It is a beautiful sunny day in Ponyville and three little fillies is seen heading walking through this calm community towards the spa in ponyville. They have a mission, a mission to get their cutie marks and ponyville's only human is the one that was going to help them get it. Earlier this morning they had have holding a meeting of a sort in their clubhouse agreed that today was the day that they would do it, the first meeting talking about this started a little bit after they have left sugercube corner a while ago and had the talk with the human about what foals came. The next started when Scootaloo burst into their clubhouse with some big news for her two friends.

*Flashback: CMC HQ a while after leaving sugercube corner*

Sweetie Belle and Scootaloo had gone back to their clubhouse to try to come up with new ideas to get there cutie marks. Sweetie Belle was sitting on a chair drawing a picture with color markers. Applebloom was laying on the floor looking at several pieces of paper scattered around on the floor. Her face making a cute pout expression as she looked down on them in frustration.

"We have tried so many think and still haven't gotten our cutie mark" Applebloom finally says, breaking the silence.

Sweetie Belle looks up from her paper and turns her head to look down towards her friend.

"I know, I think we are running out of ideas"

"Well we have the spa assistant opportunity, that something right?" says Sweetie Bell.

"True, Ah'm glad big sis finally found her special somepony on her own"

"Yeah, our plan to make Miss Cheerilee have your Big brother as her very special somepony didn’t turned out so well."

Sweetie Belle making a cute pout.

"Yeah, he sees her from time to time but Ah think they are not together" Applebloom says letting out a sigh.

A second later they start to hear the telltale sound coming from a scooter. A pair of hoofs that rush up the ramp towards the entrance door before it was opened rather forcefully.

There standing in the entrance was Scootaloo looking pretty excited about something. A light blush sporting her cheeks as she yells out.

"HAYA GIRLS GUESS WHAT!"

Sweetie Belle and Apple Bloom look at their fellow crusader raising one eyebrow.

"What Scootaloo?"

Scootaloo was bursting with excitement. Hopping around with glee, her small wings where fluttering behind her.
"I know how foals are made" she says.

Apple Bloom and Sweetie Belle's eyes goes big and they say at the same time.

"REALLY?!"

Scootaloo stops hopping around and nods her head.

"Sure do, I saw our only human and Mrs. Cake do it at the Sugercube corner."

"Well tell us about it then."

So Scootaloo tells her friends what our human did to Mrs. Cake after her friends have left and she stayed behind. After about fifteen minutes she was done with her story. Her friends where looking at her with thoughtful looks on their young faces. Applebloom was the first to speak.

"So he put his thing he had between his leg and put it first in her potty hole than her other hole?" Scootaloo was nodding looking excited.

"His big pee wee was entering Mrs. Cake's Pee hole here" Scootaloo pointing down.

The other making big eyes that looked like it would cover their whole face.

"Did it hurt?" Sweetie Belle says looking at where Scootaloo was pointing.

Scootaloo shock her head.

"No. It didn't look like it; Mrs. Cake looked like it felt really good."

"Then what?" Applebloom says.

"Well... He was sucking on her breasts like what I have seen the twins do sometimes and later he looks like he was peeing inside her."

"EWW!" Sweetie Belle says.

"Really?!" says Applebloom.

"Not sure if it was pee. When he removed his big pee wee a lot of white stuff coming out"

"Is the white stuff what make foals?" Applebloom says. Scootaloo shrug.

"Dunno maybe, though I heard Mrs. Cake say it was"

"So that's how foals are made?" Applebloom says with a confused look.

"HEY" Sweetie Belle's says with a happy voice, waving her hands high in the air.

"What if we can get a cutie mark for making foals?" she then said.

Scootaloo and Applebloom tilt their heads a little to the side in a cute way and seem to think about it.

"Maybe I don't know?" says Applebloom.

"It is worth a shoot" says Scootaloo.

"Ok let’s ask when we meet him and helped him at the spa, a backup plan if we don't get any spa cutie marks."

"Ok, that settles it, we will try to get a cutie mark in foal making if we don't get one as spa assistants’" Applebloom says, agree with Sweetie Belle.

Sweetie Belle was writing something down on a scroll.

"So there, it is one the list right after spa assistants’ we have talked about before. So after we have tested some of them that is on the list we have done and still hadn't had our cutie marks we will do this."

The tree fillies than takes a deep breath and shouted.

"CUTIE MARK CRUSADER FOAL MAKERS YAY"

You were just heading home after delivering some books to twilight when he felt a chill running down his spine.

'Why do I sense something bad is about to happen to me?'

*Flashback End*

The fillies were just outside the spa now and eager to go inside, but for now the spa sisters have not opened their establishment yet. So they sat down outside the shop and waited for them to open it. Pretty soon they like most young children were getting bored quickly.

"I'm bored" Scootaloo finally said

"Yeah, when is the spa sister’s going to open up?" Sweetie Belle's says, looking at her two friends.

"Ah think at nine" Applebloom answers with a thoughtful look on her face.

Her two friends groaned in union.

"It's only 8:30, this will take forever!" Scootaloo then shouts, making her point across.

They waited some more, the minutes slowly ticking by. Very few ponies where up and about this morning doing their daily routines or just walking around town of such. The fillies saw some mares walking around aimlessly it seemed. Scootaloo saw a mare she recognized.

"Hey girls, isn't that Sea Shella?"

Applebloom and Sweetie Belle looked where Scootaloo pointed down the road.

"Yes it is, but why is she looking so happy and with such a dreamy look on her face?" Sweetie Bells tilts her head to the side. Applebloom is doing the same.

"Ah don't know, she is also holding her hands on her stomach and seems to talk to herself."

They watched Sea Shella walk past them with that happy far away look still on her face and they could barely hear her mumble about that she got lots of cream filling inside her again, and hoped that it will take, they thought they heard Sea Shella say the name of the human that they were about to help.

"Do ya know what she is talking about girls?" Applebloom says looking at the mare that was rounding a corner and was out of site.

"Maybe he gave her something good to eat, I think he maybe have taking lessons from Mrs. Cake or Pinkie Pie?" Sweetie Belle said.

They still where looking in the direction of where that mare have good before they heard the lock on the door to the spa give a click sound and then the door opened and Lotus was seen, she noticed the three fillies outside and gave them a smile.

"Oh, morning girls what can me and my sister help you with, do you like to take a massage or some hoof manicure maybe?"
Scootlaoo shake her head.

"No way!"

Sweetie Belle looked at her friend before looking at Lotus again.

"No thank you Miss Lotus, we are just wondering if we can help our human friend.

Lotus was looking at Sweetie Bell with a confused expression. Sweetie Belle continued.

"We would like to assist him and to be his spa assistants’ and maybe finally earn our cutie marks!" Applebloom then says.

"Yeah!" Scootaloo jumped up, her wings buzzing as she raised her arm high into the air.

Lotus looked at the young fillies with a nervous expression.

"I will have to talk to my sister about this."

Lotus disappeared back inside the spa. It didn't take long before she came back with her sister Aloe following her. Aloe stood in front of the three fillies that were outside the door, looking at her with hopeful expressions.

"My sister told me that you would like to help our own human masseur, I'm I right?"

The three fillies nodded smiling at Aloe.

"I'm sorry to say that he will be really busy today and we don't know if you can help him"

"I'm sure we can help him!" Sweetie Belle and her two friends were fast to agree on that.

"Yeah we will be good" Scootaloo says.

"Ah'm sure we can help him clean, and do other stuff around the spa." Applebloom pipe in.

Then all three used their secret weapon and unleashed it on poor Aloe. The dreaded puppy dog eyes times three.

"PLEASE!!" they all three said, looking at aloe and lotus with big eyes and quivering lips, also for added effect sweetie bell have tears in the corner of her eyes. Aloe took one look at them and sighed.

"Ok, but I need to tell him about this and we need to chance the schedule a little."

"YAY!!" the three fillies say, happily jumping around.

"CUITE MARK CRUSADERS SPA ASSISTANS MISSION IS A GO!!" the three fillies said before rushing past the spa sisters and inside the spa.

Lotus pouted and turned to her sister.

"Ohh poo, now we can't have some fun with our human today."

Aloe also pouted, but they smirked.

"I know, but don't worry sister, we will have more fun tomorrow, and we will make it so."

Her sister giggled and blushed, thinking what she and her sister would do to him tomorrow.

Aloe then turned and walked inside again.

"We need to change the schedule a little, no special massages today it seems. Some mares will of course complain but we will tell them why and hopefully they will understand; we can give them maybe a slight discount for the trouble."

Aloe headed to the reception desk and pulled out the schedule that has the mares that were scheduled to come today. Aloe looked down at it and had a thoughtful expression.

"So we will have him do just regular ones today, but we will have to tell him about that."

Aloe blushed a little.

"We wouldn't want him giving one of his special massages and the three fillies just walking in on him after all."

Lotus blushed also thinking about that, or rather thinking if it could happen to her and her sister if they would have some fun with him. She turned her head towards the clock.

'He should be here any minute now, hoping he can handle those three fillies.' Lotus though, also still thinking about maybe she and maybe her sister try to be a little bit daring with him, maybe rutting him in places where they could be discovered.

****

You put back your member back inside your pants and exit the alley where you again have helped Sea Shella with her heat. She looked that she really needed to be rutted this time, she looked so happy and at ease when she stumbled out of the alley, but not before she gave you a kiss on the cheek and thanked you before she left, feeling your face heat up a little because of that.

‘So now on to your job’ you said in your head. You will just be 2 minutes late to your work but right now you made a mental note on today’s agenda. Mostly today you remembered you had only some regular massages today, maybe one or two heavenly massages or so which made you wonder who the mares could be.

You then sighed. If it will help their heat then you will do what you could to help. Another sigh escape your mouth as the thought of those married stallions that also have gone into hiding, leaving their wives behind and in their terrible state at home. You then frown a little since they are supposed to be there for their wives instead of being cowards and go into hiding.

'I have seen some few married mares looking lost and in pain even, Mrs. Cake have what I have seen to start to make some few mistakes even when she was seen handling the bakery. Pinkie also seems to be not as energetic as usual or rather more random in her behavior after a few times visiting sugarcube corner. Seems their heat period is making them lose concentration which they can’t do their jobs till they are relieve of the burning sensation.

You arrived in front of the spa and after a moment pause to look up at the building before headed inside. Lotus and Aloe is seen behind the reception desk, Aloe was looking at the working schedule with a frown on her face.

"Hi girls" you said when you were almost at the desk, making the two sister turn their heads towards you.

"Hi" Lotus said while Aloe seemed to still think about something.

"What's the matter Aloe" you said with concern.

"Well we seem to have a surprise visit this morning, three in fact." Aloe said crossing her arms under her bust, making then jiggle, your eyes drawn to them for a second before looking at her face again.

"Who?" you said wondering.

"Seems that the Cutie Mark Crusaders wants to try getting cutie marks as spa assistants’." She said smiling.
"Huh?" was your response.

"And it seems that they want to help you." Aloe pouted.

"Hold on now, you mean that they will help me?!" you protested.

"We couldn't say no to them so we will let them help you, we will reschedule some mares to come back tomorrow, can't be help. And also you need to keep your wits about you when looking after them; you know how they can get."

"Yes" you said slowly, remembering some of the things they have done, trying to get their cutie marks, some of their crusader ideas have been downright dangerous. You can't be angry at those adorable little fillies but some crusades ideas like for example manticore tamers, fireworks makers, sky divers, gem collectors and bull rodeo, to name a few weren't the best for three young fillies nor the brightest. You sighed before you turned your attention to Lotus again.

"So get in there and help them now, you will make up for it later to us" She winked and turned away and with a sway on her hips walked to her sister behind the desk, Lotus giggled and winked at you too. You gave a sigh before turning towards the door leading into the massage area. You could now hear three young voices coming inside from one of the rooms, also notices of stuff moving around and hopefully not breaking.

You took a deep breath.

"Into the lion den I go."

****

The day has been somewhat uneventful. You were just starting to clean and were putting the lotion bottles away for the day, mostly doing regular work and massages thankfully.

The three little fillies have been surprisingly helpful and no major disasters have happened, just some minor ones with for example Sweetie Belle tripping and making the lotion bottle she was supposed to hand to you instead fly into your face. It didn't get hurt much...

You also succeeded not swearing in front of the fillies with no doubt would have been in a high pitched voice, let’s say you didn’t want to go into details but another bottle landed somewhere more sensitive than your face, while you grabbed the part in pain.

Sweetie Belle said she was sorry, looking so adorable doing it, so you couldn't get mad at her even if you tried, still holding your hand over the sensitive area.

At the end of the day the three fillies had like many times before, checked and see if they got their cutie marks, earning a blush from you when they suddenly pulled down or moved aside their clothes to check, showing there flanks. You turned your head to the side, daring not to look any further. You heard three girls awww in disappointment, their head hanging low and with cute pouts on their lips, looking very adorable and huggable right then. You steeled yourself from simple bending down and hug them, manliness be damned.

After a while they were themselves again. Talking to each other and you thought they were for sure was planning their next crusade. The huddle together for a while before they seemed to came to an agreement. They smiled and did a high five before they then spread out, helping you to clean up.

So you were putting the different lotion bottles in the basket while Scootaloo where seen putting away some towels, Sweetie Belle mopping the floor and Applebloom was beside you giving you some bottles.

You have just put the last bottle in the basket when Applebloom said something that made your eyes go comically big.

"A'h knows where foals come from and how to make them somewhat..." The last word was just a whisper. You turned your head so fast your where afraid you would get a whiplash, looking down at Applebloom that was now blushing a little, her cheeks a little pink.

"What?!" you finally got out, after trying to form words, mouth open and closing.

"Scootaloo saw you and Mrs. Cake doing the naughty thing before in her kitchen some time ago." Applebloom pointed her finger at Scootaloo who puffed out her chest looking proud of herself, her cheeks also a little pink.

"Sure did, saw you doing something to Mrs. Cake, she looked like she liked it too, and you was shooting that white stuff inside her, she told it was foal making stuff so figured that how it was done."

Sweetie Belle was poking her fingers together, looking at you with a blush on her face.

"So we were wondering if you could maybe help us get a cutie mark in foal making."

Your brain just stopped functioned after Sweetie Belle said that. Looking at each of the fillies faces you could see that they were blushing more now, also looking at you with hope filled eyes. Then you started to look around the room quickly trying to think what to do.

'They know....'

'Shit...'

'They want me to what!!!....'

'HELL NO!!!'

'Shit this is bad!'

'What to do...'

'Mrs. Cake... YES... She will now what to do!'

Looking around some more and seeing if your where done with the cleanup, some items remained to be done but you didn't give a shit about that at the moment, only thinking about telling Mrs. Cake about this.

You then scooped up Applebloom and Sweetie Belle, one under each arm, Sweetie Belle giving of a cute fluttershy like eep and Applebloom also adding her voice.

"What in tarnation" sounding likes her big sister for a moment.

"We need to talk to Mrs. Cake right now, no buts about it!" you said and with the two fillies under your arms ruched towards the exit, Scootaloo then yelled.

"Hey, wait for me!"

You rushed past the reception desk where Aloe was sitting, looking at you with wide eyes as you rushed by, holding Applebloom and Sweetie Belle in your arms.

"Can't talk now, must talk about something very important to a mare, will clean up the rest later bye!" leaving a surprised looking Aloe starring at the door you had rushed out of. Wondering what was going on.

You then rushed out of the entrance to the Spa and down the road towards Sugercube Corner.

Some mares was looking at you with raised an eyebrow as you ran down the street with the two fillies under your arms and Scootaloo right behind you on her scooter. In no time you saw the bakery shop and entered the shop, panting after that sprint, Scootaloo just past by you before you closed the door. Sweetie Belle giggled when you put them down on the floor.

She and Applebloom still have a slight pink hue on their cheeks.

"That was fun, let’s do it again!" Sweetie Belle then said with a happy high pitched voice.

Mrs. Cake, who was in the front counter, looked at you with a raised eyebrow. Upon realizing that it was you, she started to smile a little more and she seemed to use her hands to smooth out the wrinkle’s on the dress somewhat, also seemed to make her more presentable in general.

"Welcome dears, what can I help you with?"

You could hear her strained voice, it was not so noticeable but it was there. You were still panting, trying to catch your breath from the fast sprint here. She also seemed that she had a hard time focusing, her mane and tail were looking not so well groomed as it used to be, had some stray hairs sticking out of it here and there.

"We need to talk Mrs. Cake!" you said looking at her and then at the three fillies beside you.

"They know what we did some time ago."

She first looked confused before she blushed looking shyly away.

"Oh dear..."

"And they want me to do it to them now!!" you said with a panic like voice.

"Oh dear..."

She then stepped out from behind the counter and she slowly walked towards me and the three fillies. You then noted that she had on her a tighter dress than usual making her plum curves more noticeable. She bends down a little looking at them giving them a motherly smile.

You couldn't help but note her breasts were pressed together by that action, making you look at her cleavage.

"Let’s talk about this in private shall we dears?"

She then turned to sign to closed at the door and then lead the girls to a table with a checker colored table cloth and told them and you to sit down. She then disappeared into the kitchen for a few moments before returning with a tray full of cookies and milk. You eyed the milk a little, moving your eyes from the glasses of milk to her bust, and could not help image where the milk could have come from. She saw you looking at smirked and suppressed a giggle; she then started to move so that her plum bust was swaying more, you could not help but gulp at that course of action.

She put the tray down on the table before she sat down in your right side and across from the three fillies that was looking at her, wondering what she had to say. You could not help but be a little surprised that you could feel her hand rest on your thigh under the table.

"So dearies what did you say that have our friend here so in a panic"

The three fillies as one said.

"We want him to help us getting a foal making cutie mark!"

Mrs. Cake giggled at that.

"You surely could try..." she said slowly and glancing at you with a teasing smile.

"Hey!!" you said, wondering what side Mrs. Cake was on, surely she would not suggest that you should have sex with those three fillies Right?

"But I'm afraid that you would not get your cutie marks even if you tried."

Mrs. Cake then said, looking at you with a teasing smile, and her hand was starting to travel towards your groin. Three little fillies was pouting at that, and three cute voices was heard.

"Awww..."

"Why not?" Scootaloo then said.

"Well for one I think that our friend here will have a little difficulty doing that, I'm afraid he would say no."

Three little fillies were then looking at you with their big eyes, giving me those big puppy dog eyes look. You cursed in your mind, damn they are looking so adorable right now, must resist.

"But the most important one girls is that you are not in heat" Mrs. Cake then said, making the three little fillies turn towards her, making you sigh in relief.

"In heat?" was the answer the three fillies was saying, all three heads tilted to the side in a cute way, making you curse more in your mind, grabbing the chair with your hands to prevent them for just grabbing those three in a big hug and giving in to their demands.

"Yes dears, you must be in heat to be sure to make a foal and you will not start to get those until a couple of years from now at least."

"How do you know when you are in heat?" Sweetie Belle then said. Mrs. Cake then smiled a motherly smile at her.

"I'm sure your mothers or big sisters could tell you more about that, it's a little different for mare to mare when their experience their first heat, I'm sure they can tell you more then I can."

"Sure I know the basics but it is best if you ask them more than me, they will most likely be there to help you when you experience your first heat anyway, so they will know what to look for and guide you when the time comes."

She was stroking your groin more now, and you were starting to grow a decent tent because of that. The three fillies were pouting adorably.

"So run along now, you can take the rest of the cookies with you, it one the house."

The three fillies gave of a happy yay before heading out the door, surely to head to their mothers or big sisters to ask about the heat. That was confirmed when you heard the three fillies combined voices later from outside.

"CUTIE MARK CRUSADER HEAT RESEARCHERS!!"

When the three fillies where out of sight Mrs. Cake slumbered against you and was starting to breathe more deeply. You could also feel she was shuddering a little. You could not help but feel her body pressing against you, one of her big breasts pressing against your arm. She then looked up at you with a somewhat pained expression.

"I can't stand it any longer, all the talk about foals and the heat, just reminded me more about my own heat and I really need a good rutting now!"

She then pressed her body more into you, and stroking your now big tent.

"Please rut me." She looked up at you with big hope filled eyes.

"B-But your husband. What about him?" you tried to reason with her.

"He is hiding somewhere, saying that he was doing it so that he didn't get captured and rutted, like every time the heat period comes along. But he didn't think what it would do to me, that fool he never learns. It's like before we got the twins, I really need to be filled!"

She was starting to rub her other hand on your chest, looking at you with seductive eyes now.

"My husband don't need to know, please dearie, I know you enjoyed it before. Let’s head upstairs and you can rut me and fill me to your heart’s content."

She again looked up at you with hope filled that also have a great deal of lust in them, also a clear hint of what was in store for you if you accepted. You could only gulp at that. Thinking back how you have helped some mares with their heat before, you really didn't have an excuse not to; you after all didn't stand seeing them in such pain. You then give a sigh and nodded your head, making Mrs. Cake smile wide.

She then stood up and also pulled you up with her, she then dragged you towards the stairs that was leading upstairs. You could not help but look at her below her stomach towards her private parts when you where been leading up the stairs. Her nether region and inner thighs were soaked with her juices, it seems she wasn't kidding, she really needed this, taking that as you were doing the right thing about this situation, you let her lead you to her and her husband’s bedroom. Your member could not help to give a jolt, when thinking about that you was about to have sex with Mrs. Cake again.

****

You entered the bedroom and saw a large bed in the middle, a nightstand, a cabined, some photos and such on the walls and table, basically a normal looking bedroom. Mrs. Cake dragged you to the bed and dumped you on it. You then looked at Mrs. Cake as she was removing her clothes in haste, almost ripping them apart. In no time she was naked and was walking slowly towards you with a sway on her hips and with lust in her eyes. She then leaned down over your groin and took a deep breath; it looked like she was taking in your scent. By her expression she looked like she was in heaven. She then started to unbuckle your pants and quickly pulled them down, exposing your underwear and your bulge that was seen.

"Oh my?!" she said, looking at your erection that was trying to escape from its cloth prison.

"Your friend here sure have grown the last time I have seen it"

She used one of her hands to stoke it, making it jolts at her touch, she giggled at that. Her cheeks also were taking on a pinker hue.

"Oh my you are eager, oh this is just what I need."

She then slowly started to pull down your underwear, and not before long your member was free and standing proud. She then uses her tongue and slowly dragged it from your ball all the way up to the tip, sending jolts of pleasure up your spine to your brain.

"Oh I just can't wait; I need you inside me right now!"

She quickly straddled you and used her hands to guide your member towards her soaked entrance. She pressed your tip against her big smooth outer lips and then she begun to push your member inside her, she was moaning all the time, feeling your member starting to fill her, you could not help but give a low moan yourself, feeling her insides all around your member. She still was pressing down onto it and then you felt the tip of your member pressing against her golden door. You could feel Mrs. Cake shudder and her insides squeezing your member a little. She paused and was looking down at you with a surprised yet lustful look.

"Oh dear you have become so big, you are poking at the entrance to my womb and still you are not fully inside, I have not imagined that a stallion could reach me there, my husband for sure couldn't."

She took a deep breath and pushed herself down more, making your member starting to push past her golden door and entering her womb, you could only moan at the feeling, Mrs. Cake was also moaning. She then put her hands on her stomach looking down at you again with half lid eyes.

"Oh, this will do nicely."

She then started to move, making your member slide in and out of her, the down strokes making your member hit the back of her womb, every time that happen she would give of a deep moan that also would sound like a purr sometimes.

"Oh dearie you feel so good inside me, it makes me almost wish that I was not married at the moment, if that was the case I would make sure that you would become my coltfriend."

She pressed down fully onto me, her tongue was hanging out and she had a faraway look in her eyes, moving her hips, and loving the feeling of your member pressing against the back of her womb.

"You stallionhood feels so good inside me!"

"M-Mrs. Cake I will cum pretty soon if you keep this up." You started to say, Mrs. Cake just kept on riding you.

"Shit!" you finally said, you put your hands on her wide hips and with one final thrust buried your dick as deep as you could before you fired away. When the first burst of your jizz shot out and was painting her womb with it, Mrs. Cake gave of a load moan and her head and body was bending back, her tongue hanging out and her hands holding your shoulders. She seems to also have orgasm; her insides are milking and squeezing your rod likes crazy.

"OH YES!! It's been so long having a stallion shooting his seed inside me during my heat, it feels so heavenly!"

She grind and move her hips and lower region against you, trying to make you shoot more of your spunk inside her, and it was working, some more burst was she enable to milk out of you, making you grunt with pleasure.

After you have emptied a large load inside her, she continued to straddle you, her insides was still trying to milk more of your seed from your member. Surprisingly you were still somewhat hard, she was also feeling it, and she looked down at me with a sultry expression. She lowered herself onto you, her plum breasts pressing against your chest, her face and her muzzle just inches from your face; she was looking at you with such lust in her eyes.

"Ready for round two stud?"

She was grinding and moving her hips making your member jolt it approval, when she felt that she giggled and then kissed me on the mouth. It was not a light kiss either; it was a heavy tongue added one too. Your tongues explored each other’s mouths for a while, she was grinding against you, and her body pressing down on you, your hands where moving around her back, hips and flanks. Making her moan into your mouth. Your member was hard again and she started to ride you again, you could only lean back and enjoy the ride.

Soon you were ready to cum again, Mrs. Cake seems to notice that and was riding you up and down at a quicker pace.

"I can feel that you are close, don't fight it, cum inside me again, I know you want to."

She was grinding and moving up and down your throbbing rod at a quick pace. Your climax was fast approaching. She then leaned down and whispered into your ear.

"Impregnate me stud, fill me! Make me bear your foal!" after hearing that you couldn't hold out any longer and with a final grunt you came inside her again, making Mrs. Cake moan.

It felt like hours pumping your load inside her. She moaned the entire time, pressing her plumed body against you, her arms around your neck and grinding her hips and lower region against yours. When it was done, you looked at Mrs. Cake with a look of confusion.

"What was that all about?"

She giggled, still on top of you, looking down at you with her violet colored eyes, a teasing smile on her face.

"I mean what I said dearie, I don't mind getting impregnated by you, in fact I would love to."

"B-But what about your husband" you said. Trying to figure out what was going on, didn't she love her husband?

"It’s alright dear." she lean down and kiss you lightly on the mouth.

"My husband as you know has gone into hiding doing so every time he and some other married stallions are hiding somewhere, neglecting their wife’s as usual."

She snorts and pouts a little before she moves herself so that she is in an upright position, straddling you and crossing her arms under her plump breasts before she looks down at you.

"Me and some of the other wives are planning again to try to find them and make them do their duties as husbands and rut there mares, but they have so far escaped their fate."

She then started to slowly grind her hips, making you moan a little.

"If not than it will be like last time and I would find a stallion that is willing to fill me with his fertile sperm and impregnate me."

'Like last time? What does she mean by that?' you were thinking. Then the penny drops.

'Wait a minute!'

She sees that you get it from the look on your face.

"Yes, the twins where a result of some young stallions that was visiting the town at the time."

She was giving you a sultry smile. Using her hands to rub your chest a little.

"Me and two of my friends took turns to rut them like crazy, making them empty there loads a couple of times into us, but mostly into me."

She sighs and getting a faraway look in her eyes, probably thinking back to that day.

You could not help but starting to become hard again. She stops grinding and looks down at you with half lid eyes and a sultry smile.

"So if not my poor excuse for a husband doesn’t want to rut me and fill me up like a good stallion should do. I will have to find some stallion who is willing to"

She put her hands under her big plum breasts and begun to massage them and press them together.

"I wonder if I can find somepony willing."

You couldn't take it anymore and put my hand on either side of her hips and started to thrust upwards, making her gasp then moan loudly.

Like if you have gotten a get out if jail free card you plan to empty your load every chance you get into her womb. If Carrot don’t want to rut his beautiful chubby wife, that’s his problem. Thrusting away you can't help but thinking about impregnating Mrs. Cake.

Mr. Carrot would not have to find out it was you. You get a chance to have sex with his wife behind his back. Somehow that sends chills of excitement down your spine.

*A while later; Sugercube Corner entrance*

The door opened and a pony entered the shop. Looking around and was wondering where Mrs. Cake where. The pony then heard some sounds coming from upstairs.

Walking up the stairs the pony then started to hear the sounds clearer. It was coming from Mr. and Mrs. Cake’s bedroom. The pony slowly sneaked towards the door.

Moaning sounds could be heard now, making the ponies cheeks turn pink.

The pony looked inside the bedroom and gasped; there on the bed Mrs. Cake was straddling Equestrias’ only human and she seemed to be riding him quite happily. The pony's big blue eyes widen and a little bolt of jealousy was then felt.

'Why was I not invited?'

The pony made ready to open the door and confront them.

'He’s my special coltfriend after all.'

****
You could only grunt and moan while Mrs. Cake was again riding you, taking the command. You and her have had sex or another word been rutting for nearly two hours, she and you have tried different positions and you have cummed two more times inside her greedy marehood.

She has just demanded another round after you have emptied your load inside her. She sure was aiming to become impregnated by you. Your third orgasm was approaching. Mrs. Cake was happily riding on top of you, moaning and demanding you to shoot it inside her again. Just as you was about to blow the bedroom door burst open and a loud cherry voice was heard.

"HIYA!! Mrs. Cake and my bestest coltfriend."

Mrs. Cake gasped and her insides squeezed around you due to that surprise entry and it seems she orgasm also, milking you hard.

"Shit..." you said and also cummed, filling her womb with more of your spunk.

You looked towards the door still pumping your seed inside a moaning Mrs. Cake, finding no other that Pinkie Pie standing there with a large smile on her face looking at you and Mrs. Cake. Her smile then turned onto a pout while she looked at you and Mrs. Cake still moaning while you filled her with your spunk.

"Hey why was I not invited?"

She then walked towards you and then stopped just right beside the bed. She leaned down and turned her head looking at your dick that was still inside Mrs. Cake.

"Your sure have used your party cannon on Mrs. Cake."

She then put her hands on her sides and looks at you with an adorable pout.

"I want to use the party cannon also so move Mrs. Cake."

Mrs. Cake turned her head towards Pinkie also starting to pout.

"Pinkie dearie please let me rut him some more, I really need this."

Pinkie then used one of her hands and gave Mrs. Cake a light slap on her big flanks, making it jiggle a little and Mrs. Cake gasp.

"No Mrs. Cake, I want my coltfriend to fire his party cannon in me, you have had your turn already."

Mrs. Cake making a sad moan before looking at Pinkie Pie again.

"How about we share him?"

Your member gives a little jolt at the side, making Mrs. Cake smile down at you.

Pinkie seems to think about it.

"Ok Mrs. Cake, you can but first I want to have a taste so remove yourself from him."

Mrs. Cake was looking at Pinkie with a little sad smile before she nodded.

"Ok dearie."

Mrs. Cake then slowly was lifting her hips and backside from you. Your member starting to slide out from her warm wet insides, but she was squeezing you the whole time while doing so. With a wet plop your member finally slide out of her marehood and she stands up on all four, leaning over you and her arms and legs on either side of you. Her big breasts touching your chest, and her big nipples pressing against you. You could see some of your sperm leaking out between her legs when you took a look downwards. Pinkie Pie looked at Mrs. Cake leaking marehood and gave of a low whistle.

"Yipers Mrs. Cake, you sure have gotten a lot of his party cream inside you."

"And he sure was happily to give it to me, right dear?"

Mrs. Cake was looking down at you with a sultry smile; you could only nod your answer. The married mare just giggled before she kissed your cheek and whispered inside your ear.

"I'm letting your marefriend have a little fun now, will have my turn with you again later and remember, you are welcome from now on to rut me anytime you like and shoot your white foal cream inside me to your heart’s content."

Mrs. Cake then got out of the bed and stood to the side. Pinkie has during that time taking of her clothes and was staring at your member with a hungry look at an equal hungry smile on her face. She wasted no time and put your member against her mouth and then in one go swallowed it. She even seemed to hum a song while she happily gobbled up your member and started to suck, making it vibrate inside her mouth and only making it feel more pleasurable.

You could only lean back and let Pinkie Pie work her magic. Mrs. Cake was looking at Pinkie Pie sucking on your dick for a while before she bit on her lower lip and seemed to clenched her thighs together, looking that she was trying to fighting the feeling of just straddle you again. She then seemed to get an idea and walked up to Pinkie Pie and bended down to whisper something into the party mare’s ear. Pinkie stopped sucking on your dick and removed her mouth and her expression took on a thinking pose, she then nodded and looked up at Mrs. Cake.

"Sure we can do that."

Mrs. Cake then walked over to the other side of the bed while Pinkie Pie stayed on her side. Mrs. Cake then positions herself so that she was right across from Pinkie Pie.

"Get ready dear, because you in a moment will be feeling two pair of mares funbags and mouths having fun with your stallionhood."

She and Pinkie then position their generous chest opposite each other before the pressed their mounds together with your throbbing member in the middle. You could not help but moan a little, the feeling of the two mares’ breasts pressing on your member from both sides felt so heavenly as they smush them against the base.

They both starting to lick your member and take turn sucking on it while they smashed their breasts together and moving them around. They also teased you to cum inside their mouth while they sucked and licked the tip. Then both kissed and licked your member at the same time savoring the sweet taste from your member onto their tastebuds. It was too much and you blow your load right there, ropes of your spunk was coating the two mares faces.

"Aww seems that it's a tie" Pinkie pie pouted, her face covered in your semen. Mrs. Cake then used her finger to remove some of your seed from her face and lick it clean.

"A waste if you ask me would have been better dearie if you had shot all your semen inside my marehood where it belongs."
Pinkie Pie then smiled.

"That's right; you haven't fired your party cannon inside me yet"

She then straddled you and with one quick motion she put your member inside her marehood. She was pretty wet so it slide easily inside, Pinkie Pie moan at the feeling and that your member was pressing at her golden door and soon bypassed it to enter her womb.

"Oh yes! Time to party!" Pinkie raised her hands in the air, her bust jiggled nicely with that action.

Mrs. Cake pouted, looking at Pinkie Pie while still using her fingers to clean up your sperm from her face.

"I wanted to ride him Pinkie dear, my marehood yearn for more of his white cream."

Pinkie Pie stuck her tongue out in a cute way at Mrs. Cake, blowing her a raspberry.

"Early mare gets the stallion, besides you already have some filling, it's my turn to get some"

Pinkie Pie then looks down at you with a sultry smile.

"We can't have my coltfriend fire more of his party cream inside a mare other than his marefriend right?"

She didn't wait for any answer before she started to ride you. You could only wonder if you would survive the night, or you pretty sure you will be sore in the morning, but what a way to go then.

Mrs. Cake and Pinkie took turn riding you through the night. During the night you shoot your load inside both mares eager marehood a couple of times. Mrs. Cake also made you drink the same type of potion the guards gave you not so long ago before; she had a bottle of that in her nightstand by the bed. You then took charge and the rest of the night was a blur.

When it had calmed down and you and the two mares where about to fall asleep you didn't notice three little shadows sneaking away from the slightly opened door with heavy blushes on their faces.

****

The morning sun was peaking inside the room. You stirred from your slumber, and trying to orient yourself. Trying to stand up you felt that your arms and chest was behind hold down by something it was warm, furry and curvy. Opening your eyes to look around you saw that you were holding Mrs. Cake and Pinkie Pie, one in each arm, and their naked bodies where pressing up against you, one of their arms where across your chest. They were sleeping with a content smile on their faces, giving of cute snores now and then. Pinkie pie was mumbling about pies in her sleep.

You needed to go to the bathroom to take a leak. Looking down at those two sleeping mares you wondered how to do that.

You somehow managed to untangle yourself from them and were now taking a leak in the bathroom. You sigh in relief. You then look towards the mirror over the sink.

'Man I look like I didn't had sleeped much last night, which I didn't. Man those two were not satisfied after I have cummed at least five times each inside then. Well lucky thing for magic potions or I would be dead.'

You then look towards the shower.

'Well I need one so why not.'

You steep into the shower and turn on the water and getting started. The warm water raining down on you and you could not help but give of a comfy groan of approval. After some minutes in the shower suddenly felt two arms around you and two big round object presses against your back. Looking down you saw that the arms were blue in color and when the mare whispered in your ear you knew without a doubt who it was.

"Mind if I join you dearie" Mrs. Cake whispered, still pressing against your back, her hands traveling down your stomach towards your groin.

"Last night was heavenly dear, but I wonder if we could have some more fun."

She then started to stroke your member.

"Need to be sure you impregnated me. So a couple of more shoots inside me couldn't hurt right?"

Your member started to become hard. You shudder in fear and pleasure on what was in store for you. You then heard a second voice from behind you. Turning your head you see Pinkie Pie standing at the door looking at you and Mrs. Cake with a pout, her hands on her fine hips.

"Hey not fair, it was my turn!" she said. Mrs. Cake looked at her with a smirk.

"Early mare gets the stallion dear."

She then pressed herself more against you, making her plump body rub against you and her hands stroking your now hard member. Pinkie Pie was walking towards you and Mrs. Cake with a determined expression on her face.

"I want to join!" she then also got into the shower and pressing into you from the front, making you be placed in between those two mares.

You wonder when you will get out and away from this two pony vixens. But you could not help but wonder if you wanted to from your place between their bodies.

_____________________________________________________________________________________

wow i....... can't believe they asked you to do that. i mean wow.

*hides face in shame* even i can't believe they ask me that.

well i'm glad you didn't. and for those who don't know or should know i'm not going to add a foal sex chapter in this story. i'm against that not the characters but those who will have sex with a child. that's just wrong for me. so if i choose a name of a filly that name is going to be of an adult mare. a full grown one. don't ask me how i will do so because i have a million ways of making it work.

thank god

*chuckles* yup and without further ado. i want to give a huge big thanks to our favorite yet most awesomeness brony here on fimfiction. he has help me so much on knowing the mares even with just a small amount of information i actually let him make this chapter for all my thanks to him.

yes this story wouldn't be popular without his support and so i gave him my thanks too.

yup so.... LETS GIVE A ROUND OF APPLAUSE TO PORTAL82 on making this awesome chapter. since with school and with life and now with this stupid flu my stories are getting delayed over the limit then they should be. and since winter break is coming including thanksgiving school has been rough with me for weeks now. so right now after looking at my recent spa chapters i decide to add another bonus story to this story. however i couldn't make it with a tough schedule so making it would take months to make. luckily portal82 was happy to help me with this chapter. and with that i let him make this chapter with all of his hard work on it.

so please give him many thanks in making this chapter and helping keep this story going even through all this craziness both angel the wolf and me go through.

again thank you so much portal82 i can't thank you enough for this story but i hope that posting your hard working chapter will make it up for everything. again thank you for all your help my friend.

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