Author's Notes:

Okay, I had no idea what was going through my mind when I was writing this chapter, but I hope you all like it and if not, I'll try to improve in the next chapter, but I thank you all for your patience and support and as always stay tuned for more and remember to brony on.

Your legs were still feeling wobbly after your 7 rounds of bucking with Applejack. Her strength and endurance was one of the things you just couldn't even begin to match up against. Though, you did love the time you spent with her, sometimes you needed a break from all the bucking. You only just hope you'd build up more endurance within due time for whoever might be next for you to buck. If not, then it's off to the wet dreamlands for you and you're scared you might not wake up from it.

You prayed to Celestia in your mind that she'd save you from this wild day. But then, by some miracle, your prayers were answered and you saw something flying over to you. But as it got closer, you recognized the figure standing before you with the purple hoodie and green pants. He had purple and green scales and a trails of spikes going down his back. To your relief, it was your good friend, Spike.

"Oh, thank Celestia! I'm saved by the bell." you say before falling over. Spike caught you in time.

"Hey, whoa there, bud. What happened to you?" Spike asks, concerned. "You look like you just ran a marathon, did you go and strain yourself?"

"Spike, you know how most stallions or guys would want to get bucked to death?" you ask. Spike nods, as if he knows what you're talking about. "Well, here's what happened. Twilight asked me to try out this new potion she studied about in a book she found in her library. Since you were out in Canterlot, I had to fill in for you, and she even used that cutesy stare on me just so I wouldn't disagree with her."

"Hey, I know how you feel. She'd use that stare on me tons of times. I just can't say no to a cute face."

"Neither could I. So I drank the potion, and let me tell ya. It was nasty! Yet the result of that potion cause this huge magic blast wave to burst outta me. And apparently, it caused Twilight to become all flirty with me and she... well... we kinda got freaky on her bed." You shut your eyes tightly.

"Seriously?! Jeez, no one's ever had the pleasure of banging Twilight. So what happened after that?"

"Well, let me tell you, Spike. After Twilight and I finished, I had to get something to eat so I went down to Sugar Cube Corner and had Pinkie treat me to a little snack. But the food she gave me was drugged and the next thing I knew I woke up in her bedroom completely naked! I don't know how, but I think that potion affect her, too, and same with Applejack, and yes, I banged them, too. I'm not sure how I know this, but maybe the effects of the potion have gotten to Rainbow Dash, Fluttershy and maybe even Rarity."

"Rarity?!" There was a short pause between you two, but then Spike grabs you by the collar of your shirt, glaring at you with his predatorial, slit eyes. "You didn't get to her, did you?!"

"N-No! I know my boundries! But just to be safe, you should check up on her! She might need you!"

"Hmm..." Spike looked directly at you, trying to detect if you're lying or not. But you weren't. He sighs and lets you go, but your legs were still feeling like jelly. "Alright, but you're coming along with me, just so I can have Rarity confirm that you weren't banging her." Spike grabs your arm and unfolds his wings before taking off into the sky while you let out your most iconic yell.

His grip on your arm was stronger than you imagined it to be. It felt like your arm was about to rip off your body if he kept pulling it like that. Thank Celestia, the flight to Carousel Boutique was fairly short and you finally felt both his and your feet touch the ground. Spike went up to the front door and knocked on it.

"Just a minute!" Rarity shouts from behind the door in her sing-songy voice. You and Spike waited patiently for Rarity to finish up whatever she was doing inside. Soon, the door opens up and Rarity appears behind the door in her beautiful light blue blouse, accompanied by her dark blue corset which made her already enormous H-Cup breasts look more noticable. She also had a blue skirt and wore these gray leg warmers the cover up her legs from her feet all the way up past her knees.

Rarity's eyes locked on Spike and immediately, she lunged at Spike, wrapping her arms around him while he was spinning her around in a circle. "Spikey-poo, welcome back, darling!" she says, cheerfully.

"Good to see you, too, Rare-bear." Spike replied. Rarity pressed her lips against her boyfriend, making you feel like you're overstaying your welcome. However, before you could take one step away from the entrance, Spike grabs you by the back of your shirt collar. "Oh no you don't!" he says. "You're staying right here so I can get this whole thing straightened out!"

"Oh, COME ON!!! I told you, I kept my boundries!" you insisted, truthfully in a panic.

"I know, but I need to hear it from both of you. Now let's go in and talk."

"Spikey, what's wrong, darling?" Rarity asks, twirling her finger on Spike's chest. "If there's something wrong... we can always take to my room upstairs, darling. After all... you've been in Canterlot for quite a while and it's never a good idea to keep your lady waiting, Spikey-Wikey." she says seductively.

'I knew it, she's affected by the potion, too. You'd better know what you're doing.' you thought, feeling more uneasy than you did before.

"Anything for you, Rare-bear." Spike replied to his girlfriend. He looks back at you. "Alright, now hurry up and bring that little rear of yours inside." You gulped and walk inside the boutique before Rarity closes the door behind you with her magic. The young dragon and his fashionista mare walk up the stairs holding their hands and you followed them close behind, but not too close. Rarity opened up one of the doors leading to her bedroom and allowed both you and Spike inside her room.

She walks inside and closes the door before sitting on the edge of the bed. She pats on one side of the bed and Spike sat down with her. She gives you the sultry gaze and signals you sit with them. You walk to the bed and sit down next to Spike.

"Aww, what's the matter, darling? Don't you want to sit next to me?" she asks, almost like she's teasing you. You didn't have a choice but to keep your distance or Spike'll really lay a world of hurt on you.

"Uhh, no thanks, I'm good." you reply, nervously.

"Rarity, I know this might sound like a personal question, but hear me out: Has he ever come by your boutique for anything at all?" Spike asks, pointing to you with his thumb.

"Hmm, let me think." Rarity tapped her chin with her index finger before finally responding to Spike while giving him her most seductive stare. "No, as far as I'm concerned. Why? Did you think I'd cheat on you, my darling little Spikey-Wikey?" she asks him, rubbing his scaly cheek.

"Well, no, not anymore." Spike replies before looking at you. "Sorry for the misunderstanding. I guess I was acting a little paranoid earlier. No hard feelings, right?"

"Nah, it's all good. You two go on ahead and get to your... kinky moments, I'll let myself out." You got up from the bed and start to make your way over the door. But on your third step, you felt yourself being lifted up by a magic blue aura, making you feel nervous once more.

"Sorry, darling. But it'd be rude if I didn't give you a sneak preview of how Spike and I ravage each other! So I insist that you stay here for a little while longer!" Rarity replies in a sultry tone.

"WHAT?!" you and Spike ask in shock.

"Are you trying to get me killed?! You're Spike's girlfriend!!!" you yelled, squirming and struggling to break free of Rarity's magic grip, but to no avail. "Nngh, let me go! LET ME GO!"

"Excuse me? But did you just back talk... your mistress?" Rarity almost sounded hostile. Next thing you knew, she slams you onto the ground, which causes you to grunt in pain. She levitates you back up and throws you onto her bed a little too close to Spike to almost knock him onto his back, but he dodged out of the way.

"S-Spike! Call off your crazy girlfriend!" you shouted. But then, in a blink of an eye, Rarity slaps you in the face, knocking you onto the pillow. "OOF! Damn it!" you grunted.

"You may only speak when your mistress tells you to! Now... SILENCE!!!" Rarity snaps at you with a wicked smile, scaring you and making you zip your lips. "Good, now wait there and I'll be right back. I need to change into a more... proper suit." she walks over to her closet, swaying her hips more before disappearing behind the curtains, getting herself ready for you.

"S-Spike... help!" you whispered, nervously.

"I... I'll see what I can do." Spike says. He takes a few steps over to the closet and knocks on the door. "Rarity, just what exactly are you trying to pull? This isn't like you at all." he calls out.

"Now now, Spikey-poo, it's only natural for me to show our guest a marvelous time. You've done it with me a few times, too haven't you?" Rarity asks from behind the curtains.

"Yeah, but what does that have to do with any of th- wait a sec... are you trying to bang him?! Rare-bear, is this suppose to be some kind of game?!" he asks in shock.

"Oh, it's no game, Spikey-Wikey." Rarity soon reappears from behind the curtains, wearing a black leather leotard that hugged her body so tightly, giving you and Spike a perfect view of her H-Cup breasts, which were barely contained into her kinky outfit. She wore long leather boots and carried a whip in her right hand and gave you a sultry look, licking her lips. Spike stepped back, a bit scared.

"Spike?! Are you serious right now?! Stop her!"

*WHIP*

"Quiet! Your mistress commands you! And Spikey-deary." she looks over at her boyfriend. "You know that you'll always be my #1 favorite dragon, but because of this aching burn in my groins, I'm going to need both of you to satisfy my urges. You do understand, don't you Spikey-poo?" she asks with her cutest pouty face.

You gave Spike the "I told you so" look, just so you wouldn't get whipped in the face or something. Spike didn't have any other choice but to let out a sigh of defeat.

"Alright, Rarity." he says before looking at you. "I'm sorry bud, but this is the only thing we can do."

"Thank you for understanding, Spikey. Come here." Rarity opened up her arms. Spike walked over to his girlfriend and wrapped his arms around her and locked his lips with her. Rarity moaned into her boyfriend's mouth, probably melting into his claws. But she pulled away and looked at you with her blushing face and seductive half lidded sapphire eyes, licking her lips hungerly. "Now, where were we?"

You gulped nervously, still laying on the bed. She picks you up with her magic and removes all of your clothing, leaving you completely naked and exposed to the fashionista. You tried to cover your already hard rod, but it was no use, her magic grip on you was too strong. She lays you back down on the bed and straddles on top of you, leaning down and booping your nose with hers.

'Man... I'm dead!' you thought to yourself.

"Tell me darling: do you find me... sexy? You're free to speak now." she says, seductively.

"Y-Y-Y-Yes... mistress?" you reply, both honestly and scared.

"Aww, well aren't you a sweetheart. Here, let your mistress reward you." Rarity leans down towards you a little more and presses her lips onto yours. Her lips felt so warm and furry. You shouldn't be doing this, yet you couldn't help but give into the temptation and kiss her back.

It only lasted a short time before Rarity pulls away and sits straight up, pulling down her leather leotard and giving you a full view of her erect nipples. You stared at them hungerly, somehow ignoring Spike's glare.

"Take a good long look, darling. I've worked hard to make my two girls as big as they can be. I've even given my darling Spike a taste of them. And now, it's your turn. Now suck on them." she commands you in a seductive whisper, putting them in front of your face.

'I'm sorry Spike! I don't have a choice!' you say in your mind. You opened up your mouth and gave her nipples a few flicks with your tongue before latching onto one of them. Rarity gasped and moaned softly, pressing her breasts onto your face completely. Your rod started to twitch and throb in pain, begging to give her a good bucking, but you ignored it.

"Mmm, that's it, darling! Right there! Please your mistress to your hearts content!" she moans. "Spike, darling. There's no need for you to watch from the sidelines. Come here and let me take care of you. I know you want it, too my darling Spike." she calls to the dragon.

Spike walks over to her and gets onto the bed. She sits back up and looks at Spike. She grabs the bottom of his hoodie and pulls it up off of him, leaving him completely topless. He had a more built-up tone than you, but it didn't bother you. She reached down and unzipped his pants before grabbing the hem of his pants and boxers and pulls them down, showing off his dragon rod.

"Ooh, it's still as big as the last time you ravaged me, Spikey-poo." she compliments him.

"Aww, shucks." Spike chuckles, blushing. He's caught off-guard and lets out a slight moan as Rarity starts stroking his rod and yours, too once she got off you.

"Look at you two. So big and so hard. I wonder if I can fit them both into my mouth." Rarity says, seductively. She kept on stroking both yours and Spike's cock. "Sit up, darling and I'll give you a special reward." she says to you, blinking her beautiful sapphire eyes at you.

You gulped and obeyed her. You sat up on the bed and soon, Rarity worked her magic like never before. She leaned in and started sucking on your shaft, bobbing her head back and forth. She held into your shaft with one hand and presented her gorgeous butt to Spike, spreading her legs out and gave her plump ass a light tap for Spike to come and claim his prize.

Spike got behind his beloved fashionista and massaged her cute little booty, spanking it hard. He reached out to grab the straps to her leotard and pulled it down to where her leotard was now hanging from just below her dripping pussy, which was wide open and swollen from the heat. Spike licked his lips hungerly and kneeled down, inserting his long, snake-like tongue into her love tunnel, slurping up her juices.

Rarity gasped and moaned when she felt Spike lick her down there. You moaned a bit from how skilled she was, swirling her tongue around your hard shaft. You wanted to pull her into a deep throat, but if you did, you felt like Spike would either beat the shit outta you or Rarity'd whip you. So for now, you just sat there, letting Rarity have her way with you while she let Spike have his way with her.

You could see Spike's tail rising up and swishing left and right. He was definitely getting into the mood and was probably gonna go on a sex-crazed rampage. You've seen it happen once before when you accidentally walked into the boutique that one time and caught Spike balls deep inside her. You didn't stick around too long to see how it would play out, but it did leave a hell of an image in your mind.

That was your last thought before you felt Rarity grip your hand and guide it onto her horn. "Stroke my horn, darling and don't you dare hold back on your mistress!" she growled in a sultry tone. She goes back to sucking on your hard member as soon as you start stroking her horn furiously. Rarity moaned loudly onto your shaft as you stroked her sensitive horn and it became louder when Spike licked her sweet spot.

It would seem that due to your teamwork with Spike, Rarity was being submissioned into a world of endless pleasures and she was almost ready for you and Spike to rut her savagely. Spike kicked it up a notch by swirling his tongue in a circular motion inside his marefriend's pussy. Rarity's moans got more throaty and she bobbed her head on your shaft up and down more faster. You stroked her horn faster as she kept sucking on you so quickly and so hungerly, it felt so good to you.

But you couldn't keep having her suck you forever, and eventually you came inside her mouth. She gulped every last drop of your cum as she finally sprayed her juices all over Spike's face. He drank all of Rarity's fluids in these huge gulps for a few seconds before his lovely fashionista ran out. He pulls away from Rarity and allows her to stand up and stretch her gorgeous body.

"That was most delightful boys. But now, I think it's time to move onto the main event!" Rarity's eyes dart over to you, still hungry for your cock. She levitates her whips and wraps it around your upper body before pushing you back down onto the bed before straddling on top of you. "I bet you've always wanted to rut me silly like my beloved Spikey did, don't you?" she asks teasingly.

"W-W-Well I've had thoughts, but I kept my distance. I know how you and Spike are extremely close, so-" you almost went on a rant, but she places her finger into your lips.

"Shhhh, there there, deary. Your mistress will fulfill your fantasy." Rarity reassures, fondling her huge breast. Your eyes quickly dart to Spike, giving you the "there's no other choice" look.

"R-Rarity, I-"

"Ah, ah, ah! You will address me as "Mistress Rarity."

"S-Sorry, Mistress Rarity. But can I request something?"

"Hmm, I suppose. But only 1."

"I only request one fuck! After that, you have Spike looking after you!"

"Aww, you sure you don't want your mistress to fuck you for 2 rounds?" Rarity gives you her adorable pouty face, blinking her eyes at you.

"Dude, it's alright. The way I see it, it's gonna take both of us to satisfy her." Spike calls out to you. Though these mares really tire you out, you were going to satisfy them even if it kills you. The look of doubt on your face was now replaced by a look of... determination.

"RIGHT! I'm ready, Mistress Rarity." you say.

"Good, now let mama do all the work." Rarity grabs a hold of your shaft and lowers herself down. Your member had now completely disappeared into Rarity. She moaned loudly. "Oh, sweet Celestia! So girthy! I'm definitely going to enjoy riding your huge monster of a cock!" she says with a sultry growl. She didn't even start off slow, she just full on went and bounced furiously on your hard member.

You grunted and moaned from how rough she was getting with you. 'F-Fuck! It's so tight! When was the last time Spike fucked her, again?' you asked yourself in your mind. Your thoughts were interrupted by the sight of Rarity's breasts bouncing beautifully with every rise and fall. Her beautiful, purple curly hair was getting into her eyes, yet she didn't seem to mind it.

She would moan louder and louder, probably getting the attention of every single pony who passed by her boutique and that worried you. But Rarity was too lost in her world to notice how loud she was becoming and kept on bouncing on your lap, squeezing her inner walls around your cock. You could feel it press against the tip of her womb over and over. Pretty soon, your breathing grew heavy.

Spike wanted to join in on the action, but he had for the right time to strike. Rarity's movements were too hard and too fast for you to sync your hips with her. She had you completely under her control and wasn't letting you go until you've spilled every last drop of your jizz inside her. You grit your teeth, holding in your climax with sheer willpower so you wouldn't end it so early. It was working for a while until Rarity brought out what you might call her trump card.

Rarity pressed down onto your lap and grinded her hips in a circular motion, putting her arms behind her head and stared down at you with her half-lidded eyes and sultry smile. Sweet Celestia, she looked so beautiful you couldn't wait to fuck her next round. You could tell Spike wanted a piece of her, too. She giggled while she was grinding on you in her circular motion and enjoyed the expression on your face.

"Are you going to cum for me, darling?" She asks, leaning down and pushing her boobs onto your chest. You nodded, feeling yourself about to explode. "Ooh, then I belive you deserve a smashing reward for pleasing your mistress so well." Right after she says those words, she leans in and presses her lips onto yours, caressing your cheeks and swirled her tongue with yours.

That's it. You couldn't take it anymore and you exploded your jizz into her love tunnel. She moaned into the kiss as she was being filled to the brim. Some of your semen leaked out of her and onto the bed sheets, leaving a small, noticable stain. She pulls away from the kiss and giggles at you.

"Good boy." she says seductively. The moment she gets off the bed and unties you, Spike grabs a hold of her, making his girlfriend gasp and yelp. "Ooh, Spikey-Wikey. If you wanted to rut me so badly in this round, I'd be more than happy for a good threesome." she teases him.

"Good, but this time..." Spike didn't finish and instead signaled you to get off the bed. He gets on the bed and brings his girlfriend on top of him with her back pressed against his chest. "...it's time you learned what it's like to have two masters!"

"Ooh, me likey! Well then, masters." Rarity says to you and Spike, spreading her legs out and showing her still swollen pussy, "Take me and do with me as you please."

"Oh... It...is... ON!!!" You leaped onto the bed and shouted "THREESOME!!!" Spike grabbed Rarity's legs and pulled them up before inserting his long and hard dragon cock into her anal hole. You thrusted your hard shaft into her awaiting pussy and in perfect sync, you and Spike pounded Rarity hard and fast.

"Nnngh!!! Oh sweet Celestia, buck yes! Ravage me, my masters! I've been so uncouth! Punish this horny mare!" She shouted out loud, smiling with her tongue out. Out of pure instinct, your hands reached out and grabbed her big, beautiful breasts and gave them a good fondling. "Oh buck! They're all yours!" she says in between her panting and moaning, totally lost in her own perverted fantasies.

"S-Spike!" you grunted. "Is she always like this?"

"No doubt about it" he grunts back. "Rare-bear's always fantasized about having a threesome, and ever since we became an official couple, she thought that what I was packing was probably even better!" he explains, panting and still keeping in sync with the thrustings.

It was a shock to you to think that Rarity would actually want to have a threesome. Well, now that she had you and Spike with her, she finally got her wish. Now that you knew, you put more power and speed into pounding Rarity's swollen pussy. Spike was picking up the pace on her ass. Rarity just laid in between you and her dragon boyfriend, holding you in her left arm and Spike in her right arm.

"I... I love you boys so much!" she moaned. You were too in the zone to give her reply. But in order to give her a proper reply, you leaned down and kissed her neck, making her shudder to your touch and Spike's touch as she felt his snake-like tongue slither around the back of his beloved Rare-bear's neck. Her fur was standing on end the more you and Spike pleasured and rutted her silly.

You poked Spike's shoulder, getting his attention. You placed your hand up. He got your message and smiled, slamming his claw with your hand into a high-five. His scales hurt, but you shook it off and latched onto Rarity's heaving breasts with your mouth, sucking on her nipple. Spike used one of his claws to fondle her other breast while you both kept on pounding her. Rarity moaned as loud as she could, being overtaken by the feeling and finally shot her love juices all over you and Spike.

Her love juices pushed you and Spike over the edge and caused you both to fill her up with your semen. Her moans became throaty as both her ass and pussy were filled to the brim with both of your love creams. It all lasted a good 7 seconds until you finally felt your strength leave you and you stumbled off the bed.

You panted heavily and looked over to where your clothes were and grabbed them before gently standing up and putting them back on. You turned around to face Spike. "Sorry for letting this happen." you say with the look of regret on your face.

"N-No problem, just hurry up and run before she catches her second wind. Meanwhile..." Spike grunted and right before your very eyes, a second dragon cock pops out of him "...I'm gonna go ahead and finish up with her while you still have the chance to escape. Now GO!"

For a laugh, you stood straight and saluted him before running out the door. As soon as you disappeared out of her sight, the sounds of wet slaps, lewd moans and a certain line that would always send shivers down your spine, even to this day.

"SPIKE... WAAAAAANT!!!!!"

"Fuck dis shit, I'm out!" you sang to yourself as you ran down the stairs and out the boutique.