The door to Carousel Boutique slowly opened, the younger mare walking in with a tired smile on her face. She glanced around, noting the shop floor being illuminated by candles, and heard a frustrated groan come from her sister's workshop, slipping in and giggling at what she saw. “Rarity...” The elder unicorn looked up in surprise and horror at her discovery, Sweetie Belle just shrugging at her. “... if you're going to do this to yourself, it's best to have somepony around in case you get in trouble.”

“But Sweetie Belle...”

“I assure you, Miss Belle, she is not alone.” The teenage unicorn looked over the corner, seeing Blueblood in a chair, his jacket covering his crotch, but not his bulge very well. The dots finally connect as his horn glowing, the mare staring down at Rarity with a smirk as two more ropes wrapped around her thighs and shins, pulling taught and making her squirm. (1) “She simply has to get free without magic.”

“Ooh, that's tough to do! Hmm, I have an idea!” She pulled something out of her bag, not allowing either pony to see it, walking over her sister and raising her to her knees, her muzzle very close.

“Sweetie Belle, what are doinppphhh!” The mare closed her eyes and moaned into her sister's mouth, Blueblood staring hard at them in shock and arousal as the sisters fought for the dominant tongue. After a few moments the younger mare pulled away, Rarity gasping for breath with her eyes closed still, a trail of saliva still connecting their lips. This was a bad idea, because they shot open in shock as something was put in her mouth. “Sweetipphhh Bellppphhh!”

She just grinned wickedly as she strapped the ballgag tightly in place, letting Rarity fall back to the floor whilst trying to spit it out. The petite mare stood up and walked towards Blueblood, who was now watching her with a smirk. She knelt down in front of him and pulled the jacket away, revealing his erect cock, a dribble of pre cum sliding down his length. She quickly darted in and licked it up, then placed her lips over the tip.

The stallion couldn't take his eyes of her as she slowly moved down his shaft, tongue swirling around. She started to gag a little but pushed on, coating his dick right to the base, and then pulling back. She came away and took a deep breath, glancing over her shoulder with a smile. “There you go, sis, he's all lubed up for you!” She left the room, Blueblood grinning over at the mare.

She squirmed more and moaned around the gag as he walked over, lifting the mare to her feet and slinging her over his shoulder. “Now.. where should we go?”

“Stapphh inppphh herpphh.”

“Okay, how about over there.” Knowing the room as well as she did, Rarity knew that he had taken her over to her work desk, turning her round and bending her over it. She felt her skimpy panties pulled down to the top of her stockings, not being able to go any further because of the suspenders, and then gave out a muffled moan of pleasure as a tongue slipped up her lower lips, and then pushed between them, Blueblood's hands on her hips for stability.

She reached down with her hands and gripped his horn, sliding them along the length and smiling as best as possible as he groaned against her slit when she started to rub it. The candles blew out in gust of wind, which she assumed was Sweetie Belle opening a window, but the room was bathed in a light mixed of gold and blue, showing the unicorn's arousal states.

Had they been facing the other way, she would've noticed the door still open, and a green glow in the darkness. Even after sending the candles out and dropping her magic, Sweetie Belle couldn't tear her eyes away. Her hand slipped down her panties and she began to rub herself, Rarity's moans of pleasure sending a wonderful noise to her ears. She let her own moan out and then stopped, not wanting to be caught.

Reaching into her bag, she pulled out another three items and then slipped her panties off, rolling her t-shirt up above her breasts. She bit her lip to silence herself as the clamps bit down on her nipples, and then she slipped a ball into her mouth. It took her a couple of minutes to secure this one, what with it being the first gag Spike had used on her, and then she sat down on the display stand, slouching back.

She gave a muffled moan of pleasure as the dildo slipped past her wet lips, the other hand tugging on the chain, the clamps squeezing tighter. She started to slip the toy in and out, opening her eyes as Rarity screamed out as loud as possible, her body twitching and Blueblood drinking as much as her juices as he could, standing up behind the heavily breathing mare coming down from her orgasm.

Rarity felt him probing at her entrance, flicking her tail around his waist and tugging him closer. He slipped past her moistened folds, sinking his shaft all the way, the mare shuddering from the slow pleasure. He bent forward and place a hand to either side of her body, the mare screwing her eyes shut tight as he began to thrust, his tongue shifting the length of her horn.

The thrusts were hard and powerful, but Rarity didn't care if her was fucking her or making love to her, her pleasure was evidenced by the echo of her muffled loud moans around the room, which covered up her sister's as she sat outside and watched, shoving the dildo in and out of her sensitive cunt as fast as the stallion was pounding Rarity's.

Both mare's body's started to twitch, Sweetie Belle reaching orgasm first as she pulled the chain away as far as possible, biting hard into the rubber ball to ensure she kept quiet. The dildo dropped to the floor with a clatter as she came down from her high, whimpering softly as she removed the clamps. She picked the dildo back up and prepared to insert it once more.

She gave a muffled shriek as it slipped into a different hole, and she let it get into position before grabbing another one out of her bag. This was placed into her dripping flower garden, and she slipped her panties back up to keep them in position. She gathered the last of her stuff and stood, a mixture of moans and whimpers coming from the gag as she headed to her room for the night, drool dripping down in copious amounts to her exposed boobs.

Blueblood stopped for a moment when he thought he heard something from the next room, but Rarity shifted her hips with a moan, so he just shrugged and went back to his pleasuring of the bound mare. He made his thrusts deeper, faster and harder, the mare bellow him almost screaming now.

Her arms tensed at the ropes around them as her walls clamped around his cock, her lips opening slightly to show her teeth sank into the ball, her body shaking violently as she hit orgasm once more. The prince just continued to pound away, even as her fluids dripped down the front of his thighs. It didn't take him much longer to peak, closing his eyes as his cock twitched, his tip flaring deep inside the mare who whimpered softly as his seed coated her insides.

He slowly slipped out, the last of his spunk spraying across her marehood, the mix of their warms fluids soaking her fur as it dripped down her legs. She gave a few small whimpers as the ropes around her legs were removed, followed by the ones around her wrists, stomach and breasts. The gag was removed and she shakily stood up, turning around and wrapping her arms around Blueblood's neck, pulling him down to a passionate kiss.

The pair left the room and closed the door, content to clean the mess in the morning. Blueblood lit his horn so that they could see the way, Rarity gasping when she saw the wet patch. She ran a finger over it, bringing it to her lips and licking it giving another gasp. “Rarity? What is it?”

“It seems I need to speak with my sister about privacy in the morning. Now come...”

“I just did!” The mare couldn't help but giggle, kissing the smirking stallion's cheek, guiding him towards the stairs.

“I meant follow. You are not getting into my bed in such a mess!”

“Me? Have you seen yourself?”

“Yes, well... that is your fault, so you are going to wash me.” His grin got wider as soon as he worked out where they were headed, glad the she had a shower big enough for four.

Rumble sat on the chair with arms tied to the back rest. There was a piece of fabric covering his eyes, not allowing him to see what Applebloom was doing, his head turning every time she shifted something in his room. Every now and then she come and sit in his lap, grinding on his crotch and kissing him deeply, making sure he remained stiff. It felt like it had gone on for ages, and when the fabric was removed his room was in total darkness.

A light snapped on to illuminate the area in front of him, the walls being covered by black sheets. His mare then walked in front of him, and his mouth dropped open in shock. She was wearing these black high heels, and he let his gaze drift up her legs, where he could see the top of her white stockings just below her very short black skirt. She turned around and he saw a black tie down the front of her tight white blouse, her yellow fur showing through easily, revealing she wasn't wearing a bra. The last item was her mane now in pigtails, black ribbons keeping it in place. A quick glance showed she had done the same with her tail.

Rumble could only stare at her outfit, which she noticed and giggled. “Ya like it? This is mah school filly dress, Miss Velvet made it fer me. What do ya think?”

“I want to fuck you so hard right now.” His muzzle clamped shut and his eyes widened as he realised he said that out loud, but Applebloom just sauntered forward like a model, straddling his hips once more and wrapping her arms around his neck. “I'm sorry, what I meant was...”

Applebloom placed a finger over his mouth t silence him, pressing into a deep kiss as one hand went lower and massaged his balls, causing him to groan with pleasure.” She pulled away and placed her mouth next the his ear, her warm breaths making it twitch. “You ain't said anything wrong, 'cept Ah'm gonna be the one fuckin' you hard.”

She stood up from him, his eyes following her swaying hips as she walked over to his music player, looking through his albums. With a grin she selected one and put it one, turning and standing in front of him, one leg at an angle and a hand on her hip. “Applebloom?”

“You just shush now, and enjoy yer treat.” The music started to kick in, the mare starting to sway in time with the beat. Her closed eyes slowly opened, revealing a sultry look as she turned her back to him, slowly bending forward at her hips, the skirt rising up enough so that Rumble could just catch a peek at her ass. He felt tightness in his pants, his cock straining to get free, but his gaze remained firmly on the earth pony as she dropped to the floor. She spun around and slowly crawled towards him, her whole body swaying with the music.

Her hands came up and squeezed his thighs, pulling herself up to his lap, slowly grinding her crotch over his legs. Sat sat right on his knees, bringing her hands to her front, the stallion's eyes following as she began to massage her breasts, moaning softly as her hips kept rocking. Then the mare started to undo the buttons of her blouse slowly, each one revealing more of her chest. She reached the last one and with slow, exaggerated movements, rocked her shoulders so that the blouse would slip down them.

Rumble did a quick double take as he noticed the collar and tie remained around her neck, but that soon moved to the back of his mind as she pulled his muzzle in to her cleavage. He moved his head to start licking her nipples, but she pushed him away, and he looked up in confusion, the mare staring at him and running her tongue over her lips.

She stood back up from him, turning away, her ass swaying from side to side as she slowly bent forwards, sliding her hands up the short skirt. She looked back over her shoulder with a wink at Rumble, slipping her black sheer panties down. Applebloom threw them at him, and they landed on the tip of his muzzle. Her scent filled his nostril, and her licked the inside of them, groaning as the taste of her juices graced his tongue.

The music track ended, leaving silence in the room, but the mare still continued with an imaginary beat, standing with her back to him still, before sitting into his lap, writhing her ass around his crotch. She flipped around, straddling one of his legs, sliding her exposed cunt along it. Wrapping an arm around his neck, the other against his cheek and removing her panties, Applebloom pressed closer, her muzzle millilitres from Rumble's, but she pulled back as soon as he leant forward.

After a few more teases and some small whimpers of annoyance from the stallion, she finally brought her lips to his in a passionate, but soft kiss. His eyes were still closed when she pulled away, trying for more, but she stood up from him once again. Rumble looked down and saw the thigh part of his jeans were wet, knowing that the mare couldn't hold on for much longer.

The thought came true when her hands slipped to his waist, slowly unbuckling the belt and tugging this pants down, followed by his boxers. The mare slid into his lap once more, gripping his stiff cock and pointing it towards her cunt, letting her lips slide over the tip. Rumble groaned as he tried to slide forward into her, but Applebloom just pulled away, licking the tip of his muzzle. “'ave ya had enough teasin'?”

“Uh huh.” She finally let him into her, sighing as she slid down his length. She felt him bottom out, and began to roll her hips in a circular motion, creating new sensations for the both of them. Rumble started to buck his hips, adding more new things, Applebloom beginning to pant for breath as she held on to his shoulders for stability.

She suddenly stopped and stood slightly, before thrusting downwards and repeating. Rumble could only watch with a grin as Applebloom bounced up and down, her pert breasts locked in his gaze, as she quite literally used him as a fuck toy. She got faster, slamming herself against him harder, and he tried his best to thrust up with her rhythm.

Her arms wrapped around his back and pulled tight, Rumble's head tilting up and softly chewing on one of her ears. He knew that this would cinch the deal for him, and he continued to do so even as she used his shoulder to muffle her screams. He felt her arms tense around his back, her walls gripping his dick tightly, and he started to thrust harder. With a quick shake of his shoulders the mare came away, and he just smirked as his plan worked.

“AAHH.... AHHH... AHHH... AHHHHHHHH!” He could feel her shaking through the hand on his shoulder, still thrusting to make her orgasm last longer. Pretty soon his cock began to twitch, sending his seed to her, and thrusting a few more times to ensure he was spent. Applebloom sighed daintily, standing up from him and untying the ropes on the chair, before looking at his crotch. “Dang it, why does sex have to be so darn messy? Come on, Rumble, let's go get cleaned up.”

He willingly showed the mare to the bathroom, locking the door behind him should his big brother come home then. He shouldn't do, as he was doing some extra training for the 'Bolts that week.

“You were lucky she didn't break your nose. Now, take two of these every six hours, and make sure you don't fly anywhere!” Arctic Halberd took the pills from the pegasus mare, immediately swallowing and following them with a glass of water.

“Thank you, miss...”

“Um... my name is Fluttershy.”

“Miss Fluttershy.”

“They are quite strong, so if you start to feel any side efecphhh!!!” He had pulled the pegasus mare close, pushing forward into a rough passionate kiss, to which she reciprocated a moment later, her wings spreading out to her fullest as they fought for dominance between each other's mouths.

“Aww, I wanted him, I thought you were going to have the other one!” They pulled away from each other and looked to the doorway, where Pinkie was staring at them, a pout upon her face. “Fluttershy, why didn't you tell me that you wanted some cock? I would've got some friends in. And you!” Halberd turned around on the chair, raising an eyebrow as she moved over and stood in front of him, arms crossed and a glare on her face. “You'll leave my marefriend alone, and what's more, youpphhh!!”

The stallion had pulled her into a passionate kiss this time, grabbing a handful of her flank. She pulled away with a gasp and stared down at him, until she heard a quiet moan. They both looked t the pegasus mare to see her pants and panties around her thighs, her fingers inserted between her legs. “Don't m-m-m-mind me, carry o-o-o-on!”

“Well, if you really want to, Flutters...” Her answer came in the form of the mare rocking her hips over her fingers, and Pinkie pulled away from Halberd, heading back towards the door and ensuring it was locked, then skipped over to Fluttershy, standing behind her. “Silly, you forgot to wait for me!” Her arms reached around the front of the pegasus, a hand taking over. Fluttershy withdrew her own and held it over her shoulder, Pinkie Pie humming happily as she sucked the mare's juices from her fingers.

The pink earth pony gasped in delight as Fluttershy returned the favour, slipping her other hand down the front of Pinkie pants, finding she wasn't wearing any underwear, and her fingers got right to work, Pinkie squeezing her thighs on the pegasus' wrist. The pair twisted their heads into an open mouthed kiss, their tongues sliding against one another.

Halberd gripped the armrest of the chair tightly, the wood starting to crack as the two mares pleasured each other, their hips rocking on each other's hands. Pinkie Pie spun Fluttershy around, slowly kissing down her body as she dropped to her knees, her hands moving up and stroking the downy wings. The pegasus mare closed her eyes and spread her legs, placing a hand behind the earth pony's head and pulling her muzzle against her crotch.

There was just enough room for the stallion to see the tongue slide between the folds, Fluttershy letting out squeals of pleasure, hands running through the pink puffy mane. Pinkie's fingers were intertwined with the feathery primaries, right at the base, sifting through them, which caused Fluttershy to moan out loudly. Her hips started to buck forward over the pink muzzle, gripping her lip between her teeth, her wings fluttering violently and groaning as she reached orgasm, her fluids being lapped up eagerly by Pinkie Pie.

The pair started to switch places, meeting in the middle and pressing into a passionate kiss, Fluttershy giggling as the taste of her own juices slipped down her throat. Her favour was returned, the pegasus mare sticking her muzzle between the pink thighs without a care after slipping Pinkie's clothes down, bending slightly forward at the hip. The earth pony started to moan straight away, her eyes closed in bliss.

They shot open as the sound of wood splintering hit her ears, Fluttershy pulling away and glancing over her shoulders. “Uh... sorry. I'll pay for a new chair, I promise.” Halberd put the two broken armrests down on the table, the two mares turning to look at each other and giggling, before the mare on her knees continued with her oral work. Pinkie Pie winked at Halberd, calling him over with a finger, to which the stallion obeyed.

The pink furred mare bent forwards and lifted Fluttershy's tail, revealing her dripping cunny. Halberd dropped to his hands and knees, crawling along behind the pegasus mare, and a quick glance up a Pinkie asked if it was okay to join in. She nodded down at him, and he buried his tongue between the glistening lips, the mare jumping back on his muzzle in shock, then he heard a pleased moan come from both of the mares.

After five minutes of getting the most adorable squeals of pleasure from the mare, a tug on his mane pulled him away, and he followed it up, standing level with Pinkie Pie. She pressed her tongue into his open mouth, hands working at his belt buckle, and his pants soon slipped down his legs, revealing the raging hard on. Her hand drifted down and grabbed one of Fluttershy's, who was still going to town on her. The butter yellow hand was placed on the tip of Halberd's dick, the pegasus mare standing up, bending at the hips to keep her muzzle in between Pinkie's thighs.

Her tail flicked up at the stallion's muzzle, before she wrapped it around his waist, tugging him closer so that he was probing against her lower lips. He thrust his hips forward a little, groaning as the tight hole resisted at first, but he soon overcame it. He felt hands run through his wings, glancing up as Pinkie pushed her muzzle against his once more. He started to rock his hips, sliding along Fluttershy's walls, causing her to moan into Pinkie's vag.

He brought his hand around the the front of the pegasus mare, firmly gripping her rather generous breasts, his fingers kneading into them. Her wings, which hung limply to the floor, started to stiffen, spreading out to the sides as she wrapped her arms around Pinkie's waist, to keep from bouncing around too much as Halberd continued to thrust, powerful and fast, his cock larger then any she had had before.

Pinkie suddenly gripped the sides of his muzzle in her hands, her breaths coming out heavily, and she pressed forward for another kiss, this time pulling away with his bottom lip between her teeth. Her eyes were scrunched shut as she gave a muffled scream, her body shaking as the orgasm hit, her pert breasts bouncing around. After a few more strong thrusts, Fluttershy's wings once more shook, another orgasm causing her walls to constrict tightly around his shaft.

He pulled out with an audible pop, both mares looking down to see his cock still fully erect, and they sank to their knees. Halberd was confused at first, but then groaned as the started to trail kisses up his length, Pinkie parting her lips and slipping over his tip, her tongue sliding over his japs eye. Fluttershy opened her mouth and put her head underneath his cock, sliding along the base in time with Pinkie as she began to bob back and forth. The two mares moved their arms, once more slipping their fingers into each other, their thumbs playing with the clit, their moans vibrating around his meat tube.

The cock in Pinkie's mouth began to twitch, and she pulled away with a gasp, grabbing Fluttershy and mashing their cheeks together, They both opened their mouths and looked up at Halberd, fingers still buried deep. He frowned at them, not quite sure what they wanted, but soon understood as their free hands came up and gripped his dick, vigorously massaging the length.

He let them continue until his cock twitched violently, his tip flaring. The mares put their mouths into the warm stream of spunk, closing their eyes as it splashed across their muzzles. He opened his eyes as the twitching abated, looking down at the white covered faces as the last of his seed dribbled out and onto the wooden floor. He remained staring as the mares began to lick each other clean, stripping out from the rest of their clothes.

They motioned him to follow, and they led him to a side room that was revealed to be a large wet room, as shower in one of the corners. One by one they washed, turning the light off and returning to the main room. Each mare grabbed a hand and led him over to the queen sized bed, throwing him down on to the mattress. He rolled onto his back as they joined him, a mare snuggling against each side.

They shifted their heads and kissed his cheeks with a giggle, settling back down against his shoulders. Their hand slowly ran through the fur on his chest, one of each of their legs over his, their soaked crotches making his thighs wet. A hand came up and turned his face towards the smiling earth mare. “In the morning, you're sticking that in me. Understood?”

He returned her grin, craning his neck down and kissing her forehead. “Yes, ma'am.”

“Don't I get a good night kiss?” He shifted his head, making Fluttershy giggle as his lips brushed her forehead. “You see, Pinkie? I told you stallion cock is good as well. Don't you agree?”

“I suppose... I've got to ride one myself first, but it's got to be better than a dildo! Now let's get to sleep, the Cakes will be home soon, and I don't think they'll appreciate Pound seeing us lying naked again.” She rolled over, clicking the light off with a switch above the headboard, snuggling once more against the stallion's side. Fluttershy had already drifted into slumber, Pinkie Pie soon following.

Halberd remained awake a few moments longer, smiling as he listened to the peaceful, calm breaths of the two mares. Fucked one, got another in the morning, and supposed fillyfoolers. Bet Boreal didn't get anything like this.

Author's Notes:

And halfway through the night, Halberd woke up to a strange feeling, and it took him a few minutes to understand what was going on. He tried to speak, but there was a ball strapped into his mouth. He felt his tail pulled to the side, craning his head around, glancing towards the foot of the bed. His wrists were tied together and pulled towards the headboard, his legs spread wide. He tried to close them, but found them tied like that as well. “So you see Flutters, we can't let him fuck us without fucking him, it's only fair!”

His eyes widened in shock as he caught a glimpse of the two cock shaped objects strapped around their waists. He gave a muffled groan in pain as the first phallus slipped into his assho...

“WHO THE HELL ARE YOU, AND WHAT ARE YOU DOING WITH MY LAPTOP?”

“Oh... hey there, Mr Author! I'm just adding a little to the story!” Leans over the shadow's shoulder...

“And I thought I was fucked up. Hmm... okay, maybe it will make it in, but not yet. Now, who are you and...” Takes a deep whiff of air. “...why does your hair smell of cotton candy? Wait... Pinkie?”

“Oh you've caught me, Mr Author! Please, I was only trying to help!”

“It's okay, just how did you get her... hey, that's my trousers!” Fails to stop them and my boxers being pulled down, feeling a furry hand run around my ass cheeks. “Pinkie... what are you doing?”

“Hello, Mr Human Cock! Lyra said that you last longer than stallions, so we're going to find out!” Nervously glances around the room, noting the other occupants are still asleep, my shout not having woke them.

“Pinkie... this is a four man room...”

“So, I'm under you desk, they can't see me!” Tries not to react, but still feels lips form a seal, and glances around the room once more, eyes snapping shut in pleasure as a tongue swirls around my shaft... “Seepphh? Itpphh finpphh.”

“Whatever. Just don't distract me from writing to much!”

Ahem... yes... erm... oh yeah, this! (1)