"So, you're saying this stuff has no limit whatsoever? And it can't be countered?"

The other pony was difficult to read through his cloak and mask, but he nodded all the same. He didn't speak much, seemingly favouring anything that helped to retain his anonymity, which Pinewood supposed made sense—this was hardly a legal transaction.

"And it's as simple as 'I think it, then it happens?'."

"Yesss, just that," the cloaked stallion responded in a very foreign sounding voice, his eyes slits. "The effects will last for six monthsss, but that should be plenty for you."

Pinewood produced a large drawstring purse, filled with fifty bit pieces. It was a vast amount of his savings, money he'd put aside explicitly for purchasing his own property. He didn't even want to think about how much money he was about to part with, but did it really matter? Anypony could have a house. What he was considering, no, what he was going to have was so much more than that, power.

His hesitation as short as it was light, he hoofed over the bag and stared at the other pony, his jaw stiff. There was always a chance he'd make a break for it now, and that Pinewood would have to chase him through the forest.

The other pony opened the bag and peered inside, jostling it about a bit as if to test the weight. "Yesss, this will do. Stand ssstill, thisss will not take long."

Immeasurable pain washed over Pinewood as quickly as it vanished, his body returning to a state of calm before he could even register a disruption. He flexed his muscles, feeling the exact same as he had only moments before. A dark aura emanated from his body, slowly fading. "D-did it work?" it took a lot to get him to stutter, but this interaction indeed constituted 'a lot'.

"The effectsss will awaken in due time. A couple of hoursss at most. Thank you for your ssservice." With one last serpentine hiss, the magic dealer vanished, his form becoming smoke. Pinewood rushed forwards to see if he was still there, but it seemed as if he had completely dissipated. There was no way to know whether he had just been conned but to wait, he doubted he'd be able to find the pony again. Finding him the first time had involved a lot of asking and more favours than he could count.

In the meantime, he should probably return to the office. Boss would probably be getting impatient by now.

Anticipation soon turned to excitement as Pinewood scribbled and planned his way through the day, sitting at his desk. After years of manual labour, he had been promoted to the planning and design department, meaning he spent a majority of his work hours indoors, doing nothing particularly strenuous. Still, he maintained his impressive physique with as many workout sessions as he could fit into his schedule.

But that wasn't what was on his mind right now. Rather, the fact that his magic was beginning to wake up was taking up a majority of his thoughts. He was sure of it. He could feel a previously dormant power bubbling inside him, almost one that felt as if it was always there but too shrouded to be noticed, too far off to be accessed. He had dreams of what he could do with such power, ones that would have once been passed off as fantasy and delusion, that were beginning to enter his mind as increasingly feasible options with each second that passed.

The pony had said it himself, there was no limit to the magic he now possessed. It might have been temporary, but that only meant he should make the most of it while he could. His boss was a stuffy mare, a couple of years older than him. Maybe he could tie her down and show her just how much she pissed him off whenever she told him to stay late or redraft a project, how much her officious, jobsworth attitude grated him.

He could repay her all of that annoyance in an enjoyable little session of orgasm denial, something to make her feel small, and like he was the boss of her for once. She never would have expected it, either. While he had always been a masculine stallion, Pinewood was so agreeable so often that none of them would expect it when he turned the tables. That would only make it all the more interesting.

He was broken from his reverie by a knock on the door of his office. A slight shake of the head, and he was back into work mode, the sordid thoughts not fading but at least being pushed to the back of his mind. "Come in," he called, his voice clear and pleasant.

The door crashed open to the familiar sight of a zooming blue pegasus, trails of rainbow mist being left in her wake as she sped inside and slammed the door behind her with only a flick of her tail. "Hey, Pine, how's it hanging?"

There she goes with that stupid little nickname again. Is it really so difficult for Rainbow Dash to call anyone by their proper name? Stifling a groan, Pinewood forced a smile onto his face. "Not so bad, Rainbow, but I'd appreciate it if you didn't smash your way in here every time. You have hooves for a reason, you know."

"Ehh, why walk when you can glide around on these bad girls?" Rainbow fluffed her wings mid-flap, and Pinewood was hit with a blast of arrogance. "Anyways, Pine, I'm in a bit of a rush, so I'll make this quick. Twilight told me to tell you that Mayor Mare's office denied planning permission for the luxury apartments on the south side of town until a further safety check had been ran on the terrain. Something about uneven land, I dunno."

Great, another complication. The contractor they were working for had already had to be informed of two previous setbacks, and at this rate they were going to lose business. Pinewood had half a mind to go down to the mayor's office, no, Twilight's castle and—hold on... With these new powers, maybe he could. But he still needed to test them out first.

"Hey, Pine? You still with me, dude?" Rainbow waved a hoof in front of his face as if he'd spaced out or something. Honestly, it had only been about two seconds since she last spoke, what was she in such a rush for?

"Rainbow, why are you prancing around as if you're about to wet yourself?"

"Isn't it obvious? I've got clouds to nap on! Think I wanna be cooped up in a stuffy office all day? That's more your speed, Pine. No offense."

Pinewood was gritting his teeth at this point. He was fond of Rainbow Dash, he really was. Her quirks gave her a lot of personality and she was fun to be around, but she was choosing the wrong day, and accompanying her condescension with the wrong news. "None taken," he grumbled, his eyes flicking up at her as he felt the emotion in his words, along with something else. Something dark, strange, and heavy.

Rainbow Dash seemed to feel it too, as she almost missed a flap. "Y-yeah, well I should get going. Snooze you lose, and all that." Why was she all flustered all of a sudden? What had he done to make her react in such a way?

"Wait, Rainbow." Pinewood stood, walking over to her as she hovered in place. How had he done it just now? Biting his lip in concentration, he attempted to lace his next words with the same commanding presence as last time. "Stand down here for me."

Rainbow stared straight at him as she lowered herself to the carpeted floor, her wings neatly folding. "What's up, Pine? I need to get a move on."

There it was again. Fucking Pine. "My name is Pinewood," he said, his tone simple and conveying a small measure of irritation.

"Really? You never speak up about it, Pine," Rainbow giggled, giving his shoulder a light punch and turning to leave. "Anyways—"

Pinewood cast his consciousness out, seeming to root her in place. "Say 'Pinewood'," he said, his voice not raising but instead becoming smoother, more alluring. It was strange, the way it felt, as if his natural presence had been bolstered by the magic now residing in him.

"Pinewood," Rainbow repeated on instinct, turning to face him with a small, subdued smile.

Pinewood's mouth hung open. It was like conditioning! He found a trait he didn't like in a pony, asked them to stop, and already it was gone! Rainbow simply stood there, her cognisance seeming to return as the seconds passed, and once more she made to leave. "See you later then, Pinewoo—"

"Stop and face me."

And she did it. No questions, no hesitation, just a quick little command and there she was, looking straight at him. She wasn't even fidgeting. Pinewood wasn't sure he'd ever seen Rainbow Dash so still, and was finding it hard to believe that she was this beautiful even when she wasn't in transit, even without her wings beating and her mane flowing, her tail swaying and her hooves brushing the air.

Pinewood could feel his heart pumping even as he began to circle her, slowly taking in her subtle curves and athletic build, the tiniest layer of fat still running over her lithe body and accentuating her barrel and flanks. He placed a hoof on her, softly rubbing at her back, and it elicited a jolt as Rainbow gasped, backing up a little. "Wh-what are you doing, Pinewood?"

Rainbow Dash wasn't one to stutter, but neither was she one to call him by his proper name. Slowly, gently, Pinewood drew forwards again, this time giving the small of her wing a friendly, affectionate rub, causing a light trill to emanate from her throat. He could feel something foreign in his touch, something dark and tempting, and it kept Rainbow rooted in place, reluctance soon turning to acceptance as she allowed him to run a pair of hooves over her. "Don't you enjoy it?" he intoned with a snort, and he could see from the way her hind leg tapped against the floor that she definitely did.

Still, she tried to fight her rising sensation. "I-I've got a coltfriend, you know. I shouldn't be doing this."

That was all he needed. Pinewood could feel his confidence building, but hearing that was the catalyst to his next action. Whatever happened, there was no going back after this. Still, Rainbow seemed insistent that she was the one that shouldn't be doing this, not him, so there was no way he wasn't going to risk it.

A forehoof descended from her barrel to her lower back, stroking up and down in teasing motions as Rainbow's breath hitched, her mane flicking as she turned back to look at him, biting down on her lip. He continued in earnest, brushing her luxurious tail as he went, separating the strands and twisting them together as he played with it, watching how the colours congealed and contrasted with her supple blue flanks.

Still, she made no move to stop him, no motion to show anything but hesitation, anything but hesitant enjoyment.

Pinewood brushed her tail to the side, draping it around her hind leg as he finally got a peek at what she'd been keeping hidden from him, hidden from everyone. Her puffy little pussy was on full display, already growing wet as much as it shouldn't be, as much as she should have been kicking at him and flying away, but she wasn't. She wanted this, as clear as the groan she attempted and failed to withhold as she felt Pinewood's breath against her slick little cunt.

"You enjoying yourself up there?" he snickered, rubbing her ass with a hoof as she gave a short, guilty nod, her eyes glazed and her tongue poking out of her mouth as he drew closer and closer to her waiting hole, being sure to draw away every time. "Just tell me if you want me to hurry up."

"Nghh... I shouldn't..." she protested, her body twitching as he lightly pressed against her clit with the tip of his hoof, drawing away as soon as he arrived. "But I—"

Pinewood knew she was close to caving, and he'd had enough of her hesitation. "Tell me what you want, Rainbow Dash."

"I... I want you to stop teasing me already, Pinewood." It was almost a whimper, so demure and unlike her, her brash nature being stripped away by the ministrations of his hooves as he finally started to give her what she wanted, rubbing a hoof up and down her little slit, spitting on it and keeping it nice and slippery as he drew his head closer.

"You want me to eat your little pussy?" When he spoke, he knew she could feel every single word vibrating across her lower lips from his proximity, and from the way her body seemed to react, they may as well have coursed and vibrated throughout her.

"P-please. Please eat me out, Pinewood."

And it really was that simple. Pinewood knew that the first step to any means of seduction was manipulating your partner into seeking a reward, and it was time Rainbow got hers. With a short lick, he parted her lips, watching her ass shake as she attempted to stay still, her body trembling with each soft lap and kiss of his muzzle as he made out with her eager folds.

He worked his way down to her clit, giving it a few soft laps before flicking his tongue around and travelling upwards, pushing it into her aching pussy and quelling her motions with a strong hoof against her back. He explored her insides with his tongue, his muzzle pushing between her hind legs as he felt her walls contract around him, as if each lick was masterful and hit the exact spot it needed to in order to get her off.

He increased the speed of his motions, incorporating a hoof wherever he could, drawing back and rubbing against her clit in small and circular motions and he pulled back and sucked on her lips, clamping his teeth over them and lightly tugging as Rainbow let out a hoarse moan.

"O-oh, fuck. Yeah, keep doing that..." She spoke between pants as her chest heaved and her wings fluttered, but Pinewood wasn't too happy about being told what to do. With one last series of licks he made sure to bring her close to the edge, listening to her moans increase in pitch as she began to swear and kick a leg, her tail tapping against his neck as she became increasingly frantic, bordering on the edge of release...

And then Pinewood pulled away, keeping her close with a short, lazy rub of his hoof as he faced her, being sure to never give her too much. "Did I say you could enjoy yourself that much?" he asked, condemnation in his tone, his eyes hard and domineering.

Rainbow looked indignant at first, as if it was her Celestia given right to enjoy having her pussy licked as much as she wanted to, but with the constant pressure against her slit from Pinewood, her anger quickly melted, being replaced with a confused and apologetic look, her eyes wide and slightly shocked. "I-I didn't realise I was doing anything wrong."

"You started telling me what to do," he responded, his tone chiding. "You're always doing that. When we work out together, it's 'ten more reps' or 'stop being a pussy' or 'stop slacking off'. You think you can talk to me however you feel like, don't you?"

"No, I really don't. I just—"

"No, it's fine, you don't need to make any excuses. I'm going to show you how it feels to be spoken to like that now. I think it's about time you saw it first hoof."

For a moment, fear flashed in Rainbow's eyes. "What are you going to do?"

Another soft gasp as he pressed his hoof harder against her before pulling back. "Get on your haunches. Right now."

"B-but..." she didn't finish her sentence, but nudged her head in the direction of her hind legs.

"If you're a good girl for me, I'll finish you off. But you have to really behave yourself. Understood?"

Rainbow simply nodded, lightly pouting as Pinewood withdrew his hoof, and with it, the constant sensation. She did as she was told, sitting and looking up at him expectantly, her wings folded and her eyes large, almost excited. When she blinked, the flutter of her long eyelashes sent a throb through Pinewood's cock, but not nearly as much as the scent of her pussy had.

What was most arousing was the sight of this obedient, well behaved Rainbow Dash. Ready to suck and please if only to get the orgasm she had been so cruelly denied.

Pinewood was still debating whether he'd actually let her finish. It all depended on how well she performed for him. He was coming to enjoy being the one that made that decision, more than he ever thought would be the case.

Grabbing an office chair and leaning back on it, Pinewood motioned for Rainbow to come closer, and with feline grace she stood, sauntered over, and planted herself right at the foot of him. Her head was at the perfect height for his slowly growing and thickening cock, already reaching over nine inches in length as her lips began to part.

For a few moments she only stared, her hooves not moving, her eyes never straying from his impressive display as it continued to grow, still not reaching full mast. "Bigger than your coltfriend?" he laughed, already guessing the answer from the way her eyes never strayed.

"It might be..." Rainbow trailed off, raising a hoof and reaching up to brush against him, only to stop with a light twitch and look up at Pinewood. "Can I?"

"You're already learning, aren't you?" he sneered, shifting forwards in his chair and allowing his cock to hang over, only a couple of inches from her muzzle. "Have fun, Rainbow."

It wasn't an offer, it was a command, and the wanting pegasus did as she was told. Her fuzzy little hooves were barely able to hold his hard, thick cock, and he could feel a pulse shooting through his body as she attempted to handle him, stroking him with tremulous hooves as she continued to stare with lustful eyes.

Her motions became more confident as Pinewood managed to withhold a groan; he couldn't reward her with his satisfaction just yet, she had to feel as if she'd done something to deserve it. A light lick against his tip caused him to suck in air through his teeth—he hadn't expected her to start using her mouth yet. Rainbow licked up and around the tip of his cock, swirling her tongue in practiced motions and being sure to pay special attention to the underside of his shaft as she dipped lower, making her way to his heavy balls.

Rainbow looked up at him for approval as she went, and was given only a nod in response. His breath was becoming heavier as she continued to work on him, a pair of hooves pumping his cock as she drew back and sweetly suckled on the tip before rushing back down to his balls, lapping at each of them and bathing them in her spittle as he finally let loose a groan of appreciation. She really was adept with her mouth...

He let her continue as she wanted for a little while. She seemed so happy to give to him, so content to please, it almost seemed a crime to direct her right then. Rainbow drew back with a series of taps from her tongue, all against a different spot on his length as she brought her hooves back into the mix, slowly jerking him as she brought her mouth over his tip.

She stretched her muzzle as she attempted to take it all in, her cheeks bulging and her eyes wired as Pinewood let loose a stronger, deeper moan, his pant sudden and great. Rainbow quested to fit more and more of his long and stiff cock into her maw, pushing as Pinewood filled her tight mouth, his tip rubbing against the roof of it even as he pushed him to her throat, her tongue snaking around his shaft with every motion.

All it had taken were a few words and some careful actions to turn her into a good little cockslut, and she was really living up to that name now, beginning to bop her head up and down his length as she filled herself out, the smoothness of her throat sending buzzes of pleasure shooting through Pinewood's body as he felt his entire being beginning to wake.

She worked her way into a rhythm, dipping further as she went but never taking more than two thirds of his length. Pinewood decided that wasn't good enough.

Gripping her by the mane, he forced her down, pushing his hips forwards and beginning to buck towards the back of her throat. He was met with resistance at first, tears welling in the corners of Rainbow's eyes, but still he persisted, intent on pushing his way through no matter how she might have protested. She didn't struggle with it for long, eventually taking his entire length down her throat like he knew she could, gagging on it as she made a soft gargling sound around his tip, her mouth covering his cock in saliva and only making each glide more satisfactory.

His eyes drilled her as he picked up the pace, fucking faster and deeper like the strong, virile stallion he was, better than any cock she'd ever had and he was determined to prove it with each monumental push, each powerful slam against the back of her throat. Rainbow lost herself in it, taking her hooves away from his cock completely and leaning forwards, allowing Pinewood to use her muzzle as a fucktoy however he pleased, long and slow strokes turning to fast and barely contained slams as his balls hit her chin in a flurry of motion, her fur tickling his testicles as he felt a heat bubbling in his belly and spreading closer to his shaft, his balls tightening every second...

Not like this, he hadn't a chance to fuck her yet. When he pulled back he was leaking precum, and Rainbow dove for his cock, desperate to have it back in her mouth, but a stern look was all she needed to sit once more, silent and waiting, the tips of her ears as red as her cheeks as she struggled to regain her breath, letting out a few coughs and wheezes as her chest began to settle.

"What's your name?" Pinewood asked, looking at Rainbow through slanted eyes, his stare imperious as he stood and circled her.

"R-Rainbow Dash," she said without hesitation, her legs quivering.

With a sharp slap!, Pinewood's hoof struck against Rainbow's ass, causing the flesh to jiggle as he lined himself up, placing his hooves on her shoulders and pressing down hard, almost causing her to buckle. With a light push, he felt the tip of his cock meet her soaking lips and he paused, gently rubbing his cock against her even as he pushed it half an inch inside.

"The element of?.." he questioned with a chuckle, pushing himself further inside and finally stretching Rainbow's pussy around him, very slowly filling her out as he pushed and pushed his way deeper. His medial ring was finally all the way inside of her when she let out a feminine mewl, her eyes fluttering as she looked back at him.

"L-loyalty," she murmured, and Pinewood loved the irony of the moment for all the want in her tone when she said it.

Still, it wasn't good enough for him. He thrust deeper, pushing against her cervix as he almost bottomed out, his length more than enough to fill her completely as he tight pussy hugged onto him. "The Element of what?" he repeated, rolling his hips back and proceeding to slam against her, their hips almost meeting as Rainbow cried out again.

"Loyalty!" she repeated, her virtue corrupted and any notion of disagreement all but broken as Pinewood began to take control of her, pushing her further down and screwing her without relent, treating her like the dirty slut she was as he used his newfound magic to pull on her tail and massage her clit, fucking her harder than she should be able to take, using her as his own personal fucksleeve as she became more lost in the motions of their bodies, her moans unabashed and only increasing in pitch as he continued to make her his own.

"Wh-when you go home to your coltfriend today, what are you going to tell him you've been doing?"

"N-nothing! I promise. I'll say I was with F-Fluttershy, or something, I—"

"Wrong," he replied, slowing down in his movements and withholding her satisfaction once more. "You're going to tell him that you were with the best fuck of your life, and you're going to mean it."

"I..."

Another magical buzz against her clit as he began to pound her again, pushing her further down with his forelegs until hers began to cave, moving her closer to the floor as her ass only raised higher into the air, leaning forwards and letting his breath tickle her ear as he whispered a reinforcement. "Aren't you, Rainbow Dash?"

"Y-yes! I'll do it, I'll do anything, just don't stop fucking me!"

"Good girl," Pinewood grinned, softly nipping at her ear as he continued to fuck her senseless, bottoming out in her over and over as she became increasingly weak, increasingly dependent on the orgasm that he had purposely kept from her for their entire session. First, you gave a pony a promise of something amazing, and then you dangled it in front of them, telling them they could only have it whenever they had earnt it. If they behaved for you, you might give them a taste, but never the entire thing, only raising the standard they should have to meet in order to receive it.

So it was that Rainbow was once again on the precipice of orgasm, her tail rubbing against Pinewood's side as he felt his own release drawing closer, felt his body yearning and struggling to contain itself with such a perfect and nubile body beneath him, such a perfect pussy hugging his cock and attempting to milk it with each inch of blissful movement.

He decided to finally give it to her, upping the intensity of his magic and mashing it against her clit as he let go of restraint, letting himself near release as Rainbow was pushed over the edge, her pussy tightening intensely as she shot wave after wave of her own cum over his cock, screaming in ecstasy and thrashing her head around as she came hard like a little bitch, his little bitch.

She rode out her orgasm, pushing back against him and bringing her own wiggles into the equation, intent on having him finish too. "P-please, cum in me, Pinewood. Fill me up..."

"You want my cum, Rainbow? You want it to splatter against your little womb? You want me to knock you up?"

"Yes, yes, please! J-just finish in me already!"

"You don't deserve it," he snapped, ripping his cock away and pushing her to the floor, tapping his tip against her muzzle as she opened her mouth, finally allowing himself release all over her face as her tongue lulled out. His orgasm was one of the heaviest he had ever felt, and he was sure his level of cum was amplified, as it must have been half a bucket's worth.

Each spurt splattered against Rainbow's face and tongue, and she kept her eyes open the entire time, not flinching away or squinting but looking directly up at him as he glazed her with his seed, staying completely still for him and not daring to shy away. He shot spurt after spurt onto her, some of it mottling against the fur of her neck and chest as he felt the sheer brilliance of each shot rocketing through him, ceaseless amazement to christen his first little slut with.

And like the whore she was, Rainbow continued to lay there and take it until he was finally completely spent, the last of his load dribbling out onto the floor as she lapped up what he'd left on her face, ravenous and already begging for more with her eyes alone. She leaned forwards and licked every drip from his cock before taking a hoof and running it over her face and chest, taking every drop of the delectable liquid and pressing it against her tongue, not pausing to even breathe.

Loyalty was a funny thing. Pinewood hadn't broken her loyalty, no amount of domination would be able to remove such a concept from Rainbow. Rather, he had done something much better.

Rainbow Dash hadn't lost her loyalty, the trait that made up so much of what she was. In fact, she was still as loyal as ever. It was only that she had changed allegiances, and was now loyal to him, and him only. If her actions before hadn't been testament to the fact, the way she dipped down and licked up the droplets of his load that had fallen to the floor was, cleaning the entire surface of the office like a well-behaved little pet.

"Did you enjoy your treat, Rainbow?" Pinewood asked with a gentle smile, ruffling her mane.

Rainbow reached in to nuzzle him, and he allowed it if only for how the afterglow had melted away his previous annoyance. He had always appreciated Rainbow Dash, and she had been good for him. Perhaps the magic was a factor in her obedience, perhaps his manipulation had been present, but her fun had in no way been faked. She continued to rub her muzzle against his chest, now clean of his seed, and with slow movements, brought herself up to whisper in his ear. What she said was very simple, and didn't shock Pinewood in the slightest. "I want more," were her only words, slightly musical in their delivery, her eyes shimmering with hope.

He took it away with another slap against her ass, or maybe he only made her anticipate it more, subconsciously. The art of domination was an interesting one, one that Pinewood was sure he was going to have a lot of fun exploring in the coming days. His little test just now had definitely been a success, and he couldn't wait to move on to a greater challenge. He almost got hard again just thinking about it. "Shouldn't you be going home to your coltfriend soon?" he asked, his tone playful.

"N-nah, I'd rather stay with you," she replied, and Pinewood was sure she was being honest. "If I carry on being a good fuck for you, do you think you might cum in me next time?"

"Hmm..." Pinewood pretended to mull it over, but he already had an answer in mind. "Maybe. If you really behave yourself for me, it might just happen."

Rainbow's ears perked up and a smile settled on her face, a sharp blink seeming to wake her and imbue her with energy. Pinewood noticed the reaction, and he was sure of why. He'd just given her a new goal. Previously, she had only wanted him to allow her to cum. Now she had a new goal to chase, one that was still out of reach until if or when he decided to finally let her have it.

"We need to get going, if you're sticking with me." Pinewood said, standing as he felt his cock beginning to sheath. "I need to go and pay Twilight a little visit."

"Why's that?" Rainbow enquired, her head tilting. "Oh, are you going to fuck her too?"

"Ah, something about planning permission for those luxury apartments you mentioned earlier." Thinking for a second, Pinewood saw no harm in adding the rest. "I'm probably going to fuck her, yeah. Is that a problem, Rainbow Dash?"

"N-no, of course not. I'm not possessive, or anything." Rainbow began to paw against the ground, her form only becoming smaller as she seemed to work up the courage to speak. "Do you..."

"Yes, Rainbow?"

"Do you think I could maybe watch when you do?"

"Rainbow, so long as you do as you're told, I might even let you help. Would you like that?"

She only nodded once, but the flap of her wings told Pinewood everything he needed to know. She was putty in his hooves now, just how he wanted her to be. He may have had a soft spot for Rainbow, but that same appreciation didn't extend to Twilight—he barely knew her.

The situation with Rainbow had been a result of happenstance. Pinewood had had all of these fantasies for so long, but never acted one out. Rainbow had been so sexy and irritating, she was just begging to be his first conquest. As for Twilight? Pinewood would have to figure out what kind of pony she was before making any decision as to how he might go about making her his, but he knew he would do it either way.

Part of him worried a little as to the strength of his magic versus an alicorn's, but he had been told that it could do absolutely anything and couldn't be dispelled. That said, he held no magical control over Rainbow Dash right now, so there was nothing to dispel. He had conditioned her, unlocked her latent lust and desire, and he would do the same with Twilight Sparkle just as soon as he had a chance.

Rising and signalling for Rainbow to follow, he gave his office a brief glance before leaving, walking through the halls of the building as employees looked both him and Rainbow over, their manes still frizzy and their bodies sweaty.

Pinewood paid them no mind. If all went well, by the end of the week he'd have no need for work, and he'd be living like royalty. With any luck, he'd be royalty.

Hell, maybe he'd come back here one day and invite all of his old co-workers to a massive orgy that only he could put together. He was sure they'd all accept, after all. He wouldn't take no for an answer. In fact, Pinewood was beginning to become certain that he'd never have to take no for an answer again.

He exited the building with Rainbow, and Twilight's castle was in the near distance as they began to walk towards it. Looking to Rainbow, he realised she was missing something. He thought and thought about it as he watched her move beside him, and it was only after a good few moments of careful consideration that he landed on the source of the issue.

A collar. Rainbow Dash definitely needed a collar.

As they walked, Pinewood spotted many familiar ponies walking through Ponyville, through the market district, the residential plaza, the main square of town... He wondered how many of them would look good with a collar also. Mares that had once given him the eyes, that had spoken and flirted with him, mares he had never met, all of them would be better wearing something that denoted ownership, something that reminded them who was on top.

Pinewood had never wanted more to be the champion of Equestria, and through his skills of seduction, he was going to make it possible.

Pinewood didn't bother knocking; he was past such trivialities now. Opening the door with a swift kick, he trotted inside with his head held high, Rainbow at his side, gently floating beside him.

She'd been rather talkative on the way over, mainly excitement over what was to come next and attempts to get close to him, to sniff his mane and rub against his lime green coat. Pinewood did his best to accommodate her, finding the behaviour endearing. It was much like the Rainbow Dash he had already known, only more playful and a little needier than usual. He realised he probably could have nixed any of that behaviour if it irritated him, but he didn't wish to alter her too much. A mare was most beautiful when she acted herself, after all.

Even if most of her thoughts were centred around him. He could definitely deal with that. As he walked through the castle, leaving the door ajar, Rainbow Dash flipped back and pushed it shut, being a courteous guest and happily picking up the slack for him. She flew back over, a smile on her muzzle as she attempted to nuzzle against his side, only to be shrugged away with a roll of his defined withers. "Do you want me to talk to her first?" Rainbow asked, her tone almost pleading.

"Calm down, Rainbow Dash. Let me speak to her first."

"Oh. Okay."

It had become that simple for him. He didn't need to use magic, or to attempt to bend her will. All he had to do was say her full name, and she listened to what he had to say without argument. It had been a strange feeling at first, almost a little scary, but as Pinewood continued to adjust to it, he found it all the more satisfying, beginning to wonder why he had never gone ahead with this sooner.

Turning to Rainbow, he narrowed his eyes. "Do you know where Twilight will be right now?"

"Hmm..." Rainbow rubbed her chin as she flew, her fur smushing as she mulled his question over, her eyes eventually brightening. "Yeah! She's probably in the library right now. Her and Starlight were researching when I was last here."

"Lead the way," Pinewood commanded, his voice hard and strong. "Also, come back down on your hooves. You don't need to fly indoors."

Rainbow did as she was told, landing in front of him and giving him a small wink before turning away, walking up the corridor to the left and gesturing for him to follow. He watched her step in a captivating series of hooffalls, her tail lightly swaying and raising as she continued to strut along, fully aware that she was commanding Pinewood's attention as well as his direction.

Rainbow was an interesting creature. Pinewood may have made her his, but the sexy pegasus would always have one small hold over him, and that came from the swing of her hips and the bounce of her luscious ass, the way her curves were shown off by each stretch of her hind legs as she walked... His eyes flitted from side to side as he watched her hooves fall, not concentrating on the hallway but the fuzzy blue cushion in the centre of his vision, one he felt deserved to be covered in a thick layer of his seed.

He'd almost definitely be allowing her some involvement with Twilight.

The little teasing slut kept walking, Pinewood's cock stirring as she exposed her pussy and rubbed her tail against her plot, her lips still glistening as they had been earlier. She still looked so tight, even after having taken Pinewood's thickness. He supposed that with a body so fit and nubile, she would be almost impossible to perfectly stretch, which only meant that they'd both feel it just as much every single time.

And there would be plenty more times, that was a given. Rainbow turned a corner with a flick of her tail and Pinewood continued through the winding hallways. He appreciated the crystalline architecture and the swirling, reflective colours—he could imagine himself living in such a place.

Hell, maybe he would be by the end of the day. Eventually, Rainbow paused before a large set of double doors, pointing at them with a hoof. "She'll probably be in there. Did you want me to come in with you?"

He could tell by the way she blinked when she said it, looking so innocent, that she definitely didn't want to leave his side. "Wait at the door. You can watch me talk to her, but don't come in unless I tell you."

"Aww, but I wanna fuck Twilight too!" she moaned, her ears folding back as she pawed at the ground.

"Rainbow Dash..." Pinewood said with a stern glare, causing her to shrink under his heavy gaze, her wings tight against her sides.

"Fine, fine. I'll wait. I promise."

"Good girl," he smiled, raising his hoof and giving her chin a little rub. Turning, he opened the doors and began to walk inside, unsure what to expect but excited all the same. Rainbow had been the beginning, but this was the first true test of the scope of his ability. Everything either came undone here, or was propelled to much greater heights.

Pinewood wasn't afraid to find out which. "Princess Twilight," he called out as he walked, being sure to alert her of his presence. He'd play this game with cunning and guile, rather than acting like a bull in a china shop. It did no good to go in all guns blazing—he had no weakness to compensate for.

"Yes?" a voice shouted back, presumably the princess. "I'm at the back. Who is it?"

"Pinewood, from the Old Rose company."

"Oh, the construction firm?"

Pinewood kept walking closer to the source of the voice as she spoke, her voice impeded by the bookshelves that separated them. Turning back to Rainbow Dash, he motioned with a hoof for her to come a little closer, hoping she'd remain out of sight. "Yes, I was hoping we could discuss you and Mayor Mare's decision, if you have the time."

"Happily!" came a chipper response. "If I can help in any way, I'll try my best."

Pinewood couldn't tell whether this was going to be too easy or worryingly tricky. The princess was surely a skilled diplomat, very intelligent if the rumours were to be believed. Was she truly a kind and giving pony, or was it simply a facade? He'd unravel her soon enough.

Turning the corner, he found Princess Twilight to be alone, sat in a soft red sofa with a large tome in her aura, a collection of papers and other books haphazardly scattered on a desk before her, which she repeatedly glanced over to. No glasses, no braces, no sweatshirt or ponytail, but her fringed mane gave her the look of a nerd, even if it was offset by her beautiful body. Her legs were long and slender, yet she had a small layer of pudge to her that only seemed to accentuate her natural beauty, making her appear more holdable, squeezable, fuckable.

Everypony was fuckable now. Pinewood's new philosophy would be just that, and he'd pursue that ideal by rutting the princess in her own castle. But first, pleasantries. He stole a glance behind him, ensuring that Rainbow was indeed out of sight, and was satisfied to not see her. He also didn't see her student, and imagined she must have been elsewhere. All the more easy for him, in that case.

"Mmh..." Twilight pulled her eyes from the open pages inches from her snout, sliding a bookmark into the section and closing the book, looking up at Pinewood. "Sorry, I'll just put this stuff to the side for now so we can talk. Would you like to take a seat?"

"No no, don't worry about it," Pinewood smiled, dismissing her offer with a hoof wave. "I imagine I won't be in your mane for too long." It was a lie, but he wanted her relaxed. That was the most important part when it came to building a rapport.

"Well, regardless, sit! You'll make me feel nervous otherwise." Twilight gestured to the seat opposite her, centred on the opposite side of the table.

Pinewood did just that, being sure to drape his tail between his legs in an effort to show modesty. He wasn't looking to pull her attention downstairs just yet. "Thank you, I appreciate it."

"It's nothing," Twilight smiled, her poker-face almost indecipherable. Was she bothered at this interruption, or did she honestly not mind? "So, was there something you wanted to inquire about?"

"Just a general assertion I wished to make, in all honesty." Pinewood had had ample time to think over what he was going to say, but had concluded to wing it. In the heat of the moment, it was making him even less nervous than expected. He didn't feel as if he commanded the room just yet, but he got a small thrill out of the process of wresting that control from Twilight. "I've worked for Old Rose for a good seven years now, from Fillydelphia to Manehatten to most recently, Ponyville. I've been a labourer, I know what that's like."

Twilight began to nod, almost looking as if she wished to take notes. Her attention seemed to be firmly on him, and her eyes were those of an empath. Pinewood couldn't help but question how much she really cared, and how much was an affectation. "Continue?"

"It's backbreaking work, and it's hardly assured income when you're working in the private sector. When labourers are put out of a job, especially a lucrative one, they—and by extension, their families—suffer for it. It isn't the fault of the workers, it isn't the fault of those that broker the deal. If something falls through, it falls through. The natural way of things, wouldn't you say?"

Slowly, Twilight nodded. Perhaps she found his way of approaching the subject left-field, perhaps she was a little confused as to where he was going with this. Pinewood could only hope so.

"National laws have been a hamper to multiple projects in the past, but a good and conscientious business is usually able to identify and solve issues that correlate with said laws. Local legislation, however, especially that enforced without leniency?" Pinewood paused, allowing his voice to lower as his eyes finally met hers, emerald meeting amethyst. "That can truly fuck over an honest business—and by extension, honest ponies and their families—Princess Twilight Sparkle."

As expected, Princess Twilight was caught off guard by his language, as well as the weight behind his words. She opened her mouth to formulate a response, but was cut off before she could produce a single word, Pinewood acting as if he hadn't noticed.

"Mayor Mare has consistently pushed her own safety laws onto Old Rose projects at a regional level, and it's hurting business. We rely on private custom from wealthy contractors, and without their support, there are redundancies, there are cutbacks. Ponies lose jobs, Twilight." Classic name change, appealing to her emotional side and removing the barrier between them as royalty and commoner.

Pinewood made sure to push a little emotion into his tone as he went, weathering a fake sigh as Twilight's face changed to one of upset, one of understanding. "Only recently, a friend of mine was let go and a third of his office along with him because we've been so limited on work, and the biggest earner on the horizon has been impeded by so many roadblocks by the mayor's office that I wouldn't be surprised if they pulled out too."

"That's... horrible, when you put it that way," Twilight frowned, her chest filling as she processed the information, her head tilting as she took him in, compassion leading her. "Is there anything the company can do to weather the issue?"

"There might be if you didn't choose to approve all of the mayor's actions," Pinewood said, the hint of a snarl on his muzzle as his eyes bored into her. "Have you considered the ramifications of your actions?"

"I only try to do the best by the town's citizens," Twilight defended, an iota of hurt in her tone. "I trust Mayor Mare to do a good job as she always has running the town's affairs, I know that she can—"

"Do you?" Pinewood interjected, accosting her with his gaze. "Do you actually know that she's capable, or are you only assuming as much? How long have you lived here, Twilight Sparkle? How long have you had any involvement in government proceedings? How long have you been royalty?"

He was good cop and bad cop all rolled into one, and he had to withhold a smirk as Twilight shook her head, attempting to formulate a response. Mayor Mare was definitely capable in Pinewood's opinion, and the laws she had in place were reasonable, but they did hurt the company he worked for. Twilight was beginning to question her all the same, and it showed from her hesitation. "I'm... I'm not the most experienced, but—"

"But you defer judgment to those who you consider to be, and in doing so offer up your jurisdiction whilst wavering any feeling of responsibility? You exercise your power as princess only to bolster the positions of those you assume to be right and just without even a second glance? Is that what you consider to be a fair and responsible use of your power?"

When Twilight looked at him, there were tears in her eyes. This was even easier than he had expected. "Y-you think I've been doing wrong by ponies?"

Pinewood leaned in, a forming lie on the edge of his lips. "I think that my job might be in jeopardy next, should this continue."

"Oh, Celestia, I'm so sorry to hear that..." She whispered, her hooves pressing against her face. Her eyes lowered to the floor as she lost the ability to meet his gaze, and Pinewood knew that victory was imminent. "I'm... I'm sorry, I-I didn't ever imagine something like this to come up..." She paused for a moment, and looked up at him with a slight blubber in her words. "To think... to think that I could have cost ponies their jobs, their livelihoods, all due to my inability to be a good princess..."

Pinewood rose, strolling over past the table and taking a seat next to Twilight, placing a hoof on her withers. He patted her gently before raising her chin, allowing her to look at him. "There, there. It isn't your fault, Twilight. You didn't realise, did you? I know you would never do something like this intentionally."

"But I should have!" Twilight defended, her eyes hard as she looked back at him, her breath coming forth in small quivers. "What if I had managed to fix it sooner, then everything would still be alright! But I..." she stifled a sob, reaching up to wipe a tear from her eye.

Pinewood held out a hoof to stop her, doing the honour himself. She didn't protest. "I didn't even think to check something like that, just went along with whatever the mayor said without a second thought, just as you said."

And it was a good thing he was on the money, because if she had, she would have realised that those laws were realistic and necessary, nothing that he was painting them to be. "It's something to be dealt with in future, Twilight. You'll grow from this."

She placed her hooves around him, her head pressing against his chest as she began to sob, a short measure of time passing before she was reduced to small sniffles, looking up at him. "Th-thank you for being honest with me, and for dealing with me. I've been a total wreck... Is there any way I could make any of this up to you?"

She was weak enough now, susceptible enough. Now was the time to exercise his plan, to turn her morality against her. "I think you could use a chance to unwind," he said, rubbing up and down her back as he spoke, his voice a soft purr, again laced with his signature magic.

Twilight melted into the comforting stroke, and how could she not? It must have felt like the perfect reassurance after being pulled so low. "I-I don't think I deserve to unwind," she spat, her anger directed inwards as her body tensed. "If anything, you're the one who deserves a break."

"Would you like to grant me one?" he murmured in her ear, rubbing lower down her back as he drew closer, his fur brushing against hers and leaving a tingling sensation as he spotted Rainbow Dash in the corner of his eye, finally poking her head out from behind a bookshelf. He was glad to have an audience for what would happen next.

"H-how could I do that?"

"Simple." He laughed breathily, reaching forward and nipping at her ear, causing Twilight to jolt in her chair. "I've been looking at you since you came in, Twilight. You've got an allure to you, something beautiful and magnificent that's only bolstered by your obvious care and appreciation for the ponies around you." He punctuated his words with a couple of light smooches against the side of her neck, but still she didn't move, shocked still.

Her lips found the courage first. "Y-you have? I mean, I have?"

"Of course," he nodded, bringing his hoof around to her side and pushing against her softly as she began to bite her lip. "Would you like to show me just how much you appreciate one of your subjects?"

"I-I don't—" The strongest interjection was that of lips against collarbones, as it cut off Twilight with a squeal as Pinewood ran his muzzle over them in short and attentive kisses, freezing her on a muted syllable as her breath faded. "I-I guess I could—"

"You guess?" he questioned, squeezing against her side harder and causing her to pant, her body jolting as she rooted herself in place, her tail hitting the back of the sofa as Pinewood took up as much space as he could, only making her feel smaller. "What do you mean, you 'guess'? I come in here completely cordial, you tease me with your eyes, I explain my position and you break down and cry, I console you, and then you lead me on?"

"N-no, I'd never do something like that, I—"

"Then you'll satisfy me, won't you, princess?"

Twilight shortly nodded, gasping as Pinewood bit down on her chest, nibbling and sucking and leaving a small mark against her fur, licking at the fresh mark to amplify the sensation as she squirmed in place, still unable to wriggle out of his hooves. The more he kissed her, the less it seemed she wanted to be anywhere else.

Pinewood could feel himself growing hard with the princess in his hooves. Part of it was her body, some of it was her tear-streaked face, but ultimately, it was the strength and masculinity that Pinewood felt at this moment, bringing a princess of Equestria down to this level with nothing but conversation, manipulating her into enjoying the caress of his touch and the kiss of his lips, manufacturing the entire situation just to exploit it.

He was growing more bold with each second, his hooves lowering to her plot as he moved her into his lap, gently touching and squeezing it together. It had more give than Rainbow's, and was larger to boot, but fuck was that a nice ass. He pushed against her harder, forcing a feminine moan from Twilight as she lay in his lap, his cock hardening beneath her head as she looked up at him.

He wanted her to look at him; he wanted her to see the control he exercised over her. Rainbow was now sitting in plain view, on her haunches, lightly rubbing at her chest as she stared at the pair of them. Was she teasing herself as he was Twilight, or was she waiting for his permission? He'd wait to see how she progressed.

He could feel his cock beginning to push against the back of Twilight's head as he moved her tail to the side, sliding across her ass and rubbing against her pussy with a hoof, not surprised to find her already wet and squirming at his touch. He flipped her over, rubbing at her clit as she let loose a feminine squeak, a little shake running through her body as her wings twitched and her eyes rolled back.

In the distance, he heard another moan. Looked like someone couldn't contain herself after all. He'd have to see if he could train that out of Rainbow.

Going back to Twilight, it was time to flip her over and introduce her to his length. His cock was hard and throbbing as she ran her tongue up it, a short pulse from each lick as she built higher and higher up his shaft along with his rising sensation, her snout pressed against his tip and pushing short, tickling breaths against it. Twilight licked down to his medial ring, swirling around it and then lower, her tongue leaving short and silky trails of saliva as she travelled lower, aiming to satisfy just as she'd wordlessly agreed to.

She did so by taking one of his balls in her mouth and lightly sucking on it as Pinewood massaged her pussy with a hoof, pushing against her tightness and attempting to fit the tip of his hoof inside, meeting resistance as he stretched her but with the help of his strength and her slickness, he managed to get just the very tip inside, rubbing it against her inner walls as he felt the surface of her pussy.

She wasn't as tight as Rainbow, it seemed, but she was just as snug, if not moreso. While Rainbow's pussy had been a vice, Twilight's seemed more like a pillow, softer and more encompassing, and Pinewood couldn't wait to squeeze his cock inside. With the size of him, almost anything was a tight fit.

Speaking of which, Twilight was licking up and up his cock, bringing a pant from his lips as she reached his tip, opening her mouth wide to lightly suckle on it, pushing herself forwards and down onto it as Pinewood mashed against her pussy faster, hoping to excite her enough to lose any remaining restraint, to really go wild. If she didn't, he'd fucking make her.

She made sloppy slurping sounds against his cock as she sucked him, a princess reduced to a whore in an instant for his overwhelming manliness, her best friend in the corner rubbing at her clit as she watched, Twilight cooing in delight against his shaft as she lowered her head, taking him in deeper. She bobbed her head down, filling out her maw, but Pinewood didn't have the courtesy to thrust into her. She hadn't earnt her punishment just yet.

No, instead he was going to break her down, to really show her who was boss. She could tire herself out warming him up, and meanwhile he'd continue to pleasure her with his hoof, rubbing faster and with more precise strokes as she continued, hitting her most sensitive spots and mixing her pain with pleasure as he went from hard to soft motions, continuing to rile her up even as she dipped her head like a little pornstar. He didn't hold her in place, he didn't make her choke, he only sat there and allowed the fruits of his seduction to pay dividends—she was already his to do what he pleased with.

And how it must have frustrated her that he didn't take advantage of it, that she had to suck and lick at his cock, to make such effort only to get a short gasp from him, to get a little breath to huff from his snout, to make him shake as he felt a soft rumbling in his core.

But she could handle a cock, that was for sure, and she was proving it with each slurp and gulp against his head, her hoof gently caressing his balls as she reduced herself to total sluttification for his amusement, for his enjoyment. Appreciating her subject indeed, she was his subject now.

And it was about time he showed her that was the case.

Pinewood let the magic snake out of him again, grabbing hold of her by the mane and pulling her off of the couch, her expression pained and enticed all the same as he lowered her to the ground before the table. "Clear it," he said to her, his voice soft as he attempted to mask his pants.

"But these are my research materials," Twilight protested, looking back at him as if she'd just asked him to murder her firstborn. "They're all arranged and categorised so I remember where they are, and—"

"Clear the table before I do, Twilight Sparkle."

With a wince and a burst of her horn, Twilight flung the books and notes to the side, allowing them to scatter to the floor.

"Now place your front legs on the table, get as close to it as you can. I want to be as deep inside you as possible."

She didn't argue, doing as she was told as she spread her hind legs and moved her tail out of the way, her ass proudly displayed in all of its royal glory, her cutie mark shining as her coat glistened with sweat. "I-I've never had a stallion as big as you..."

"And you'll never have one bigger," he snickered as he pushed her forwards, putting his hooves on the table and mounting her, pushing her against the table until her chest touched it and allowing his cock to rub against her soaking folds. Not to say that bigger didn't exist, just that she'd never have the chance to want anything else.

Twilight looked forwards to find Rainbow having scooted closer, sitting at the other side of the table as she continued to rub her little slit, her eyes half-lidded and a slight amount of drool hanging from her tongue. "Wh-why is Rainbow here?"

"Don't question it," Pinewood answered, and his cock thrusting deep inside her was all the command she needed, her body tensing and shuddering as she attempted to take his thickness, her walls just as soft as he had imagined as he pushed his way further inside. She struggled as she attempted to take more of him, her body shaking and her hooves digging into the table as a soft squelch sounded from the motion of him forcing his cock inside of her.

She had to withhold a cry of sensation when he bottomed out, her pussy deeper than Rainbow's and allowing him to fit almost the entire length inside before meeting the end of her walls, her hole more spacious but easier to glide over all the same. Pulling back wasn't as much of a challenge, as if she was designed to just about fit him, but pushing back in was a fresh wave of sensation every time—Twilight truly had a magical pussy.

Not that he would ever tell her that. Look at the high and mighty princess now, beneath him, panting and moaning at the feeling of his cock in her, nothing she could do about it but lay there, take it, and love it. There was nothing to stop him; he had a princess in his pocket now, and he was just as easily filling one of hers, not to the sound of protest, but to the sound of two beautiful mares filling the room with moans as he indulged himself in much deserved gratification.

Still, he was happy to share his enjoyment. Picking up the pace, Pinewood began to fuck harder and deeper into Twilight, fire coursing through him as he pummeled her with his thick cock, the slap of their bodies meeting ringing out as he pushed her face down onto the table, taking control of her as he punished her pussy with his pulsating prick.

"You really are a shitty princess, huh?" Pinewood grunted as he rammed himself inside her, and despite her protests at the notion, there was no way she could stop him through all of her enjoyment. She didn't want to, even to defend herself. "Just a lucky little bitch that never had to work for anything, born with a silver spoon in her muzzle, and then she was given a magical castle by her princess mentor... What an enchanting story."

"Th-that's not how it happened!" Twilight cried out between moans, her tone too sultry for the topic at hoof, her eyes glazed over as she looked back at him.

"Oh, really? So you aren't a mail order princess with your wings and your little tiara? No nepotism whatsoever? Dear Celestia didn't pick those out for you?" Pinewood really didn't know what he was talking about, he could only hope that something would hit close to home.

"N-no, I—"

Pinewood could feel the hesitation, and it wasn't just from how heavily he was thrusting into her. He pushed his thoughts forwards, invading her mind just as he did her pussy, pulling apart her thoughts and memories and finding something to latch onto. "You think you don't deserve this, that you were born into privilege and that you've done nothing to truly deserve your title, your castle, your friends..."

For a long while, Twilight was silent except for her pants as she continued to take his cock, her thoughts seemingly broken by the repetitive slams as he held her in place, barely able to move.

"Oh, did I hit a little close to home? Well don't worry, Twilight. Stick with me, and I can show you how to be a good princess, just like you want to be." Another thrust, this one long and slow as he allowed his throbbing cock to explore her depths. "I can show you how to be a good little princess for your ponies, our ponies. Would you like that? And then you can be a good Twilight for me too, and everyone's happy..."

"I..." Twilight shook her head, trying to fight his influence. "I-I don't know, fuck, I—"

A burst of magic to pull on her tail as he held her in place, to scratch down her sides and bring multiple discordant sensations against her, all to mesmerise and confuse her as her body writhed and she whined out in bliss. "Be a good princess for me, Twilight... Don't be pathetic anymore, you're better than that..."

"Ngh..." Twilight lifted herself up just a few inches, struggling against Pinewood's heavy hooves as she attempted to right herself. He could see her last moment of resistance, and only fucked her harder to quell it, looking to her and then Rainbow, his cock alight with sensation, softly spasming inside her as her head hit the table once more, her breath leaving her in heavy pants. "I'll... I'll be good for you, Pinewood..."

"Damn right you will, Twilight," Pinewood growled, his hooves almost turning white from the pressure he was putting on the table as he continued in his mission to dominate her. "Rainbow, why don't you shut my princess up? Her moans are a little distracting, I prefer yours."

Rainbow's face completely lit up. Maybe it was the compliment, maybe it was the invitation to join in on the action, but within seconds she was draping herself over the other end of the table, pressing her hind legs back and waving her ass before Twilight's face, encouraging her to take a lick. With every thrust and every push of Twilight's body, she managed to get a small lap in against Rainbow, who backed up further until Twilight's only chance to breathe was when Pinewood pulled back.

The harder Pinewood fucked her, the more her tongue pushed into Rainbow, and the more all three of them got off as Twilight's breath was cut off, her means of dispute was cut off, her will to do anything but be screwed and dominated, played with and used for her friend's enjoyment was stripped away from her, a steady stream of her juices coating Pinewood's cock even as Rainbow's started to drip down onto her face.

She was getting lost in Rainbow's pussy now, giving her folds soft kisses and lightly clamping down on her clit with her teeth and licking at it as it was held in her mouth, the stimulation of her ultra-sensitive nub causing Rainbow to shake and quiver, letting forth a steady stream of her juices, squirting them all over Twilight's waiting maw.

Twilight didn't get a chance to open her mouth, being absolutely caked in the soft, sweet liquid as she struggled to catch her breath, some entering her mouth, forcing her to swallow if she wanted a chance to breathe any time soon. She drank it all up like a trained slut, looking after her friend and lapping her pussy clean as Rainbow moaned out in delight.

The sight was enough to push Pinewood over the edge, and in a flurry of motion her pulled away from Twilight's pussy, her clenching walls desperate to keep him in even as he pulled out and busted all over her ass and back, vast quantities of his cum shooting out and hitting her coat, matting against her and some even shooting over to hit against Rainbow and the rest of the table, a sheen of white covering the entire surface.

In a last moment of generosity, Pinewood allowed himself to fire off a spell, one that instantly brought Twilight to climax, her legs buckling as a steady stream of marecum dribbled out of her, pooling against the floor as her hind leg shook and she moaned into Rainbow's pussy, the pair of them two members of a soft chorus of ecstasy.

Pinewood collapsed back against the sofa, catching his breath as Rainbow went to work on cleaning up, licking his cum off of Twilight's back like the whore she was, taking a small measure of it and rubbing it into her clit, her moans only seeming to intensify as she did so.

"Make sure Twilight gets a taste, she needs to see why you like it so much."

And like that, Rainbow's tongue was on Twilight, and it was as if fireworks were set of in her brain as she stood there, taking the kiss and tasting his seed for the first time, waking up to its exotic and sensual properties. It wasn't long until she was joining Rainbow in her quest to clear the table, the pair of them licking up whatever cum they could and sharing it, fighting over it with their tongues as small trails of it separated them as they broke away from each other, one of which Rainbow broke and caught only to lap up and swallow.

Once they were done with the table, they headed over to Pinewood, each of them taking his cock in their maws and sucking the last of his cum away, licking up and down each side of it together as they hummed out in mutual satisfaction. Their eyes were lustful and excited, an insatiable hunger for cock apparent in each of their movements as they cleaned him much more than was necessary, his cock extremely sensitive in the afterglow.

After what felt like minutes, they finally relented, falling on either side of Pinewood and cuddling up to him on the large sofa, nestling against him and rubbing their muzzles over his chest, sharing a short kiss. Pinewood stretched out, letting out a tired sigh, his eyes already beginning to droop.

Today had been a long one, from work and its stresses to the worries that had come with buying his new powers, the hesitation that had come with testing them and the odd feeling of finding his hooves as he continued to become acquainted with his new abilities, and that was before he even factored in all of the fucking. He had worked hard today, and he thought he deserved a good nap.

Rainbow and Twilight seemed to agree, as they both laid there with their eyes barely open, unmoving despite the soft rise and fall of Pinewood's chest as he stroked Twilight's mane and laid a short kiss on Rainbow's forehead, causing her to beam up at him with closed lids.

Looking at Twilight, he couldn't help but chuckle. To think that she had been so moved by his little speech, and in all honesty, he barely cared about the mayor, planning permission, or any of that. His work was starting to matter less and less as he saw the future he dreamed of not as a distant or impossible thing, but as something both tangible and attainable.

"Twilight, would you have any issue with me sleeping here tonight?"

"Oh, can I stay too?" Rainbow piped up, a smile on her face.

"You know," Twilight grinned, looking at each of them. "I think a sleepover sounds pretty fun. Definitely, count me as in on that idea."

Pinewood didn't imagine he'd be staying anywhere but at the castle any time soon. Why give up a room at the best place in town when the owner will do whatever you say? Besides, who could argue with another threesome or two?

"Hey, Twi, when do you think Starlight will be around?" Rainbow asked, her hooves lightly tapping against Pinewood's belly, a relaxing sensation.

"Hmm, maybe in an hour or so."

"Well, don't you think we should introduce her to Pinewood over here?"

Twilight needed precisely half a second to think about that, and she spent that time giving him a short nuzzle against the neck. "Yes, most definitely yes. Who wouldn't want to meet him, after all?"

A smile was likely to permanently grace Pinewood's features at this rate. They were all going to meet him eventually, and in doing so, discover that he was the one they were looking for all along, he was the one they should be happy to have a piece of, he was the one they needed in their lives in order to feel truly and completely satisfied.

Pinewood sat with a mare on either side of him and a softening cock on his belly, which still slightly twitched as Rainbow saw fit to run her tail over it every now and again, most likely knowing exactly what she was doing. It was difficult to discipline her when what she did felt so good, but he'd find a way. He had plenty of time to do so, after all.

First he'd convert Starlight to his point of view, and then he'd begin to teach these mares how to be good for their Pinewood. He could hardly wait.

The best thing about waking up was the pleasant brush of fur that came with it. It was a novel experience, snug, warm, and utterly welcome. The sensation was a subtle reminder of the events that had transpired in the last day, those that had transformed Pinewood without changing him in the slightest.

He really was the same stallion, just more upfront about it.

He straightened in his seat, looking from one Stockholm sweetheart to another. He briefly envisioned their enamour fading, how they would surely turn on him, hurt him, throw him in prison for what he had done, what he was planning to do.

Pinewood laughed, a brusque baritone that shook and jostled both of the ponies that laid on him, but they slept through it simply because he chose for them to. He commanded their actions now, and he didn't want to deal with desperate, horny conquests just yet. They'd get their fun later, but Pinewood wanted to adjust to the waking world first.

A stretch, throwing his hooves over his head. His back clicked, neck rolling from one side of his withers to the other as he slowly returned to full congnisance. It was like an inebriation was fading from him, but he was still drunk on something.

"Power." The word that rolled from his tongue, so slowly enunciated, it almost bled the quality of its definition. His chest swelled with unabashed pride, eyes narrowing as he looked down to his whores. There was Rainbow, nuzzling into his side like the attention seeker she was, an easy Oedipus slut that just wanted a strong male role model in her life, he was almost certain. Then there was Twilight, so fragile beneath her exterior, in such desperate need of support and reassurance.

Pinewood was happy to give for as long as it amused him, as long as he could be bothered to care.

Rubbing his chin, he began to question the validity of that statement. Why should he care? He was superior, he fucking owned them, what was he obligated to do for either of them? Absolutely nothing. They were his little toys to break and put back together as he desired, and the devil inside him would laugh all the way.

He felt stirring to his side, a small murmur of motion that progressed into a yawn and a light nip against his chest. Pinewood flicked Rainbow's ear, then Twilight's, looking to startle them both awake. When it failed, he found his breath hitching in frustration. He wanted them to be up, so why weren't they up already?

He'd try the pleasant approach. "Girls..." he whispered, his breath tickling Twilight's earlobe as he leaned down , gently caressing her with a hoof. "Time to wake up..."

"Nghh, mnff." Twilight rolled a little in place, but soon became just as dead to the world as she had been a moment before.

It was hardly an eloquent response, and not the one he was looking for. Fuck the pleasant approach. "Girls," he snapped, his voice raising as he stared down at them. "Get up, right now."

Twilight's eyelids began to flutter open, and with a demure pat of hoof against his belly, she pawed him an awkward greeting. It wouldn't do.

"Get the fuck up right now." Pinewood barked his instructions like a drill sergeant, pressing down into her fur harder, feeling her ribcage, her pattering heart. She was so vulnerable like this, the sight was delectable.

The command caused her to jolt upright, and without consideration as to the necessity of the action, Pinewood turned and repeated the motion with Rainbow, jabbing a hoof into her. His fetlock made contact with her soft belly, winding her into motion, and he had to fight an urge to push it in harder and twist it, really leave a mark.

Neither of them looked angry. In fact, they appeared pleasantly surprised to see him, just as excited for his presence as they had been before they drifted off together. Of course they were; he was the best thing they'd ever had, that they'd ever meet.

"G'morning, Pinewood," Rainbow mewled, arching her back as she pushed her muzzle into him, drawing closer to Twilight.

"It's evening." Pinewood thought for a moment, then continued, a wry grin growing on his face. "Not that you'd know the difference what with how much you sleep. How did a lazy pegasus like you ever become so famous, I wonder?"

"I..." it caught her off guard, but she was quick to retort. "I'm just that awesome, I guess."

"You guess? Sounds like some hesitance, Rainbow Dash. Are you completely sure?"

"Y-yeah, definitely."

"No, you're not, and let me tell you why." Ignoring Twilight, her small kisses and bids for affection, he turned to face Rainbow fully. "There's nothing 'awesome' about you. You're a lackadaisical little lummox that just so happened to be naturally gifted enough that she didn't have to put in any effort to achieve her desires, and that's why they feel so empty. You've never really tried for anything in your life, have you?"

Rainbow's eyes widened, her lips parting. "You... You really think that?"

Such a strong mare... but now there were tears in her eyes, forming as quickly as his thoughts. "It's not that I think it, you do. Don't try to deny it." There were benefits to these powers, this link that he happened to share with Rainbow and Twilight now. Seeing inside their heads was as simple as commanding their bodies.

And seeing inside their heads did command their bodies. His actions made her cry, laugh, cum... it was all so easy, so perfect, so effortless.

"I... don't really know what I think," she admitted, looking down to the floor, her wings folded in tight and her eyes squeezing back tears. "I can try, I know I can."

"You can be so much better than you are, Rainbow Dash." He stroked her soft mane, coaxing his hoof through it and planting a kiss on her cheek. "You want to try for me? Show me how good you can be?" Pinewood could barely hide his smirk, when did he become such a world class actor? Suppose he'd been acting his whole life, and this is who he really was.

Rainbow gave him a shaky nod, turning to face him finally, and something in her eyes looked a little more subdued than usual, tamed, even. It only made him feel all the more content.

The sound of approaching hoofsteps interrupted his train of thought.

That must have been Twilight's student... Pinewood had gone with the soft approach two times already, and as well as it worked, it was beginning to grow dull... He'd see if he could be a little more active with his next acquisition, take the lead from the offset.

Besides, if Twilight was so weak minded and docile, surely her student would be doubly so? "Twilight," he turned to her, still kissing at his neck, lost in a mindless haze. "Give my cock a little attention, now."

She didn't show a single sign of hesitation. Truthfully, he wasn't even horny, it was all about the show of power. When Twilight's student walked through that door, she'd see her mentor and princess attending to him. She'd be flustered, confused, aroused and susceptible. Everything he was looking for her to be.

Twilight soon began to touch her lips against his sheath, slowly cajoling his head and then shaft out of hiding. He grew quickly to his full, ever impressive length, and while Rainbow Dash looked on, less jealous looking than usual, Twilight continued to go down on him, licking and kissing at the side of his cock as it slowly became more engorged from her ministrations.

The footsteps were getting louder, and Twilight's ears twitched as she heard them too. She likely knew just who it was, where it was coming from, but all he had to do was stroke her mane to make her forget that she'd ever cared. She continued to focus intently on making him feel good, like any subservient little bitch would, and Pinewood hummed out a small whisper of satisfaction as a more than generous reward.

"Feeling left out?" He looked over to Rainbow Dash, who had just got finished wiping her eyes dry. She looked scared to admit the truth, that she so obviously was. She stared at him with doe eyes, blinking innocently. He struck her across the face.

It was light, but it had its intended result, shocking her out of silence as she rubbed her stung cheek. "Yeah, I am... will I get a turn, Pinewood?"

She was nearly here now, he could hear it. Any second, she'd come through that door. Twilight trailed her lips over his head, but he tried his best to ignore it. It wasn't for enjoyment yet, that would come later. Right now, it was only necessary for the game Pinewood intended to play. "You'll get your turn, and maybe more, but first you have to agree to do whatever I ask you to. Can you do that?"

This wasn't even a question. She nodded instantly, as he knew she would, and right as she did so, the door opened. Starlight wouldn't be able to see them just yet, but she'd be walking closer. Maybe she could hear the soft, slick sounds of Twilight's tongue rubbing over him, of his short huffs and pants from her skillful work. He only hoped she could, that it drew her interest.

It wasn't long until she came into view, the one Twilight had talked about before. She was a cute thing, and Pinewood enjoyed her manestyle, but the redness of her cheeks as soon as she realised what was happening was the most delicious aspect of her appearance. Good, be embarrassed.

"Oh, gosh! I'm sorry! I didn't realise, I—Twilight?" Starlight narrowed her eyes as she took in the scene, and he simply pushed Twilight's head down, allowing her to return to her licking before she thought to reply.

"It's fine," Pinewood said, waving away the concerns of this cute little mare. Well, little she may have been, but she looked a little bit older than Twilight. Information worth logging, he'd be sure to use it against her later. "Tell her it's fine, Rainbow."

"It's fine, Starlight." Rainbow echoed, her voice almost hollow. Pinewood didn't like that so much, he wanted to see more enthusiasm on her. He snaked out with his magic, almost without thinking about it, attempting to inject a little more Rainbow into her personality. "Seriously, this is the best cock you'll ever feel in your life, just trust me!" There, that was better.

Add slowly arching, curious eyebrow to the list of cute things Starlight did with her face. "Sorry... did I miss a memo or something? Last I checked, it wasn't exactly normal for ponies to just have threesomes in the middle of the library. Who even is this guy?!"

And there was the tone, the bite in her voice. Time to nix that. "Listen, bitch." Yup, pulling out the big guns early. No doubt it got her attention, even her teeth baring. "You may think that this isn't normal, but these two are having plenty of fun. What are you, Starlight, a prude? What your princess does is too good for you? I think she's disrespecting you two girls, honestly." Play her off against her friends, wait to see a little emotion in her. She'd be frail and easy too, he was sure of it.

"What?! I'm not disrespecting anyone, you moron. I just fail to see why I should have to come into the library in the place I live and see you going at it with my friends like a bunch of animals!" She had her teeth grated, and she was slowly stepping forwards. "Honestly, I'd be okay with it if you'd just apologised, or at least shown some kind of normal response, but you're trying to act like I'm the weird one for seeing anything wrong with it! What's up with that?"

Huh. Apparently she wasn't as easy as Twilight. Shocker. Pinewood simply grinned, sucking in a breath as Twilight began to lather his cock in smooches. "You should mind your manners, Starlight. That's no way to speak to a guest."

"And this is no way to act in someone else's home! I don't care if Twilight's fine with it, I'm not, and I have just as much of a say as her at this point. I've been living here long enough." Taking her eyes off of Pinewood, she focussed on busy, frisky Twilight. "Listen, Twilight. I don't know if you've been drinking, or if you've decided you've been cooped up for too long and decided to go wild for a while, but I wouldn't expect this from you. Rainbow, sure, but—"

"Hey!"

Starlight simply ignored that. "—but not you. I would have thought you'd at least have the manners or common courtesy to take your fucking lips off of him for five seconds and say something to me, but apparently not!"

This mare was reasonably amusing to watch struggle, but Pinewood was beginning to grow tired of her berating tone. It reminded him of work, back before he'd become the leader he now was, the constant nagging and telling him that he couldn't do things his way. Time to break her down. "Twilight, sit up. Stop playing with my cock." Wordlessly, she obliged, giving his erect tip one final kiss before sitting back up on her haunches beside him. "See? Look at that, she listens when she's told. They both do."

Starlight's eyes began to grow worried, she took a step back, angling her head down as if she was about to fling a spell at him. "Are you... are you controlling them?"

Rainbow was the one to answer, laughing manically. "Pinewood, control us? Pfft, of course not! We do what he says because he knows best for us, because he makes us feel good. You should really try it, Starlight. Stop being such a stick in the mud, huh?"

Twilight nodded, her eyes glazed over as she looked to her student. "Sorry I didn't answer you straight away when you came in, Starlight, but I was just having so much fun... I haven't let back like this in months, years! You really should try it, just stop worrying for a little while and have a good time with us, you'll wish you'd never said anything afterwards." She shot Starlight a wink, gesturing her over with a hoof, but Starlight remained stagnant.

"No... this is too weird. I'm sorry. Maybe you guys think this is alright, but I don't, so I think I'm gonna go... have an early night, or something. Sorry." She turned to leave, and all he had to do was look at Rainbow to make his intentions known. She instantly took wing, blocking off the exit as she walked up to Starlight and placed a hoof around her wither. "Come onnn, Starlight," she snickered, rolling her eyes. "When's the last time you banged anyone other than Trixie? It's worth it to take a break, you know."

"Hold on," Starlight questioned, looking her in the eye. "Aren't you meant to be with Soarin?"

"...yeah, but Pinewood's like, tons better." This provoked a nod from Twilight, who was inching further down Pinewood's body as if by instinct, but still waiting to be given permission to indulge.

"That doesn't sound right." Starlight looked at her deeply, rubbing her chin. "You're telling me that you, Rainbow Dash, Element of Loyalty, are currently cheating on your boyfriend with another stallion?"

This barely broke Rainbow's concentration. "Huh? I mean, kinda? I'm gonna tell him when I go home to him, whenever I can be bothered. So it's not really cheating, more like I'm leaving him for a better alternative."

"That still sounds absolutely nothing like you, Rainbow." Starlight looked skeptical, her eyes were shifting from one pony to the other as she tried to understand just what would cause one of her friends to give up on such a huge facet of their personality.

Pinewood could only hope that the biggest question going through her mind would end up being 'is he really as good as they say?'. If that was the question, he knew he could answer truthfully, and she'd be more eager to stick around than ever. If anything, it was a wonder that the other two didn't fight over him. They were basically doing his job for him at this point.

...doing his job for him. That was an interesting thought. When you're in charge, why break everypony yourself? He could micromanage, allow these two to help him convert their friend, and it'd be all the easier to win her over to his side. He'd barely even have to lift a finger. "Rainbow Dash, show Starlight what Twilight did to you with her tongue earlier. It'd be good for you to get some practice in."

Rainbow moved in to kiss Starlight, a perfect little show for Pinewood, but to his annoyance, Starlight pulled back, looking in no way convinced. If he wanted to, he could reach out with his magic and crush her resistance in an instant, but where was the fun in that? "Starlight, try to picture any version of this where you don't enjoy it. If you still can't think of one, I'll make one for you. Am I making myself clear."

"I've had enough of this," Starlight spat, looking a them all with vicious eyes. "None of you are acting yourselves, I think you should all feel ashamed. I'm going to bed."

Pinewood simply had to think it, and the entire room had a barrier around it. "You're not going anywhere. You're going to sit and watch, and you're going to see why these girls enjoy it so much."

Starlight stomped her hoof against the floor, storming up to Twilight. "Did you just put a spell on the room?! Are you seriously that determined to get me involved in this crap?!"

Pinewood whispered in Twilight's ear, and she instantly nodded. Pinewood, being an earth pony, couldn't have been the one to cast the barrier in Starlight's eyes, it wouldn't have made sense. It was much easier for her to think it was simply Twilight for now, and he'd let her believe that lie for as long as she needed to.

Twilight acquiesced to Pinewood's next wordless command, getting up and walking over to Rainbow. The two of them locked eyes briefly, and Pinewood could see the soft movements of their chest from the shallow breaths they drew as they both smirked at Starlight before making contact. Their lips softly brushed together, their breaths hitching and rising as one as they put on a show of slowly making out, Starlight watching out of either shock, disbelief, or a heavily veiled interest.

But Pinewood would strip that veil away, one layer at a time. Rainbow pulled at Twilight's lip as she moved back from the kiss before diving into it once more, Twilight softly moaning into her mouth as Pinewood sat on the sofa and watched, his expression stolid and uninterested. Secretly, this was turning him on immensely, but there was no power to be held in him being a slave to the movements and play of these two sexy mares, it was all about the fact that he was the one that made them feel good, not the reverse.

Still, it definitely wasn't difficult to stay hard what with the sounds they made, the way their excited tails hit the floor or the incremental movement back and forth as each of them took turns controlling the kiss. Their wings were pushed out on both sides, stiffened and rigid, and Starlight was still watching. In fact, by this point, she'd even fallen to her haunches.

Pinewood supposed it was quite a sight to behold, and even a pony like Starlight who valued reason and logic above emotion could be susceptible to something so damn hot. Now felt like a good time to capitalise on that. In the background, Rainbow and Twilight were moving their way down to the floor, Rainbow climbing on top of Twilight and leading, but in the foreground, Pinewood was snaking his way over to Starlight, sitting beside her.

"Do you see how much they enjoy each other's company? They'd always had crushes on one another—," he lied, "—but it wasn't until they spent some time with me that they really felt comfortable expressing the truth. That's why they like me so much, Starlight. I let them be honest with themselves, I set them free. That's why Twilight especially really wanted to show you just how enjoyable all of this is."

"Y-yeah, Starlight," Twilight huffed as Rainbow began to kiss her chest, burying her muzzle in the soft fluff and eliciting short gasps and squeals of enjoyment between Twilight's words. "Consider this a friendship lesson, if you like. Learn to love yourself, love Pinewood, and most of all, love your friends."

"But I don't love Pinewood," Starlight debated with the mare that was getting sensually kissed and licked by her other friend. That must have felt strange for her. "I don't even know who Pinewood is, he's a total stranger to me, and you haven't even told me where you met him! What is he, some kind of sex guru or something? You expect me to just sit here and watch Rainbow get you off, and yet you're not explaining what any of this has to do with anything!"

It was Pinewood's turn to respond, looking to her with a wry grin, no subtlety about it whatsoever. "You're still looking, though, aren't you? I can see the hesitance in your movements, or rather, lack of them. You could've looked away, you could have refused to pay it any mind, but secretly, this is making you really damn wet, isn't it? Admit it, Starlight, you like this, you want to be a part of it."

"It doesn't matter if I like it!" she snapped in return, rounding to face him with her cheeks still flushed. "Whether I think it's a little bit appealing or not, it doesn't change the fact that this is screwed up on a fundamental level! I could watch Twilight and Rainbow fuck all day long and it still wouldn't change my opinion on that!"

"You hear that, Twi?" Rainbow laughed between kisses, working down to Twilight's belly. "She said she could watch us fuck all day. Wanna do that for her?"

"Are you kidding?" Twilight half-laughed, half-moaned, pushing Rainbow's head lower. "I'd rather we got her involved... Why are you being such a bad student, Starlight? I told you this was a friendship lesson and—nghh—you're not taking it seriously, not at all. Do you really not care about what your teacher wants you to do?"

"Well, I'm sorry, but it's a little difficult to take you seriously when Rainbow's about two seconds from eating you out!"

Okay, this wasn't working well enough. It was wearing her down somewhat, but she still had a little fight in her. That said, if looking wasn't going to be quite enough to seal the deal, perhaps touching would. "Starlight, go and help them out. They just want to enjoy you as they are each other, would it really hurt to let your worries go for just a little while?"

"I..." He could tell she was considering it, and how could she not be? The sexual energy was flying around the room, it was so thick it was almost tangible. "I really shouldn't. This is completely wrong..."

That hesitation was enough. He leaned in, scraping his teeth against her ear, causing her to flinch. "Go and show Twilight that she hasn't wasted her time on you, Starlight. That you're a good student to her. Show her how much you appreciate the time she's taken to prepare this lesson for you."

And that was it, she was up. She slowly crossed the room as Pinewood watched, he saw the way she made sure that her tail hugged the back of her legs, not willing to expose anything. She meekly walked her way over to the pair, just as Twilight hovered above Twilight's glistening folds, fully exposed to everyone in the room. She had no shame, Pinewood had taken it all away. "I don't know what you want me to do..."

Pinewood answered, and why wouldn't it be him to do so? He directed this situation, chose exactly what happened. "Kiss her. Kiss her like you would someone you care deeply for, show her with the caress of your lips." He'd never been a poet before, but now the words flowed from him like silkened honey, and Starlight lapped up every last drop of it.

She laid down flat, moving closer to Twilight, who tore her eyes from Rainbow and stared straight at her. "Well, are you going to kiss me, or just think about it?"

It was a gentle, timid thing when it finally occurred. She was still reluctant to progress, and it was clear from the tremulous movement of her body and the way she pulled back when Twilight responded. Their lips finally met, a brush of lust against Starlight's single bastion of resistance, and rather than melt into the kiss, it took multiple sweet licks and pecks to strip away her fear, to replace it with something more primal, the urges that she was hiding from herself.

Pinewood knew she wanted this, he knew it because she didn't let up, because she kissed back even when she'd said she didn't want to, because the two of them began to enter a state of harmonic bliss together that was communicated with the sound of tongues meeting, a debate settled in utter mutual satisfaction.

When Rainbow finally joined back in, incrementally advancing on Twilight's waiting pussy, Twilight gasped into Starlight's mouth, and the voracity of their kiss only increased as the three of them were joined together with Twilight as their common link, her body a means of channeling each of their latent desires.

And Pinewood watched on in joy as they continued to break away that which had confined her, as she began to worry less and less about what was right or just, only what felt good. That was the first step, she was waking up to what she wanted, what she needed, but now she needed a pony to anchor it to, someone who she would follow the word of on the promise that he'd give her more, so long as she did just what he said and never tried to rebel.

She was a tough one, there was no questioning that, but she was vulnerable now. Her friends had seen to that, and now it was Pinewood's job to see it through, to make her his. He'd let things play out a little more, let her really get into it, and then he'd begin to move in for the kill. Once she'd felt his cock inside her, there'd be no going back.

In the meantime, Rainbow's tongue was pushing deeper into Twilight's pussy, causing her to moan and writhe harder, breaking away from Starlight's lips only to call Rainbow's name in delight. She'd move back to kissing then, her hips gyrating and her tail thumping against Rainbow's chest as she continued to work on her, bringing her to the edge with surprising speed. Then again, Rainbow and speed went hoof in hoof.

And Twilight's sounds weren't lost on Starlight, it seemed, from the way her ears twitched or that her eyes travelled... No, she was beginning to wonder about how prowess, perhaps questioning whether she could be the next one to embark on a journey of relentlessly repeating rapturous orgasms, but Pinewood knew she wouldn't be getting such treatment until she'd earned it, until he'd formally inducted her into his little group.

He stood, moving a little closer to the three of them, happy to simply watch as events played out, as Starlight lost more and more of what had previously made her so strong, so eager to say no. There was no saying no now, she couldn't even speak what with her tongue so constantly occupied, her mind so far away from rational thought that he doubted she'd protest if he was to take her right there and then.

But no, he wanted her to say yes to it. He still hadn't given up on that yet. He rapped his hoof against the floor, and instantly Twilight stopped kissing her, Rainbow stopped eating Twilight, and with the last moan sounding out, the room returned to relative silence. "Alright, Starlight. You've had a taste. Twilight, why don't you make an effort, hmm? Rainbow's been making you feel good for about five minutes now, is that fair?"

"No, I suppose not..." Twilight looked to the floor, admonished, and Rainbow's eyes brightened. She likely thought that he was about to tell Twilight to return the favour, bless her.

"Twilight, go to work on Starlight. Show her why you're royalty."

If Rainbow was disappointed by this turn of events, she didn't show it, and that only made Pinewood want to reward her. "Rainbow, come here. You can service me until these two are done."

Starlight didn't get a say in any of it, it was all happening so quickly that any protest was rising and falling in her throat before it could grace her lips, and before she knew it she was on her back. Rainbow livened up instantly at the prospect of getting to taste Pinewood's cock again, she practically pranced her way back over to him, taking care not to fly indoors as he'd already told her, and within seconds she was upon him, crouched low and being sure not to obscure his vision.

She was learning to be more considerate of her surroundings, it was a wonder how quickly she adapted to his wants and needs. She dipped her head with a flourish of her mane like the little showoff that she was, likely trying to outperform Twilight's earlier actions. That's alright, he'd let them compete over him all they wanted if it meant getting a better blowjob each time.

Rainbow licked along the already wet spots on his cock, sliding her tongue around the medial ring before moving down to his balls, taking one in her mouth and suckling sweetly on it. She knew it was where the cum she adored so much was stored, after all, how could she resist? She played with each of them in sequence, taking one and then the other and rolling her tongue around them, bathing them in her saliva before trailing her way back up to his head and tapping the tip against her bottom lip, a small quiver to it.

She looked up at him with hunger in her eyes, wanting ever so desperately to take him inside, and with a small push of his hips, he granted her silent request. Rainbow treated him even when she thought he was the one treating her, taking almost half of his length in one push and tapping her tongue against the underside of his shaft in repetitive motions that could never get dull no matter how many times she reused them.

Pinewood allowed his groan to sound out in response, a sound that properly encompassed his masculine energy and flooded the room, drawing the gazes of everypony in the room to him, to the work Rainbow was doing so splendidly with her tongue as she pushed herself down on him in search of only his satisfaction and gratification. She knew she came second to him and she didn't care, she was only there to please.

And please she did with each stroke of her tongue and each drag of her lips against his length, wet and wanting, desperate and delirious, moving with a speed that was almost maddening just to watch but heavenly to experience. Every time that Pinewood thought he was used to it, she'd begin to jerk her head faster, being an animated little fuck pocket just for him, for the best cock she'd ever experience in her life.

He held her head in place, determined to bring her to tears. He didn't worry about her gag reflex, only pushing her head down lower and thrusting up higher as she spluttered around him, making his length even wetter, making it twitch into her tight, velvety throat. The girls watched on in awe as he throat fucked her mercilessly, Starlight watched even as Twilight got back to her task and finally went down on her, and Pinewood and Starlight moaned out together in perfect rhythm as their companions endeavoured to get them off.

Little did they know they were priming the two that would be seeing this little session to its sticky end.

They continued to work as a team, Rainbow bringing her hooves into the mix if only to stop Pinewood from pushing his cock all the way into her throat, where climax was a constant worry and it became increasingly difficult to pull out each time. She stimulated him with long rubs up and down his length, and all the while Twilight treated herself to more of Starlight's tight entrance, causing her to roll and pant and squeeze her legs around Twilight's head as her horn started to glow with a burning intensity.

Pinewood imagined it mirrored the fire raging through her body. The two of them began to climb to the plateau of equine sensation together, their unknowing fluffers carrying them every step of the way there, and it was only when it got to the point that Pinewood felt as if he would erupt into Rainbow's throat at any moment that he finally abated in his thrusting, allowing the exhausted mare to return to a slow and sloppy blowjob.

He tapped his hoof again, but Twilight didn't notice. She continued to work her tongue deeper into Starlight, to the point that she was cursing between breaths and tensing her body as she was pushed all the way to the edge. Pinewood watched as the first orgasm finally wracked her body; she dribbled a healthy measure of marecum over Twilight's waiting muzzle, and Twilight dutifully lapped up every last drop of it. Her screams were almost piercing, much louder than either of the others had been, and it made Pinewood wonder if it had simply been that long since she'd had some good, quality sex.

Not that he minded so much, he took the screams as a sign of appreciation, and he was sure he could grow accustomed to them. The most important thing would be assuring that she made just as much noise for him, if not more. She continued to ride out her orgasm as Twilight refused to abate, taking everything she had to give and then more, immeasurable quantities of bliss that rolled around over and over in waves as Starlight almost forgot how to breathe, and Twilight almost forgot that she had to pull away at some point if only to take a breath herself.

"Girls." Pinewood looked at each of them in sequence, but he didn't have their attention. Pulling Rainbow off of his cock, he stood, still hard and pulsing, walking over to them and tapping Twilight on the withers. "Girls. Enough. It's time for the main event."

Of course, Twilight let up, pulling away and leaving Starlight without anything to fill her aching hole. Time to fix that.

Only when Pinewood looked at her, he still found conflict on her face. "I... I don't know if I want to have sex with you." She looked to each of her friends, who were watching eagerly, almost impatiently, then back to Pinewood with a measure of anxiety in her voice. "I know them... you're a stranger, it was hard enough knowing that you were watching."

He appreciated her honesty, but not the words coming out of her mouth. "You're going to try," Twilight purred, walking up to her face and planting a kiss on her cheek. "Try for me, it'll show me if you've learned anything from today."

"Twilight, I don't know..." Starlight was so adorable when she was nervous, it seemed, it was a trait he hoped stayed with her even when she was desperate for more of him.

Twilight picked her up in her magic, pulling her over to Pinewood and placing her so she faced away from him. "Trust me. If you trust me, you'll let this happen. It'll change you for the better, Starlight, I promise."

"Twilight, I—" she was cut off with a gasp as he pushed his head against her folds, not wasting time. She was already wet and dripping from the attention she'd had earlier, and it wasn't difficult for him to slip his cock inside, even as her pussy constricted around him as if she was trying to fight against it. She took a step forwards, attempting to move away, but he kept her rooted in place.

"You thought you had a choice?" Pinewood laughed between grunts, pushing himself deeper, each inch of movement a new sensation for his tingling prick, a new depth to travel to as Starlight began to wither beneath him. He had his hooves on her flanks, gripping her firmly, and her forelegs were attempting to find solid purchase on the library's floor.

He didn't pay attention to the way she squirmed, pushing in deeper. He knew she wouldn't be able to take his entire cock inside her, no way she could, but he'd make sure she at least tried to. He thrust forwards without pause, looking to draw a reaction from her, to fill each sliver of space inside her and leave her a shivering mess, only wanting him to fuck her harder.

Once he'd pushed most of the way inside, he began to pull her up. Pinewood lifted her hind legs off of the ground, causing her to try and balance her weight on her forelegs which slipped about on the floor her and Twilight had only recently christened with their own juices, but Pinewood paid her discomfort no mind. Let her fall, let her embarrass herself, she'd forget it all the more he began to slam her.

The tightness was enough to drive him crazy, but he'd last through it if only for the task at hoof, if only for the fact that he had to be stronger than her right there. "Can you see why we like it so much?" Rainbow winked, rubbing at Starlight's mane with a hoof, and Pinewood took that as an indication to demonstrate, holding her still as he sped up his motions and began to fuck her with force, thrusting repeatedly into her as a wet slap sounded out, echoing throughout the room, Twilight and Rainbow in awe as she took him, her throat hoarse with fresh moans that escaped her lips with each motion.

Pinewood found her pussy to be unique in a respect, different to Rainbow's or Twilight's if only for how much she squeezed with it, constricting and milking and keeping him embedded inside. At first, he thought it had been a method to dissuade him, to keep him from pushing his way in, but once he found himself there he began to realise that it was the perfect vice, a thing of beauty that only wanted him to continue to fill her, to not leave until she'd taken everything she possibly could from him and more.

To think that she'd been so dead set against even entertaining the notion of having sex with any of them when she'd entered the room, not fifteen minutes ago. It was laughable, honestly, how weak these ponies were in their convictions. "Thought you didn't want to fuck me, Starlight? That's not what it sounds like from down there, sounds like you're fucking enjoying this, you little slut."

"Mmf... i-it's not like you gave me much of a choice," she groaned out each word to the point that even their syllables were delectable, a sordid serenade against his ears as he continued to plow her. "Wh-what was I meant to do when you—oh gosh..." she cut herself off with a squeal as he pushed his entire length inside, to the point that he could feel his balls brushing against the soft fur of her ass, his tip pressing against her cervix.

"I'm sorry, were you saying something? Hard to hear you over the sound of how much you're enjoying this. You've been begging me to fuck you since you walked in, you just didn't know it yet..." He dug his hooves deeper into her flanks, the flesh soft and malleable as her fur smushed against his, her ass up high as he pounded it into submission along with the rest of her. She'd start to question it soon, whether she had wanted this all along.

It was such a clear cut lie, and in her right mind, she'd know that in an instant, but she wasn't in her right mind anymore, she was in a world where only the cock inside her mattered anymore, only the sound of his voice and the movement of his hips and the commands that rolled from his tongue.

"Rainbow, you've earned your treat. Go and spread your legs for Starlight, give her something to do, the lazy bitch."

Starlight didn't even protest when he insulted her anymore, that's how far gone she was by now. Rainbow shifted over beneath her, and the relief she felt from Starlight's tongue was almost instantaneous. She gasped and gripped at her outstretched wings with her hooves, and immediately Starlight found some of her balance by pressing her forehooves against Rainbow's hind legs.

Her horn was still charged with the same intensity as before, it seemed to be linked to her orgasm. It hadn't been the case with Twilight, possibly because she was an alicorn, but with Starlight, it appeared to be rather prominent. This gave Pinewood an idea, and with a mischievous grin he allowed his magic to take control of Starlight's horn, placing a cap over it. "You only get to cum when I let you, do you understand?"

She didn't respond straight away, so Pinewood simply stopped moving. He kept his cock buried deep inside of her, but made no other effort to give her anything but the promise of more, should she agree.

It didn't take long to draw a response, especially with Rainbow's pussy looking so inviting directly in front of her face. "Yes, yes... just please don't stop... I'll only do it when you say, I promise."

"See? It isn't so difficult to behave for me, is it, Starlight?" Pinewood began to pull back for her efforts, preparing to pick up the pace as she angled herself to penetrate Rainbow with her tongue. He'd know if she tried to let herself cum without asking, his magic would tell him, and he'd soon correct her misbehaviour with as much discipline as he felt was necessary. Now to make sure that there was nothing she wanted to do more than cum, that she could barely hold it back until it was too late for her, if only so he'd have an excuse to give her a punishment for all of her earlier disobedience.

He started to switch up the pattern of his movements, switching out long and deep strokes for short and rapid stabs at her g-spot, ones that made her shake and convulse with a fast growing need for release. Every time she looked as if she could weather the storm, he'd move faster, pushing her forwards and causing her tongue to dart into Rainbow's pussy from the sheer momentum of his actions.

Rainbow was certainly enjoying herself, from the way she through her head back to the scrunching of her eyes, and Twilight was tiredly rubbing at herself as she watched, her eyes half-lidded and her tongue constantly trailing around her lips. She was certainly enjoying the show, but Pinewood had to wonder just how she'd feel about the way he was planning to end it.

The crescendo was definitely going to be something to behold, and he was building up to hit with a strong series of slams against Starlight's poor, battered insides, listening to her moans graduate into full on screams of pleasure, just like earlier, just as she had been when she was on the edge with Twilight.

And she was definitely that close, he could tell from the magic he had wrapped around her horn that she was barely managing to keep a lid on it, but by some grace she was managing. It took Pinewood a few moments to realise that she was in fact doing what he'd told her to, that she was resisting and waiting for his command. This wasn't what he'd expected at all. He tried to fix it, stimulating her clit with his magic as he continued to fuck her, but still she manage to keep herself just teetering on the edge, never going all of the way.

Her mental discipline was astounding, almost, considering how easy it had been to bend her to his will. It was almost ironic, in a way, that she could withhold gratification so easily yet be just as vulnerable to his influence as any of the others. She was a curious creature, and even as Pinewood mashed at her little sensitive nub with a powerful vibrating swath of magic, she managed to keep herself from cumming even as her forelegs buckled and Rainbow found herself being brought closer by her snaking tongue.

Even Pinewood was beginning to feel the pressure building up in his belly, spreading throughout his body and culminating in his balls. There was something so arousing about the way she denied herself the orgasm she desperately wanted, it was erotically charged and brilliant, and Pinewood's determination to make her try to cum was pushing him so far that he was beginning to well up with need almost equal to hers. There was an irony to it that was lost on him if only for how much he was enjoying himself.

He bottomed out over and over, determined to outlast her in what was quickly becoming a fight to see who would finish first. Twilight had already lost, cumming again just from watching them, and Rainbow wasn't faring particularly well herself, moving her body forwards and rubbing at her clit with the tip of her hoof as Starlight moaned into her pussy. Feeling like it should be a true two horse race, Pinewood fired off a spell, causing Rainbow to climax instantly, squirting hard into Starlight's mouth, who clamped on and took as much of it as she could manage before Rainbow leaned back and shot the rest against her face, chest, and withers.

Pinewood almost felt it unfair to do that, it was only going to make her closer, and while he didn't usually care about fairness, right then he wanted an honest victory from her. He'd taken her this far with manipulation, domination, and now it was time to back it up.

It was time for one final assault against her, one that would have to make her lose control if she was any normal mare. He withheld the spell that he knew would make her instantly climax, instead applying pressure to each of her erogenous zones in sequence, playing them one at a time in random combinations, and then multiple at once, all whilst repeatedly filling her. While her volume only increased and her pants became wilder with each moment, she still managed to hold on through some ungodly determination that Pinewood could scarcely even imagine.

As a last ditch, he pushed himself forwards whilst pressing down on each pleasure point at the exact same time, as intensely as he could manage without hurting her. She struggled, her body shook and quaked, her screams were almost strong enough to shatter glass, but still she somehow managed to hold on, waiting for her trigger.

Pinewood was in disbelief. He'd been waiting to punish her, to make her make up for her past behaviour, but after such a display, he was doubly sure that she'd earned what he'd been planning from the start. He removed the spell, making sure she'd be able to when the time came, and with him so close, he figured it was only fair that they reached the point of a perfect orgasm together. "Starlight... you can cum now, if you'd like."

The words alone were like an instant switch, and suddenly her pussy was clamped around him impossibly tight, contracting and pulsing as her breath briefly halted. Her pussy appeared desperate to take his seed, to allow him to fill up her womb, and though Pinewood had teased the other girls with this, neglected them his cum when they'd wanted it most, allowing them only to taste, Starlight had gone above and beyond, and it was to her that he'd finally bestow this gift.

It was a gift that came as he did, thundering through his body and splattering against her insides right as she'd finished riding out her orgasm. His climax was so powerful, the properties of his cum so magical that it only caused her orgasm to reset, and again she coated his cock with her own juices from a repeat action so strong that it almost hurt, so wondrous that it was hard to imagine it could have even been reality.

But there she was, clear as day, a mare than had been able to withstand him, even if it was only for a few moments. A mare like that excited Pinewood, and it was definitely the type that deserved to be shot so full of his sperm, to the point that she was almost guaranteed to get pregnant from it, he could only hope she would. His cock was so deep inside her that barely any seeped out, all of it clogged by how full she was, and he could feel each mesmerising burst as another string of his seed was shot against her blissful walls.

Even pulling out was an amazing sensation, one that he had to do slowly if only because of how sensitive his cock felt after such a powerful finish. Starlight was completely silent for a moment, her body shaking and her breath coming in shallow pants as he finally slipped the last of his length from her, but when she finally did speak, it was a muted and demure thing. "Thank you, Pinewood." she said, plain and simple, no bite to her tone, no sarcasm, just a few very simple words of thanks.

And Pinewood knew exactly why. It was his cum inside her, it had been the last thing she'd needed to fully fall under his control, the final piece to a puzzle that had been fitting into place since before she'd even entered the room. Pinewood felt like a chess grandmaster, expertly moving the pieces around him without a map in front of him, but still managing to find a way to make each situation advantageous to him. He always came out on top, just where he deserved to be.

Starlight was dripping with his cum, and as her pussy muscles contracted, she pushed a healthy portion of it out, allowing it to run down her leg and mottle her fur. He didn't even get a chance to stop Twilight as she rushed forwards to taste, and soon enough Rainbow was in on the action, both of them licking around her hind legs and pushing their tongues into her pussy in order to get a good taste of the cum they wished they could have inside them also.

They cleaned her like the good friends they were, but really it was all just an excuse to get another taste of him and Pinewood knew it. Not that he could complain, of course. There was something extremely satisfying about knowing just how jealous those two were. It wouldn't be long before Starlight began to feel proud that she was the one that Pinewood picked to finish inside first, he couldn't wait to see how she'd act about it.

And if she ended up bearing his foal? Even better. He was sure he'd impregnate every single one of them eventually, but he was in no rush. Rainbow would definitely be fun to put a baby in, though, if only for the glee that would come with ruining that athletic body for a few months.

When they'd finally stopped fighting over Pinewood's cum, a string of it between Starlight's stretched pussy and Twilight's tongue, she turned and began to walk over to Pinewood, curling up with him along with the other two, the smell of sex still about them, still all over the entire room. Pinewood lowered the magical barrier from earlier, there was no way that Starlight was going to attempt to go anywhere now. Not after he'd shown her just how amazing he really was.

Just to really rub it in to the others, he let her sit right in the centre of his lap whilst the other two sat either side of him. He placed a kiss on each of their cheeks, yawning as he wrapped a forehoof around each of the mares on his side and let Starlight lean into him, every last bit of fight gone from her at last. "Time to rest, girls. Tomorrow, we're gonna go introduce ourselves to a few more ponies, how's that sound?" Nods from all around, the mares already tired as if they knew to be, and Pinewood realised he had one last thing to say:

"And Starlight? Welcome to the family."