Author's Note

Hello everyone one sorry it's taken so long for me to make an update, but this is a hobby not a career after all.

Anyway I hope you guys enjoy this new chapter and look forward to the next one.

Also on a side not, does anyone care about the continuations of the first two stories "The Jungle Milf" and "Spirals of Lust and Hunger?" Please let me know in the comments

Ch.7 All Aboard!!

For the next week Max spent his free time doing odd jobs for bits. He took this time to tone down the sex drive to try and focus on his goal. Granted that didn't mean he didn't go one day without sex, for he always had one mare to visit him every morning.

Max had met up with Derpy for their date, and all went well as expected. Derpy was blushing from Max's charm and increased level of charisma, and found herself enjoying his company.

Of course after the date she had no idea she was being hypnotized and forced to give the human blowjobs every morning when she went to visit him, even when she didn't even have anything to deliver to him.

This was due to Max's suggestive hypnosis where he implanted the idea that a derpy should always visit him in the morning. Thus Max would wake up to a sexy pegasus mare ready to suck him off to start his day.

After a week, Max's bit pouch was now full to the brim clanking with the sound of his hard earned work. And just what would he spend his hard working earnings on? Why for sex of course.

Max had bought a ticket for Manehattan and already booked a hotel. One could say it was a vacation, but for Max it was a way to make some easy EXP, and with his luck plenty of it.

In Equestria prostitution wasn't illegal, in fact it was the exact opposite. Because ponies can only get pregnant during certain times of the year, the risk of getting a mare pregnant wasn't an issue. Not only that but they potions that were alot like the pill women back home took to avoid getting pregnant.

Only that these potions worked one hundred percent, meaning if a stallion came in a mare when he shouldn't, all she needed to do was chug a potion. This was good for Max because he never likes fucking with protection. And since he can't get a mare pregnant he had no worries.

Now as for why Manehattan, well that was because there was a red light district full of hot, and naughty mares just waiting for him to get a hold off. From pegasi, earth ponies and unicorns, they had them all.

Max had actually been there once. He heard about it from some drunk stallions who bragged about all the sluts they fucked there, and how some of the hottest mares could be found in red light districts. So naturally he took his paycheck and zoomed off ready to finally get some real action.

Of course this was before he had gotten his enlarged cock and increased charm. When he got there no mare would look his way finding him not worth their time. Then when he finally managed to wear a mare down she laughed at his cock saying it was no bigger than a colt. How she knew that he didn't want to know.

When she finally got around to pleasing him, she barely put any effort in, and did so half assed, and still demanded double the going rate. Needless to say it was a waste of his hard earned money.

But now he was new and improved and after conducting his test with Rarity last week, he was certain that no mare there would give him the cold shoulder. Because he knew, if Rarity, a mare with such high expectations could find him remotely attractive, then he was sure to charm the mares in the red light district.

Max rode the train in luxury as he had rented his own private cabin with a bed. It was going to be a long ride to Manehattan, so he decided to do so in absolute luxury. The cabin was large and had a comfy bed with a window showing the passing scenery. The cabin even had a bathroom with a toilet and shower. “Man can this get any better?” The man asked as he laid in his bed.

Then suddenly there was a knock at the door, and Max quickly got up as he went to see who was at the door. What he saw made his lips curl into a smile as he saw a gorgeous mare.

She had golden blonde mane that reached her hips, light brown coat and a body that screamed fuck me. She had a slender waist that led to not only a nice massive rack, but a large round ass and wide hips and perfectly plump lips. She wore a mini skirt that left little to the imagination, and her long sleeve button up shirt had the top three undone, enough to give Max a good look at her cleavage.

She had a flirtatious smile on her face as she had her hands on a push cart with a few plantes of food on it. “Good afternoon sir, I'm here with your room service.” She spoke in a smooth tone that would make Jessica Rabbit envious.

Already Max could feel his pants tightening, as he examined the mare from head to toe, if this was a cartoon his eyes would be bugging out and he would be drooling up a river. Max had to mentally slap himself back to his senses, and pick his jaw off the floor.

Stepping aside he gestured for her to come in, and so she did, however Max found himself staring again as when the mare walked in she had put some emphasis to the way her hips swayed. It didn't take her long to enter the room, but he felt he himself was the one being hypnotized.

He examined her name highlighted over her head, and saw her name was Mr.s Caramel Delight. A married, which turned the human on even more, by now his cock was at half mast.

However, he snapped himself back to reality, when he quickly remembered that he never ordered room service. Which begged the question as to why this mare was here now? “Um pardon me, but I actually don't think I ordered any room service.”

The mare smiled as she turned to face him. “Oh the room service is complimentary for anyone who orders a deluxe car. Now then let me just go ahead and grab the beverage. The mare turned around and let out an annoyed huff as she placed her hands on her hips. “I told them to put the champagne on top, not the shelf below. Let me just bend down and grab it.”

It was then when Max quickly understood what was going on here. As the mare bent over her skirt hiked up enough for the human to peek underneath, and also showing that she had no panties underneath giving anyone who looked a glimpse of her goods. Not only that, but she was taking an oddly long time to find a bottle of champagne, and all while giving her flank a few sways teasing the human as he looked.

Max smiled as he averted his eyes when the mare finally stood back up smiling while holding a cold bottle. “Ah yes here we are, sorry for the wait took longer than normal to pull it out.”

“Oh there is no need to be sorry Mrs….oh I'm sorry I didn't catch your name.” He asked, holding out a hand for a shake.

The mare smiled and placed her hand in his to shake it, the hand she put in his had a wedding ring on her ring finger. “Caramel. Caramel Delight at your service Mr. Fineman.”

“Oh a married mare? I'm not surprised that a gorgeous mare like yourself is married.” He said smoothly trying to gauge her attitude. “Though if I can be so bold if I was Mr. Delight I wouldn't let you leave the house if you were gonna greet stallions dressed so sexy.”

She smirked and fluttered her eyes as she let out a soft giggle. “Oh Mr.Fineman, you're such a charmer. Yes, my husband Turkish can be a bit jealous, but then again he wouldn't be as bold as you would be. He's more of a passive stallion, be it the workplace, in public…in bed.” She whispered the last part under her breath, but Max definitely heard it.

Now things made even more sense. Unlike Mrs. Cake who cares for her marriage, her name was a deep red. However, Caramel Delight was a different story. Her name was yellow, meaning her commitment to her marriage wasn't strong. This was going better than Max had hoped.

“Well I'm sorry to hear that my dear, but regardless he is one lucky stallion to come home to a beauty such as yourself.” At the compliment the mare shot him a more flirty smile. He then decided to test his theory. “Now then Mrs. Delight I hope I'm not keeping you too long, I'm sure you have other guests to attend to?”

She shook her head. “Oh not at all, you are the only vip here today, so feel free to take full advantage of my services. If you don't know what you want or need an idea of what we offer, we have this menu here.” She held up the menu for him to take.

Max could hear the emphasis when she said “services”, which now meant he was free to ask his next question. Before that however he gently took the menu and opened it. He flipped through the pages before closing it. “I'm curious, do you have any special services that you offer personally that aren't on this menu?”

This must have been what she wanted to hear, as Caramel Delight moved past Max and closed the door behind them and locked it before turning to face him. “Now Mr. Fineman you must be careful with your words there, because if I didn't know any better, I would think you are suggesting that I am a different kind of mare.” Her tone remained pleasant rather than offended.

Mac decided to play along as he moved closer to the mare putting his hand on the door, as he propped himself up. “Well you'll have to forgive me for making such an accusation. It's just I couldn't help but notice that you lack a certain article of clothing.”

As he spoke Max made a daring move as he slipped his hand down to rub her thighs, before pinching the hem of her skirt and lifting it up, revealing her exposed marehood. The mare bit her lip as she felt her pussy slowly rubbed by the human fingers.

“Seems to me like you were hoping to seduce me, in exchange for some bits.” He slipped two fingers inside making her gasp as he spoke. “And I know this since there was one other guest who also bought a luxury car, however they were a mare.”

Caramel Delight made a guilty smile as she knew she was caught, her words were caught in her throat as she felt his fingers wiggle inside. “Ooh okay you caught me, I only try to seduce males going to Manehattan, because I know they are trying to spend money on prostitutes. So I figure I get a cut of the action, and make a profit too.”

Max slowly pulled his fingers out of her marehood and smiled. “And what of your husband? Don't you care if you're cheating on him?” He asked not really caring given he would fuck a married mare regardless.

Caramel didn't seem the least bit bothered by his accusation, instead she moved to grab Max's hand that he used to touch her marehood with, and brought his fingers to her mouth. Without hesitation she wrapped her full lips around them, and sucked and licked his fingers that had her own juices on them. “Oh you charming stud, it's not cheating so long as your cock doesn't enter my marehood.”

Her free hand moved down to rub against Max's already erect bulge in his pants, and when she felt the bulge her eyes widen but she quickly calmed down as she leaned in to kiss his lips. She sucked on Max's lips for a few seconds before breaking the kiss. “Now since you are a handsome stud I'll give you a discount if you promise not to tell anyone about this.”

Max concluded the discount was a way for him not to tell her boss that she tried to seduce him, regardless he wasn't complaining. “Alright I accept, so tell me gorgeous how much do you charge?”

Caramel Delight smiled before turning around to lean against the door with her upper body, and using a hand to hike up her skirt revealing her flank to him. “I charge 100 bits a load, you can use my ass or my mouth as much as you like, so long as you pay up for each load.” She said with a seductive smile while also shaking her flank.

Max was actually kinda surprised by the price she set up. Normally prostitution in Manehattan charges by the time, with 60 bits getting you thirty minutes of fun, and so on. Yet she was charging by the load, and for 100 bits no less.

However, Max quickly figured out why the price cost so much with this mare, and he figured he'd have some fun with her. “Alright then, I'd like to feel those lips of yours around my cock beautiful.” Max smiled as he laid on the bed leaving the mare hanging as she was still leaning on the door.

Caramel was surprised by this since most stallions usually go for the ass first, rather than the mouth. Though it didn't bother her as she turned around and got on the bed. She stood up on her hands and knees and crawled her way to the smirking human ‘Pft whatever, regardless if it's my ass or my mouth, I'll have you moaning and cumming in no time.’ The mare thought to herself as she allowed her true thoughts to run free.

‘You'll be like every other horned up stallion I served, quick to blow your load and try again later. Oh well, easy money is easy money.’ She smirked confidently as she slowly undid the human's belt and unzipped his pants.

She leaned her head close to his crotch to try and quickly swallow in the human cock the moment it was out, and get him to cum quickly. However what followed was the moment her hands moved to pull down his pants, she found her face smacked by his now fully erect cock, the size of which shocked her.

When she had touched the bulge in his pants, it didn't feel as big as it looked now. She gulped nervously at its length and girth. Caramel Delight had sucked her fair share of cocks while working on the train. From stallions with flared tips, to greedy griffins with their short and wiggly cocks. But this was her first time seeing a human cock, which somewhat fascinated her.

The tip looked like a mushroom, and was as thick and long as an above average stallion. Not only that but it was giving off a rather pleasant scent that made her lean in again this time her mouth opening to slip the head in. Her plump lips wrapped around the tip and slowly slid down along the shaft. She let out a soft moan as she tried to slide more inside her mouth and used her tongue to circle the tip.

She had lost herself for a moment as she sucked slowly on the human cock, and tried to take as much into her mouth before feeling the tip poke the back of her throat.

This resulted in human moaning and shifting as his cock was sucked in, making the slutty mare more confident, and pleased with herself. ‘Oh yeah that's it baby, blow your load inside my throat.’ She thought with confidence as she sucked him deep in ready for his load.

‘As soon as you cum its payday. A real shame too, I would have loved to feel this bad boy in my ass, oh well males are usually a one and done kind of deal.’ The mare thought with high confidence as she bobbed her head faster and crammed his cock down deeper, ready for the man to blow his load.

However, after another minute of bobbing her head nothing was coming out. He maintained his hardness as she took more and more of her in, soon she felt her jaw getting even sore. ‘What the Tartrus is going on?! Why hasn't he cummed yet?! No stallion has ever lasted this long!’

Soon the mare's efforts slowed as she started to take deep breaths through her nose, her neck was now starting to cramp.

This didn't go unnoticed by Max as he smirked with confidence. “Looks like you're out of steam there slut.” Max moved his hands to gently grab the mare by the sides of her head. “Here let me help you out.”

Before she could even protest Caramel Delight felt the human hold her head down, as he began to buck his hips up and down, forcing her to take his cock down to his base.

The mare gagged and choked on the human cock too shocked to resist. She could feel every inch of his shaft slamming down her throat making it bulge, she felt the way his thick cock squeezed past her lips and glided along her tongue, only giving lubricant to the foreign creature's cock.

“Since you are paid by the load, let me give you the first payment.” Max smiled as he pulled the mare's head down onto his cock and started to unload his first round of cum.

Caramel Delight hadn't had a chance to react when she felt thick globs of human cum filling her mouth, and on instinct she swallowed it down, unaware of the implications.

As Max felt the mare guzzle down his cum, he watched as the color of her name changed. He smirked triumphantly, before slowly pulling his cock out of her mouth. The was coughing and gasping for air after finally being allowed to breathe again.

“Y-you *cough* s-shouldn't *cough* be so rough with a mare *cough*” The mare spoke between coughs while trying to catch her breath. However, behind her annoyance she was actually impressed and secretly turned on.

She whipped her mouth of drool and was about to take her payment and go, believing that the human had to be spent already like every other male she's serviced. However, to her surprise when she turned around to face him, she saw his cock still rock hard and throbbing.

Her mouth went slack as she eyed up the still erect human cock. “Well that was a nice warm up, but how about we give that flank of yours a go next?” Max asked his cock giving a few twitches.

Caramel Delight was in shock and awe, for she never met a male who kept themselves hard after blowing one load. Part of her wanted to deny his demand, take her money and go. However, it was being overpowered by a lustful desire now building up in her body, one that made her slowly get back on all fours and turned her flank to face his manhood.

The human smiled as he could see the desperate look in the mare's eyes, as she raised her exposed flank to his cock. Max knew it was no doubt from the effect of ingesting his cum, but more so that he was gonna fuck her like no other male could.

Getting behind her, Max grabbed her tail making the mare gasp before forcing his cock into her ass, which resulted in both a moan and her ass clenching around his shaft which was now into the base. Thanks to her oral treat of his cock he slid in with little effort, and was amused as he saw her gripping the bedding, and could see her toes curling as he slowly pulled out.

When almost his whole shaft was out and he heard signs of relief, he quickly slammed back in, getting a yelp of shock followed by groans of bliss. He would repeat this process over for a solid minute, listening as he heard the mare pant and moan like she was in heat.

Between the thrusting into her ass, and the shockwaves of pleasure Caramel Delight was at a loss for words. She wasn't used to going for this long, her body wasn't used to the stamina that the human had. The closest she's ever experienced to something similar was when she got drunk in college and allowed the whole Buckball team to gangbang her, and even then it was over in fifteen minutes.

Yet here she was now in the same amount of time, yet the make pounding her wasn't showing any signs of slowly. Then there were the other variables, such as the way he would spank her flank and give her tail a tug. Or when he would rest his chest on her back to support himself while he thrusted, and reached his hand around to finger her marehood.

The mare bit the blankets as her body and mind were being overwhelmed with pleasure, her legs shaking as she felt herself getting weak. ‘Just who in the world is he, a sex god made real?!’ The mare moaned in her mind as she had yet another orgasm, meanwhile her new lover had yet to deposit his second load.

Max was doing his very best to keep himself from cumming, the fact of the matter was that he was holding himself back from doing so. He had to practice hard back in his old world to keep himself from cumming in situations similar to this one.

But he needed to cum and soon if he didn't the build up would overwhelm him. Despite this he was waiting for that perfect moment, an opportunity to really cement his hold on this mare.

Fortunately for him that time would come sooner as the mare let out a loud moan as she came again, practically soaking the bed underneath her. Her brain wasn't hers to control as the next words escaped her lips. “Please daddy cum inside me!”

It was those words that pushed Max over the edge, and in turn caused him to pull her into him by her tail while giving one hard thrust. The moment he felt her flank press into his base he moaned out and unloaded a thick load of cum, and held the mare in place making sure she couldn't pull away.

Of course he had little to worry about that, because the mare was pushing herself into him, letting out screech like moans as she felt his thick seed fill her ass. Her tongue hung out of her mouth as her eyes went cross-eyed, her body shivering and jolting with pleasure.

The two held the pose before Max slowly pulled out his cock, causing the mare's ponut to leak some of his cum. This made the human very proud, but his attention quickly shifted to the mare's winking pussy.

The thanks to his now constent sex life, Max was able to figure out that when a mare's pussy does this it means she's aroused and ready to be fucked in there. Of course there was the rule that Caramel Delight enforced on him, about no vaginal sex. But this gave the human a more devious idea as he watched the mare flop onto her back panting.

Caramel Delight was in total bliss, never had she ever called a male client daddy, not even her husband gets called that when she tries to fake an orgasm. Yet despite it being so embarrassing it was also so arousing, she felt her marehood winking constantly.

Despite her best wishes she felt like she needed one more round with this creature, just once would be enough to put her over the edge. However, those hopes were suddenly dashed when she heard the sound of a zipper.

She looked up to see the man putting his pants on and putting the money he owed on the table. She looked worried as she sat up wondering what was going on. “W-what are you doing? Don't tell me you're done already?” She asked, sounding desperate.

Max kept his coils even though he wanted to give her a shit eating grin. “Well I fucked every hole that you let me. Plus I need to save my bits for where I'm going.”

The mare then looked horrified as she felt her body start to cry out for more pleasure, yet her fuck tickets was getting ready to quit. “W-wait hold on now, I just need one more round and I'll tell you what this one can be for free.”

Her voice conveyed her desperation, something Max planned to capitalize on. “Don't get me wrong love, you are a great lay, but I can only fuck the same hole once before getting bored.” This was a lie but he wasn't gonna let her know that. “Maybe the next we see each other I'll ask for your services, but as of now I need to save myself for the mares in Manehattan.”

Caramel was being to panic, her body desired the man it needed his cock inside her one more time, but how else was she going to convince him to fuck her one last time.

And then it hit her, she looked down at her winking mare hood and bit her lips and was too desperate to care about her own rule.

Just as Max was about to buckle his pants he heard Caramel's voice and smiled while his back was still turned. “W-wait…” He looked back to see the mare spreading her legs, and using one hand to rub her wet pussy. “Y-you haven't fucked this hole yet. S-so come on and have at i-it.”

Max, being slightly cruel, decided to taunt her. As he looked at the needy mare with a smirk. “What happened to the no pussy rule? If I fuck you there then it will count as cheating right?” He asked knowing full well what he was doing as he slowly undid his pants again.

The mare was panting heavily. She wanted him, no she needed him. “Forget my husband, it's his own fault for not being good enough to be loyal too.” She moved her hands to gently open her pussy and wiggled herself. “Please daddy, breed my pussy, make me your mare.” She begged.

This was all Max needed to hear as he whipped his cock out of his pants and got on top of the mare. To show his dominance he placed a hand on her throat, not to choke her but to show her who was in control as he lowered his cock down to grind against her winking marehood. “Beg me to put it in, do that and I'll fuck you like no male has before.”

He said in a low growl which only aroused the mare further, Caramel Delight was in a trance. “Please daddy fuck me good, make me forget my stupid husband.”

With those words now free from her lips, Max slammed himself down and into her pussy. This made the mare scream in pleasure and to wrap her legs around his lower back, as he began to slam himself in and out, making sure with each thrust he pushed deeper and deeper in.

Carmel dug her fingers into Max's back as she felt his massive cock stretching out her insides. It had been so long since she ever felt a stallion push this deep into her marehood. She felt like she had just lost her virginity all over again as the man slammed inside her. Grunt and humping like a wild beast attacking his prey.

Her mind went numb, as the idea of staying loyal to her husband seemed stupid when an alpha male was right here fucking her into submission.

And now thanks to Max's aggressive thrusting and filling her like she hasn't felt in years, Caramel Delight was reconsidering her plans for the future. ‘I need to get a divorce, I can't go back to letting that failure of a stallion monopolize my pussy anymore.’

She looked up at the man now fucking himself into her womb, and couldn't felt but feel like she was falling in love all over again. ‘I need to join his herd, whatever it takes to make sure this cock is mine.’ She thought to herself as she felt another orgasm coming.

Meanwhile Max was admiring the tightness of the mare's cunt. It was surprisingly tight and really swallowed down his cock. Couple that with the look of pure bliss on the mare's face, and Max couldn't help but want to fully dominate her. All this and he still hasn't played his ace in the hole.

For a solild minute they continued to fuck in the missionary pose, before the mare flipped them over, putting him on his back while she rode reverse cowgirl style.

She bounced up and down on his hips making his cock, go in and out of her needy pussy. She was desperate and needy as she rode him like there was no tomorrow. Her mind gave way to lust and all she wanted was his cum inside her womb, in the heat of the moment she wanted him to knock her up. To claim her body as his, to show that she was his now.

And then it happened, after a solid minute of her slamming her pussy down on his cock, he finally released as he came hard inside her womb, filling it with his human seed.

In her mind she could imagine his sperm fertilizing her eggs, making it official that she finally belonged to him. She hugged the human kissing his lips passionately for the first time in who knows how long.

When she broke the kiss, she looked up into the eyes of the stud who broke her, only to see spirals of pale green white and yellow. Her mouth went slack as she couldn't turn away, her mind demanding she keep staring and obeying.

Max smiled because after the last shot of cum, he saw that the mare's defenses were down, and her mind ready for subjugation. “Alright my naughty slut, from now on you no longer want to charge me for sex. In fact, any time you see me you'll want to have passionate sex. Do you understand?”

The mare nodded her head letting out a soft moan as Max continued to thrust into her pussy, still determined to get whatever EXP he could from the mare. “I live in Ponyville, you should consider moving out there when you've given up on your husband.” He said making sure to make his demands suggestive enough for his skill to work, unaware that he may get his wish sooner than he thinks.

Caramel Delight, nodded dumbly, panting as her master railed her body and mind, making her free will all but nonexistent while under her master's control.

Faster than he wanted Max quickly came in the mare for the fourth time, thus ending the amount of EXP he could earn from the mare. Yet despite this Max still had time before his hypnosis would wear off. So he spent that time fucking the mare in a variety of poses, making sure to put her body to great use and cementing his bond with the mare.

When the hypnosis wore off and Caramel Delight came back to her senses, she was already too far gone. Her desire for the human had been amplified thanks to his hypnosis, so that even without the hypnosis she desperately needed him to rut her.

Before the train reached the station the two took a hot shower together, which resulted in the mare grinding her fat flank into his cock leading to another anal session.

When the train finally pulled into the station, Max gave his new slut a passionate kiss and a firm slap on the ass. She didn't want him to leave, but he had mares to conquer, EXP to claim so that he could level up.

He looked at the city and smiled. “Get ready red light district, I'm cumming to claim ya.”