt unleashed her love juices into its mouth as she squirted. "I never cum like that before..."

As she panted, the werewolf made a 69 and she came face to face with the largest wolfcock she ever laid her eyes on with a pair of swollen balls and a big knot. Before she knew it, he forced it cock down her throat as it moved its hips up and down. She let out a gag as it forced itself down her throat. She felt her head becoming all fuzzy as the scent of its musk filled up her nostrils. This went on for what felt like hours to her before the knot entered her mouth and she felt its cock throbbing in her throat. It wasn't long before she felt a flow of its cum went down her throat. It was cumming for a few solid minutes before it pulled out and she finally gasped for air.

The werewolf wasn't done with her yet as it picked her up by the hips and she felt its still hard cock rubbing against her entrance. "N-N-No...it won't...i-i-it won't--" She tried to protest before it rammed its cock into her without a second thought. Sonata let out a loud scream of both pain and pleasure as she lost her virginity to a werewolf before it began to hump her like crazy. "I...l-lost...aaahh...my vi-virginity...to...ooohh..." Her eyes rolled in the back of her head as her body went limb from sheer pleasure. "I...ca-can't think...ah fuck...I...want...m-more...I...mmmhmm...more..." Her mind began to break as her tongue hanged out of her mouth like a dog in heat.

The area was filled with the sounds of a furry pelvis slapping against flesh, Sonata moaning in pleasure, and the werewolf grunting and growling with each thrust it did. The werewolf had her on the ground with her legs up to her head as it thrusted deeper into her. Sonata brought her hands up to its head as he brought her lips up to it and its tongue into her mouth to make out. This went on for yet another few hours before the knot swelled up before entering her cunt. She then came with the werewolf as a huge flow of its load entered her womb. This lasted another few minutes before it pulled out of her and stroke its cock so that a few shots of its load covered her from head to toe. It looked like it was finished but it was still hard after cumming that much before its ears twitched as it heard someone coming from the forest.

"Damn it, Sonata." Aria cursed herself as she walked in the direction of the lake. "You said that you be back and you've been gone for like hours." Adagio asked her to go check up on Sonata when she didn't come back. She soon came to the lake and looked around for Sonata. "Okay, now where are you?" She looked around until she heard heavy breathing from close by. She looked down and saw a cum covered Sonata laying there. "What the fuck?!" She rushed over and kneeled it down to her. "What the hell happened?! Who did this to you?!"

"I...i-it..." Sonata breathed out before Aria leaned forward to hear her better. When she was close enough, Sonata quickly grabbed her and pinned her to the ground.

"Sonata, the fuck are you doing?!" Aria shouted as Sonata got her clothes stained with cum. Sonata painted like a dog in heat before she grabbed Aria's shirt and ripped it off to reveal she was wearing no bra and her breasts are double d-size. "That was my new top!" Before she knew it, the werewolf jumped down from the tree it was hiding in before Sonata got up and it ripped off Aria's pants, as well as her panties. "Oh shit, is that a...?!"

"M-Master needs to be satisfied..." Sonata told her as she reached over and stroke the wolf cock. "You'll love it just as much as I did..."

"Sonata, snap out of-- Mmm?!" Aria had her sentence cut off when Sonata locked lips with her. Sonata had her tongue enter Aria's mouth as she spread her cunt's lips open. Aria then screamed in the kiss when she felt the big cock penetrate her. The werewolf then wasted no time as it started to hump her wildly while Sonata squeezed both her breasts. Sonata quickly broke the kiss and shoved Aria's face into her cum filled cunt while Sonata brought her lips up to the wolf's.

Aria moaned in Sonata's cunt as her womb is becoming wrecked by the werewolf. Arya couldn't help but begin to eat out Sonata while she was making out with the werewolf. "I can't believe this Fido raped Sonata and broke her mind!" Aria thought. "And what's worse, I'm next. But for some reason it feels so good!" The feeling of pleasure ran through her whole body as the werewolf continued to plow into her. She then felt the werewolf pull out of her which made her groan in disappointment.

"Now what's it doing?" She felt Sonata held her legs up before she felt her asshole being poked with its cock. "Oh shit, it's not going to do what I think it's--" Her thoughts were suddenly interrupted when it shoved its cock right up her ass which caused her to scream into Sonata's cunt.

Aria dug her nails into the ground as her ass was becoming plowed by a werewolf while Sonata is forcing her to eat her out. She gave Sonata's ass a hard slab to try to get her off which only made her moan in pleasure. Aria's eyes rolled in the back of her head as her mind began to bring from the intense pleasure the werewolf is giving her. It felt like another few hours as the sounds of a furry pelvis is slapping against an ass before the knot swelled up again before entering her ass. Aria then sprayed the werewolf's pelvis with her love juices when she found her ass being filled up with its cum and her mind shattered.

The werewolf came for another few minutes before pulling out and stroking its own cock select more come on to Aria. A loud gasp was heard to get the werewolf's attention as it quickly whipped its head around and saw Adagio standing there with a shocked look. She had just came to see what was taking so long and realized that this was a mistake as she slowly backed up. Adagio then solve the werewolf slowly crawled towards her before she turned to try to make a run for it.

But that was false hope as the werewolf lunged for her, grabbing her by the back of her jacket and pulling her back. She screamed as the wolf threw her against a tree, holding her by her neck before using its claws to slash at her clothes and ripping them to shreds.

Butt naked and terrified, the teen screamed again. But this was what the wolf wanted as it thrust its cock into her mouth, making her choke due to the shear size of it. She struggled, but couldn't free herself. And as much as she wanted to, she feared what would happen if she tried to bite it.

All she could do was cry out, as the wolf started thrusting its rod back and forth though her mouth.

She could barely breathe, causing her eyes to water and smearing her eyeshadow. Within minutes, her face was a total wreck.

This went on for several minutes, Adagio finally figuring out how to breathe through her nose whenever the wolf pulled it cock back. As she did, the smell of the wolf filled her nostrils and she suddenly found herself overcome with a heat that began to seep out of her cunt. Soon her body was covered in sweat and her cunt was flowing like a waterfall.

Eventually, the wolf began to speed up his thrust and she realised what was about to happen. She tried one last time to pull away, but the wolf grabbed her head and held it in place before he unleashed his orgasm.

Adagio's eyes went wide as a blast of cum shot down her throat, making her scream as she tried to swallow it all. But she couldn't and it was quickly joined by a second blast, then a third and forth.

He checks swelled and eventually, the cum began to ooze out her mouth and nose. Her eyes rolled into the back of her head, as the cum began to splash down onto her chest.

Once the last of cum was shot out of it, the wolf pulled its cock free of her mouth.

She gasped for air, coughing and hacking up more cum to add to the pint on her chest. She prayed this was the end, but the wolf swung her around and threw her to the ground. She gasped and tried to crawl away, but the beast pounced on her and pinned her to the forest floor.

She screamed in fear as it spun her around, its clawed lands pinning both arms as it pointed its cock towards her entrance. "NO!" She cried, but it didn't listen and thrust forwards into her.

Adagio let out a scream of both pain and pleasure when she felt her cunt begin to be plowed by its cock. She held onto the ground as it began to hump her so fast and hard before she looked up and saw both Sonata and Aria crawled over as their limbs were shaking.

"G-Girls...ah!...he-help m-me...!!!" Adagio pleated before both of them grabbed hold of her E cup tits, making her moan, then started licking the cum off of them like it was the secret to everlasting youth. She groaned at the sensation, until the last drop of sperm was licked off of her. Both of them then latched on to her nipples and again to suck on their breasts as the werewolf continued to ravish her. She couldn't believe that her own girls were are doing this while a werewolf is raping her.

Adagio felt its claws dig into her as it penetrated her deeper into her. Both Aria and Sonata continue to suck on her breasts as they started to finger themselves. Tears ran down from Adagio's eyes as so much pain and pleasure ran through her body before only pleasure was filled in and her eyes rolled in the back of her head. Adagio let her tongue hang out of her mouth like a dog as her moans were only moans of pleasure. Yet another feeling of few hours to them was filled as the knot on its cock swelled up again before entering her cunt and filled her womb to the brim with cum.

All three Dazzlings were on their hands and knees as they were licking or sucking the werewolf's cock as all three of them had their minds broken. Their bodies began to change as the werewolf was taking them in many different positions.

It fucks Sonata from behind and holding her up by the legs with Adagio licking on her pussy with the cock and Aria having his finger thrust into her pussy while their ears became pointing. Then it thrusts hard into Aria on her back with Adagio sitting on her face to have her pussy being licked and both holding Sonata with the werewolf kissing her ass and Adagio kissing her lips as tails and claws started to grow. Now it is fucking with Adagio from behind and holding her up by the arms, Aria and Sonata are helping themselves with her boobs yet again as fur started to grow in the same color as their skins but in a darker shade.

The Dazzlings had transformed into werewolves with g-size breasts as all four of them howled at the moon when all four of them came together. The whole night was filled with the sounds of three female werewolves getting plowed by a big strong male werewolf.

Author's Note

Special thanks to https://www.fimfiction.net/user/284583/Banshee531 for helping me write this.

Chapter 2: Next Morning Romp and Midnight Breeding

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.

Chapter 3: Principals of Sex

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Chapter 4: A Day of Fun with the Pack

Flash let out a groan as he slowly began to wake up, realising he was laying in his parent's large bed with the covers over him.

He had been awakened by the sensation of someone sucking his cock and balls, causing him to sit up whilst holding fuzzy head. He looked down and saw three lumps under his blankets, who he assumed were the Dazzlings. But when he removed the blanket, he was shocked by who he saw.

Principal Celestia and Vice-Principal Luna, along with Wallflower Blush, looked up from their work and smiled at him. "Good morning, master." All three of them said to him before he noticed that their bodies had changed like the Dazzlings, Rainbow Dash, and Fluttershy.

Celestia's breasts were as big as Fluttershy's, and she had a big fat ass. Luna's breasts were as big as Adagio's, but her ass looked bigger. And Wallflower had both breasts as big as Celestia's and a big ass like Luna.

Flash was about to ask what had happened, only to then notice his arms were different. Everything from his wrists to his elbows was covered in orange fur.

He was completely perplexed by this before he suddenly had this headache. It was then his mind replayed a bunch of fuzzy images, ones of him on top of Celestia, Luna, or Wallflower. In them he was raping the three, the woman screaming out as he fucked them. He noticed in those memories ,that he had big claws instead of hands.

"Oh man..." he groaned before he looked at them with sincerity. "I'm really sorry about what I did last night. I don't fully remember but--" Celestia stopped him from talking more by locking lips with him.

"No need to say sorry, master." Celestia told him in a lustful tone when she broke the kiss. "You really gave us an amazing time. We don't remember all of it, but but it felt like so much bliss." She then proceeded to make out with him more as Luna and Wallflower licked the length of his cock.

Flash felt that feeling again and started to moan in the kiss as his and Celestia's tongue wrestled. With his two free hands, he plays them on top of both Wallflower and Luna's head before he gently pets them while they worshiped his cock.

This went on for several minutes until Luna pulled her mouth away and began to climb up the bed.

Flash pulled his lips off of Celestia's in time to see Luna crouching above him, Wallflower using her hand to aim his cock straight up. "Ready to fuck your slutty Vice-Principal?" Flash smirked, having never expected to see this side of Luna.

She slowly lowered herself upon his cock and groaned as it pushed through into her cunt. Flash wrapped his arms around her as she did and started kissing at her chest, making her cry out some more as Celestia moved down besides Wallflower.

Once Flash was balls deep into her, Luna started rocking her hips back and forth as she pulled his head into her cleavage. At the same time, he sister and Wallflower began worshiping his balls. Celestia worshiped his balls as well while she proceeded to finger Wallflower's wet cunt with three fingers.

Flash groaned in pleasure as Luna rode his cock while his balls were being sucked by Wallflower and Celestia. He gave her ass a hard good smack that she gasped in pleasure as she enjoyed that. "You love smacking you Vice-Principal's ass, don't you?" She teased only to get another smack on the ass for response.

Flash continued to smack her ass as he brought his lips up to hers to make out while she rides him.

This went on for a while until Flash grabbed her ass and spun her around, making Luna cry out like a giggling school girl as Flash pinned her to the bed. This allowed him to start fucking her harder, making Luna groan out in pleasure as Wallflower and Celestia moved around them.

Celestia started fondling her sisters tits and sucking on them, whilst Wallflower moved up to plant her cunt on Luna's face. The green girl moaned as Luna started eating her out, then leaned forward to start making out with Flash.

The two of them moaned in their kiss as he thrusted his cock deep inside Luna while Wallflower felt her cunt getting eat out by Luna. Luna moaned in Wallflower's cunt as her older sister put her lips on her left nipple while she felt her right being twisted. "Fuck yes...ah...I love you so much." Wallflower moaned in so much pleasure when she broke the kiss.

"I love you all just the same." He responded before latching his lips onto her right nipple. He expected her to start giving milk, but it seemed her tits were only for playing...for now.

He continued to pound into Luna for several more minutes until he felt himself beginning to get close, Luna's own moans signalling her impending orgasm as well. As such, Flash pulled away from Wallflower and focused on his attention on Luna.

He sped up his thrusts, as Luna let out more screams of pleasure as she felt herself growing closer to the edge. "I'm gonna cum!" She shouted as she wrapped her legs around his waist.

"Me too!" Flash responded as he felt his cock throbbing inside of her. He gave about a few more humps before he unleashed a big load inside of her. Luna cried out in pleasure as she felt her womb getting filled up by his semen. After pulling out and jerking off his cock, he covered Luna with his semen before Wallflower grabbed hold of his still hard cock.

"My turn." She whispered in his ear before she turned around and spread her ass cheeks. "You can pick any hole you want, big boy. Don't be gentle with me."

"If that's what the lady wants." He said before he aimed his cock right up to her asshole.

Wallflower's eyes went wide as he pushed it inside of her, making her moan out as she felt the amazingly odd sensation wash over her. Flash managed to get about half his cock inside of her before meeting resistance, quickly pulling out to thrust again and get more. This went on several times until he was deep into her bowls, his balls beginning to slap against her cunt as he fucked her hard.

"OH FUCK YES!!" Wallflower screamed at the top of our lungs as Flash began to thrust into her ass. She grabbed hold of the backboard of the bed while he grabbed her breasts and play with them. Celestia decided to help out by getting under Wallflower and eating out her cunt.

Luna simply say on the bed, playing with her soaking wet cunt and watching the three go at it.

As this was happening, someone cracked the bedroom door open and looked inside. It was Adagio, who had also developed fur on her arms like Flash. She watched the fuck fest with a smirk on her face before heading back downstairs.

When she arrived, she smirked at the sight before her.

Rainbow and Fluttershy were in the living room, both tied up with gags in their mouths and blindfolds covering their eyes. Fluttershy was boxtied with rope tied around one knee, going up and around the back of her neck only to reach the other knee and keep them hoisted up. Rainbow, meanwhile, was sitting backwards on a chair with her feet tied to the legs and hands tied to the back. This had her ass and cunt stuck out, leaving them open and vulnerable to be played with.

And that was exactly what Sonata and Aria were doing. Sonata had a wand vibrator, which she currently had pushed against Fluttershy's clit. Meanwhile, Aria was thrusting a dildo in and out of Rainbow's ass. Both girl moaned at this, Fluttershy's tits shooting out milk as she orgasmed. Luckily, both her tits had milk pumps attached to capture it all.

"How's master doing with the newbies?" Sonata asked Adagio when she saw her putting on a double dildo strap-on.

"He's breaking them in as we speak." She replied as she poured lwb on both dildos. "And I got to say, it looks so hot." She walked up to Fluttershy before pushing both dildos up the pinkett's ass and cunt. "And we're gonna do the same to you." Fluttershy moaned at this, as Sonata moved over to Rainbow.

She and Aria also had fur covering their arms, Sonata picking up what was called a dildo gag. She quickly pulled the ballgag out of Rainbow's mouth but before the girl could speak, Sonata shoved the dildo gag into her mouth and strapped it around her head.

Adagio smirked as she started squeezing Fluttershy's tits, making more milk shoot out of them. "You thought you were master's favourite, just because you had larger tits. Well he's got some new big breasted bimbos. You're not so special any more. Just watch, it won't be long before master keeps you tied up like this permanently. All you're good for now is making milk and babies for him. Babies we'll be looking after."

"I could be saying the with you." She froze up before looking behind and saw Flash with his arms crossed. "Just because we have new women here, doesn't mean I don't love you all." You want closer to them just as Wallflower, Celestia, and Luna came down the stairs. Celestia and Luna were helping Wallflower walk due to the anal fuck she had.

"I'm sorry, master." Adagio said as he walked up to her. "We were just having fun with them is all."

"You're lucky that I called out school for the month so we can have our fun." Celestia told them as she gave Aria a good snack on the ass.

Luna moved over to grab Sonata by the ponytail, pulling her off of the dildo gag that she had been riding Rainbow's face with. As they did this, Adagio looked at Flash's cock and frowned. She wanted to suck it, but it had just been up Wallflower's ass.

Flash noticed her staring and smirked, as he moved over to a large pile of rope that had somehow appeared on the floor. He threw some to Celestia and Luna, then moved over to Adagio. Before the girl knew what was happening, Her arms were tied up the same way Fluttershy's were, with Flash tying her ankles and knees together as well.

Aria and Sonata were soon tied up the same way, as Wallflower freed Rainbow and Fluttershy. "You girls need to learn to share," Flash told them. "So you're going to be punished." He pointed his cock at Adagio's face. "You'll remain tied up all die with vibraters up your cunts, set to a low setting that'll put you on the edge but not actually let you have release." The girls gasped at this. "If you don't want that, suck."

Adagio quickly put his cock in her mouth and began to suck. Flash grab hold of her head as he thrusted his hips to get his cock deeper into her throat. Luna and Celestia put their fingers deep within Sonata's and Aria's cunts while Rainbow and Fluttershy were having their fun with Wallflower by being in a triangle formation and eating each other out.

Sonata and Aria moaned in pleasure as Celestia and Luna didn't let up on the fingering before they felt their nipples being twisted by them.

Flash looked up at a clock on the wall and determined the time. "Five minutes." Adagio looked up, "that's how long you have. Get me to cum in that time or you'll be punished for the rest of the day." Adagio's eyes went wide hearing this and she redoubled her efforts to make him cum.

Aria and Sonata also tried to help, getting under Flash and licking at his balls. Celestia and Luna continued to play with them, whilst they did everything they could to satisfy their master.

But Flash had just cum twice in a very short space of time. In his human form, he likely wouldn't be cumming for a good ten minutes. At least not without the girls putting some serious effort in. But strangely enough, he hasn't been spent after plowing both Luna and Wallflower as if he has a lot of endurance.

It has been about four minutes and the Dazzlings could feel his cock and balls throbbing. Adagio sped up her sucking as her sisters licked his balls harder. But Flash was able to hold on and the two quickly joined their sister as she started licking up his large shaft.

Thirty seconds remained they got desperate, causing them to kiss, lick, suck and whatever else they could to get Flash cum. And eventually, he did. He shot his load and it flew right into the three's faces, making them moan as he plastered them all.

He let out three final shots and got one in each of their mouths, the girls smirking as they gulped them cum down with pride. But that pride quickly vanished. "Five minutes and three seconds. You lose." The moment he told them that, the Dazzlings had to look of fear before Celestia and Luna pulled them over to the couch and tied their legs up open.

"We'll have fun with them while you have fun with Fluttershy and Rainbow, master." Celestia told him as she looked at the Dazzlings before licking her lips.

"We should probably tell you that the Dazzlings got us a hot tub out back." Fluttershy spoke up.

Flash smirked at this and placing an arm around each of them, the girls placing their heads on his shoulders and heading out towards the back. He had no idea how the Dazzlings had installed a fully working hot tube, but he didn't care.

He switched it on and waited for it to warm up, whilst Fluttershy and Rainbow leaned against the side of the hot tub trying to look as sultry as possible.

When it was finally hot enough, he climbed in and watched as Rainbow and Fluttershy slid down into the water as well. "Oh yeah, this is nice." Rainbow commented as Fluttershy slide her way over to Flash.

"But I know how to make it even more fun." She said as he felt her hand stroke his cock. "That is if you're okay with it, master."

"You don't need to ask, Fluttershy." He told her as he picked her up and sat her on his lap. "Go right ahead." Fluttershy smiled and started making out with Flash, the teen kissing her back as she rubbed against his crotched.

Rainbow smirked and moved over to the pair, pushing her large tits into Fluttershy's back as she wrapped her arms around her and started squeezing the girl's breasts.

Fluttershy moaned at this and continued to rub herself against Flash until he got hard, then lifted herself up whilst keeping her lips against Flash's. She slowly pushed herself down and the dick opened her pussy wide. "OOOOH!" She moaned, pulling her head back and landing on Rainbow's shoulder.

Rainbow smirked. "Wow, Fluttershy. You've really become a little slut, haven't you."

"So?" Fluttershy asked, "I just love his cock so much."

"And I love how big your breasts are." Flash told her before he looked her in the eyes. "But not as much as I love the woman who have them." They then heard loud moans coming from the living room as they can tell that both Celestia and Luna are having fun with the Dazzlings.

"They must really want pay back with them." Rainbow said after hearing the moans.

Flash smirked as he continued to thrust up into Fluttershy, who let out several more cries as she rode him hard. Her massive tits bounced up and down with every thrust and he started needing her ass, as Rainbow continued to paw at the girl.

She started playing with Fluttershy's clit and turned the girl around to start making out, Flash groaning at the sexy image before him.

Meanwhile while, Sonata and Aria had their arms tied up behind their backs while a rope connected them. They had vibrating dildos up their asses while one dildo was in both of their cunts. As for Adagio, her legs and arms were tied up and she was hanging from the ceiling while Celestia was behind her and Luna is in front of her.

Celestia had a paddle, which she used to slap Adagio's ass. Not enough to do serious damage, but enough to make her remember this moment.

Luna had something else on her. A chain with clamps on the end of them. Adagio begged into her gag, shaking her head as Luna clipped one of the chains onto his nipples. Adagio cried out at the feeling, Luna quickly doing the same to her other nipple. Her breasts her now linked by the metal chain, which Luna started pulling to stretch her breasts out.

Adagio withered at this and the paddling, whilst Wallflower watched from the sides as she placed with a dildo in her cunt.

"This will teach you to treat others fairly." Celestia said as she smacked Adagio's ass with the paddle.

"You're lucky we're not bringing out the whips." Luna whispered in her ear. "Almost." She then licked her cheek before proceeding to pull on her nipples. Adagio cried out at this, as Celestia kept paddling her more and more.

Luna then left the room, Adagio hoping that was the end of the tit torture. But then she returned holding something. Turns out Flash's parents still had some old fashioned kitchen scales, which came with a several weights.

Luna had these metal weights and a roll of string, Adagio's eyes going wide as she watched the woman tight one of the weights with the string. She then tied the other end to the chain and looked Adagio in the eyes before dropping the weight.

Adagio's eyes went wide as the weight fell to the ground, pulling the chain and her breasts down with it. She screamed into the gag, as Celestia paddled her ass again. The older sisters smiled at this before glancing at each other.

"Time for the big dildos." Luna said before she pulled out a dildo that looked about five times its size of the others. "Now, should put it up her ass or up her cunt, sister?"

"Let her lube it up before we ram it up her holes." Celestia suggested before Luna put the large dildo in front of Adagio's mouth. Celestia undid the latch of her gag and as soon as Adagio felt the ball fall from her mouth, the dildo was shoved down her throat.

Adagio's eyes went wide at this, as he rubber limb filled her mouth and blocked her airway. She was just glad her nose was uncovered so she could breathe.

As Celestia and Luna watched Adagio struggle with the rubber cock and tit stretching, they turned to Sonata and Aria. They saw Wallflower having fun with both of them as she pumped both dildos in and out of their asses. "Having fun over there?" Celestia asked.

"The most." Wallflower answered as Luna pulled the dildo out of Adagio's mouth. "And may I suggest that you bend that dildo so it goes up her ass and cunt?"

"Now that's an idea." Luna commented before shoving the other end of the dildo in Adagio's mouth. After a few minutes, she pulled it out and passed it over to Celestia. She then aimed one end of it towards her ass before shoving it in, causing Adagio to scream in both pain and pleasure. Adagio then felt the other end of the dildo enter her cunt.

Flash heard the scream from outside but was too focused on what was happening right where he was.

Fluttershy was continuing to bounce up and down on his cock, the two of them feeling themselves getting closer and closer to their climax. Flash didn't know how he was able to cum so many times in a day, but he didn't care and was too focused on enjoying the moment.

"I really need some action, please!" Rainbow spoke up before she stood up and got between him and Fluttershy. "I have needs too you know." Flash then brought his face up to her cunt before he began to eat her out while Fluttershy was enjoying her ass. "Oh yeah, that's what I'm talking about."

Rainbow held his head while she felt her ass getting spanked by Fluttershy. All three of them were in total bliss and in heaven as it felt like hours while they continued what they were doing.

Eventually, Flash felt himself about to burst and sped up his pounding. Fluttershy screamed at this as Flash fucked her to orgasm, her walls clenching around his cock and making Flash groan as he fired his load into her waiting womb.

They both shook from the pleasure and after a minute of this, they stopped moving with Fluttershy falling forward into Rainbow's ass. The only thing Flash could do at this point was keep licking her cunt, Rainbow groaning whilst the other two let the hot water soothe their tired bodies.

But even though Flash had fucked three woman to orgasm before breakfast, he still wasn't done.

He pulled away and told Rainbow to get off, the girl pouting as she got off and dipped back into the water. As she did, Flash stood up and stood in front of her. "Time to put those new mellons to good use." He swing his hips side to side to make his cock follow along.

"You don't need to tell me twice." Rainbow teased before putting his cock between her breasts and moving them up and down. "Get ready for an awesome time." She lick the tip of the cock every time it came up, causing him to moan in pleasure.

"Would any of you like some bacon with the scrambled eggs?" Wallflower asked from the kitchen as Celestia and Luna continued to teach the Dazzlings a lesson.

Aria and Sonata were no longer tied together, instead wearing the same dildo gags Sonata had made Rainbow wear. Currently, Sonata was being forced to fuck Luna's cunt whilst Aria was fucking Celestia. Both the girls had vibrating cocks up their pussies, on a low setting just like Flash had promised.

The two women were so enraptured by the girl's fucking them, that they barely heard what Wallflower had said. "Yes," Celestia eventually replied whilst playing with her tits.

"Fuck yes," Luna cried as she did the same. Wallflower wasn't sure if that was a reply to her question of just a satisfied moan.

"Okay, if you say so." Wallflower replied. "By the way, how's Adagio doing?" Adagio herself was still hanging by the ceiling with the dildo still up her ass and cunt. But Celestia and Luna had placed vibrator beads near her clit and on her nipples.

"She's alright for now!" Celestia called out. She then turned to Luna and the pair leaned in, kissing one another as the girls continued to fuck them.

Back outside, Rainbow continued to titty fuck Flash as best she could.

Rainbow had always loved watching porn with big titted woman fucking a guy, but had always been jealous that she wouldn't be able to do it herself. Now, thanks to her master, she could become the titty fucking master.

"Fuck, you're really great at this." Flash grunted as he felt he's about to burst again. "You ready for a big load?"

"Oh yeah, give it to me!" She begged as she moved her breasts faster on his cock.

"I want some too!" Fluttershy whined as she moved over to stand besides Rainbow. Her friend frowned, but knew when to share. So she moved around so that Fluttershy could push her breasts up against the side of Flash's cock.

Now sandwiched between two sets of breasts, Flash couldn't take any more and shot another load.

The cum flew up and fell down upon Rainbow's face and tits, followed by another that hit Fluttershy. The two were soon getting drenched in cum from head to toe, Flash sighing as he fired the last shot and fell back. As he sank into the water again, Rainbow and Fluttershy started making out and licking the cum off one another.

"Once you three get done, come inside and have some breakfast." They turn to see Wallflower wearing an apron but with the top part being folded in to let her breasts out. "I made it with love."

"I bet it would be very delicious." Flash commented. Wallflower blew him a kiss before coming back inside.

Flash sat at the top of the table, enjoying the bacon and eggs along with Fluttershy, Rainbow, Celestia, Luna and Wallflower. They all moaned in delight at the taste, Flash taking another strip of bacon off the plate and looking down at the ground.

There, the Dazzlings knelt with their hands tied behind their backs. They were giving Flash apologetic and begging looks, Flash throwing Sonata a piece of bacon. The girl quickly bent down to pick it up off the ground with her teeth, allowing Flash to see the dildo shoved up her ass.

"Now, if we let you up, will you promise to treat others fairly?" He asked as all three of them gave a quick nod in response. "And always remember that no matter who joins, I'll love you all just the same." They gave another quick nod in response before he gestured the Celestia and Luna.

"Good girls." Celestia commented as she and Luna released them from their binds and let them set down at the table.

"We promise will be good girls." Adagio said as Flash sent a plate of food in front of them.

They all began to eat, enjoying one another's company. Flash was enjoying the sight of these sexy ladies sitting around completely in the nude. As he finished the last bit of egg, he thought about how he had gotten to this situation and looked down at his furry arms. "What do you all remember...about last night, or any of the nights when you joined me?"

"Well, I was taking a dip by the lake you told us about before something big came out of nowhere and tackled me to the ground." Sonata answered. "But I barely remember anything after that because I just remembered getting pleasured by you."

"I went out to see what was taking her so long before I found her covered in cum." Aria spoke up next. "Next thing I knew, my ass was getting pounded and I was in total heaven."

"Same," Adagio agreed. The others all had similar responses. All except one.

"I was in the school gardens," Wallflower stated. "Waiting for you. Then I heard movement and looked around. Something came out of the trees. A lot of somethings. They were big and they growled. Then I remember running and that's all I remember from last night, except for how good you made me feel."

"I was afraid of that." Flash whispered to himself as he barely remembered last night.

"If we're having trouble remembering, maybe you can call up Sunset to help." Fluttershy suggested before she pulled out her phone. "She does have the magical ability to look into our minds." She then suddenly got a call on her phone before she saw it was Applejack calling.

Rainbow also got a call, seeing it was from Rarity. "What's up?" She asked, as Fluttershy answered her own phone.

The others listened as the two talked to those on the phone, making them nod and hum. "Okay," Fluttershy sighed, "I'll be there soon." She hung up as Rainbow finished her own conversation.

"Yeah, I'm coming. But there in a flash." She hung up and turned to the others. "Rarity wants me to meet her at a restaurant in town. The Jazzy Cafe."

"Same with Applejack." Fluttershy said before she noticed the fur on their arms. "But we might want to put on some long sleeve clothes before we go."

Applejack and Rarity we're sitting in a booth and having some coffee while they wait for Fluttershy and Rainbow Dash to get here. "I just don't understand why Twilight is stuck in our lab." Rarity said. "What's so important that she locks herself in?"

"Ah don't know, but I'm more worried about what we saw last night." Applejack said just as Fluttershy and Rainbow Dash wearing long sleeve shirts came into the cafe.

"Hey, what up you two?" Rainbow Dash asked as she Fluttershy took a seat next to their friends.

"You sounded scared when you called, Applejack." Fluttershy said. "What's got you so afraid?"

"Well, it started around last night when Rarity asked me to take her back to school." Applejack started as the two of them remembered what they saw last night.

Flashback

"Why did you forget some dumb old coat Rarity?" Applejack asked as she parked up next to the school.

"It's not an old coat, Applejack!" Rarity exclaimed. "It's a very unique design that I made myself and I don't have enough materials to make another. So it is one of a kind."

"Let's just get the darn thing." Applejack retarded as they got out of the car and got into the school. But when they got in, they saw a few claw marks scratched into the lockers and on the floor. As if something big was running through the halls before they heard moaning.

The pair shared a look and followed the sound, wondering if maybe some teens had remained behind in the school to get it on together. And whilst the pair had nothing against two people loving one another, if the school found out every student would get in trouble.

They arrived at the entrance of the gym and as they did, the moans became mixed with some animalistic grunts and howls. That didn't sound right. "Y-You don't those growls are what made those claw marks, do you?" Rarity asked as she sounded scared.

"Let's just take a look before we do anything." Applejack suggested before they gently opened the door to the gym and their nostrils was suddenly filled with a strange scent. "Whoa nelly, what in tarnation was that?"

"Oh my..." Rarity said before she trailed off and was wide-eyed to what she saw in the gym. Applejack looked too and what she saw really shocked her to the core. Their Principal Celestia was naked and growing fur on her body as she was on top of her younger sister and eating her out. There were other werewolves in there as well, except most of them were female and one is a male.

Looking closer, they could see that the male werewolf is humping Wallflower on the gym floor while a yellow female werewolf is sitting on her face while she was making out with the male. They couldn't look away at the site that they are seeing before Applejack and Rarity let out a moan. They quickly covered their mouths and saw that their own hands had reached through their pants and into their panties.

"After we were...*cough*...playing with ourselves, we couldn't stop." Rarity told Fluttershy and Rainbow with a small blush on her face. "It just felt too good to even stop or even look away."

"One of the werewolves on the other hand caught our own scent and we nearly got caught if that big one didn't bark at her." Applejack added. "We told Sunset and Pinkie about it, but they found it hard to believe. We tried telling Twilight, but she wouldn't pick up our phone or let us in her lab because she found something that really got her going."

Rainbow and Fluttershy were shocked to hear this, but then thought about what Wallflower had said the previous night.

They shared a look, both coming to the same conclusion. They knew what those wolves were and where they had come from. They then remembered the fur Flash and the dazzlings had, causing them to look at their own bare arms. Would they end up having the same features?

"So," the turned to Applejack, "what do you guys think? Wallflower...Celestia and Luna too. What do you think happened to them?"

"Well...um...it's really shocking to h-hear that there are werewolves now." Fluttershy said, sounding a bit nervous.

"But hey, it's nothing we can't handle!" Rainbow quickly cut in. "Why don't we try and relax a bit? Like saying go to the fair tonight and relax! We can invite Flash and I bet Vignette Valencia will still be there!"

"But, we really should be looking for Wallflower and our principles..." Rarity pointed out before she heard Fluttershy's phone go off. She checked it and she got a text alert from Wallflower.

"Oh, look at that..." She showed them the text. "She's fine and we found her last night. We'll talk to her about last night and tell you tomorrow."

"No way, if she's still here then we need to talk to her too." Applejack argued.

"Mind if I tag along?" They turn to see Vignette walking up to them with her phone out. "This little werewolf thing I ever heard could be interesting for my followers."

"Anyone out there could have seen these werewolves, so why not." Applejack said before a gust of wind suddenly appeared. They looked and saw that both Rainbow Dash and Fluttershy have left. So "I guess we'll meet them later tonight at Flash's place, considering that's where Wallflower is when I saw his name mentioned in the text Fluttershy showed."

Rainbow Dash carrying Fluttershy soon arrived and the front porch of Flash's place before she stopped. "What do we do?! WHAT DO WE DO?!" Fluttershy asked as she panicked from the info they just learned.

"Just stay calm!" Rainbow told her as she gave a snack to Fluttershy's face. "We don't tell Flash or the others about what we learn and played cool! We just need to do it long enough before nightfall."

"But how can I calm down?!" Fluttershy asked before Rainbow raised a brow and open the front door. Inside they saw Flash laying on his back on the couch with Adagio riding his cock while Luna sat on his face. The two of them were eating out Aria's ass and cunt while Sonata and Celestia sucked on her breasts.

As the two stared at the situation, all the worry Fluttershy had had suddenly vanished and was replaced by lust. She also felt a pair of hands on her breasts and found Rainbow was now behind her. "Let me help." With that, the pair kissed and were soon naked like the others. All thoughts about what Applejack and Rarity had told them completely forgotten.

"Are you two coming in or what?" They turn to see Wallflower wearing a strap-on with four dildos on it. "Because I want some quality time with you two."

Author's Note

My co-writer, https://www.fimfiction.net/user/284583/Banshee531, thought of a few more chicks to join Flash and his little pack. Principal Cadance, Lemon Zest, Indigo Zap, and Sugarcoat.

Chapter 5: Bitches in the Basement

Applejack, Rarity, and Vignette were making their way too Flash's just as they said they would as it's becoming sunset. "So, who's this 'Flash' guy about?" Vignette asked Applejack and Rarity.

"Well, he's a great guy." Applejack answered. "He always takes his time to help others and doesn't ask for anything in return."

"Him and Sunset used to date a long time ago, but that's a story for another day." Rarity added just as they made it to Flash's place. "Well, we're here." They walked up to the door before Rarity gave a gentle knock. They waited for about a few minutes but no one answered.

"What's taking them so long?" Applejack asked inpatiently before she gave a louder knock to the door.

"Perhaps he's out?" Rarity guessed before they heard Vignette gasped. They turned and saw her looking through a window with her eyes widen in shock. "What's wrong?" The two walked over and looked through the window and was shocked to what she saw.

Through the window they saw Flash, Wallflower, Celestia, and Luna on the couch while they were naked. The three women were in a doggy position as Flash was behind them and was thrusting his big cock into Celestia while he was fingering both Luna's anf Wallflower's cunts. The three teens outside was even more shocked that the three of them had also changed. Celestia's body is like Fluttershy's, Luna now has a big ass, and Wallflower has both a big ass and big breasts.

All three teams outside were in shock to see this before Rarity noticed something odd about his arms. They looked at be having fur on them and she thought back to how Fluttershy and Rainbow Dash were wearing long sleeve shirts that were covering their arms. She then thought about how nervous they looked after they told them about the werewolves at school.

Rarity then covered her mouth as she realized what they were shocked about and was about to tell Applejack and Vignette about this. But before she could, a blue blur suddenly came by and knocked the three of them to the ground when they got hit in the head. Rarity felt the blow to her head as her vision became blurry before she could have sworn she saw Rainbow Dash standing above her before she blocked out.

When Rarity began to feel herself coming around, she found herself in a rather strange position.

The first thing she noticed was that she was butt naked, sitting upon some cold concrete with her ass feeling numb from laying upon it. The next thing she noticed, was that her legs were spread and held up to form a V-shape. Something was tied around her ankle, preventing her from putting them down.

These same roped were also tied around her chest and arms, the girl opening her eyes and down. In shock, she saw that she was tied up in a pentagram hold. The ropes around her chest causing her D cup tits to be lifted up whilst her arms were tied behind her back.

Eyes finally opened, she looked around and saw she was in some kind of basement. It was a large room with stairs leading to the upper floors, looking so large she wouldn't be surprised in it was actually bigger then the building above.

Multiple columns filled the room, keeping the roof from collapsing in on the basement. And it was two of these columns that Rarity's legs were tied to.

She cried out, only to find her found was blocked by a ballgag. She tried to sit up, but with her legs tied the way they were she couldn't. She was thankful that there was at least a pillow behind her head, allowing her some comfort.

However, as she continued to look around she found she wasn't the only one trapped like this.

Applejack and Vignette were also tied up, through in very different ways. Applejack was tied to another column, her hands tied to a hook on the other side of it and forced above her head. Her legs were tied to a spreader bar, keeping them spread whilst unable to move away from the column. This caused her B cup tits to jut out, the girl constantly trying to pull herself free.

Meanwhile, Vignette was hogtied. Ropes were tied around her entire body, binding her arms to her back. Her legs were tied together and tied to another column, whilst a rope coming off her back was connected to a hook in the ceiling. This caused her to be completely suspended, her C cup tits pointing towards the grounds.

Both girls were also ballgagged, Applejack looking angry whilst Vignette was crying and ruining her makeup. It wasn't long before all three of them heard the door from upstairs open up before they heard footsteps coming down the stairs.

They then saw Flash, Fluttershy, Rainbow, and the Dazzlings coming down and both Applejack and Rarity were surprised that the Dazzlings have changed as well. "So, you said that they wanted to be fuck so hard and you suggested me?" Flash asked when he looked at Fluttershy and Rainbow after seeing them.

The three were shocked to hear this, giving the girls in question horrified looks. Said girls were leaning against Flash, rubbing their hands against his shorts. "Oh hell yeah they did." Rainbow said before she licked her lips.

"We just felt so bad that they didn't have any lovers plowing into them in bed." Fluttershy added as she looked towards the tied up teens with bedroom eyes. "So we offered you and they even asked to be binded like this." Applejack shouted through her ball gag as it tried to tell him they're lying.

"It looks like AJ wants to go first." Rainbow said as she and Fluttershy pulled down his shorts and the three tied up teens saw how big Flash's cock is.

"Let's show them what they have to look forward to," Flash told the two. He then turned to the Dazzlings, "make sure they're nice and warmed up." The three smiled and nodded before moving over to the three. Sonata moved to Vignette, Aria to Applejack and Adagio to Rarity.

Sonata got behind Vignette before she buried her face into her cunt. Vignette screamed through her gag when she felt her cunt getting licked, as Aria reached behind and played with Applejack's breasts and Adagio was fingering Rarity so hard that Rarity hang her head back. Applejack looked forward and saw both Fluttershy and Rainbow starting to lick the length of his cock to bring it to life.

She could hardly believe anyone could have a tool of such length.

Applejack had once walked in on her brother in the shower and though it was only for a moment, she had seen his dick and thought it was the largest one ever. But Flash's was at least twice the length, maybe more. And it was only getting bigger as he got harder.

She groaned into her gag, as Aria pinched her nipples. "Like that cowgirl?" Applejack grunted as Aria pulled on her nipples before she heard muffled moans from her right. She looked and saw Adagio biting on Rarity's nipple while three fingers are deep inside her cunt.

"I can feel how wet you're getting, and I can tell you want more." Adagio told Rarity in a subducive tone. Rarity couldn't help but to drool through her gag as she was moaning in pleasure.

At the same time, Sonata started smacking Vignette's ass as she ate her out. The woman screamed into her gag, tearing up more as she struggled against her bindings. "Yummy," Sonata laughed, "you taste great. Can't wait to see master break you in."

Rainbow was sucking on his balls when she noticed the time on a clock on a wall. She smirked before she stood up and walked over to AJ and leaned over to her ear. "Get ready, because the fun is about to start." She whispered in her ear as it had become night time. The three tied up girls heard grunting as the Dazzlings and their three friends started grunting in pain before they saw the fur on his and the Dazzlings' arms started to grow up their arms.

The same was happening to the fur on Flash's arms, whilst Rainbow and Fluttershy's furless skin quickly grew it as well.

Their bodies all grew larger and their heads slowly began to reshape, becoming more wolf-like. The three's eyes went wide, Rarity's suspicions becoming horribly confirmed. Soon enough, the large basement was filled with six humanoid wolves.

Applejack struggled harder as she tried to free herself from binds while the werewolf that is Flash approached her while the werewolf behind her that is Aria held her in place. The big male werewolf started to sniff around her while Applejack grunted to him to back off before she felt a couple of noses sniff her cunt.

She really wished she could break out of her bindings. But her geode had been taken and her normal strength couldn't bust through the ropes. All she could do was struggle and groan. Soon she felt her cunt and ass getting licked by the two werewolves on both sides of her. AJ can help but to moan louder through her gag as she felt her legs shaking from the sheer pleasure.

Moans filled the room as Rarity was getting eaten out by the werewolf that is Adagio and Vignette is getting eating out by the werewolf that is Sonata. All three of them was feeling sheer pleasure from the wolves eating them out before the werewolf that is Flash stopped and growled at one behind AJ.

The one behind Applejack moved away as he stood tall in front of her. Applejack then felt something big rub between her legs and her eyes grew wide with fear as she knew what that thing is. The male werewolf huffed as he pushed his cock between her legs and against her cunt.

Applejack screamed at the top of her lungs through her gag while Rarity and Vignette watched in horror as the male werewolf began to rape her. He pulled his hip back a little before slamming forward and going deeper into her womb. The werewolf that is Aria latched onto her breasts before she began to play with one while licking the nipple of the other.

At the same time, the wolves that were Fluttershy and Rainbow moved over to the two girls and started playing with their boobs. Rainbow got under Vignette and started batting at her tits like a cat with some string, making her moan whilst Sonata continued to eat her out. Meanwhile, Fluttershy got behind Rarity and replaced her pillow with her own lap.

Rarity was beginning to cry, trying to speak in a hope of reaching the girl within the wolf that was her friend. But Fluttershy simply started massaging Rarity's breasts.

Flash continued to thrust his hips rapidly while he leaned forward and licked Applejack's neck. Applejack herself couldn't help but to roll her eyes back as she felt her legs becoming numb and her whole body began to shiver in pleasure.

As she did, Aria reached down and used her claws to cut the ropes holding Applejack's feet to the spreader bar. This allowed Flash to pull Applejack away from the column, though her hands were still tied to it.

Applejack was soon in a diagonal position, Flash continuing to thrust up into her whilst Aria started licking out her asshole. Applejack did her best to try to fight off the overwhelming pleasure but it was all in vain as she was enjoying the sheer pleasure of it all. She enjoyed the rapid thrusts into her as well as the slaps to her ass from the werewolf that is Flash.

The werewolf that is Flash pushed harder into her as he licked her neck and grunted in pleasure as well. Any minute, he would blow his load within the girl's body.

Applejack swung her head around, unable to fight against the intense pleasure anymore. And as she did, her hair band came loose and her golden locks flew everywhere. Soon the knot breakthrough and his cock into her womb before he released his load within her. Applejack felt like she was in heaven when she felt her womb getting filled to the brim with his semen.

Rarity and Vignette gasped, as they watched Applejack's stomach begin to bloat.

Then, the wolf pulled away and Aria got out from under her, allowing Applejack to swing back and collide with the column. As she did, Flash's cock continued to shoot its load all over Applejack. Soon, the girl was drenched from head to toe.

She panted against her gag, her brain completely fried as she hug from the bindings locking her in place against the column. All she could smell was sperm, which continued to coat her flesh whilst the load inside of her began to run free and puddle on the ground between her legs.

The wolf then turned towards Vignette, whose eyes went wide.

The werewolf that is Sonata soon stopped eating her out as Flash approached them. Vignette saw that his cock is still hard as it was brought up to the front of her face. He then rubbed his cock all over her face as to tease her.

She panted, never thinking her first time would be with such a monster.

She suddenly felt the rope around her feet be cut, causing her legs to swing down. At the height she was suspended, only her toes could touch the ground. Other then that, she was still trapped.

Her fears only worsened as he moved around her, Vignette feeling the back of his claw move up her spine and send a shiver through her body. He left her field of view and stepped behind her, his cock pointing straight at her cunt. He pushed it against her and instead of going inside, it caused her to swing forward on the rope.

Vignette's eyes went wide as she swung forward, then fell back and felt the cock push a little inside of her. She flinched as once again, the cock pushed her forward and she swung back and forth with greater speed.

This time, the cockhead almost completely went in and she cried out as she was pushed forward one more time. And when she fell back, she fell right onto the cock as she entire head pushed inside her cunt and ripped through her precious hymen.

Rarity watched as her online Idol is being raped by a werewolf that is our friend.

She then saw the two werewolves that were Rainbow, Aria and Sonata crawl their way over to Applejack before Aria and Sonata spread her legs to lick her cum filled cunt. Rainbow began licking her cum coated body, Applejack moaning at the sensation and enjoyed it as much as she was fucked.

Rarity's focus was soon pulled away by her own feeling, as Adagio continued to eat her out and Fluttershy kept playing with her tits. As she did, the yellow and pink wolf moved so that her own large tits were hovering over Rarity's face. The next thing she knew, she was being smothered by the two giant mounds.

Vignette on the other hand was feeling both pain and pleasure as Flash thrusted his hips into her rapidly. She moaned and grunted through the ball gag with each thrust into her. She felt both claws on her ass squeezed tight and couldn't help but to enjoy it.

She continued to swing back and forth with the rope, allowing her to feel the full length of the shaft fucking into her. Vignette's eyes rolled into the back of her head, as she felt drool flowing from her mouth and out between the ballgag.

Soon all she felt was pleasure after a while and started to love it with each thrust into her. His thrusts became more rapid as he felt close to cumming in her.

Vignette's cries filled the basement, alongside the slapping sounds of flesh against flesh. And eventually, the wolf thrust into her with so much power, that when she swung back onto his cock he burst threw the walls of her womb and made her scream in pleasure and pain.

This was all Flash needed to hit his own peak, once again cumming inside an unprotected womb. Vignette's entire body vibrated, as she was fucked to orgasm and filled to the brink.

Rarity closed her eyes tight when he came inside of her and all she could hear was Vignette loud moans and Flash howling in pleasure. Flash soon removed his cock from within Vignette and pointed it at the ground beneath her, firing the rest of his load to form another puddle.

Once he was finished, he used his claw to cut through the rope holding the online idol up. Rarity could only watch as Vignette fell to the ground and splashed in a puddle of cum, appearing too enraptured by her own orgasm to care.

Flash then barked at the others to come over and clean her up. As the werewolves crawled over to Vignette, he made his way over to Rarity before grabbing hold of her spread out legs. She whimpered in fear as she saw his cock rubbing against her wet cunt. He leaned forward and licked her neck as she flinched.

She shook her head as she sobbed, begging Flash through her gag to let her go. But if Flash did understand what she was saying, he clearly didn't care and thrust his dick straight into her.

Rarity screamed through the gag as he began to thrust into her rapidly with no signs of slowing down. Applejack soon came to and heard muffled moaning before she turned and saw Rarity getting plowed by Flash.

Her entire body was sore and she felt like her arms were about to pop out of their sockets, but she didn't care. All she wanted was to get fucked by that wolf again.

Applejack watched her friend getting plowed by the wolf that plowed her and heard a voice in her head that says to let it happen again when he's done with Rarity.

Soon enough, the pain Rarity had felt was completely gone. All she could now feel was pleasure, despite how much she didn't want to feel it. It was driving her crazy, as the wolf continued to thrust into her body. As he did, he leaned down and started sucking on her tits.

Muffled moans could be heard as Vignette was enjoying the intention of the other werewolves on top of her. They were licking off the semen that covered her when Flash ravaged her.

Flash then let out several growls that one of the wolves responded to, getting up and stepping away from Vignette. Rarity could barely make sense of what was happening at this point, but she realised Adagio had stepped over to Applejack. And with a slash of her claws, the rope holding the cowgirl were cut and she fell to the ground.

Adagio caught her by the arm and started dragging her towards them, as Flash moved one of his claws towards Rarity's face.

The girl screamed into her gag, fearing Flash would cut her face and scar her for life. But instead, he hooked the strap of her gag and pulled it out of her mouth. She gasped at this, as the gag was now a necklace around her mouth. She tried to form words, but the fucking she was receiving was causing her brain to go to mush.

By the time she finally managed to form some kind of sentence in her mind, Applejack had been pulled over to her and Adagio had positioned her so she was kneeling above Rarity's head with her cum soaked cunt right in Rarity's face.

Rarity looked between Flash and Applejack's cum filled cunt before her head moved on its own. It raised up a bit before her lips locked on to AJ's cunt and started to eat her out. Applejack let out pleasurable moans as she felt Rarity's tongue enter her.

Rarity couldn't believe she was doing this. But somehow, the smell of Flash's spunk combined with Applejack's juices became irresistible. And as soon as it touched her tongue, she felt like it was the most delicious think she had ever had.

Flash then cut the gag around Applejack's mouth and when it fell into the floor, she let out a very loud moan of pleasure. Her tongue hung out of her mouth like a dog in heat before she leaned forward and began to make out with him. She moaned in the kiss as his tongue invaded her mouth and dominated her own.

Flash let this new situation wash over him and as he did, he felt himself getting close to cumming once again.

Rarity could also feel his dick beginning to swell and realised she was about to be seeded like the others. She had a feeling that if this happened, there would be no going back for. She would be his bitch forever. And she didn't care. The pleasure was just too great.

Flash thrusted his hips forward rapidly until the knot break through and entered all the way in her womb. Rarity screamed in pleasure in Applejack's cunt as she came when she felt him flooding her to her core with his semen.

Rarity's eyes rolled into the back of her head, her body going limp with the only thing still moving being her tongue.

Flash began to pull out of her and as he did, he pulled away from Applejack and the girl fell forward until her face was right in front of Rarity's cunt. She watched as the wolf's large cock slid out of Rarity's pussy, the girl letting her tongue stick out to taste the length until he pulled himself free. Once that was done, she started devouring Rarity's cunt and the two girls moaned into each other.

Flash stroke his cock until he covered both girls in his semen as Applejack was eating out Rarity. He then barked at the others to release Vignette and bring her over. They complied and cut the rope on her arms before dragging her over to him. She then came face to face with his hard cock that fucked her so hard before the scent of his musk filled her nostrils.

All thought left her and she simply followed her instincts, reaching up and pulling the gag from her mouth before wrapping her lips around it. She groaned at the taste, eagerly sucking and licking it to the best of her ability. As she did, the others moved around her with Rainbow and Fluttershy cutting the rope holding Rarity's legs up.

After Sonata and Aria cut the ropes on her arms, Rarity grab hold of Applejack's ass and returned the favor by eating her out. Rarity felt that her ass has grown bigger as she was eating her out and the two of them moaned while they did.

She also felt Applejack's body beginning to grow orange fur, something Rarity expected she would soon have as well.

Applejack was completely unaware of her transformation, to focused on getting as much of her master's cum out of Rarity as possible. The word master echoed through her mind, as she realised she was now nothing more then a slave.

Meanwhile, Vignette was busy having his whole cock in her mouth while his claw is on her head. She moaned around his cock as she was loving the taste of it while she cup his balls. It wasn't long before she deep throat him while she finger her cunt.

She thrust her fingers in and out as hard as she could, but she just couldn't get the same feeling she had gotten when Flash had fucked her. She pinched her nipples and tried everything she could to stimulate herself, but nothing was working.

She soon removed her lips from his cock before turning around and spreading open her ass. "Pl-please...fuck m-me again..." She begged him as his cock twitched from it.

Flash stared at her for a moment before pressing his claw to her forehead and pushing her backwards. The next thing Vignette knew, she was on her back with her legs spread.

Flash wasted no time and already thrusted his cock up her ass. She screamed out in pleasure as her ass was being destroyed. Applejack on the other hand became a werewolf with a big ass and strong muscles.

Rainbow Dash crawled over as Applejack got off of Rarity before the two started making out. Adagio and Sonata started to eat out Rarity as Applejack got on top of Rainbow. Applejack then rubbed her cunt against hers as the two growled in pleasure.

As this was going on, the door to the basement was thrown open.

Celestia, Luna and Wallflower were in their wolf forms as well, each of them looking huggily at the situation. Soon, the basement was jam packed full of large wolves that started trying to get off with one another. Rarity was still a little dazed from her earlier orgasm, but was able to look up and see Vignette beginning to grow furr as well. It wouldn't be long before she joined her.

Aria started to make out with Flash as Celestia ate her out while Luna and Wallflower ate out both Sonata and Adagio. Flash gave Vignette a few smacks as he plowed into her ass like no tomorrow.

Vignette moaned out loudly, only for Fluttershy to lean down and placed one of her tits into her mouth. The woman instinctively started sucking, whilst Fluttershy began to play with her tits.

Vignette's breasts started to grow in size as Fluttershy finger her cunt. Flash started sucking on Aria's breasts while his balls slept against Vignette's ass as he is balls deep in her ass. Vignette's mind went completely blank at this, revelling in only pleasure.

She suddenly wondered how this would affect her idol situation. She had millions of followers and if she didn't keep uploading things, they might get suspicious and cause her new master to be placed in the spotlight.

She would need to continue focusing on her work, but that made her upset since it meant less time she got to spend fucking her master. The only thing she could think of was to change career and enter the world of porn, though only if her master was willing to be recorded with her.

Vignette soon transformed into a sexy werewolf as the knot break through her ass and he came inside her. Rarity soon had a feeling inside herself, a craving that can only be satisfied by that cock. She looked at him with bedroom eyes before crawling over to him just as he removed his cock from Vignette's ass and covered her in his semen.

As soon as he was done, the other wolves around them started licking at Vignette as Flash turned towards the other new girls. And as soon as Applejack noticed her master was free, she started crawling towards him looking submissive as she could.

Applejack started to lick his cock clean as Rarity crawled over next to her. "Pl-please, master...I wa-want more...I need...more..." She painted as she licked the length of his cock alongside Applejack.

Flash seemed to ignore her and focused on Applejack, pushing the wolf down towards the ground and getting behind her to mount.

Applejack however seemed like a tough wolf as she barked furiously at him before pulling Rarity on top of her. She then spread Rarity's cheeks and barked at him again as to she wants him to fuck both of them. He complied and thrusted his cock between both cunts.

The two girls groaned as this happened, Applejack pulling Rarity down harder so that the dick was given a vice-like grip. He started thrusting it between the two, making Rarity moan as Applejack howled. And as they did, Rarity's body started growing fur.

Her figure became more of an hourglass figure as her body became more firm and her breasts became as big as Fluttershy's. Her ass on the other hand, became as big as Applejack's.

Flash started thrusting into her for several moments, then pulled out before thrusting into Applejack. He continued to thrust into either one of them as Rarity was becoming more and more like a werewolf.

As she did, she and Applejack started making out with Rarity beginning to play with Applejack's breast.

Flash was thrusting rapidly into Rarity as a felt close to bursting. Rarity herself was panting so hard before the knot entered her and his entire cock went right up into her womb. Both of them let out pressurable howls as he released a flood of his semen into her.

With this, all three of Flash's new bitches had completed their transformation. Flash let out a howl, telling the three to line up. They did, though Rarity needed help after her orgasm. The three knelt with their hands on the floow, trying to sit like normal dogs would, has Flash stepped over to them. "You will all work to release my seed and be baptised, leaving your old lives behind and embracing your new ones as my bitches." He told them in a deep demanding tone.

"But I will still see my family." Applejack said as she maybe his now, but she still loves her family at heart. "I will never abandon them."

Flash growled at her, clearly not liking that resistant side of her. Applejack then leaned forward and started sucking on the head of his cock. At the same time, Rarity started licking up the shaft on one side and Vignette on the other.

Celestia, Luna, and Wallflower got behind the three and started to eat them out as the Dazzlings got behind them and did the same. Rainbow Dash and Fluttershy lifted their breasts up to Flash's head as they made them go up and down.

Flash was in heaven at the sensation all around him. Despite having just cum multiple times, he knew it wouldn't be long before he drench the three newest members of his pack with his seed.

Unbeknownst to any of them that a small drone was hovering right above them and was recording everything that it just happened.

Within Twilight's lab, she was sitting at her desk with her clothes scattered on the floor.

She was panting heavily as she saw everything that went down in that basement through her drone. She couldn't help but rub her clit as she saw the werewolf that is Flash plow into the women that are now werewolves.

She watched as his cock released a bunch of his load onto the three werewolves that worship his cock just as her climax hit. "Oh Flash...it's m-my...fault...So w-why do...I want to join...?" She asked herself before she saw him getting on top of Celestia and plowed into her. She then grabbed a wolfcock dildo from one of her drawers and began to pump it in and out of her.

Her eyes remained locked on Flash's huge dick, imagining that it was her on the receiving end of it instead of Celestia. And eventually, she managed to fuck herself to orgasm and cried out as Flash filled their principal with his cum.

As she watched, Twilight imagined herself and the place of the woman that he is fucking. "I...need...to tell...S-Sunset...and Pinkie..." She huffed as she couldn't stop herself.

She kept fucking herself as Flash moved onto another wolf, eventually getting herself to cum two more time before her body gave out. She fell to the ground, panting in exhaustion as the sounds of sex came off her computer. And eventually, she drifted off to sleep and dreamed of wolves chasing her.

Twilight ran as fast as she could, the wolves hot on her tail. She spotted in cabin up ahead before she quickly ran in and shut the door. After quickly barricading the door, she took a breath before she felt a pair of hands squeeze her breasts.

She spun back and saw Flash, a warm smile on his face as he groped her breasts. He leaned forward and locked lips with her, as one hand traveled down her body and entered her skirt.

She moaned in pleasure before she found her skirt being lowered and heard it hit the floor. Their kiss soon broke before he proceeded to take her top off. He then carried her over to the bed and laid her down. She looked at him with bedroom eyes, as she could see he was already naked with an erect cock.

Flash then started to kiss around her neck before lowering himself down to her bra. He then grabbed hold of it and with one mighty tug, ripped it off to reveal her breasts. The moment they were, her breasts started to grow in size by the second.

Twilight moaned as Flash began to play with her breasts. His lips were latched on to her right nipple as he twisted the other. Her breasts soon became the size of Fluttershy's before he lowered down to her stomach. Her stomach had become firm as her muscles started to grow in a bit.

He soon reached her panties before ripping them off. Her legs started to grow a little, as he began to eat her out. Twilight felt her ass getting slapped as she arched back from sheer pleasure.

Soon her ass became as big as Applejack's before he started rubbing his cock against her wet entrance. The moment he thrusted into her, dark purple fur started to grow in slowly as she held on to him.

Sharp claws started to grow in her fingernails, as they dug into his skin before she pushed him onto his back and got on top of him.

Twilight then started to bounce on him roughly, as somehow the wolves that chased her surrounded them. However, they just stood around them and watched as Twilight slowly became a werewolf with a perfect hourglass figure. She continued to bounce on his cock before she let out a howl that caused the other wolves too.

Twilight wasn't stopping even though he came inside of her. She just kept going as the wolves looked at her like a ruler or a alpha female to them.

Chapter 6: Love Lost, Lust Found

Within the basement of Flash's place, it has been turned into a Sex Dungeon with a large heart-shaped bed where he is seen plowing into Applejack's ass while Rarity sucked on his balls. "Fuck, your ass is just as tight as Luna's!" He grunted before he gave her ass a really good slap.

"Whoo doggy! Give to me!!" Applejack moaned as she held on to the backboard of the bed. Not that she had much choice, as she was actually handcuffed to the pillar right behind the bed.

Flash had once again undergone a strange change, with his feet now being covered in fur and having pads on the bottom of them like a dog. He wasn't the only one who had changed, for the Dazzlings were also sporting fur on their legs. Except their fur went all the way up their legs and only stopped just above the knee. Rainbow and Fluttershy were also sporting fur on their arms, with their legs expected to change some time tomorrow.

After Flash had woken up and found his three new slaves, he wasn't at all surprised. His memory of the previous night was far more clear then any other night, though he was still fuzzy in some details.

Fluttershy, Rainbow and his three new sluts finally explain what the heck was happening to him, surprising Flash with the truth of his wolfly transformations. Had he learned about this after the first night, he probably would have locked himself in a cage. But now, he didn't care. He liked what was happening to him and couldn't wait to transform again.

"Hey babe." Vignette spoke up as she came down the stairs with a large. "My new porno website is up and those rubber suits Rarity ordered are here." She sat down said box on the floor. "The delivery service are really fast nowadays."

"Oh goodie, can't wait to see how they came out." Rarity squealed as she went over and opened the box. She pulled white rubber boots with a white rubber top with no sleeves, or cups to cover the breasts area. "Are there more?"

"Upstairs, the rest of them are putting them on." Vignette answered as both Flash and Applejack let out a loud moan when he came in her ass. "By the way, Celestia and Luna are out for lunch with their niece."

"That's fine with me." Flash said as he pulled out and sprayed Applejack's ass with his cum. "Just as long as they don't stay out longer than sunset." As he said that, Rarity laid back on the bed and opened her legs to show her waiting cunt.

"I'm sure they'll be back by then. And when they are, maybe me and Celestia can give you a white girl double team." Flash liked the sound of that, moving over to start fingering her along with Applejack.

Celestia and Luna both smiled as they sat at the cafe, both enjoying a latte as they waited for Cadance to arrive.

The three had often had lunch together many times before, though those times were becoming fewer since Cadance became principal of Crystal Prep and got engaged. So the two, despite being horny for their master, didn't want to miss out.

Celestia took a sip of her coffee when it arrived. "What's taking her so long?" She asked in a impatient tone. "Really need a good fuck and Rarity suggested a double team."

Cadance came around the corner and saw her two aunts waiting for her. As she got closer, noticed something different about them. Eventually, she realised their bodies were more hourglass shape while their breasts and asses were also bigger.

She smiled at them as she sat down. "Good morning," she told them. "I know it's been a while since we last saw one another, but you two look completely different."

"We've been working out." Luna lied before she gestured to a waiter.

"So, what's been going on lately since you took up the principal job at Crystal Prep?" Celestia asked, Cadance smirking.

"Nothing as insane as the Friendship Games, but the students have started opening up to one another. Their teamwork's improved, meaning our sports victories will likely increase and everyone seems a lot happier."

After Luna ordered for Cadance, she looked at her with a thought. "So, how's are things between you and Shining? Wedding planning going well?" She asked, which made Cadance frown a little.

"Problem?" Celestia asked, as Cadance sighed. "Don't tell me you and Shining are having problems."

"Shining doesn't have any problem. It's...me. Thing's aren't exactly...wow, when it comes to us." The pair looked confused by this, Cadance clearly uncomfortable. "Promise you won't say anything?" They nodded. "Shining's...lackluster in the bedroom." Now they understood. "He's smaller then I had expected him to be. Not much, but still not as big as some of the other men I've been with. And he's not exactly...full of endurance."

Luna smiled, "don't tell me he's a one pump chump." Celestia gave her a look as Cadance sighed.

"No, but he still doesn't last long. Barely a minute is his record and once it's over, he just rolls over and it useless for the rest of the night."

"That's is pretty sad." Luna commented as the waiter brought over a cup of coffee.

"Has he tried one of those special pills that helps men go a bit longer?" Celestial wondered.

"He doesn't know there's a problem," Cadance sighed. "I couldn't bring myself to tell him and he's got it into his head I cum whenever he does."

"Seriously?" Luna asked, "please tell me he at least gets you off other ways. Fingers? Tongue?" Cadance shook her head, "what is wrong with him."

"He's very...reserved when it comes to this stuff. He's never been with anyone except me and he's never watched porn, so he doesn't know anything about sex."

"Wow...I uh...I got nothing." Luna admitted before her sister pulled her aside.

"Luna, this is very serious." Celestia whispered. "Their relationship is doomed if he only lasts about less than a minute and it can clearly shows that she desperately needs cock in her."

"I know," Luna nodded before an idea appeared in her head. "You know what I'm thinking?" Celestia saw her smirk and realised what Luna was planning.

"Luna, no. We can't do that to them. If Flash takes her, Cadance will become just as addicted to him as us. She won't be able to go back to Shining after that. It'll ruin their relationship more then it already is."

"What else can we do?" Luna asked, "unless you're willing to strap on a dildo and blow her yourself. Cadance deserves to enjoy herself. If she decides to dump Shining after being with Flash, that's her right and Shining's fault for being such a wimp."

Celestia held her head as she let out a sigh. "Okay, fine." She spoke before she looked at Luna with a serious look. "But we keep this to ourselves and not tell anyone, especially Twilight and her brother."

"That's fine with me." Luna said before they turn back to Cadance. "Hey, we have something in mind to help you out." Cadance raised an eyebrow at this.

Cadance is wondering what they could possibly want to do. She doubted it actually could help her out, since the only thing she thought might take the edge off was them bringing her a magic potion that could improve Shining size and stamina.

They finished their drinks and headed for Celestia's car, Cadance glad she had taken the bus so she wouldn't need to return for hers later. They got in and began to head for the secret destination, the sisters glancing at the woman in the back.

"First off, Cadance, we want you to know how bad we feel for you." Celestia told sympathetically.

"And second, we know what we have will really cheer you up." Luna added with a smirk. "We know it has for us."

"What are you talking about?" Cadance asked, but the two just gave her a knowing look. They refused to give her any details, as they made their way through the city and into the suburbs.

"Let's just say, what we have for you is going to give you bliss." Luna answered in a sly tone. They soon parked in front of Flash's house and got out of the car.

"And Cadance, you have to promise us that you won't tell anyone about what you're are about to see in here." Celestia told her. "Especially Twilight and Shining. If you care for them very much, you won't say a word."

"Um...okay." Cadance was starting to get a little worried, fearing Celestia and Luna might have gotten themselves into something illegal.

They stepped towards the house and Luna opened the door without even knocking, confusing the woman as she followed the two into the building. As soon as she did, her nose was suddenly assaulted with a rather interesting sent. A scent she knew quite well, but hadn't gotten to smell in quite a while. The smell of sex.

And as they made their way through the large house, they heard moans and groans coming from another room.

Cadance got more and more worried about what she was walking into, but continued to follow her aunts into the room. And when she arrived, she was shocked by what she saw.

Young woman were littered all over the room, some of them she recognised as students of CHS. They all appeared unconscious, with dazed yet happy looks on their faces whilst their bodies were covered in sweat and something else. Some of them looked rather strange, having what appeared to be fur on their arms and legs.

She then turned towards the groaning sounds and turned to see a young man thrusting into a yellow skinned girl with pink hair. "Fuck yes, Flash!! Fuck me so hard until I can't walk!!" She shouted as he plowed into.

Cadance covered her mouth in shock as she saw how big Fluttershy's breasts have become and were lactating. She then saw him latched his lips onto her right nipple while he twisted the other. "Shocking at first, but it's so hot." Luna whispered in her ear. She and Celestia now stood behind Cadance, stopping her retreat.

"Fuck!" The teen cried, "gonna cum!"

"Me too!" Fluttershy screamed as wrapped her legs around him, getting him to fuck into her harder. The pair moaned louder and louder until, finally, Fluttershy let out a sound only dogs could hear and the young man roar as he came inside of her.

He shot several loads into her young fertile body, then pulled out as her legs went limp and fired many most strands that covered her from head to toe. As he did, Cadance got a proper look at his cock and gasped. She had never seen anything that large before. Not on a human, anyway.

"Hey Flash, we need your help with something." Celestia called out and got his attention. The two sisters then pushed Cadance in as she tried to stop them with a massive blush on her face.

"What's up?" He asked as he walked over to them.

"Well, her boyfriend has a small dick and can only last about less than half a minute." Luna explain. Cadance gasped, unable to believe they actually said that. "She's got a serious itch that needs to be scratched."

"You can't be serious!?" Cadance cried, as Luna and Celestia wrapped an arm around hers to stop her from escaping. They both reached around and grabbed her shirt before pulling, ripping it apart to reveal her bra held tits. But it wasn't long before the bra was pulled down, allowing her DD tits to spring free as she screamed.

Flash smirked, liking the sight before him. Cadance struggled against the two, but their hold on her was just to great and all this did was cause her tits to swing around. "Not bad." He said before he he grabbed both her breasts and squeeze them. He fumbled with them for a bit before grabbing hold of her nipples and twisting them a little.

Cadance couldn't help but let out a pleasurable moan as her breasts were being played with. "You know you need this." Celestia whispered. "Think of this as a stress reliever."

"But...Shining..."

"Just forget about him for now," Luna replied before she and Celestia kicked the back of her knees. This caused Cadance to fall onto her knees, Celestia and Luna kneeling next to her, bringing her face to face with Flash's huge cock. "You can be all goodie goodie when the two of you are married. Until then, you're free to do whatever you want."

"It's okay, take your time." Flash assured her as he poked her face with his cock. "I won't judge you if you don't want to." Cadance let out a small whimper as his cock poked her face and she caught a whiff of the musk coming off it.

She wasn't sure why, but she had a feeling her aunts holding her arms were the only thing keeping her from starting to stroke the raging hard on. Instead, her mouth slowly puckered and she found herself kissing the tip of the swollen head.

This caused Flash to moan, Celestia and Luna both smiling as Cadance began to open her mouth. Soon enough, her hips began to stretch around the head as Flash started pushing it forward. Cadance moaned at this and the musky smell began to fill her nostrils.

Celestia then reached out and started playing with one of her breasts, Luna doing the same with the other. This made her moan and open her mouth even more, allowing Flash to push more of his head into her.

Cadance open her eyes wide when it entered her mouth but the taste soon hit her taste buds. It tasted really good even though it was just inside Fluttershy a few moments ago. She couldn't get enough of his cock's taste as her head started to move back and forth as she started to blow him.

"That's it," Flash smiled as he placed his hands on her head. As he did, Celestia and Luna let go of her arms and started removing her destroyed shirt and unhooked her bra.

Despite her hands being free, Cadance didn't try and escape. Instead, her hands came up and grabbed hold of Flash's thighs and she used them to help her suck more and more of the cock into her mouth.

Flash placed a hand on top of her head and thrusted his hips forward a little to help go deeper. Cadance let out a small gag as it nearly reached the back of her throat before she felt fingers thrusting into her wet cunt.

Luna had started fingering her, whilst Celestia once again started playing with her tits. Cadance moaned at this and Flash thrust into her again, finally getting all of his cock into her mouth.

"Good," he told her. "That'll do for the warm up. Now it's time to really get going." Cadance was suddenly filled with dread and excitement, as Flash's grip on her head tightened. He then started thrusting back and forth, his cock sawing in and out of her mouth as he started picking up speed.

Cadance felt his cock going down her throat as he thrusted deeper before she felt five fingers going up her cunt. Luna started getting rough with fingering her while Celestia started pulling on her nipples. Cadance never had Shining Armor do this to her before and yet, she started to love it.

Celestia started to suck on the right nipple while she continued to pull on the left. Cadance moaned in delight at this, her tongue starting to flick wildly around the appendage.

Flash sighed at this, loving the feel of her lips around his cock. He knew she had done this before, having more skill then most of his other girls combined. And as he continued to thrust into her, he remembered what Luna and Celestia had said about her being engaged.

Had this been a few days ago, he never would have thought of fucking another man's fiance. But now, all he cared about was taking what he wanted. And he wanted her.

This went on for about what felt like hours to them until she felt his cock throbbing in her mouth. She started to speed up her bobbing as to get a taste of his load as one of her free hands started to cup his balls and massage them. Soon she came all over Luna's hand as he released a big load down her throat.

Flash was amazed by how much Cadance was able to guzzle down, able to get almost all of his spunk down her throat before it started filling her mouth and escaping through her lips.

By the time shot his last load, she finally started spilling som down her chin and onto her chest. And of course, Celestia didn't hesitate to start licking it off.

Flash finally pulled out and Cadance took a deep breath, coughing a bit but still able to swallow the rest of her mouthful as her head went dizzy. Luna and Celestia helped Cadance lay down and as she did, Flash got a look at her soaked panties and licked his lips.

He told Luna to remove her skirt and panties before kneeling down, the sisters quickly getting to work and allowing Flash to get a nice faceful of her cunt.

Cadance's fingers scraped along the ground when she felt his tongue enter her wet cunt. Flash's tongue lap around the inside of her whilst he rubbed her clit. She moaned in delight, having not felt this sensation in a long time.

Shining refused to put his tongue anywhere near her cunt, not wanting to taste the area she peed and bled from. He had no idea what he was missing, as Cadance had always been praised for how delicious she was to eat out. And that compliment would be repeated.

"Holy fuck!" Flash gasped, "this tastes so good!" He kept lapping at her cunt, lifting one of her legs to put over his shoulder for a better angle. This made Cadance moan louder, her hands flying up to cover her mouth to keep her from screaming in pleasure.

"How do you feel, Cadance?" Celestia asked as Cadance saw her and Luna removing their clothes and revealing their perfect bodies.

"Feels like you're in heaven, doesn't it?" Luna added as the two of them sat on either side of Cadance.

The woman's mind flashed back to Shining Armor. The amazing man she had fallen in love with. Despite being a total dud in the bedroom, everything else about him was amazing. He was smart, funny, caring and treated her like a princess. To any woman, he was the perfect man.

But Cadance didn't want to be a princess. "Fuck!" She screamed, "it's so good. Eat me! Please, eat me out and make me cum like the whore I am!"

"There we go," Celestia sighed. "I always knew you were more sexually driven then other girls your age. And that's nothing to be ashamed of."

Flash dug his face deeper into her as she placed both hands on his head. As her moans filled the room, Luna attached her lips to her breast and to begin to suck on them as Celestia did the same to the other.

Flash continued to eat her out, using his fingers to also stimulate her. Cadance continued to scream more and more, the sensation of Flash, Celestia and Luna's assaults driving her into a frenzy. Eventually, she couldn't take any more and screamed. "I'M CUMMING!" And she did, her cunt unleashing a geyser of cum onto Flash's face.

Flash moaned as he drank this down, the taste and smell causing his dick to start growing hard again.

Cadance felt like she was in outer space, her head dazed as she let the amazing feelings she had been denied for so long wash over her. Eventually, she started coming down as Flash pulled his face away from her cunt and the sisters let go of her tits.

But despite just getting the best orgasm of her life, she wasn't satisfied. "More," she whispered, "please...I want more."

Flash smirked, "you want more?" She slowly raised her head and begged him with her lustful gaze. "Alright then, but you'll have to do this yourself." He sat himself down, his cock sticking straight up. "And I warn you. Once you have this cock, you'll never want to fuck anyone else ever again."

"Just shut the fuck up and fuck me you bastard!" Cadance shouted with so much lust before she bounced right on him and slammed her hips down right on his cock. She let out a pleasurable scream as she bounced on his cock rapidly.

Flash was surprised by this, but smiled as he watched her as he thrust his cock in and out of her cunt. The sight of her breasts swinging everywhere as she did so was quite the sight, but Flash couldn't forget about the two who had brought this fine piece of ass to him.

He held out his hands and the sisters smiled, both shuffling on their knees until their cunts rest on his hands. He thrusted his fingers up in their cunts as Cadance grabbed his head and pulled him in for a hot make out session. She moaned in pleasure as they make out while their tongues started to wrestle each other.

Celestia and Luna massage their breasts together as Flash fingered both of them so good. The three school principals were quite the sight to see. None of them ever expected to be in a situation quite like this, but none of them were complaining.

Cadance was in absolute heaven. This cock was stretching her out so much, she knew she would never be able to feel Shining's smaller cock again. But she didn't care anymore. Shining didn't deserve her. He deserved a real lady and not a cock hungry slut like her.

"Oh god!" She cried after pulling her lips off of Flash, "I think I'm gonna cum again!"

"Get ready for the big one!" Flash warned her as he felt himself getting close as well. Soon all four of them came together as Celestia and Luna covered his hands with their love juices while Cadence covered his cock with hers as he filled her up with a big load.

Cadance could feel him still cumming inside her as his cock kept flowing cum into her womb. She knew he was right. She never wanted to fuck anyone ever again.

She looked down at the engagement ring on her finger and took it off, planning to give it back to the man she had once loved. She knew the best way to a woman's heart was through her cunt, and Flash Sentry had just pounded his way into hers.

Soon he lift her off his cock as he gently laid her on the couch. She had a face of pure bliss as her cunt leaked out some of his load. "And she hasn't experienced the real fun yet." Luna commented.

"And maybe we could talk to Shining about letting Flash give her their baby some day." Celestia suggested. As she said that, she noticed the time and smiled as she realised the sun was soon about to set.

In that moment, groans could be heard coming from the rest of the girls. They were finally starting to come around, likely due to the beginning effects of the eventual transformation. "What time is it?" Sonata asked.

"It's just about sunset." Vignette answered as she looked at the clock and they all smiled.

"The real fun is about to begin." Fluttershy said excitedly as Cadance wondered what they were talking about.

"If you think what he gave you before was great, you're in for treat." Celestia assured Cadance before they all started grunting. Before her very eyes as the sun went down, she saw each of them had their muscles grow big as fur covered their bodies and their heads became more wolf-like.

They had all transformed into werewolves, but would really caught her attention is Flash's wolf form. She couldn't believe it but his cock was even bigger than it was when he was just human. "Holy fucking god." Cadance gasp in excitement instead of fear. "Now that's what I really need."

The werewolf that is Flash noticed her before sniffing her neck. "Oh my, do you love my scent Wolfie?" She teased before she stood up and presented her cum filled cunt. "Go ahead big guy." The werewolf only growled at the others as the werewolves that are Applejack and Rainbow Dash crawled over.

Cadance was confused by this before they tackled her on the couch and she felt both their tongues invade her cunt. She let out loud pleasurable moans before she saw the big alpha male werewolf that is Flash has his cock hover above her face. She had a smirk on her face before she opened her mouth wide and let the cock be pushed down into her mouth.

Cadance moaned around the cock as he thrusted up and down on her face. The werewolves that are Wallflower and Fluttershy crawled over and latched onto her breasts. As for the others, they were either playing with each other or eating each other out while they watched their master face fuck Cadance. She used her free hands to cup his enormous balls while she could barely breathe from the cock.

As she tried, she felt a sensation wash over her.

As Flash-Wolf watched his prize choke around his cock, he noticed her skin was starting to change. This was surprising, since the transformation didn't usually occur this quickly. But then he realised fucking her in his human form must have already begun the metamorphosis.

Cadance start to slowly grow fur as her breast size started to expand. Soon she came in both Applejack and Rainbow Dash's mouth when the knot entered her mouth and his cock went down her throat. She then started to drink up his load as he let out a pleasurable howl.

The other wolves pulled away from her and watched as she guzzled down their master's precious spunk, her transformation completing.

Flash pulled his cock from her mouth and stepped back, as Cadance rolled onto her front and looked up at him. She stared at him with absolute desire, her iris being perfect heart shapes as she stuck her tongue out and panted. The wolf smirked, knowing he was gonna be in for one hell of a night.

The past few hours was spent with Flash fucking his pack all night as they were getting plowed in their asses and cunts.

The following day, Cadance is texting Shining Armor that she'll be out of town for a few days as Flash is fucking her ass while Celestia is on the bottom and thrusting a strap-on dildo up into her. "Sl-Slow down...ah...I ca-can't concentrate..." She painted.

"Sorry but you asked for it." Celestia told her before she slapped her ass. As this continued, Luna and the others were in their Sex Dungeon while they have vibrating dildos in their asses and cunts.

"So...ah...you think a big orgy party will...mmmm...bring a bunch of viewers and money on my porno website?" Vignette asked though her moans to Fluttershy.

"Yes...ah...lots of pe-people will love!" Fluttershy moaned.

"And we can wear masks...fuck...to make it more exciting." Rarity added.

"B-But who will be...oh...in it?" Adagio asked.

"I believe I know three." They turned to see Cadance being carried by Flash with Celestia coming down the stairs. "Three of my students at Crystal Prep would love to get fucked so good. Lemon Zest, Indigo Zap, and Sugarcoat would be the ones." The rest of them removed their dildos as they approached them.

"And me, Rarity, and Fluttershy can get Trixie, Juniper, and Gloriosa." Applejack suggested. "Gloriosa could use the money for her camp."

"Now you're talking." Rainbow agreed.

"We can those sexy outfits Rarity got us." Vignette added. "This will definitely get us a lots of fat fucking viewers and money."

Chapter 7: Blindfolded Orgy; Confession

Trixie, Juniper, and Gloriosa got messages from Applejack, Fluttershy, and Rarity, asking them to meet at a certain address for a "fun time." It took some time to convince Trixie to come, but she eventually was convinced by Rarity. Gloriosa told Fluttershy yes as she needed a bit of fun and relaxation from managing a camp. Applejack told Juniper that it would be like being in a movie to convince her to come as there will be so much fun.

Trixie was making her way to the address Rarity sent her before she spotted Juniper walking in the same direction. "Uh, where are going?" She asked her.

"Oh hello." Juniper greeted Trixie. "Applejack just invited me to do something fun. She didn't tell me what it was, but she said it would be like being in a movie or something."

"Well, the Great and Powerful Trixie was also invited by Rarity to join in this fun." Trixie told Juniper in a dramatic tone.

"Well nice to meet you, Trixie. I'm Juniper." She introduced herself before Trixie let out an annoyed soft. "Was it something I said?"

"It's not you, it's them." Trixie told her as she pointed ahead. Juniper looked to where she's pointing and saw Lemon Zest, Indigo Zap, and Sugarcoat up ahead. "Three of the Shadow Bolts from a rival school. Just what are they up to?"

The three Shadow Bolts were talking amongst each other before Trixie and Juniper came up to them. "Yo, what's up?" Indigo asked when when she saw them.

"Wondering what you three are doing." Trixie said in a sassy tone as she crossed her arms.

"Our principal asked her to meet her at this address for a special event." Sugarcoat answered as she held out her phone and showed Trixie the text. "Although, she didn't mention what this event is."

"Huh, some friends of ours asked us to meet at that same address." Juniper told them as she showed them the same address on her phone that Applejack sent her.

"Cool, whatever they have plan will be so awesome if Applejack and her friends are there!" Lemon Zest declared as they continued on their way. The three of them told Juniper about their times with the Mane Seven as Trixie tried to ignore them the whole way. They soon reached their destination before Trixie recognized this is Flash's place.

"Why would they ask us to meet a Flash Sentry's place?" She wondered with a raised brow.

"Who knows?" Indigo shrug before they noticed a box filled with blindfolds and a note in front of the door. Said note reads 'please put this on before ringing the doorbell.' "Huh, must be a a big surprise if they're asking us to put blindfolds on." A car then drove up in the driveway before Gloriosa who is driving side car put it in park and got out of it.

"Hey, you here for this fun thing here too?" She asked when she walked up to the girls.

"Yeah, but you can introduce yourself later." Trixie said as she wanted to get this over with and get away from the three Shadowbolts. Each of them took a blindfold before putting them on and Trixie rang the doorbell. The door soon opened up and Cadance open it up. Luckily, the girls were wearing the blindfolds so they couldn't see the outfit that revealed so much of her skin and the animal mask she had on.

She was wearing a blue and white lingerie set. She wore a blue bra and matching see through panties, with a blue garter belt connected to thigh highs that had white lace covering the whole thing. She was wearing blue high heels and her animal mask was that of a fox.

"Hey girls, so glad you could come." Cadance said in a very sexy tone. "I'll take you to the fun that will begin soon. Please hold each other's hands as I'll guide you to the fun." They did as she asked before she grabbed Trixie by the hand and lead them inside. The blindfolded group tread carefully inside as they heard a door open up before they felt like they were being led down some stairs.

Cadance took them down into the basement where the rest of the pack are and are wearing the outfits Rarity bought along with animal masks on their faces. "I see they show up." Celestia said when she saw them.

"Principal Celestia, you're here too?!" Trixie asked in a surprised tone before each of the girls of the pack took each of them and lend them towards the bed.

"Of course we're here." Luna told Trixie. "Just relax. We're all here to have fun after all." She looked over and saw Vignette and Rarity setting up a few cameras around the Sex Dungeon.

"But before the fun starts, we just need to do one little thing." Applejack added before she nodded at Rainbow. Rainbow smirked before she used her super speed to zip past each of the blindfolded girls and remove their clothes, leaving them butt naked.

"Hey, what the he--" Lemon Zest was about to scold Rainbow before Cadance locked lips with her, to keep her quiet.

"Uh...do we have to be naked for this?" Juniper asked in a nervous tone while she tried to cover herself before she felt a pair of hands massage her breasts. She let out a yelp as Fluttershy was generally cresting her breasts.

"Relax, you'll enjoy it." Fluttershy whispered in her ear.

Sugarcoat found herself being kissed by Rarity, whilst Indigo was having her ass and tits fondled by Rainbow and Applejack. Trixie found herself getting played with by Luna, even though she didn't know it was Luna, whilst Celestia started kissing her student on the lips while Wallflower sucked her breasts.

At the same time, Gloriosa was getting triple-teamed by Adagio, Aria and Sonata. Adagio had kissed her before she could say anything whilst Sonata was playing with her tits and Aria was squeezing and slapping her in the ass. Said ass slap made her gasp into Adagio's lips.

With blindfolds covering their eyes, there are other senses increased such as feel. They're hearing has increased as well as they can hear footsteps coming down the stairs. The rest of the girls saw Flash coming down as he was wearing a wolf mask and smile on his face. "Okay ladies, it's almost time." He told them in a sly tone.

"F-Flash...?" Trixie called out before they heard shuffling. The rest of the girls were putting on strap-ons as Flash approached Trixie. "What's going on?" Flash then locked lips with her as his tongue wrestled with hers.

Trixie tried to pull away, but Celestia and Luna grabbed her by the arms and held onto her head. She couldn't break free and was forced to let Flash have his way with her mouth. At the same time, he started groping her tits and Trixie moaned into his mouth before yelping at a pinch.

Flash eventually pulled away and she felt him move over before hearing another girl gasp at a kiss. Each of the other girls felt his tongue wrestle with theirs one at a time while he played with their breasts. Vignette turned on each of the cameras while the sun was setting outside. "The fun beings, now." Fluttershy whispered in Trixie's ear before each of the blindfolded girls heard grunting.

Flash and his pack transformed into werewolves while the outfits barely held together.

Howling filled the air, as the large basement was quickly filled by the much larger creatures. The howling also made the girls begin to grow worried, each wanting to rip off their blindfolds and see what was about to happen. But each of them was quickly grabbed and held in place before they could.

"What's happe--" Trixie trying to ask before the werewolf that is Flash shoved his cock down her throat. He started to face fuck her while his pack fuck the rest of the blindfolded girls with the strap-ons. Sugarcoat had Sonata humping at her ass while Wallflower fucked her cunt.

Indigo was getting spitroasted by Rainbow and Applejack. Juniper was being face fucked by Fluttershy as she sat on her chest, whilst Rarity was stick her dick in her cunt. Lemon Zest screamed around Adagio's cock, whilst Cadance pounded into her cunt and Aria her ass.

Finally, Gloriosa had been sandwiched between Celestia and Luna.

Trixie tried to pull away as she grabbed hold of his hips only to feel his hips are furry. She then realized that the cock going down her throat is in the shape of a wolf's cock. Her taste has also increased as the taste of the cock felt addictive while she can smell the musk of him filled her nostrils. Flash panted in delight with his tongue hanging out as Trixie's throat felt good around his cock.

The smell of his cock made Trixie's head go all fuzzy as she felt herself getting wet from below.

Slowly, Trixie's hands fell away from his hips and started playing with her tits and cunt, causing her to moan around the beast's cock. As she did, Flash started picking up speed and she felt herself gag around the impressive instrument. Trixie moaned around his cock while she heard the screams of fear from the other girls turned into moans of pleasure.

Each time he thrust his hips forward, Trixie would push her head forward as she blow him off.

Eventually, she felt the cock begin to swell inside her mouth and started to fear what would happen when he came. Pleasure aside, she didn't want to die from drowning in cum.

But before she could even try and pull away, the wolf grasped her head hard and gave one final mighty thrust forward before exploding into the back of her mouth. Trixie's eyes went wide in shock and terror, as she reflexibly started drinking it down.

Trixie rolled her eyes back as his cum went down her throat and flooded her mouth. Her cheeks inflated a little as a little of his cum flooded out and onto her breasts. He soon pulled out of her mouth before spraying the rest of her body with his semen. Trixie gasped for air as she felt her body get covered in his semen.

She then felt a claw grab hold of her leg before yanking her down on her back as she felt his cock rub against her wet entrance.

"No!" Trixie cried, "please wait. Trixie's never done this before. Stop, please!" But the creature didn't relent and thrust his cock forward, Trixie screaming as the giant cock ripped through the hymen.

A bit of blood was seen as he pulled back before ramming forward with his cock again. Trixie's voice was caught in her throat as she felt the giant cock penetrate her. Her limbs began to shake like a leaf with each thrust into her as the blindfold started to slip off her. She then saw the big werewolf on top of her but didn't feel any fear when she saw him.

She pulled herself up and started to make out with the werewolf on top of her. She doesn't mind the slobber from him as she felt him hump harder into her.

Her legs slowly lift up and try to wrap around the beast's wasit, but he was so big she couldn't hope to lock her feet behind him. All she could do was clutch him as hard as she could, as he fucked her harder and harder.

Eventually, she let go of the wolf and fell back to the ground as her mind started going blank. With every thrust into her, the teen's tits bounced around. The wolf smirked at this, whilst Trixie felt her previous mindset about the world fading away.

Trixie only ever cared about herself. About making sure she was happy and got what she wanted. But now, after feeling such mind numbing pleasure, she didn't care about herself anymore. She just wanted to please the one that had shown her this pleasure.

Soon the knot break through and his cock went deep into womb before he flooded it with his cum. Trixie howled in pleasure as she felt him release a big load within her as she came with him. The werewolf howled in pleasure as did the others as well. He pulled out of her before bring the rest of her body with more of his load as her body twitched in pleasure.

The werewolf that is Flash then made his way over to Celestia and Luna who pulled out of Gloriosa. He then picked her up by the legs and hanged her upside down so that he could rub his cock along her face. "Wa-Wait... this one feels real..." She breathed out before both Luna and Celestia grabbed hold of her head before shoving it forward to force her to suck his cock.

Her eyes went wide under the blindfold as she was forced to suck his cock. She then felt a tongue go deep inside her cunt as the owner of this cock she sucking is eating her out. While Flash is helping himself to Gloriosa, Celestia and Luna went over to Trixie and started licking up the semen on her body.

Gloriosa cried around the cock, the musk it gave off flowing into her nose whilst the pleasure in her cunt was causing her to grow more and more wet. Her large tits hug down on either side of the wolf, practically giving it a minor titty fuck as they swung back and forth against it.

Meanwhile, Trixie moaned in pleasure as the two werewolves that is her principal and vice principal was eating her out. The werewolf that is Celestia then let her sister have Trixie's cunt before she sat on Trixie's face. Trixie started to eat out the werewolf that was her principal as her tongue entered as deep as she could get it.

Luna started playing with her tits, squeezing and slapping them around as she started licking at Trixie's cunt. The girl continued to moan into Celestia's cunt, making her tongue fly around wildly within her cunt.

Gloriosa started to feel the cock in her mouth throbbing before he gave one last thrust so that the knot entered her mouth while the cock went down her throat. She then started to feel a flow of his hot semen running down her throat as he came in her mouth.

The first few spurts went down her throat, but then gravity took over and the semen began to fill up her mouth before exploding out of her mouth. It flooded onto the floor Gloriosa cried out as she couldn't breath. The cum also began to push the cock out of her mouth, causing it to spray the rest over her face.

Once the creature finished his orgasm, he dropped Gloriosa and she fell into the large puddle of cum below her. The world then stroke his cock before covering her body with more of his semen. Gloriosa panted heavily in the puddle of semen on the floor before she felt something poking her near her cunt. She removed the blindfold before looking down and saw the werewolf pointing his cock at her lower entrance.

"N-No...Wait, I...I can't handle tha-AAAAAAAHHHHHHH!" She screamed at the top of her lungs as the werewolf gave one powerful thrust into her. She then felt him thrusting rapidly into her as the sounds of her thighs being slapped against his pelvis with each thrust. The werewolf had her legs spread out wide as possible, to plow her deeper.

One of his claws squeezed her breast while the other grabbed hold of her head so he that could lock lips with her. Gloriosa couldn't help but moan as he thrusted faster into her while wrestling her tongue with his own. She can feel her own breasts starting to leak out milk as he squeezed them.

Gloriosa's brain was being fried, as the sensations of what was happening to her was overwhelming. She had only had a few lovers before this and they had all been gentle, fearing they might hurt her. Gloriosa had never felt such primal ferocity before and she couldn't help but be overwhelmed. The thought of this made her wetter than before as she kissed the werewolf back.

The more she felt his cock thrust into her, the more her brain started to break. She was loving more and more of the feeling of being ravished by the werewolf on top of her and never wanted to stop.

"OH GOD!" She finally pulled back and let out a cry, "FUCK ME! FUCK ME HARDER!" The other girls heard this and couldn't believe it. Gloriosa had been screaming in agony not long ago, but now she was begging for it. What was going on?

All they could do was listen to her screams of pleasure, as they themselves were forced to endure giving and receiving it from the females fucking them. The werewolf on top of her soon let out a big load with her as she came with him. About a few minutes before he pulled out and covered her body with a semen. Gloriosa's body twitched in pleasure as the werewolf that is Flash moved on to Juniper after Fluttershy and Rarity released her.

Those two went over to Gloriosa as the werewolf that is Flash slapped Juniper's face with his cock. "Pl-Please... be gentle with me..." She begged before he forced his cock down her throat. She let out a gag as he thrust his cock into her throat.

Despite the insanity that was occurring, Juniper couldn't help but think about the cameras that were likely still rolling. She wanted to be a star and she was getting her wish, only instead of being a movie star she was making her debut as a porn star.

She tried to push against the wolf's hips, but he was just to strong for her and continued to thrust in and out of her throat. All while she was getting face fucked, Rarity and Fluttershy were looking at the semen off of Gloriosa's body. Fluttershy enjoyed some off her breasts while Rarity was eating her out. Meanwhile, Trixie starting to turn into werewolf as fur began to grow along her body and her breasts and ass started to grow.

Gloriosa was enjoying the pleasure so much, she didn't care that Trixie is turning into a werewolf.

She thought about her home in Camp Everfree, which she had been so protective of that she had let herself turn into a tree monster. But now, she didn't care about the camp. Timber could do what he wanted with it. She just wanted to be with her master.

Juniper was having the smell of his cock fill her nostrils and the taste of it cover her taste buds. Her gag reflex soon went away the more he thrusted down her throat.

The owner let out several grunts, as Juniper's tongue flicked around out of her control and licked it. Juniper prayed this would end soon. She had no knowledge of sex, but knew most males could only go at least three times. This one had gone at least four, maybe more, so must be tapped out by now.

Soon the knot went deep into mouth before releasing a big load down her throat. She gagged more when she felt the hot semen rushing down before he pulled out and sprayed her face with it. She removed the blindfold to see if he was tapped out, only to be surprised that he is still hard.

Then she looked higher and saw what had just fucked her face, making her scream as she turned to try and crawl away. But the wolf grabbed her by the legs and pulled her backwards, as he lowered his cock so that it pointed at her entrance.

"Oh god...please don't--" She trying to plead before he pulled on her legs and dragged her down onto his cock.

She screamed in pain, as she was fucked from behind. The wolf lifted her legs up and fucked her wheelbarrow style, the girl clawing at the ground as her cunt was spread open around the invading cock.

Juniper had always helped on werewolf movies and should have known that it was one when she felt a very pelvis from her hands feeling and a wolf cock down her throat. Her eyes rolled in the back of her head as the cock thrusted up into her while he grabbed her breasts. He either pulled or twisted the nipples as he thrusted into her.

Slowly, the pain racing through her body turned to pleasure and she was unable to fight against it. She suddenly realised why the other girls had begged for it.

Suddenly, the wolf let go of her tits and grabbed her by the ponytail, pulling her backwards in a way that the only thing stopping her spine from snapping was years of gymnastics and yoga. She and the wolf stared at one another, as he slowed to a stop, with Juniper crying out. "Please, I want it. Don't stop!"

The wolf growled before leaning forward and kissing her, as he started thrusting into her again.

One of her hands trailed down and it started to rub her clit while his cock went deep into womb. She moaned into their kiss as she was so deep in pleasure she is receiving.

The kiss eventually ended and the wolf loosened his hold on her hair, the girl curling forward again as the wolf kept pounding into her. Her entire body had been lifted off the ground, her arms and tits swinging wilding with every thrust.

Soon the knot entered her cunt and he filled her womb up with a flood of his cum as she came with him. Her tongue hanging out of her mouth like a dog in heat as she felt his hot semen filling her up. After a few minutes, he pulled out of her and sprayed the rest of her body before moving on to Sugarcoat. Sonata and Wallflower gave their master a lovable lick before they crawled over to Juniper.

Sugarcoat felt something big and wet being slapped across her face as one big hand held the back of her head. "Get away from me!" She cried, trying to struggle away from whatever was doing her. "You think I'm gonna let you do that to me. Forget it! You clearly have some magical ability that turns any woman you fuck into a mindless slave. I won't let you do that to me!"

The wolf growled and grabbed her around the neck, blocking off any chance she had to breath. She gasped at this and struggled against it, causing her mouth to open wide as she tried in vein to breath. The wolf could easily have slid his cock into her, but he wanted her to see who was boss.

He kept choking her for several long moments, watching as her face started turning blue. And just as she was about to pass out, he released his hold and she gasped for air. This was when he thrust his cock into her.

Thanks to the blindfold, her senses of tasting and feeling have increased as she felt the taste of his cock in her mouth. She beat on the beast shoving his cock down her throat while gagging around it. However, this somehow caused him to be more aroused as he panted with his tongue out. Sonata and Wallflower were enjoying the semen off of Juniper as her body twitched in pleasure.

Gloriosa started to turn into a werewolf as her breast became as big as Fluttershy's whilst lactating milk from her nipples.

Juniper barely managed to comprehend what was around her and realised what was happening to Gloriosa, would soon be happening to her. But that thought was quickly washed away by the sensation of the canine tongues on her body.

Sugarcoat was getting her nostrils filled with the smell of his musk with every thrust into her mouth. His thrusts became faster as he was loving the feel of her mouth and her throat. Her head was becoming all fuzzy as her limbs became limp by this.

The wolf eventually let go of her head and instead, grabbed her pigtails and started using them to pull her down deeper onto his cock. This caused him to reach the back of her throat, making her scream around him as she felt her windpipe be blocked. It wasn't long before a big load of a semen load down her throat.

Sugarcoat felt the hot semen run down as she banged on the wolf to release her. It was a long before he pulled back and sprayed the rest of her face with his semen. She painted heavily before he then picked her up and placed her on his lap facing him. She felt his large cock against her wet entrance as he was making her rub against it.

In that moment, the blindfold on her face fell away. Despite not having her glasses, Sugarcoat was close enough to see the creature she was staring at clearly. And what she saw caused absolute freight and terror to race through her. "AAAAAAAAAARRRRRRRRRRHHHHHHHHHH!"

The werewolf quickly locked lips with her before lifting her up and slamming her down on his cock. She screamed in the kiss as the cock completely destroyed her virginity as he thrusted upwards rapidly. Each thrust was more powerful than the last as he plowing up in her as his tongue entered her mouth.

Tears filled Sugarcoat's eyes, making her vision more blurry. She hated this, as the pain was driving her insane. She just wanted to curl up into a ball and cry, praying this was all a dream and she would wake up at any moment.

But it wasn't a dream and the wolf kept pounding into her, his claws digging into her ass just enough so he didn't break the skin. This made Sugarcoat cry out in even more pain.

But soon after, the pain turned into pleasure as her cries became moans of pleasure as she started to kiss the werewolf back. She began to love the feel of his cock inside her as she wanted more of it while her mind began to break.

The musk she had inhaled earlier was beginning to take effect, just like it had to the other girls. Soon the fear and anger she had felt earlier vanished, replaced with absolute pleasure and need. Her arms reached over his shoulders as she pulled herself closer to him while starting to move her hips in sync with his.

As she was bouncing on his cock, Trixie started to rub her cunt against Gloriosa's while Wallflower, Sonata, Celestia, and Luna helped themselves to their breasts.

Lemon and Indigo heard the growls and Sugarcoat's moans, completely unaware of what was happening. All they knew was that not long after a girl start moaning, her voice vanished as the growling grew louder. Were they...were they dying? Was whatever was raping Sugarcoat right now, killing them after it was done with them?

They both then heard Sugarcoat let out a pleasurable yell as they heard howling mixed with her yell. With a blindfolds on, they couldn't see the werewolf getting her off his lap and sprained the rest of her body with his semen. He then went over to Indigo and Lemon as the rest of his pack decided to join in with the others.

He picked up Indigo by the hips while shoving his cock into Lemons mouth. Indigo found his tongue enter her as he left around the inside of her wet walls.

Lemon screamed into the cock, whilst the wolves that had been fucking her before pulled out and moved over to Sugarcoat. The ones that had been fucking Indigo were instead making out with one another, leaving their prey to their master.

He soon dropped Indigo and pulled his cock out of Lemon before switching between the two. Both of them got a taste of his cock while getting a nose full of his musk. Both of them had their heads become fuzzy from the smell and the taste of his cock. Both girls heard moaning from Sugarcoat and the others as they were pleasuring one another.

After another minute or so of this, he pulled his cock out of Indigo's mouth and dragged Lemon's face over to it. Soon, the girls found themselves kissing the sides of the cock and felt the other's open lips on the other side. The pair were so exhausted from the orgasms they had already head, they couldn't fight against the grasp on their heads.

They did reach out and grasp the other's hips, their hands moving without their brains telling them to. As they continued to kiss around the cock, they started playing with the other's tits and nipples.

Eventually, the cock was moved so that the head was surrounded by the girls' mouths and the creature thrust as hard as he could before exploding into their mouths. Both girls started to enjoy the taste of his semen before they felt to try and find each other so that they can lock lips with each other.

The werewolf then removed their blindfolds before pushing Lemon to the ground, the girl barely getting a glance at the creature before Indigo was thrown on top of her.

The pair were pressed against one another, their tits squished together. The wolf then pushed his cock forward, the head splitting both girl's entrances apart as it slid between their cunts. They both groaned at this, feeling their pussy's wrapping around the cock the same way their lips had done only minutes ago.

The pair grasped one another's hand at the pleasure this was causing them, the girls eventually starting to make out once again.

And finally, the wolf stopped before thrusting his cock into Indigo's cunt and splitting it open. Indigo let out a gasp when the cock entered her. She started panting heavily as he thrusted in and out of her before he pulled out and aimed his cock right at Lemon's. Lemon felt his cock enter her and destroyed her virginity as he thrusted rapidly in her.

"I-It's....so b-big..." She moaned in pleasure before he switched back to Indigo.

The girls continued to scream every time their bodies were thrust into, their cries of pain quickly morphing into pleasure until they were completely overwhelmed by it.

At the same time, Sugarcoat began to transform as well. He sensation of her body reshaping itself, as her tits and ass grew, her head becoming wolf-like and the growing of a tail drove her body's receptors into overdrive.

The two girls were so deep in pleasure they didn't notice Sugarcoat transforming into a werewolf. The two of them then shared a hot kiss as his thrust became faster and more rapid.

This caused them to both be pushed towards another orgasm, only this one felt like it would be the most powerful one yet. Their grip on one another's hands tightened as the coil within them was wound up more and more. And eventually, the pair were pushed past their breaking point.

Indigo let out a pleasurable scream when she thought him release a big load within her. He pumped for about three or five before he pulled out and thrusted as fast as he could into Lemon before releasing another load. Both girls felt like they were in heaven as he continued to fill them up before covering them both with his semen.

He then barked at his pack as he wants more before they crawled over to him. Celestia and Luna started to lick his balls while Wallflower, Sonata, and Rarity licked the length of his cock.

Trixie, Gloriosa, Juniper and Sugarcoat stared at him, the new members of the pack still not clear on what to do. But then the alpha barked at them and gave an order, the four not even hesitating as they crawled over to Lemon and Indigo.

The girls moaned as the high of their orgasm began to subside, as the four new werewolves looked down upon them.

Meanwhile, Twilight was yet again naked in her lab as she was watching the whole thing via her drone.

She couldn't help but pump the wolf dildo she had in and out while pumping another one that was up her ass. To tell the truth, she has been doing this since the day Flash first transformed into a werewolf. The first night, she couldn't stop touching herself all night long. But this night seems to be worse than the last. "Where the fuck is Sunset and Pinkie?!" She shouted as she continued.

"Hey, Twilight, we got your text and-" Sunset spoke when she and Pinkie Pie entered her lab but was suddenly sprayed in the face when Twilight reached her climax.

"That was a nice shot, Twilight!" Pinkie complimented as Sunset was soaked in Twilight's love juices.

"Sunset! I'm so sorry!" Twilight apologized as she levitated a towel over to her. "I couldn't help myself..."

"It's fine." Sunset assured her as she dried herself off. "But why are you naked?" She then noticed the surveillance footage on her monitor as she blushed hard. "And why are you watching wolf porn?"

"That does look hot." Pinkie commented before noticing too familiar faces on the monitor. "Isn't that Indigo and Lemon?" Both her and sunset watch the monitor before their eyes went wide when they saw Indigo and Lemon transformed into a werewolves.

"I can explain..." Twilight told them before she began her explanation. She told them about her science experiment with the piece of fur and Flash helping her. She blushed really hard when she told them about what he's all on her computer before she accidentally spilled a drink on it. She told them how it made her machine go haywire and how Flash got hurt. She explained how after he left and she cleaned up, the moment it hit night she felt all hot inside, as if she was in heat.

She told them everything that happened that night and the odd dream she had. She told them that she was in the woods and naked the first night before Flash suddenly came and gave her pleasure. Twilight told her to friends that every time it became night, she couldn't help but play with herself as she thought of Flash ravishing her. It wasn't the worst part as at school when she took a hair sample from Flash after he asked to see what was wrong, she made a horrifying discovery.

She told them that magic and wolf DNA is mixed in with his own. She told them that she theorized her machine malfunction caused that magic diffuse his DNA with wolf and the animation porn got mixed in.

"Now, every time Flash would ravish any woman out there, they too will become a werewolf and be loyal to him." She told them. "So right now, in his basement is himself, four of our friends, Trixie, our principles, the Dazzlings and a few others we know."

"And it makes them look really sexy." Pinkie commented has she noticed when Indigo and Lemon transformed into werewolves, their breasts and asses became bigger as well.

"Pinkie, please don't..." Sunset sigh before turning towards Twilight. "Why didn't you tell us sooner?"

"I didn't want you to worry." Twilight answered before she rubbed the back of her head. "But maybe I should have when this escalated too quickly."

"It's okay, Twilight." Sunset assured her with a comforting smile. "But right now we need to save them. But to do that, we're going to need Applejack, Rarity, Rainbow Dash, and Fluttershy."

"But first!" Pinkie spoke before she grabbed Sunsets clothes and gave one powerful pull that spun her around. Pinkie Pie then threw her own clothes off before she quickly locked lips with Twilight as Sunset fell on her butt and was shocked to see her butt naked.

"Pinkie, what the fuck?!"

"What? Twilight obviously needs some relieved and dildos aren't going to cut it." Pinkie toss aside the dildos after pulling them out of Twilight. "Plus the readers out there would love to see a three-way between girls going down before the next chapter." Both Sunset and Twilight were baffled by what she just said before she pulled Twilight to the floor and continued to make out with her.

Before Sunset could protest, Pinkie quickly locked lips with her as she was fingering Twilight. Twilight let out a pleasurable moan before Pinkie broke the kiss between her and Sunset and latched on to her nipple. Sunset decided to play along as she started to lick Pinkie Pie's cunt while Pinkie played with Twilight's breasts.

All three girls moaned in pleasure as they begin to either finger each other, rub their cunts against each other, or ate each other out all night long.

Chapter 8: The Whole Pack-age

Sugarcoat moans in pleasure as Indigo and Lemon sucked on her breasts while she is getting fucked by Flash in the Sex Dungeon. Trixie had her lips locked with his all while Juniper licked her asshole and Gloriosa ate out her ass. "Oh yes! Fuck me so hard!" Sugarcoat moaned all while Luna and Vignette recorded them.

"Oh yeah!" Flash grunted after breaking the kiss with Trixie. "You love this so much, don't you?" He then delivered a good smack to her ass and left a red mark on it.

"Oh boy, y'all are really getting into it." Applejack moaned as she gently rubbed her clit. "Hope you don't mind but me, Rarity, Rainbow, and Flutter are going for a day out hun. We promise to be back before sunset."

"Okay, love you babes!" Flash called out before he released a big load into Sugarcoat. "Okay, who's next?"

"Me! Fuck me next!" Lemon begged as she laid on her back and spread her legs wide open. Flash quickly took his cock out of Sugarcoat before he quickly got on top of Lemon. Lemon let out cries of pleasure as he began to thrust rapidly into her. Applejack gave a loving kiss to him before going up to the living room where Rarity, Rainbow Dash, and Fluttershy are waiting with clothes on.

"Here's your clothes, darling." Rarity passed Applejack some clothes but with no panties or bra. Once she was clothed, before them then they went out to do their own thing. Rarity started working on some clothes at her store while also giving some advice to Sweetie Belle when she asked about boys, particularly a boy named Button Mash. Fluttershy went to the animal shelter to do her job while Rainbow Dash played a little one-on-one with Lightning Dust.

Applejack was helping her family at her apple farm as she was picking a few apples. Applejack brought a basket of apples to our barn before the doors to it suddenly closed. She turned around and saw both Sunset and Pinkie by it. "Howdy girls." She greeted when she saw them. "What can I do for you?"

"We're here to try and help you." Sunset told her, in a serious tone. "Look, we know what happens to you and some girls, including our principles at night."

"What are y'all--"

"We know you're a werewolf!" Pinkie Pie interrupted Applejack. "As are Flash, Rarity, Fluttershy, Rainbow Dash, the Dazzlings, three of the students from Crystal Prep,--" Applejack covered her mouth before she continued.

"I get it." She told her before looking at Sunset. "But how'd you even know?"

"That's not important right now." Sunset told Applejack before walking up to her. "Right now, we need to focus on trying to help you and the others get back to normal."

"But we seem fine for now." Applejack told them with her arms crossed. "It's just when we're around Flash, we suddenly feel a wave of lust coursing through us and we can't control ourselves." She walked over to the wall and leaned against it. "And as long as we are back before sunset, we don't harm anyone else."

"But what if you can't find cover in time and you lose control?" Sunset pointed out in a worried tone. "Look, if us and the other girls come together and use our magic to try and remove what happened to Flash and the rest of you, then everything will be alright again."

"But you and the other girls Flash took to bed might end up getting pregnant." Pinkie added, earning a glare from Sunset.

Applejack let out a sigh before looking at them. She knows they're both right but the lustful werewolf side of her tells her to fuck it and ignore them. That part of her managed to sneak her phone out and sent a text to the others. "Maybe y'all are right." She breathed out before looking at them. "But I got to apologize in advance."

"For what?" Sunset asked before a familiar rainbow blur came running in and both Sunset and Pinkie Pie felt something hit them in the head before they crashed on the ground. Sunset looked up and could barely see Rainbow Dash standing next to Applejack before she blacked out.

The sounds of moans can be heard as Sunset came to. She felt something in her mouth before she looked down and saw a ring gag in her mouth. What's worse is that her arms and legs are handcuffed to both ends of the bed and she was naked. She looked around and saw that Pinkie Pie was also naked but her arms and legs were tied to a chair.

Sunset also noticed that there was a vibrating dildo shoved up her vagina and it was turned on high.

It was then that the sensation struck her, causing her eyes to roll into the back of her head. She tried everything she could to block the sensation out, but she couldn't. She looked back over at Pinkie and realized she also had a vibrater in her cunt, along with a pair of small ones tapped to her nipples.

"Y'all are finally awake." Sunset looked up and saw Applejack, Rarity, Fluttershy, and Rainbow Dash standing at the end of the bed butt naked. "Sorry for the hit, we can't let you do what you plan to do to us."

Sunset tried to speak through the gag, but all she could do was moan. The girls smiled with Fluttershy and Rarity sitting on either side of her, whilst Rainbow and Applejack moved over to Pinkie. "Master told us to have fun with you until sunset." Fluttershy whispered in Sunset's ear. "So get ready for some fun."

"Let us begin." Rarity suggested before both her and Fluttershy started to suck or bite on Sunset's nipples.

Sunset groaned at this new unwanted pleasure, whilst the pair started using their tongues to swirl around her nipple. This combined with the vibrator in her cunt was driving her mad. "Don't worry Sunset," Fluttershy told her. "Once our master's done with you, they'll get bigger and maybe even start making milk." She positioned herself, so her tit was right over Sunset's open mouth. "Here. You can have some of mine to learn how it tastes."

She started massaging her breast and eventually, milk started pouring out and into the bacon haired girl's mouth. Sunset heard louder moaning before looking over and saw Pinkie Pie getting a much different treatment from Applejack and Rainbow Dash. Rainbow seemed to be pumping the dildo in and out of her while Applejack twisted her nipples.

"People think that you're made of bubble gum, let's find out if that's true." Applejack said before she started to bite and twist on Pinkie Pie's nipples.

Pinkie's eyes went wide at this, the girl screaming into her gag as she shook her head. Applejack kept it up, whilst Rainbow kept pistoning the dildo in and out of her cunt. After a few moments of this, she pulled it free of Pinkie's pussy and leaned forward to sniff it. "Smells like strawberry." Pinkie cried at this, only for Rainbow to then reach up and pull the gag from her mouth.

But before Pinkie could say anything, the girl shoved the vibrating cock into her mouth and her eyes went wide. Sunset was shocked by this before she felt her clit getting rubbed like crazy by Fluttershy. This caused sunset to scream loud through her gag just as Rarity sticked her fingers through the ring of the gag.

"It's too bad master isn't here right now," Rarity pouted. "I'm sure he'd love shoving his big strong cock down your tight lightly throat. And I know you'd love it too." Sunset had a feeling she would not love that experience, having seen the size of Flash's dick in the videos. "Oh well, guess I'll just have to make do." She got off the bed and left the room, returning a few moments later with a large strap-on.

"Are sure it's big enough?" Fluttershy asked. "Because I think two would be just the size to match his."

"I thought you might you might say that, darling." Rarity said as she tossed Fluttershy a strap-on that is the same size she has. "That's why I got you one as well."

Sunset's eyes went wide at this and she started struggling against the ropes, whilst Fluttershy held the strap-on up towards her mouth. "Get this nice and wet. Master has first dibs on your pussy, so I'll be putting it somewhere else." Sunset screamed, as Rarity began putting the strap-on on.

At the same time, Rainbow had started eating Pinkie out as the girl continued to joke on the vibrator. Meanwhile, Applejack kept pulling on her tits. "Say AJ, want to kick it up a notch?" Rainbow asked with a smug look.

"Ya mean the new toy Wallflower bought? Now you're talking." Applejack went over to a case and open it up. She then pulled out a unique looking strap-on dildo before flipping the switch on the side and it started to vibrate like crazy. She turned it off before walking over and shoving it into Pinkie Pie's mouth. She then pulled it back and forth until it was nice and lub. Rainbow Dash then untied her legs before making her legs in the upright position as Applejack put on the strap on.

Applejack aimed the strap-on at Pinkie Pie's ass before thrusting forward with all our might into her. Pinkie was going to let out a loud scream before Rainbow quickly put a ball gag around her mouth.

All she could do was scream into her gag, as Applejack began forcing the rubber instrument into her rectum. As she did, Rainbow dropped her legs and they fell upon Applejack's shoulder. Applejack pulled back a bit before she flipped the switch and turned on the vibration on the drop on before she continued. This caused Pinkie to scream louder into a gag as she continued to be rut in the ass.

Meanwhile, Sunset was getting the same treatment with Rarity and Fluttershy as they both thrust into her with the strap-ons. Rarity was sitting on Sunset's chest, forcing her to deep-throat the cock whilst Fluttershy was thrusting into the girl's rear.

Sunset screamed as around the gag, barely able to breath whilst the pain in her ass made her want to pass out. Fluttershy on the other hand is thrusting into her ass as hard as she could while giving her ass very hard and good smacks. Each slap Fluttershy gave Sunset left a red handprint on her rear.

"I know this seems mean," Rarity told her. "But you'll thank us for it later. Master doesn't hold back when he get into a frenzy and if you're not properly prepared, he could do some serious damage to you both." Sunset didn't reply, too busy crying around the fake cock in her mouth.

"It was really rough for the rest of us, but after a while it felt like heaven." Fluttershy added as she spank Sunset's ass even harder.

"Y'all are gonna love every moment of it." Applejack told them as she plowed into Pinkie Pie harder.

The girls didn't believe that at all. All they could do was remain in place and take the punishment they were being giving. And after who knows how long, the pair slipped into a state between conscious and unconscious. They felt the sensation of the anal intrusion, but they did not feel pain nor pleasure from it.

They had both sent themselves into a state of semi-unconsciousness. Both away of what was happening to their bodies, but having no reaction to it. Neither of them knew how long this went on as they were cumming so much than they could.

It took a while, but Sunset eventually found herself coming around. And when she did, she realised he was in a completely different position.

She was still on the bed, but now she was on her knees and bent forward so her ass was in the air. Her arms were tied up above her, lifting her up a little so her face was inches off the bed. She didn't have the ring gag in her mouth any more and as her head cleared, she felt the sensation of being fucked in the ass.

The pain was gone, or maybe her ass had just ripped, but something felt different.

She looked around as best she could, allowing her to see Applejack was the one who was now fucking her. She then looked past Applejack and saw Pinkie was on the floor, no longer tied up.

All the fight appeared to have left the girl, as she was getting triple teamed by Fluttershy, Rainbow and Rarity.

Rainbow was pounding into her ass, whilst Fluttershy was stuffing a strap on down her throat. At the same time, Rarity was beneath her eating her girl's cunt out.

"You need to stay awake if you want more of what y'all are gonna get tonight." Applejack whispered in her ear as she leaned forward.

"P-P-Please...st-stop...." Sunset moaned in a shaky tone.

"You don't really want it ta end," Applejack laughed. "Come on. Don't you want to have fun, like Pinkie's having." Sunset wanted to tell Applejack Pinkie wasn't having fun, only to hear Pinkie's cries.

But they weren't cries of pain. They sounded like cries of pleasure, making Sunset look around again. She saw Pinkie was awake and wasn't fighting back, shocking Sunset.

The shock increased when Fluttershy pulled out of her mouth and Pinkie called out to them. "Please. Please put it in me. I'm on fire!"

Fluttershy shook her head, "I can't do that. The master gets you first."

"WELL WHERE IS HE!?" She screamed, only to get her mouth stuffed against. Sunset was completely shocked by this, as Rainbow laughed.

"Maybe we gave her a little too much." Too much? Too much of what? "Applejack, you gonna give Sunset any?"

"Maybe just one drop." Applejack pulled out of Sunset, the girl gasping in relief, and stepped over to a nearby table. There, Sunset saw a small bottle of something. A strange pink liquid. When Applejack picked it up, she turned it upside down for a moment before taking off the top. The bottom of said top was covered in the liquid, Sunset realising what had happened to Pinkie.

"What...what is that...?!" She asked, sounding a little scared.

"Just something Sugarcoat made in her spare time." Rarity answered.

Fluttershy smirked. "She said it's based on something called Spanish Fly." Sunset didn't like the sound of that and shut her mouth, not wanting it anywhere near her. But then Applejack grabbed her nose and Sunset was forced to hold her breath.

Eventually, she couldn't hold on any longer and opened her mouth to breathe. And when she did, Applejack rubbed the liquid onto her tongue. "No!" Sunset tried to spit it out, but Applejack covered her mouth and nose.

"Swallow." Sunset didn't have a choice, Applejack clearly intending to make her suffocate if she didn't. "Good girl."

Sunset let out a few coughs before she suddenly felt her head be a little dizzy and becoming hot inside. She huffed and puffed as she felt herself getting wetter by the second. "Wh-What's... happening..." she really wanted to rub herself but couldn't while she was getting hotter by the second.

Applejack smirked as she got behind her, her fingers trailing around her cunt. As soon as she touched it, it was like a bolt of lightning was surging through Sunset's body and she screamed in sexual pleasure. The cowgirl smiled at this and continued rubbing her cunt, making Sunset scream.

"Oh sweet Celestia! Don't! You're driving me crazy!" Applejack smiled hearing this, as Sunset struggled against her bonds. The werewolf then switched hands and rubbed the other one along the length of her shaft, covering Sunset's fluids with it.

"Guess what, sugarcube, it's almost time." She told her in a lustful tone. "So y'all don't have to wait very long for the real fun to begin." The sounds of a door opening were heard as followed by footsteps coming down. Soon Flash and the others came down and most of the women behind him looked ready to have fun.

"Well, well, well. You all look like you're having fun." Sunset looked around and was shocked by Flash's transformation. His arms and legs being covered in orange fur whilst a dog tail was sticking out of his rear. Several of the other girls were in similar states, though some lacked the tails and others lacked that and the fur on their legs.

"So love, which one do you want to start with first?" Cadance asked as she rubbed his chest.

"I say go with Pinkie first, she might bend and stretch in a lot of fun ways." Indigo suggested.

Flash looked Pinkie over and saw her looking desperate for release. The teen nodded as he told the others to spin Pinkie around.

The girl cried out as the cocks were pulled out of her, allowing the girls to reposition her until she was laying on her back. Wallflower, Rainbow, Rarity and Fluttershy held each of her arms, spreading her out eagle style as Flash knelt down.

The girl panted, the effects of the drug driving her crazy as Flash reached down and squeezed her tits. "Let the fun begin." Is all that he said before they suddenly transformed into werewolves right before Pinkie and Sunset. Flash then grabbed Pinkie by the hips and buried his mouth in her wet cunt, causing her to scream in pleasure.

"YES! YES, THAT'S WHAT I NEEDED!!!" Pinkie Pie cried out as she felt his tongue go deep within her.

Some of the other wolves paired off and started fucking one another, whilst others who weren't holding Pinkie down started licking at her body with one moving its cunt over her mouth and dropping it on her. The girl's mind was being turned to mush, as she started licking at the cunt whilst being eaten out herself.

Meanwhile, the werewolf that was Applejack continued to play with her cunt whilst also wettening her strap-on. Once it was ready, she pushed it back into Sunset's ass. Sunset's eyes went wide at this, but the effects of her drugged out state was causing all the pain to be converted into pleasure.

She felt her whole body shift back and forth, every thrust making her swing forward followed by her swinging back onto the cock once again. She could only moan in pleasure at this.

Applejack then reached up and with her claws, cut through the ropes holding Sunset's arms. The girl's body fell onto the bed and despite having the chance to try and escape, she had no strength to do so. All she could do was grip the bed sheets and scream into them.

Pinkie Pie pet the heads of Wallflower and Sugarcoat as they licked her nipples while she moaned in pleasure. Her legs wrapped around Flash's head as his tongue went deeper inside of her. Pinkie painted heavily as she was enjoying the sweet relief that he is giving her before he pulled his tongue out of her. She looked up and saw his large erect cock just rubbing against her entrance.

She panted, a mix of fear and excitement flowing through her. The heat of her never region was like lava and she knew only one thing could put it out. But the wolf seemed to be holding back, as if waiting for something.

"Please," she begged, "please fuck me! I don't care if you make me a werewolf! Just fuck me!" The werewolf granted her wish as he ram his cock deep into her cunt. Pinkie let out a scream of both pain and pleasure as he began to thrust wildly, each thrust more powerful than the last. Her tongue hung out of her mouth as she panted heavily like a dog in heat.

This allowed the wolf above her mouth to drop herself down again and she started licking away, drowning in the pain and pleasure that was beginning to become mostly pleasure. She moaned and screamed, as she was fucked, fondles and licked all over. Meanwhile, Sunset soon had her tits being sucked by the werewolves that are Celestia and Luna while Lemon and Juniper ate them out.

Sunset let out loud moans as she was being rut in the ass and her tits are being sucked on.

Though she wouldn't admit it, she was actually glad this was happening due to the effect of the stuff Applejack had given her. This was taking the edge off, but Sunset had a feeling only one thing would make it completely stop. But she couldn't let that happen.

'Twilight,' she thought to herself, 'where are you?' She looked around and could see the drone Twilight had sent in recording everything that's happening on the ceiling. She hopes that Twilight is putting something together to help solve all this soon.

Meanwhile, Pinkie was being held up by her hips and locked lips with the werewolf that is plowing her. Pinkie is moaning as she's making out with the werewolf that is Flash.

Soon the beast started speeding up his thrust, the girl screaming into his mouth as she felt her own orgasm beginning to build. She dug her nails into his back as she want to feel his hot semen flood her womb so much while her legs wrapped around his waist. Soon the knot break through and his cock released so much of his semen within her as she came with him. Her eyes rolled in the back of her head as she felt his cock pour his semen into her while she cried out in pleasure.

Sunset heard this and realised what it meant. The moment Pinkie was finished with, it would be her turn. And the others seemed to realise this as well, since Applejack pulled out of her ass before they all spun her around so she was on her back.

Flash was finally finished shooting his load into Pinkie and released her, the girl going limb her his arms before slowly sliding off of him onto the ground. He pulled his shaft out of her and she started spurting out cum and her own juices, the wolves around her quickly licking it off of her and the floor.

Sunset watched as he approached her with his tongue hanging out. He then pulled her over and held her legs up while her face was on the floor. She felt his cock poking her entrance as she panted heavily just from the tip.

"Please don't do this," she begged. But a small part of her was begging for something to put out the fire. "Fight it, Flash! You're more then a mindless sex beast." He paused for a moment as she thought she got through to him. She thought she was in the clear before he suddenly rammed his cock all the way into her.

She screamed at the top of her lungs. There was a bulge in her stomach each time he thrusted into her, while she grunted in pain and in pleasure with each thrust.

The sensation was driving her crazy. She had been on the edge already due to the drug and all the attention. But now that this was happening, she couldn't control it anymore. "FUCK!" She screamed, orgasming on the giant cock as her mind went blank.

Pinkie was making out with Rainbow while Rarity and Fluttershy enjoyed her breasts. Applejack and Adagio was eating out her ass and her cunt while Sonata and Aria were eating out them. As they did this, Pinkie's transformation had begun. He breast and ass were starting to grown larger and she was beginning to grow fury on her body that quickly became puffy like her hair.

Sunset breathed heavily as her mind was breaking apart with each thrust Flash sent into her. She had stopped caring about fighting back. She knew it was too late. All she could do now was bare with it until it was over. But then, the thrusting stopped.

"What?" She looked up and saw Flash staring at her, the girl knowing what he wanted. She didn't want him to stop but she also didn't want to end up like a werewolf either. However the burning feeling returned and was worse than before. "F-Fuck...me.... please just fuck me so hard!!!"

The wolf smiled before thrusting into her again, hard, making her scream in pleasure as the beast slammed into her again and again. This time, he didn't stop and Sunset started screaming out loud and begging him to keep fucking her.

"YES!! YES, FUCK MY BRAINS OUT!!!" She screamed at the top of her lungs as she was getting plowed by the werewolf. Any sense of common sense was completing destroyed when he began to plow her at full strength. It felt like hours to her but she didn't care what was happening as long as she was getting pleasured by the wolf that is on top of her. Soon she felt the knot getting bigger, a clear sign that he's getting ready to burst. "CUM IN ME!!! FILL ME UP WITH YOUR SEEDS YOU MONSTER!!!"

The wolf ground with pleasure before giving one last thrust and his knot break through her cunt. Soon she felt her womb getting flooded with his semen, causing her orgasm to spray his pelvis. Her eyes rolled in the back of her head as her mind completely shattered before they heard the door slam open. Every werewolf in the Sex Dungeon ground before they heard someone coming down.

To their surprise, it was Twilight wearing a lab coat and nothing underneath as she was sweating and panting heavily. They can all see her cunt is dripping wet and could smell her scent just from standing there. She had a look of lust on her face as she had enough time waiting and just want in on the action. Twilight then took off her coat and tossed it aside as she made her way over to the werewolf that is Flash.

"Pull that cock out of her so that I can suck it so hard!" She demanded which surprised every werewolf in the sex dungeon. He pulled out of Sunset before Twilight quickly grabbed hold of his cock and rubbed it. "So big and hot... I need this so bad..." Twilight began to lick his cock and getting the taste of the juices of him, Sunset and Pinkie Pie. She moaned at the taste of it while one hand cupped his balls as she continued to stroke his cock.

Sunset moaned as she started coming around, her body feeling sore but also more comfortable then she had ever been before. She then turned to see what Twilight was doing and was shocked by it, the girl realising her best friend had never been planning to save them.

"Twi...light. Why?" Twilight didn't answered and began to push to cock into her mouth, whilst one of the werewolves moved over to Sunset.

She realised it was the newly transformed Pinkie, who was now sniffing at her destroyed cunt. Soon enough, Pinkie Pie werewolf started to lick Sunset's cunt just as Twilight bob her head up and down on his cock at a fast paced. With her free hand, Twilight began to rub herself as she moaned around the cock while he panted in pleasure from the blowjob she's giving her.

Flash stared down at her, as he sniffed the air. Something seemed different about this female. Something about her was drawing him towards her. Unlike the others, who he simply took for himself, this one felt like he didn't need to take her. She was already his. She was meant to be his.

He thought all his females were equals, but this one wasn't. She was above the others. If he was the alpha, she was his alpha mate. The top bitch. He gently placed his hand on her head as she continued to suck on his cock. Twilight looked up at him as she smiled with his cock still in her mouth. She soon began to deep throat him as hard as she could and ignored her gag reflex.

As this was happening, Sunset was succumbing to the pleasure of Pinkie's tongue. She couldn't stop moaning, as her breasts and ass started enlarging whilst her skin turned to fur. The last thing she saw before succumbing to the wolf instincts, was Twilight being an absolute slut for their new master.

Meanwhile, Twilight felt his cock throbbing in her mouth and knew it was only a matter of time until he came. She pushed her head forward as hard as she could until the knot entered her mouth. Flash let out a howl of pleasure as he let out a big flow of his semen down her throat.

She tried desperately to swallow it all, but she only managed to get the first shot down before the second and third shot filled her mouth to the brim. She was force to pull her mouth off as the next one hit her in the face, completely drenching her as the rest flew to her chest and down the rest of her body.

She looked up at him with a smile as she licked her lips and loving the taste of his semen. She then stood up and looked at him with a lustful grin before she suddenly pushed him onto the bed. The other werewolves growled at her action before she got on top of him. "Now for the real fun." She said in a lustful tone before looking over at Adagio and Sonata. "You two, clean me off while I ride this big wolf dick."

The two wanted to rip her apart for such an order, remembering what happened to them when they tried to dominate other members of the pack. But for some reason, they felt compelled to do it. It was like their master was giving them a command, though the pull didn't feel as strong as it had with him.

They tried to resist, but it was too hard. Eventually, the pair gave in and moved over to her. As they started licking her body, Twilight stood up on the bed and pulled the large cock up right to point at her cunt.

She looked over at Sunset, her transformation now complete, then down at Flash. When the pair locked eyes, she crouched down and the cock touched the entrance of her cunt. "OH YEAH!!" Twilight cried out as she felt his cock into her. She panted for a bit before she locked eyes with Flash and then began to bounce on his cock as hard as she could. Flash panted heavily as he felt how tight and how hot she was with each bounce she did on his cock.

Twilight rode him as hard as she could, the wolves continuing to lick the cum off her body as she felt herself being driven insane by the pleasure. She had thought it would hurt, but she felt nothing but pleasure as she kept riding him hard. She soon turned around while his cock was still inside of her and continue to bounce on him in a reverse cowgirl position.

He then sat up and licked her neck as she moaned loudly in pleasure.

He reached around and started playing with her tits, causing her even more delight with the pair not noticing Twilight's geode. For some reason, it was glowing. And it wasn't the only one as the other Rainbooms' geodes started to glow in a hot pink shade. Twilight put an arm around his neck before locking lips with him as he continued to thrust his cock up into her.

He soon started speeding up, as Twilight moaned into his mouth. Her body was growing closer and closer to orgasm, her eyes beginning to roll into the back of her head. Soon the knot break through her cunt and she screamed out in pleasure when the two of them came together. The moment that happened, all seven geodes let out a pulse that covered the entire world. It felt like hours as he was still cumming inside Twilight before he suddenly fell back onto the bed.

Twilight pulled his cock out, and to the other wolves surprise, his cock went soft. "Aw, are you already spent?" She teased him. "That's not even morning just yet." She then looked towards the other female werewolves with a grin on her face. "All of you get over here and help me get his dick really hard." They all did what she told them to do as they all gathered on the bed and started to get to work on making his cock get hard again.

The whole night was spent with all of them getting plowed by Flash as they continued have their fun. They then started to see Twilight as an alpha like him as her breasts became bigger than any others combined as well as her ass. Twilight transformation into a werewolf was complete after a while as dark purple fur covered her body and indigo for ran down her back and up her tail. There seem to be a pattern of a spot on her shoulders in the shape of a six-pointed star.

Flash gave all his love to each of his women, no matter what or who. They all were enjoying their time together all night long, they had no idea that that pulse had done something to the men of the world. Something that had happened to flash and now all women have become prey of lust every night.

Epilogue

Seven months had passed since the magical energy wave spread across the entire planet, changing every single male into lusting werewolves.

Strangely enough, the only males affected by the energy wave seemed to only be those eighteen years or older. Any other male below that age was unaffected, at least it seemed to be. As soon as they hit the age of eighteen, other males were suddenly found themselves transforming.

As such, the world found itself infected by a werewolf plague. One moment, everything seemed perfectly fine. The next, every adult male transformed into a beast and attacked any female they could find. And like with the males, they only seemed to go after adult females.

In a single night, over half the female population of earth was captured and fucked into a wolf's plaything before being turned into a wolf themselves. And the women who weren't targeted soon followed the following night.

And now, seven months later, the world was a very different place.

Chaos had ensued in the first two months after the change, but slowly it had levelled out. The unquenchable lust most of the werewolves felt slowly faded into a higher then normal sex drive, allowing the governments of the world stabilize and return to running the world. But there were still changes.

Clothing had basically become an afterthought in place of a rule, with most people wearing very skimpy outfits that were easy to remove when needed. Most women rarely wore anything more then a bikini or something similar, whilst men only wore shorts.

Something else that had changed was how many business now operated. Almost every woman who once worked in some form or another had quit their jobs, or had changed things so that they could now do what they really wanted to do. Spend time with their alphas.

Most males who worked in places like office buildings or doing some kind of desk job, now did so whilst having a female under their desk giving them relief when the pressure got too much for them. Other jobs that didn't require hours of sitting had also changed to allow some form of relief for the workers. It was now almost impossible to walk into someplace and not see a woman getting railed. And not a single person seemed to care that it was happening.

One of the biggest changes was the schools, which had basically turned into giant orgies.

There was talk of the male and female students being separated into different classes, if not different schools, so that actual learning could take place. But between classes, students were free to enjoy themselves as much as they liked

And it was in one school that we find Flash Sentry, in the principal's office with a naked Celestia laid out on her desk.

The woman had changed a lot in the last seven months, as her arms and legs were covered in white fur and a long white wolf tail was sticking out of her rear. But the biggest difference was the large stomach that she was no sporting, which bounced as Flash slammed his dick into her.

Down on the floor, Luna was kneeling between then with Flash's balls in his mouth. She was just like her sister, having dark blue fur on her arms and legs along with a flurry tail and a large stomach.

"So good!" Flash grunted as he thrusted his cock into Celestia. "I just love seeing your pregnant belly like this!"

"D-Don't do this for too long, honey." Celestia told him through her moans. "A-After all, we are at s-school and your last period starts soon."

"I know, but I want to enjoy this as much as I can." Flash leaned forward and nibbled on her neck a bit. Celestia grabbed hold of his head as she bit down on her her lips a bit.

They kept this up for a little longer before Flash felt himself getting close. As such, he pulled out of his principal slut and told the pair to assume the position. A position Flash had grown to love since they and the others had all started showing.

Luna stood up and helped her sister to her feet, the pair's large bellies pushed against one another just enough to make a tight seal between them.

Flash then stepped forward and pushed his cock between them, letting out a moan as he was sandwich between them. He kept thrusting back and forth, whilst his hands groped their large asses.

The sisters smiled at their alpha, then at each other before reaching down and grabbing the other's breast. They each gave the other a squeeze and as they moaned, they brought them up to their mouth and started sucking each other's tit.

Flash groaned louder and louder with each passing second, eventually letting out a long moan as he shot his load.

The woman moaned into each other's breasts, causing them to shoot milk down the other's mouth, as Flash's cum began to seep out from between their stomachs. They finished sucking down their sister's milk as Flash pulled his spent cock from between them, the pair stepping away from each other as his cum formed bridges between their stomachs.

Once they let each other's tit go, they started scooping up the cum and licking it off their fingers. As they did, Celestia felt her stomach. "Oh, she's kicking. Must know her daddy covered her home in his cum."

Flash and Luna smiled as Flash grabbed his bag and headed for the door. He gave them both a kiss before heading out, leaving the pair to clean themselves up.

Soon after school was over, Flash waited by a limousine as Celestia and Luna were sucking him off. Soon the door to the limousine open up before the Rainbooms, Tirxie and Wallflower climbed aboard. They each have grown fur on their arms and legs and the colors of their skin while they have grown wolf tails as well. But the biggest difference was that they were all sporting large baby bumps, with some larger then the others.

Out of all of them, Twilight seemed to be the tallest and the bustiest. "I see you started without us, babe." She said to Flash before she sat down next to him and locked lips with him. "I hope that you seemed some for the rest."

"Y'all know that our man has plenty for all of us." Applejack told her as she lay down.

Flash smirked and got between her leg, Rainbow and Fluttershy moving her large stomach so the child inside wouldn't be shaken around as he fucked her. He pushed his cock into her soaking cunt and Applejack moaned, right as Pinkie dropped down on her mouth to be eaten out.

As Flash fucked Applejack hard, he turned to Twilight as the girl smiled down at him. "So, how's you brother doing?" After the wolf wave struck, Cadance chose to resign from being principal and handed the reins over to her ex.

Shining had also transformed into a werewolf and had gotten his pick of girls from the many beauties going to Crystal Prep. Now he had his own harem of sexy werewolves, including the Shadowbolts Flash hadn't already sunken his claws into.

"Oh he's doing fine, but he wants to know if you're down to do some orgy later." Twilight answered him as the limousine started moving. "He'll bring the newest addition to his pack, her name is Chrysalis and she can be a real bitch."

"Just wait until she gets plowed so hard in her holes." Wallflower commented.

"Well, let's go pick up the rest before we head home with the others waiting for us." Flash said as he gave Applejack's breast a hard smack. "After all, we got to get dinner ready." Everyone smiled at this, as Flash continued to fuck Applejack to orgasm whilst she ate Pinkie out.

The ride home was a short but pleasurable one for them all, with Flash managing to fuck each of them once before they finally arrived.

Their home was a large mansion considering that the Rainbooms and the Dazzlings are pop stars. Not only that, but Trixie's magic act has took off while Juniper had become a world-famous pornstar to all. With the amount of money they had made, they became so rich and loved every minute of it.

Heading inside, the first thing Flash heard was a muffled moan coming from the living room.

Heading in there, he found a heavily pregnant Cadance kneeling on the floor with her arms tied behind her back, rope tied around her chest, a vibrator in her cunt, a ballgag and blindfold keeping her from seeing and talking and a pair of suction cups over her nipples sucking the milk from her. A rope was also coming off the bindings of her chest, which went over and around the couch before coming out the bottom and being tied to her legs.

Flash smirked at the sight, knowing Cadance had developed quite the bondage kink.

He stepped over to her and pulled the gag from her mouth, making her gasp as his cock was shoved in her face. "Oh, welcome home master." She started sucking on his cock, gagging on him as he thrust deep into her mouth.

"Hope you haven't tired yourself out too much. Shining's coming over later and he's bringing a new toy with him."

"Oh," she pulled her mouth off his cock, "goodie. Maybe I can make out with her whilst you both fuck us doggie style."

"Well I see daddy's home." He turned to see Adagio with a hand on her hip walking towards him. "Good to see you all are home now." He gave both of them loving kisses as their tongues wrestled one another a bit.

"So, where is Sonata and Aria?"

"They're already having dinner being made." Adagio answered before she felt her ass get a playful smack. She turned to see Twilight standing tall with a smile on her face.

The two pregnant girls started making out, as Flash face fucked Cadance faster and faster. The force of his assault caused the woman to orgasm and shoot out so much milk, the cups on her breasts overflowed and they popped off.

They all laughed at this, as Flash came down Cadance's throat. As he did, Juniper walked in pulling a pair of leashes behind her, a pregnant Vignette and Gloriosa crawling on the floor behind her with gags in their mouths. "You promised us to wait for us before you start." Juniper spoke up as she walked closer to Flash. "I barely got any action last time."

"Oh sorry, Juniper." Flash said before she pulled him in for a passionate hot kiss. "How was your porno doing by the way?"

"It was a big hit like always." She brag. "Showing the viewers had to tame a couple of bitches really got their attention."

"I'm sure it does," Flash smirked. "And I bet they'll be just as excited to see you getting fucked when your belly really starts to swell." He looked down at Junipers stomach, which had a mild bump to it. Unlike the rest of Flash's bitches, she was only a month or so along. Mainly due to being on the pill when Flash fucked her. But after learning an interesting truth, she went off the pill so she and her master could make her another member of his breeding bitches.

Turns out, there was another effect to Flash fucking the girls other then making them werewolves. Now, they were life mates. As such, Flash was the only one who could get any of them pregnant. This meant they could have sex with any man they wanted and not risk getting pregnant, though many of them had no desire to fuck anyone other then Flash.

"Say Applejack, how's your brother doing with his pack?" Juniper asked when she noticed her walking in.

"He's having the time of his life." Applejack answered. "Sugar Bell just joined him and he has his eyes set on Pinkie Pie's sister, Marble Pie." She sent down on the couch before she gently rubbed her clit. "Although, Apple Bloom seems a little jealous about all this. She has her heart set on this really amazing dancer boy called Tender Taps and can't wait to have him in bed considering she knows what we've been doing."

"Isn't she still a little young?" Cadance asked, as Twilight started untying her. "She and her friends are what...thirteen?"

"Fourteen," Applejack corrected. "But I guess she's just and early...ha, bloomer." They all rolled their eyes at ths.

"Well, I think I know where you're coming from." Rarity spoke up. "The same can be said with Sweetie Belle. I once caught her trying to suck off a boy named Button Mash. I told them that if they be patient enough they'll be able to do it once they're old enough."

"I think I noticed Scootaloo hanging around Rumble most of the time at school." Rainbow added in. "I guess they really can't wait until they're old enough to get some action in bed."

"Maybe it's a side effect of what happened?" Twilight asked, "they might not be like us but their sex drives might be developing early in preparation for when they finally succumb to the wolf within."

"If it is, they better be careful and not get pregnant too early." Fluttershy spoke up. "But just to be safe, maybe you should give them some toys to help them relieve themselves?"

"Hey, are you all going to stand around here and continue talking or are you going to join us for dinner?" They turned to see Aria leaning against a wall while her plump pregnant belly is shown. "It's ready and don't want to wait for your lazy asses to let it get cold." They all stood up and was about to join Aria and Sonata for dinner.

Flash sat at the head of the dining table, Twilight sitting next to him with Adagio, Sunset, Aria, Celestia, Luna, Applejack, Rainbow and Cadance next to them. Pinkie, Sonata, Wallflower, Juniper, Gloriosa, Vignette, Sugarcoat, Lemon Zest and Indigo were sitting on the ground.

Those sitting on the ground were all eating their food out of bowls. Flash didn't know why, but sometimes the girls got the unfightable urge to do such a thing. There was still a lot about this new wolf phenomenon that they didn't know about, so fighting against it didn't sound smart.

As Flash took a bite of his food, he moaned at the taste and at the pleasure he was receiving.

Looking under the table, he smiled at Rarity and Fluttershy as the pair were licking and kissing both his cock and each other. "Good girls."

"Mmm, just as delicious as ever." Sonata complimented as she enjoyed the meal.

"Hey Flash, after dinner I want to talk to you in private." Twilight told him.

"Alright," Flash nodded before letting out another moan as Fluttershy began to deep throat his cock. Rarity began sucking on his balls and made it so Flash could barely focus on anything else. He kept eating, whilst wondering what Twilight wanted to talk about.

With the girls giving him pleasure, Flash found himself being the last one to finish eating. So as the girls all started leaving to do their own thing, wash the dishes, take a bath or anything else they needed to get done before the sun set, Flash finished up his meal before pulling Rarity and Fluttershy up from under the table.

A few minutes later, Flash was still at the table fucking Rarity from behind whilst fingering Fluttershy. Both girls moaned as they they laid on their tits, their pregnant stomachs bouncing as they were fucked. After he came inside of them, he let them eat each other out as he went upstairs and out on the balcony where he finds Twilight looking up at the sky.

"Twilight, is something on your mind?" Flash asked to get her attention as he walked up to her.

"Oh yeah, it's just...all of this happened because of an experiment of mine." She said in a slight guilty tone. "Now the people of the world can't stop thinking of doing nothing but having sex with each other."

"So what? It's not like you meant to do that. And whilst I was a little scared the first few times it happened, look at how happy it's made everyone."

"Except for Sunset." She said in a sad tone. "The day when the world changed, I can tell that Sunset was very angry at me for not doing something. She barely even talks to me nowadays and I don't know if she'll ever forgive me." Flash then noticed her beginning to cry. "I was doing all that I can to not focus on pleasuring myself and to find a way to fix what I've done to you. But I couldn't take it anymore on that night and I just... I just gave in..."

Flash looked at her with sincerity before he walked over and pulled her in for a hug. "It's going to be okay." He told her in a soft tone. "Even I didn't want to continue what I did but I couldn't control myself whenever I was around them. I'm sure that Sunset feels the same way now and if you just talk, I'm sure she'll understand."

"H-How can you be sure...?"

"I just do." He told her before he pulled her in for a passionate kiss. Twilight kissed back as her hand gave his cock a soft stroke. "Besides. There's one thing that resulted in all this I'm sure none of the girls would ever give up." He rubbed her protruding belly and Twilight purred, loving this feeling.

He was right. She was going to be a mother and that was the greatest thing that had ever happened to her. "I love you." She told him.

"I love all of you just as much." He responded as they went deeper into their kiss.

"Same with me." They quickly broke their kiss and turned to see Sunset standing by the doorway. "I heard everything you both said and Twilight, I'm not angry at you. I never was. I was just surprised that's all and now I understand."

"Thanks, Sunset." Twilight said with a smile. "Now you just going to stand there, or are you going to join us?" Sunset smiled before she walked over and joined them. Flash let out a pleasurable groan as both of were sucking his cock and balls.

"Fuck yes!" He rubbed their heads as they did so, the girls groaning with joy as their tails wagged.

They stopped sucking on him before Sunset wrapped her tits around the cock, whilst Twilight stood up and started making out with him. Flash continued to groan at the pleasure, squeezing Twilight's tit as he revelled in Sunset's tit fuck.

They kept this up for several more minutes until Flash felt himself getting close, so Twilight knelt down and helped Sunset by rubbing her breasts around his cock. As they did, they kissed the tip of his cock and each other. And eventually, Flash let out a groan as he shot his load and covered both their faces and chests.

The girls laughed at each other and continued kissing, then started licking each other to get the cum off. Flash smirked at this and could feel his cock staying hard, so told the girls to stand up.

Soon, Flash thrusted his cock into Twilight while Sunset sat on her face. Twilight moaned as she began to eat out Sunset while feeling her lover's cock thrusting into her. Sunset moaned with her as she felt her own pussy getting eaten out by her before she grabbed hold of Twilight's breasts and massaged them.

Later Flash took Sunset in a doggy style position while she continued to eat out Twilight.

"You sluts like that, don't you?" The girls moaned as he continued to pound into the yellow girl, as Twilight tweaked her nipples. "See Twilight. She loves being my submissive little slave. This was her destiny."

"Oh stop acting like a warlord from the olden times." Twilight replied as she rubbed Sunset's head. "Even if we act like sluts, you will always treat us as equals no matter what." She then used her magic to pull him in forward and locked lips with him. Later, both her and Sunset began to rub their cunts against his cock while he was making out with them.

The three were overwhelmed by pleasure and with each passing second, they were pushed towards their eventually orgams.

And with one mighty scream, they all climaxed with Flash spraying his load all over the two girls. Sunset and Twilight screamed as they both fell back, covered head to toe in their lover's juices. They are soon seen laying on the ground as they were huffing and puffing. "You seemed to enjoyed each other's time together." They looked up from the ground and saw Adagio and the rest of the pack standing by the doorway.

"Nice to see you two finally getting along." Pinkie Pie said as she pointed to Sunset and Twilight.

"By the way, Shinning is on his way with his pack right now." Luna spoke up. "I guess he really wanted to break in his new bitch during nightfall." She pointed out that the sun was coming down as a car was coming in their driveway.

"Well then, shall we get ready for them our love? Twilight asked Flash as he got up and dust himself off. He then helped her and sunset off the ground as he had a grin on his face.

Flash smirked as he watched each of his bitches step up and around him. As the sun touched the horizon, he felt the transformation begin. He had a choice now. Either focus and maintain control of his wolf form, or give in and allow his animal instincts to kick in.

More fur began to spread, as Flash closed his eyes. And as the girls rubbed up against him, they opened again to show a pair of wolf-like eyes.

As the sun completely set, a loud howl filled the skies coming from the mansion. One that told any who heard it that an alpha was taking what belonged to him and those that felt it were in for the night of their lives.