“O-okay, um, wow, Sunset, that was…that was amazing.”

Sunset looked up at the sweaty, panting mess that was her newly minted girlfriend waning down from another release. Her lips contorted into a wolfish grin. That was orgasm…number three? Maybe four. It was hard to tell. Not like it mattered much anyways – there would be plenty more in store for both of them tonight. After all, she hadn’t been making hollow boasts earlier when she had declared this to be an orgy for the history books – whether they be Equestrian or human.

“Glad you’ve finally come around, Twilight. Took you long enough!” Sunset spoke, her face still glossy with Twilight’s fluids.

“You…” Twilight paused, taking another breath to ease the pounding of her heart from the intense come down. “Invited me into a polyamorous relationship with all of my closest friends, then wormed your way into my pants before I could even fully process what was going on. Forgive my hesitancy, but I think a little apprehension was warranted.” Twilight closed her eyes to ruminate on what had been one of the most interesting past hours of her life. Gaining six girlfriends in the time it took her to brew and a drink a cup of coffee was outstanding enough, but the group sex was just the icing on the sexy, sublime cake.

“Granted! But…” Sunset wiped her face of its sheen, still grinning, “I’m sure you’re happy you’re here, getting eaten out by your girlfriend, instead of, uh, not getting eaten out, right?”

Twilight sighed.

“...yes."

Twilight opened her eyes, properly basking in the afterglow of, in Sunset’s words, mind-blowing and leg ruining sex, her entire body still radiating with heat. Sex was a base desire – usually only serving to distract her from her studies, inevitably at the most inconvenient of times, but, fuck, being on the receiving end of Sunset’s tongue and very nimble fingers sure beat fighting whatever socially disenfranchised teenager juiced on Equestrian magic the world had in store for them next.

“I knew you would, Twilight. I sure am! So is everyone else!” Sunset crawled upward to meet her girlfriend face to face, lightly straddling the red faced girl as she drew their lips together for a kiss.

“S-sunset, your face, it’s covered in my-

“That’s what makes it so hot, Twilight.” Sunset pressed forward, silencing her girlfriend with another kiss, deeper than the first. She pushed her tongue past Twilight’s lips, giving the girl a proper taste of her own essence as she explored every square inch of Twilight’s oral cavern.

Sunset released the girl’s mouth, choosing to attack her neck with small kisses and bites instead. She giggled at the low moans and squeaks being emitted by Twilight with the reception of every kiss, only pausing momentarily to nuzzle her neck. She stared down at Twilight once more, enjoying how the girl instinctively presented her neck, her eyes closed and hands clenching the layered sheets underneath them. “Aaaand, hate to break it to you, but you’re gonna be swapping DNA with a lot of people tonight!”

Twilight blinked, taking a moment to catch her breath again.

Then she laughed.

Whatever concerns she may have still felt faded into the recesses of her mind as she stared up at the woman on top of her. It was almost too good to be true. Call her an optimist, but Sunset might actually be right. This would likely only strengthen the bonds of their friendship, and it might even make their connection to the elements stronger! If her theorizing had any truth to it, she almost felt sorry for whatever would be evil doer ended up in the crosshairs of their Rainbow onslaught next.

“You have such a pretty smile, Twilight.” Sunset said, leaning down to nuzzle their noses together. They both laughed at the chaste touch, both enjoying the other’s closeness. “But I know you’re this happy because you finally get a chance to taste the rainbow over there.” Sunset said, lightly poking at Twilight’s belly for emphasis, causing the girl to giggle.

“I plead the fifth.” Twilight responded coyly, a nearly invisible smirk adorning her face.

“Can’t say I blame you; I can’t wait to put that geode of hers to the test one of these days…”

Twilight flashed a grin at her girlfriend, “Speaking of DNA swapping, mind if I return the favor?”

“Oh, sweet Celestia, yes!” Sunset purred, her entire body burning with desire for the younger girl. She quickly made to roll onto her back, hooking her arms around Twilight as she did so to leave her in top position.

“F-faster, Gumby!” Rainbow Dash barked, her fingers laced through the young man between her legs green hair, keeping him firmly locked onto her vagina. Sure, Spike wasn't exactly her ideal bedmate, but even she had to admit he was attractive in his own uniquely dorky, clueless sort of way. Although his mouth was certainly helping his case too.

And there were definitely far worse options on the offer for male entrants into their little band of carpet munchers Sunset could have suggested.

“I’m trying, I’ve never gone down on a girl be –

Rainbow Dash pressed his face back down to her folds, earning a glare from the boy as he was unceremoniously cutoff. She could only roll her eyes at her green headed friend – there was no time for complaining now, not as she was this close to finishing.

“Momma’s close, green boy. Real close. Just keep it up and I’ll, fuck, make it worth your while.” Rainbow Dash added, shooting the boy the best sultry gaze she could muster under the circumstances. With a sudden burst of enthusiasm, Spike resumed lapping away at his personal fountain.

Rarity laid almost completely still, save for the erratic panting, trying to collect her bearings. Being driven to the edge, only to be let down, over and over again, was starting to loosen her grip on reality. Her entire body was aflame with the relentless pleasure being brought on by her not-so-meek friend.

The animal lover was a surprisingly cruel mistress indeed, but her cruelty hurt in the best way possible.

Fluttershy loomed over the prone body of her girlfriend, lightly trailing kisses across her bare shoulders, enjoying the way she quivered under her touch. Without warning, Fluttershy sunk her teeth into where the fashionista’s neck met her shoulder, causing the girl to release a hiss from the sudden hit of pain and pleasure.

“O-oh, Fluttershy, you could have warned me f-first…” Rarity whimpered, still shuddering from toothy assault.

Fluttershy laughed before gently sucking on the same spot she had bitten, “Where's the fun in that?” Rarity's squeaks turned into moans as Fluttershy resumed her sucking, only with far more force in order to guarantee a mark on Rarity’s exquisitely pale skin. Fluttershy’s mouth glided across Rarity’s shoulders and nape, leaving marks wherever they touched. The girl stopped, taking a moment to enjoy the light bruising she had painted Rarity’s porcelain skin with.

“Your skin is gorgeous, Rarity…” She said, getting low to whisper into the girl’s ear. “It makes for such a pretty canvas to draw on…maybe we can turn it into a group activity, give everyone a turn to mark you up like the little painslut you are. Sounds like fun, right?” She looked down at the quivering form of her girlfriend, already imagining it littered with all sorts of obscenity. No answer was forthcoming from the quivering girl, but the leaking between her legs told Fluttershy everything she needed to know about that idea.

“W-where’d you get the whipped cream, Pinkie?”

“Details, details, Applejack…”

Applejack's back was pressed up against the wall as she cautiously eyed the steadily approaching Pinkie Pie, who was armed with nothing but her usual manic smile and a large can of whipped crème. She had to admit, for all the junk Pinkie ate on the regular, her metabolism must have been a gift from the gods because her body was the epitome of fit. Her stomach was taut and lean, her hips were heaven on earth, and, somehow, those same gods must have decided she wasn’t already blessed enough, because her tits were fucking magnificent. They were probably the second largest pair amongst the group, only behind Rarity’s!

Pinkie Pie stopped less than a meter away from Applejack’s crotch, already vigorously shaking the metallic cylindrical in her grasp. Applejack could only sigh as the girl reached over to pry her legs apart before aiming a burst of the crème onto her mound.

"What can I say? Every apple pie needs a little whipped crème!"

“That…was…” Sunset panted.

“Good, hopefully.” Twilight said as she wiped away Sunset’s juices from her face.

“Yeah…fuck, that was good.” Sunset trailed off, completely zenned out. This was just the beginning of their night, and it was already pretty fucking incredible. As far as she was concerned, this had already been the greatest decision of her life…and she had bubble charts to thank for that.

Twilight crawled into the space next to her, laying down as she surveyed the state of the room around them. Her friends certainly seemed like they were having fun, even if what Fluttershy and Rarity were doing looked a little on the painful side of things. Whatever floated their boat, she supposed.

Besides her, Sunset lay still. Her mind was still clouded over with the euphoria of her orgasmic high, but even in this state she knew something was amiss. The lust induced haze over her head was keeping it just out of reach...

She lightly drummed two of her fingers across the floor, hoping it would jog her memory.

Nothing.

But then Rainbow Dash came.

“OH SHIT, HERE WE GO, BABY!” The girl shouted with all the emotional restraint of a ten year old hooked on amphetamine.

She inclined her head at the source of the loud outburst – or, more precisely, the cause of the outburst. From her vantage point, a green mass of hair peaked out from between the athlete’s toned thighs, seemingly locked in place.

Now she remembered. It was Spike. Or, more specifically, Project Spilight. Sunset grinned as she gazed at the now concerned looking Twilight – it was go time.

“That was…fucking awesome, Spike. A little practice and you might just have Gilda beat at eating –

“I’ll be taking this!”

“Huh?”

In a mildly surprising display of strength and speed, Sunset had yanked the boy away from Rainbow Dash’s grasp, standing him up to guide him to his destiny: Twilight’s pussy.

“She’s all wet and ready for you, big boy.” She whispered into his ear from behind as she pressed her bosom into his backside.

“W-wait a second, Sunset, T-twilight and I don’t like each other l-like that.” Spike stuttered out as they approached the similarly flustered Twilight.

“Oh, please, I see the way she looks at you when she thinks no one is watching. Ever notice how clingy she gets when you’re around? Especially around Trixie?” Sunset paused, watching Spike nervously shift around as they stood before the still prone Twilight. “You heard it yourself, she had a crush on you in middle school.”

“Had…” Spike muttered, looking everywhere but at Twilight’s nude body.

“I don’t think it’s a coincidence her last boyfriend had green hair – she’s still got a case of that green fever, Spikey.” Sunset nipped at his ear, sending a shiver down the boy’s spine.

“S-spike, it’s okay if you don’t want to do it with me, there are prettier girls here anyways…” Twilight said, bringing a small blanket to hide away her body.

“What!? No way, Twilight. I’d love...” Spike caught himself, cringing slightly at how quick the admission left his mouth.

“Y-you would?” Twilight asked, her face beating a shade of red Spike didn’t even know was possible for a human to produce.

Spike looked down at her. Had Twilight always been this cute? She was his best friend – he had known her for most of his life, how hadn’t he noticed how unreasonably beautiful she was before seeing her naked?

“You see? She wants you.” Sunset cooed as she gently pushed the boy down to his knees. “Don’t keep your lady waiting, Spike.” Sunset said, joining them on the ground, but moving a short distance away to respect the privacy of their intimate moment. The superior angle it gave her viewing was just a happy bonus, of course.

Spike crawled towards Twilight, who had begun to recline onto her back once more. He hovered directly above his friend, supporting himself with both hands that were firmly planted on either side of her head. He looked down at her, unable to stop a grin from forming as they met eye to eye, “Hey.”

“Hey.”

Spike brushed a few sweaty strands of hair away from her face. “Soooo…you wanna, like, have sex now?”

“Maybe kiss me first, you dork.” Twilight spoke, a playful edge to her tone as she rolled her eyes.

“Sure thing, Twi! Hope you like the taste of skittles!” Spike laughed, assaulting Twilight with a flurry of kisses across her face and neck.

“S-spike, you’re tickling me, s-stop it!”

Sunset watched on as the awkward but happy couple laughed away, intertwined in each other’s arms. The scene only reinforced her decision to offer Spike admittance into their group – she knew they were all quite fond of Twilight’s assistant, but Twilight would have never been truly content without him, even if she tried to deny it.

The sounds and smells of pleasure surrounded her. Rainbow Dash had formed a ménage à trois with Applejack and Pinkie, sandwiched between the two, energetically lapping away at Applejack’s core while simultaneously being eaten out herself by Pinkie. Rarity and Fluttershy were cuddling and trading small kisses with one another, clearly taking a break from whatever it was they had gotten up to in the meantime. Sunset was truly looking forward to the rest of their night – so many bodies to explore, so much pleasure to be had…could anything ever top it?

It’s not as if Princess Twilight and all her friends could ever cross dimensions and join in, right? The idea sounded ludicrous – six human females and one male, nine mares, and one drake coming together for the first cross-dimensional counterpart orgy of all time? How would that even work? She’d need a bigger room, that was for sure!

Maybe…maybe it wouldn’t hurt to find out?

Author's Note

I post this chapter unashamedly, but I did wrestle with myself a bit over whether or not I even wanted to write another part to this story. When I was initially coming up with the story for TMRYP, and even as I was writing it, I thought it was probably going to be a one shot.

But here we are! In some ways this was tougher to write than the first chapter but, ultimately, I like the finished product.

FYI, I know the human Spike thing threw some of you guys off and led to unnecessary confusion - I blame my writing for that. So my apologies.

For references sake, I think this is probably the best Equestria Girls-ified human Spike design I've come across up to this point, and I tend to picture this when writing out or just thinking about EQG stories involving him: https://carniscorner.tumblr.com/post/174113402528/revisiting-the-concept-of-human-eqg-spike-this