Charlotte awoke with a long, throaty groan, her body crying out at her to remain asleep and in bed. The pony tried to do as was asked of her, but another part of her body hadn't seemed to get the memo. Already, her cock was stirring, the mammoth bitch breaker pushing aside the sheets until it was nestled proudly under her chin. The huge head spat forth a small smattering of pre, ruining Charlotte’s attempt at returning to sleep and ensuring she had to get up.
With another groan, she sat upright, a hoof going to her head as the sudden rush of blood nearly sent her reeling. Once her system got used to supplying blood to both of her heads at once, the unicorn mare began groggily looking around. Starting with the spot next to her of course, though she soon found the familiar location was empty.
“What, where did she…” Charlotte paused. “Oh right. That conference or whatever.”
Kicking her legs over the side of the bed, Charlotte took a moment to breathe in the heady scent of living wood. Having spent so much time in the library you’d think she’d have gotten used to it, yet it was still as potent a smell as ever. Invigorating, it also reminded her of Twilight, and all the dirty, degrading things the slutty little librarian had done for Charlotte.
Looking over to the end table, Charlotte was about to grab her usual jewelry when she noticed a piece of paper. She used her magic to pull it open and began reading, only to pause, rub the sleep out of her eyes and try again. This attempt was better, and after a moment to steady herself, Charlotte grinned and read it a second time.
“Dear mistress. I assume you already forgot about my trip, so I decided to include a little cheat sheet in case you are in need of some special relief,” Charlotte purred softly to herself. “Oh you think of everything you dirty little slut.”
Charlotte cleared her throat and continued.
“Spike will be home later after his date with the Crusaders, and I’m sure that by then he’ll be fit to take you,” Charlotte remarked, pausing briefly. “Nah, that's too far from now.”
“Pinkie Pie is always available, but you’d have to move quickly as the breakfast rush hits her hard if you know what I mean,” Charlotte thought about it for a moment before shaking her head. “I don't like waiting in line.”
“Rainbow Dash and Applejack have expressed interest in having you fuck them both sometime. Unfortunately, neither of them are experienced with someone of your… magnificence,” Charlotte chuckled. “Enticing, but we're out of lube and I don't want to go to the store.”
“Fluttershy won't be available either I’m afraid, the poor dear is still sick with that odd flu. Meaning your only chance for the quick and immediate fuck is Rarity,” Charlotte grinned. “Ahh, she knows me so well.”
“She takes today off and is usually looking for any excuse to get the creative juices flowing. I’m sure with your charisma, and winning personality it wouldn't take long before she’s riding that thick flare of yours. Love, Twilight,” Charlotte finished, dropping the letter to the table.
“I really should get her something nice when she gets back. Maybe a surprise trip, or twenty-four-hour rut session,” Charlotte shrugged. “Considerations for later. Now, I need to banish the morning breath and hit the shower.”
The mare hopped onto her own four legs only to pause and laugh aloud. “I’m talking to myself quite a bit. Maybe a bit of time away from Twilight is a good thing,” she exclaimed.
Charlotte hopped in the shower, hastily hosed herself down, and then used a drying spell to speed things up. Once outside she made sure to do her mane in its usual manner, combed, and parted to the left so that it hung over one eye. A black bow with a tiny skull in its center secured the pigtails that hung down on either side of her head while a similar necklace was bound around her throat. Her gold earring, black eyeliner, and heavy application of equally as dark lipstick completed the look.
Throughout it all, the mare’s heavy, turgid length pulsed needfully against her chest like a pet begging to be pet. Despite how badly she wanted to satisfy her urges, Charlotte restrained herself at least a little. Ducking back into the bedroom she grabbed a stark white cock sock and pulled it down over her dick until it nestled against her balls.
She was tempted to put on some fish nets, or maybe some seductive socks, but her cock pulsed again. Reminded of her still present need to get off, Charlotte head out the door with a mission on her mind and a direction set. With the library behind her and the denizens of Ponyville all around her, the pony gained more than a few curious glances.
Most had come to know the unicorn relatively well so they kept their distance. The burning, passionate glint in Charlotte’s eye was not something to be trifled with. Even the few mares and several stallions that felt tempted upon spot her did not get in her way. She was a mare of purpose and didn't even glance away from her target until she was standing before it.
A swift rap rap rap upon the door later and Charlotte took a step back, eagerly shifting from hoof to hoof. A few seconds passed, and Charlotte was about to knock again when a window opened directly over her head.
“Oh, Charlotte! What are you doing here darling? Your order of socks won't be done until next week!” Rarity called.
“I was hoping to discuss something else with you if you don't mind,” Charlotte called back.
“Oh of course. Pardon me darling I’ll be right down!” Rarity shouted.
Charlotte grinned and stood patiently outside of the mare’s home slash place of business. She didn't have to stand there for long, as soon Rarity appeared in the open doorway, her horn glowing faintly.
“Please, do come in,” Rarity invited.
“Thank you,” Charlotte replied, stepping inside and wiping her hooves off.
“Now then, what did you wish to speak to me about?” Rarity asked, only to wince and clop a hoof against her forehead. “Silly me. I should have offered you tea first.”
“That won't be necessary,” Charlotte interjected. “As for the problem itself, I thought that would be rather obvious.”
Charlotte waved a hoof over her body.
“I don't…” Rarity’s words caught in her throat the moment she laid eyes on the massive, throbbing erection contained by a specially designed sock. “Oh, my goodness.”
“With Twilight gone, I was hoping to find someone willing to assist me in this most… intimate manner,” Charlotte exclaimed, whispering the last two words into the other mare’s ear.
“Well, I ummm…” Rarity blinked. “What were we talking about? Oh right, yes!”
Rarity cleared her throat and turned around.
“Please, do follow me,” Rarity declared.
Charlotte grinned and followed after the other pony as she walked across the room. More slender, and shapely then Twilight, she didn't have the pudgy, adorable, yet still incredibly fuckable aura of the librarian. That was fine, for all Twilight's dorky charm, she lacked Rarity’s sensual, seductive curves and unspoken grace.
The fashionista glided across the ground, her hooves barely even touching the tiled floor. Each movement calculated to ensure that she moved with the poise and grace expected of a noble. Even when alone with only one other pony, Rarity made sure that she looked the part of a lady and that extended to her appearance.
Despite how early it was, Rarity had done her mane and combed her fur to perfection. The lingering scent of a flowery perfume could be smelled in her wake, strong but not overpowering. As usual, she wore no jewelry, clothes, or other adornments, nothing save for a bit of product to ensure to keep her fur smooth.
As such there was nothing keeping Charlotte from observing the beauty of the mare before her. From her toned yet still quite generous flanks, down her long, shapely legs, and then back up to her flat stomach. Her attention to her physical appearance had evidently borne fruit as there was hardly a spot of excess weight on her. Only on her backside could a few spare pounds be spotted, though even then it just added to her already immaculate form.
By the time Charlotte had finished her little physical inspection of her host, she was harder than ever. She had also reached the bedroom, where Rarity stood expectantly, a slightly nervous expression on her otherwise serene face.
“I assume that this will serve our purposes adequately,” Rarity offered, gesturing back to the bed.
“Actually,” Charlotte interjected. “I had a bunch of things I needed to get done and since I am not usually done until after about four or five loads I was thinking of changing things up slightly.”
“Oh my,” Rarity murmured. “What exactly did you have in mind?”
“Do you have something like the straps you made for Big Macintosh and his little herd?” Charlotte inquired.
“You mean the riding gear I…” Rarity giggled excitedly. “I do indeed. I assume you intend on testing them, don't you?”
“I do indeed,” Charlotte declared, stepping forward. “That's if you’re up for it, of course.”
Rarity smirked. “Oh I am, and by the looks of it Charlotte Junior is very up for it.”
“That she is,” Charlotte replied in a low, husky tone.
“Then give me but a moment darling,” Rarity exclaimed. “Oh and would you be a dear and lay down on the bed? The process is easier if the endowed partner is on their back.”
“As you wish, madam,” Charlotte stated.
“Always such a charmer,” Rarity remarked with a chuckle.
The fashionista then stepped away, walking around the other pony and disappearing out the door. Leaving Charlotte to sprawl out on the bed before tugging off the cock sock and tossing it aside for the moment. Slightly damp from gathering pre, it had held up surprisingly well, keeping Charlotte’s mammoth cock clean and dry.
Wiggling her hips, Charlotte reclined on the other mare’s bed, watching the door for Rarity’s return. Again she didn't have to wait long, as less than a minute later Rarity reappeared with a bundle of black leather floating in her magic. The many straps and buckles were difficult to make sense of, though Charlotte easily recognized the ball gag, as well as the blinders.
“Going all out, are we?” Charlotte teased.
“Well of course,” Rarity replied, her gaze lingering on her partner’s throbbing erection. “I wish to stress test certain items as well and this is the perfect opportunity, is it not?”
“That it is. Well, I am all yours,” Charlotte exclaimed while gesturing to herself.
“Mmmm that you are,” Rarity purred. “Let's not waste time then.”
Charlotte grinned and watched as Rarity stepped onto the bed and walked over to her in a sultry manner. Hips swaying, eyelashes batting, and with a downright lecherous look on her face, Rarity looked like a predator seeking prey. Charlotte, however, was not some minor creature to be devoured, but nor was she intimidated by the display.
The well-endowed futa merely reclined and waited for Rarity to eventually settle her weight down atop her. Dick now squeezed between them, Charlotte couldn't help but shudder in anticipation. Rarity heightened this emotion by leaning forward and planting a kiss on the other pony’s lips, deepening the embrace. It didn't last long though, as both parties were hungry for more, and neither were the patient type.
So they parted, with Rarity trailing kisses down from Charlotte’s lips to her chest and finally the tip of her cock. Rarity didn't linger there for long, merely swirling her tongue around the tip, cleaning it of pre and leaving it clean. She swallowed it with a slurp before rising back up to her full height, horn glowing brightly.
Her ball gag floated over, before getting popped into her mouth, and secured with a firm click. The blinders were next and were followed by a thick leather piece that fit snugly around her neck. A leather corset followed alongside a series of longer straps that ended in larger buckles. The entire ensemble may have looked uncomfortable from the outside, but Rarity was an expert and ensured that each point was tightened just so.
“On to the main event,” Charlotte remarked.
Rarity nodded, her magic reaching back and gripping the turgid appendage destined to be inside of her. A slight shift of her hips later and it was aimed at her backside, the unflared head ready to pierce either hole. For a moment Rarity seemed unsure of where she wanted it, but then she lowered herself slightly and inserted Charlotte’s cock in her ass.
Already pre-lubricated, it took little effort to force the enormous appendage into her back door. Though as wide as a pony’s hoof and just as long, Rarity was able to take the first few inches with ease. Her body was relaxed, and with the aid of a few more spurts of pre, she was able to stay fairly well lubricated. It was only when she neared the halfway point that she ran into the first real roadblock.
The thick medial ring Charlotte sported spelled the end for some of her love-making sessions though usually only with novice partners. Rarity was anything but a novice, and with ease, pushed her way past it, loosening her internal muscles with little effort. She was not immune to the pleasure of stretching, nor could any of her partners really compare to Charlotte’s sheer size.
Massive in length and girth, Rarity had to focus all her effort on the task at hand lest she be completely distracted. The pleasure was intense and grew only more intense when Rarity felt a bulge begin to form in her midsection, one that grew with each passing second. Deeper, and deeper it went, pushing past any barrier and forcing Rarity’s ass wider than even she had experienced.
Finally, with a dull thump, she reached the end. Her hips were resting against Charlotte’s crotch, while her heart beat in her throat. The pleasure was intense, the stretching, the fullness, the mammoth size, it was all playing havoc with Rarity’s mind.
“Take a second, then keep going,” Charlotte remarked.
Rarity nodded, and did just that, breathing in and out in a long slow motion. It took a minute but in the end, she was able to steady herself while still impaled on Charlotte's length. And that was the right word, impaled. Her massive member occupied so much space in Rarity’s insides that she felt as though her entire internal structure had been rearranged. So deep was her cock that Rarity could feel each throb, and pulse like it was a second heart.
Pushing aside such musing for the moment, Rarity lit her horn and continued what she had set out to do. To that end, she wrapped her hooves around Charlotte’s midsection and then bound them together with a strap. Several more followed, leaving Rarity completely unable to move so much as an inch. Completely at the mercy of the other mare, Rarity was little more than a sex toy, an object, and a receptacle for Charlotte’s lust.
Which felt amazing.
“Ready?” Charlotte asked.
Rarity grunted.
“Great,” Charlotte replied.
Turning herself over, Charlotte stood up and then looked down at the floor. Deciding not to test the bindings too much, Charlotte levitated herself down with a soft thump. It took a few seconds of shifting around before Charlotte felt comfortable walking but once done the weight was barely noticeable.
“Alright then,” Charlotte exclaimed. “First stop, grocery shopping.”
Rarity’s eyes shot open, prompting Charlotte to chuckle.
“What? Did you think I was just going to go back home? No way, I told you before. I got a lot to do today,” Charlotte declared.
The mare took a step, only to pause.
“Oh and keep track of your orgasms. I want to see if you're as sensitive as Twilight,” Charlotte exclaimed.
Rarity nodded meekly.
“Good, now then what did I all need again?” Charlotte muttered.
“Smooth or crunchy? Smooth or crunchy,” Charlotte muttered to herself, two different things of peanut butter floating in front of her.
Beneath her, Rarity twitched and moaned in pleasure, the mare driven to orgasm by the slow rocking of Charlotte’s hips. The fashionista felt like she was dangling from the tip of a pendulum the way she was slowly rocking back and forth. It was very unlike any encounter she had ever had with a partner, leaving the pony off balance. She didn't know what to expect, other than a constant stream of orgasms only separated by a few minutes at most.
“That's number ten, right?” Charlotte remarked aloud.
Rarity grunted.
“I thought so. You really are every bit as sensitive as Twilight,” Charlotte exclaimed. “Maybe I should take Zecora up on her offer of testing that new potion. I have always wondered what it would feel like to have two dicks.”
Rarity shuddered, the pony unable to stop herself from imagining herself and Twilight getting rutted by the massively endowed futa. Each impaled on a different dick, imaginary Rarity clung to Twilight for support as they had their holes pounded. Rarity’s mind strayed to imagining what it would be like to take both at the same time only for movement to dash her thoughts.
“Crunchy it is,” Charlotte remarked aloud.
The mare trotted off, each step punctuated by a slightly awkward thrust of her hips. Each hoof fall caused the futa mare’s cock to scrape against Rarity’s insides, stretching and contorting her further. The pleasurable sensations coursed up her spine and nearly sent her into a powerful orgasm.
Down the aisle they went, passing by ponies in various states of shock and confusion. Two older mares grinned and began whispering to one another, while a younger stallion stood there slack-jawed. Another couple looked at one another, then ditched their cart before fleeing the store immediately, bodies already hot with arousal.
Rarity barely saw any of them but could hear their hoof steeps and feel their eyes upon her body. Each set of eyes was like a soft caress, reminding Rarity that she was on display to all who may wish to look her way. Locked in an intimate embrace she was unable to do anything but writhe and moan in ecstasy, her pleasure only growing as time passed.
Charlotte felt all this and merely smirked, the mare passing along what few items she had selected before paying. She then left the somewhat stunned, but clearly aroused pegasus working the till behind before stepping outside. Magic kept her bag from dropping while will alone kept her from blowing the fattest load of her life.
Throughout it all, Rarity twitched excitedly, another mind-blowing orgasm coursing through her body.
“Let's go the long way home, shall we?” Charlotte remarked.
Rarity grunted her assent.
Trotting through town, Charlotte picked up the pace slightly, allowing Rarity to swing back and forth due to the increased momentum. It was enough that she even slapped audibly against Charlotte’s crotch each time she bottomed out in Rarity’s backside. It was incredibly arousing, and Rarity felt herself drawing close to another orgasm, though it wasn't quite enough.
That final piece arrived when they stepped into the bustling Ponyville market. Charlotte slowed down, and took a moment to relax, wiping her brow of what little sweat had collected there. While she did so, ponies began to notice her presence and reacted in a predictable manner.
Some gawked, others got hot and bothered, a few were clearly annoyed though none were so angry as to interject or make demands. Instead, they merely walked off, which was good as Charlotte wasn't in the mood to get into an argument at the moment. She was starting to develop a hankering for something sweet though, and she had just the thing in mind.
Trotting past a small knot of middle-aged mares in the middle of lunch, Charlotte made her way over to a familiar stall. Along the way she made sure to really push herself, thrusting forward each time and slamming her hips against Rarity’s ass. Each earth-shattering impact made Rarity see stars, her body tingling with so much arousal that she felt like she was about to explode.
“Hey there Applejack. How's business?” Charlotte offered.
Rarity’s eyes went wide.
“Not bad,” Applejack replied, the mare glancing down and raising an eyebrow. “Is that Rarity I see down there?”
“Do you like my new accessory?” Charlotte replied.
“Hey, babe I got that last box of, woah,” Rainbow Dash muttered. “That's hot as fuck.”
“Charlotte was just showing me her new cock sock,” Applejack added.
Rainbow Dash chuckled. “Sure is fashionable, but what's its capacity like?”
“Not a lot. Gotta save up and blow somewhere more private in case it ends up spilling out the other end,” Charlotte replied.
The other end? Rarity thought to herself in a mix of shock and arousal.
“Well yeah. Have you seen how big my balls are? I’d flood the poor toy if I came as much as I wanted to,” Charlotte exclaimed. “Besides, this just makes the eventual release even better.”
“Huh. Well, I’ll be. Don't suppose you're here to buy some apples?” Applejack asked while staring down the entire time.
“A couple red delicious, please,” Charlotte exclaimed.
“Here you are. On the house,” Applejack murmured, tossing a couple of the bright red orbs in Charlotte’s bag.
“Just make sure to come down to our house, soon,” Rainbow Dash added.
Charlotte shot them a wink. “Don't worry. I have more than enough time for all of my special friends.”
The unicorn then turned and walked away, grinning as she felt Rarity contort beneath her, body racked by another orgasm.
“You really enjoyed being watched by your friends didn't you?” Charlotte asked even though she knew the answer. “I could feel how much you tightened up like you were trying to milk me. That will come very soon though, don't you worry.”
Rarity shuddered, her mind already trying to imagine what it would be like for Charlotte to finally cum. The futa mare had enormous balls, and they were growing fuller by the moment. Each time they slapped against Rarity’s ass, this fact was confirmed again.
So enamored was Rarity with this idea of getting stuffed silly that she barely noticed time passed. Only the swing of a door was enough to break Rarity from her reverie and prompt her to look around as much as she could. The fashionista was greeted with the sight of the library, though it was empty due to it being closed.
“Now for a small snack and then the big finale,” Charlotte remarked.
Rarity watched as they entered the kitchen, and Charlotte started to make herself a sandwich using her magic. Bread was brought out, ingredients arrayed, and utensils acquired, but Rarity didn't care about any of it. Though she had cum well over a dozen times already she needed more, she needed to feel Charlotte finish inside of her.
To that end, she began to squeeze down on the futa mare’s member while gyrating her hips. Her mobility was almost nonexistent, but Rarity didn't care, she wanted it bad and was willing to do anything to get it. Using every bit of experience she had, Rarity tried to coax out the potent load she knew was right there.
“I know what you are doing,” Charlotte remarked, putting down her plate. “I guess it's time we skipped right to the part where I fill your guts with jizz and leave you a bloated cum balloon.”
Rarity shuddered, the degrading words only turning her on more and making her yearn for that moment with even greater strength. Again this feeling grew as she could feel Charlotte jogging up the stairs, no doubt headed for Twilight's bedroom. Sure enough, a moment later and Charlotte had leaped atop the bed, her horn glowing brightly.
“I’ll hook you back up in a minute. Right now I need to cut loose,” Charlotte declared.
Rarity’s unspoken inquiry into what Charlotte meant was answered a second later when several of the straps suddenly came loose. The fashionista expected to fall, but was surprised to find that although she did indeed do just that, she didn't get far. Charlotte’s fierce magic aura kept Rarity’s ass up and her head down, all without pulling even an inch. Held tight in Charlotte’s telekinetic field, there was nothing Rarity could do as she began to be ravaged by the woman.
Not like Rarity wanted to do anything anyway.
With earth-shattering thrusts, Charlotte pounded into her partner, entire body rippling with strength. Every last muscle was put to use pounding the hell out of Rarity and utterly destroying her already thoroughly used asshole. Each jackhammer-like impact was punctuated by the slap and gurgle of Charlotte’s balls impacting Rarity’s ass. Like a mare possessed, she ruthlessly plundered Rarity’s hole, nostrils flaring like a raging bull.
To rarity it was like suddenly finding herself at the center of a hurricane, only every bit of power was aimed at her. She came almost instantly and continued cumming even as seconds turned to minutes. Rarity’s head started to become light, and for a moment she wondered if she might black out from sheer pleasure.
Then she felt it.
Like a bubble rising up from the depths of the ocean, Charlotte’s orgasm was drawing closer. The faint twitch and the shudder in her voice wouldn't last long now. And Rarity didn't mind this one bit, the fashionista yearning now more than ever to feel Charlotte cum inside of her.
Without a word being uttered, Charlotte suddenly lurched to a stop, her aura tightening around Rarity’s body. Dominated so utterly, Rarity could only lay there and ride the last dregs of her orgasm as Charlotte came.
The torrent was incredible and immediate, hitting Rarity’s insides like a tsunami so great it may swallow the world. Instantly Rarity felt her stomach start to bloat, the bulge Charlotte’s dick made completely gone. It just kept going from there, and soon Rarity felt as though there was nowhere else for the cum to go.
It couldn't go back, the massive flared head of Charlotte’s cock couldn't allow that, yet Rarity’s insides were completely full. Then her stomach began to fill, her belly expanding to truly ridiculous levels. Past the point of even resembling pregnant, Rarity looked more like an overfull condom ready to explode.
Her belly was stuffed, and so with nowhere else to go, Charlotte’s cum spurted out of Rarity’s mouth. Thankfully there wasn't much left, and Rarity was not in danger of drowning or suffering any other ill effects. By then several minutes had passed but to Rarity it had all been a blur, a blur which ended with her feeling bloated in the extreme.
Charlotte merely stood there, panting and gazing down at Rarity.
“I think some of your straps got broken,” Charlotte remarked.
Rarity shrugged.
Charlotte smirked. “Would you be up for another round? After you get cleaned up, and I get something to eat?”
Rarity contemplated her situation, and thought about how her ass would no doubt gape for days at this point. She also looked down at her bulging belly and reached out with her hooves only to find that she couldn't even reach the top. Despite all this, or maybe because of it, she began to grow warm, and a smirk crossed her face.
“I’ll take that as a yes,” Charlotte declared with a smirk of her own.
Author's Note
If you want to read the next updates for my biggest stories at the begining of the month rather at the end, or want to get a commission from me as well as access to patreon exclusive content, and the chance to submit story requests every month, head over to my patreon!
Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of readers like you: Ech, Tailsic, Chrisb32, Nightwing, Tonoz, CoreyPeters, Thane, Renegade, Sunset Flash, Kyokimute, Monsterkittie, Louts Petals, Tacocat, Tom, MestreJ, Aang Slyver, Canary in the Coal Mine, Ceepert, Starless, Vi Watch, Facinus, M, Nfreak, Venerable Ro, Blade Tech, Cryil Shadeclaw, John Gonzales, Nightwing, Peter Coulthard, Srgtartman, Thane Kull, Victor, Dale, Dragons' Sheppard, Egery007, Gear change the earth pony, Ivar, James, Kali, Lich Lord Krosis, Menthol Qtip, Midnight Serenade, Mop Hop, Nathan Brown, Octavia Lowbar, Pacsik, Soundtea, Hannibal, Fiamgoku, Grub, Matias Duran, and Steven.
