> Rest and Refractory > by Charyb > -------------------------------------------------------------------------- > Chapter 1 > -------------------------------------------------------------------------- “Everything in its proper amount.” That was the philosophy Lotus Blossom lived by, and she muttered it more than a few times as she ticked all the boxes off on her list. Bottles of lotions for lustrous coats, enough to make fifty ponies feel finer than fine? “Check.” Ten tubs of specially formulated mud, precisely enough to swaddle ten lucky ponies in the lap of luxury? “Check!” Check and check and check again. Lotus Blossom loved knowing she had enough of whatever stuff the spa needed. Business had been dropping off something drastic as of late, and as Aloe was better with customers than numbers, it was up to her to make sure the Ponyville Day Spa could treat its customers like princesses. Especially for those times when the customers were princesses. To Lotus, there were few things more important for a pony than a good, lengthy beauty treatment. Especially in the humble town of Ponyville where the locals could be a little more... well… ‘rustic’ than most! To put not too fine a point on it, these salt-of-the-earth dears and damsels needed her love and attention more than anyone! Everypony, great and small, deserved the confidence to stand up to all Equestria and shout: “I am beautiful!” And under her and Aloe’s discerning fingertips, they would have it! She smiled as she checked the final box: three gallons of scented oils for making ponies smell like princesses. Satisfied that everything was in its proper amount, she swayed and sashayed her amply-set hips all the way up to the front desk. Aloe was looking a bit lonely up there, after all. Despite turning the ‘Closed’ sign over to ‘Open’ an hour ago, she continued smiling - bright as sunshine - at a rather dark and dreary lack of customers. “No luck, huh, sis?” she asked, sipping away at her mixed berry breakfast smoothie. The ice for it had come from the Crystal Empire, and only the highest-quality Dodge Junction berries had made it into the blender. A spa pony had to treat herself every now and then... and she’d just recently sworn off indulging in thigh-thickening milkshakes. “Do you want me to take a desk shift?” “Perish the thought, sister mine!” Aloe said cheerily, her smile radiant as ever even with her eyes laser-focused on the door. “You work so hard taking inventory, I couldn’t dream of asking you to work the front desk, too!” Her smile cracked just a teensy, weensy bit wider. “And besides, it’s unlucky to abandon the desk until a customer comes in. I’m sure if I wait long enough, the customers will come pouring in, and we will be just swimming in business.” Lotus peered into the abyss through the glass double-doors, and the abyss stared back into her; sunshine and blue skies for weather, but not a soul in sight. “Well, don’t wait too long, sis,” she said, as a tumbleweed bumped into the doors. “It’s morning on a Monday. Nopony needs pampering just yet. We’d need all the luck in Ponyville to get even one customer right now.” “Oh, but wouldn’t just one customer be special in its own way?” Aloe said, eyes sparkling. “Just imagine all our facilities, all our care and attention, devoted to the pampering of one special filly! Ahh~” She sighed dreamily, her gaze drifting ever so slightly skyward. “It would be the visit of a lifetime. We could shower her with soothing treatments, dote on her with our devilishly skilled hands, until she’s putty within them. She’ll be so impressed with the quality of our service, she won’t hesitate to schedule treatments with us until the end of all eternity!” “Wouldn’t that be nice?” Lotus Blossom mused. She chewed thoughtfully on her smoothie’s pink plastic crazy-straw. “We could always use more regular customers paying for the luxury treatments. Goodness knows, we wouldn’t meet rent every month without Rarity...” “Exactly!” Aloe winked. “So that is why, no matter what happens, we must make sure the next pony to walk through our doors is made to feel exceptionally, positively, absolutely wel-” And, speak of the Nightmare Moon, it was at just that moment that the doorbells tinkled out a cheerful little jingle jingle! “-come!” “Not right now, darling,” a bubbly mare’s voice giggled. “But I’ll be sure to keep your offer in mind!” She wasn’t the usual sort of customer, Lotus could say that much. She certainly wasn’t dressed like one. Even in Ponyville, the average mare knew enough to dress up for the spa, to treat every visit as the up-scale event that it was! Most of their clientele arrived wearing only the nicest clothes in their wardrobe; their dresses jeweled and sparkling, and their hats feathered and floppy. It was a part of the spa’s ambience. Every mare who pilgrimed to visit Aloe and Lotus desired nothing more than to snuggle themselves up in the lap of luxury, even if only for a day... This newcomer, however, seemed to have altogether different ideas about luxurious laps and what to do with them. With her soft, rosy cheeks and exquisitely deep, dark eyes, the pony always seemed to be laughing about something. It put onlookers in mind of a prankster... or a cheeky little princess who had never learned her boundaries, and certainly didn't care to. That sly little smile - positively dripping a poisonous-looking shade of gothic black lipstick - was a hint to the world that trouble would never be too far away. Combine that with the silken weave of strawberry hair cascading down around her shoulders like a pull of soft-serve ice cream, and you had one very mischievous-looking pony! It was obvious from there why she was so plump and full-figured: this was a pony who simply couldn't resist indulging herself, even if it came at others’ expense. Said troublemaking reflected itself on her choice of dress: the maroon mare wore a midriff-baring black tee - a simple thing with SUCK IT! printed across it in big, friendly letters - covered the important parts of her top, at least. And for anypony wondering just what it was that required mares and stallions wide and sundry to drop to their knees and pucker up, the answer wasn’t far away. Eyes travelling downwards, over the smooth, opulent bulge of the mare’s well-stuffed belly, eventually reached a short black skirt... far from adequate in covering her legs... or the mouth-watering bulge swinging between them. Her creamy, chocolatey thighs cradled a thick, throbbing cock that seemed simply too big for its britches - not to mention stitches. It swung freely between the mare’s thighs, her skirt sheerly inadequate in hiding any part of the monster lurking between her legs. Lotus fought the urge to simply gasp at the sight of it all. But a customer was a customer, and she kept her comments to herself. At least this mare wasn’t entirely indecent. Steeling herself, Lotus rested her eyes on her customer’s serenely smiling face. “Hello, um, ma’am…” She gulped. “Can we help you?” “I sure hope so!” the mare chirped. She brushed a ruby red lock from her eyes. “This is the town’s spa, yes? The place where ponies can come to relax and take a load off? Lotus was still reaching for the right reply when Aloe suddenly appeared at her side. She gently placed a pink hand, blood-red, inch-long fingernails and all, on Lotus’s shoulder, and squeezed herself into the conversation. “Yes, yes! You are one hundred percent correct, miss!” Stepping in front of her sister, Aloe clapped her hands together. Where Lotus had floundered in the presence of that mesmerizing stallionhood, Aloe hardly missed a beat. “You’ll find no better place to relax than here at the Ponyville Day Spa. ‘The best of care makes the best of mares,’ as my sister and I often say! What brings you to us today?” Well, wasn't that a shock? Lotus had always thought of Aloe as the boy-crazed one, the pony who was out chasing stallions while she was left doing all the paperwork. If Lotus's motto was "Everything in its proper amount," she would have joked her sister's was "Everything in excess and more besides!" And yet here was her ‘kid sister’ - by a whole seven minutes - so comfortably handling a client who had given Lotus pause... Why, she could practically feel her heart swelling with pride! At least, until she actually drew up alongside Aloe to see her twin's expression for her own. The second she lined up her heaving blue bosom with Aloe's, her confidence fell from her face and the alarm was heaped back on! In putting those sororal racks side by side (a dress-straining vista that a certain nearby customer couldn’t help but appreciate), she saw a baby-crazed look on Aloe's face that was normally reserved for ponies in heat. Unabashed desire bubbled over in those eyes. Aloe bit her lip, swayed her hips, rubbed her thighs together... and perhaps worst of all, visibly loosened her clothes. Maybe it was because once you'd seen one Spa Pony in the nude you'd as good as seen both of them, but when Aloe casually bared one of their matching birthmarks... Lotus sprang into action. She hurriedly moved in behind the other attendant to quickly tug her dress back up, before Aloe could show off any of their other matching attributes. "Ahem! Aloe? Why don't you go prep a bed, mm? This certainly isn't the first time we've had a customer like... Ah." Lotus extended one hand towards their guest, while using the other to gently pushed Aloe backwards. "I don't think we've had the pleasure. I am Lotus." "Charlotte," replied their giggling guest. "Right! This isn't the first time we've had a customer like Charlotte... We shall weather the storm, mm?" Aloe eased back onto the front desk, scuffing her hooves apart. Her dress eased up a few inches as she looked on at Charlotte. "Are you, mm, kidding? She's like a Category Five Hurricane compared to those ‘storms’..." “A Category Five!” Charlotte clapped her hands together. "Ooh, I love that! Hurricane Charlotte! Expect some flooding in your area." She shot Aloe a wink, hips cocked ever so slightly forward. “That’s why I’ve dropped by here today, actually. I’ve just finished filling up a commercial-sized order, and I’m feeling positively pooped!” Another hip-thrust, so much more obvious than the first. “Why, it feels like I did business with every mare in Whinnypeg! Just such exhausting work for a dainty little pony like me, you know! I’ll need your very best service to get back on my hooves.” “And you will have it!” Aloe said eagerly, slipping past Lotus so fast it left her mane rustling in the wind. She bowed low, until her pouty lips were but a hair’s breadth away from the tip of Charlotte’s twitching cock. “I hadn’t even realized we’d received such an important businessmare as a customer today. You may rest assured that my sister and I will pamper you today as if you were Princess Celestia herself.” “Ahem!” Lotus coughed, pushing Aloe again to the side. Customer or no, it was her duty as an older sister to protect her younger half from the dangers of fat cocks. “My sister might have failed to mention the price tag. We’d love to treat every customer that way, but of course, the costs for such care can be very high. If you’d like to take something less expensive, we’ll under-” “No need,” Charlotte giggled, pulling out a bag of heavy golden bits - though from where Lotus didn’t even dare to guess. “Business was good to me in Whinnypeg. I don’t know how much a day here costs, but think this should be enough, don’t you?” “...It should be,” Lotus admitted, somewhat sheepishly. Her slender arms sagged under the bag’s weight as Charlotte dropped it off, so full of clinking coins that it - much like the mares in Whinnypeg - had been left looking ready to burst at the seams. On the one hand, Lotus could feel the creeping sense of dread coming over her. Already she could tell Charlotte was going to be quite the handful, and that was before they’d even let her tuck into one of their delicious homemade protein shakes. She winced at the very thought of this bull of a pony slurping down one of those... It was a recipe Aloe and Lotus had come up with together: a special formulation of vitamins and nutrients to increase both the quantity and quality of the gooey white stuff sloshing about in a stallion’s nuts. The shakes were a potent brew, too; even the meekest of boys could become testosterone-fuelled beasts when powered by those sweet, sweet beverages! On the all-too-common occasions when Aloe had let those silly boys drink one too many, Lotus had had to attend them personally, rubbing their foreheads, whispering soothing words to them as her dainty, feminine hand blurred up and down their shafts. She usually chose short, simple words. Those stallions could barely form words, could barely even think, with their hot, plump, goo-stuffed spunk-tanks swollen up to ten or twenty times their regular size. And, wouldn’t you know it? An “All You Can Drink” No Limits Protein Shake Package was part of the Princess Course. Hence her consternation. Yes, if they could make the sweet, doe-eyed colts of Ponyville writhe and whine, begging for the relief of orgasm, what would they do to Charlotte? If anything between her legs got ten times its normal productivity, all of Ponyville might just get swept away. On the other hand, though, wasn’t helping needy ponies exactly why Lotus ventured into this profession in the first place? Hadn’t she vowed with Aloe that any and every mare who walked through their doors would be made to feel pretty and special? ... She didn’t even count the money Charlotte handed her, she simply set it behind the counter. It was unimportant. She’d count them later. The customer came first. Besides, it seemed like there was well over a hundred bits in total there. To be treated like a goddess in the flesh at the Ponyville Day Spa, a mare only needed twenty-five. So that was it. There was nothing more for it. All she could do now was be professional about it. “Right this way, ma’am,” she said, motioning Charlotte past the front desk. “The Super Special Princess Deluxe Course it is.” > Chapter 2 > -------------------------------------------------------------------------- "Ohohoho... Oh... Oh my... Mm, that feels divine... Mm, I've never had such a hooficure," purred a very happy Charlotte. “Well I’ve never had such lovely hooves to work with,” Aloe said. The file clasped between her dainty fingers gently worked back and forth over Charlotte’s sensitive hooves, making the Alchemist squirm and purr in delight. Every little scrape of the steel implement sent new shivers of pleasure down her spine. Charlotte was stretched out nice and comfortable on a Roman-style couch in the main sunken lounge of the Day Spa. The already-huge room, built to house more than a dozen pampered at any time, looked positively cavernous with just the three of them occupying it. And her voice sounded extra loud in that yawning silence, which made Lotus blush all the more at what she said next: "Tell me, though,” giggled Charlotte. “Do they normally involve this much tongue?" Aloe looked up from where she laying between Charlotte’s legs... handling the hooficure, of course. She worked busily away at Charlotte’s dainty hooves with her file, fire in her eyes and tongue kept securely in her mouth. No, it wasn’t hers that Charlotte had been talking about, after all. No, while Aloe was occupied delivering her Equestria-famous hooficure, Lotus was the one Charlotte referred to. She knelt behind her, allowing Charlotte to use her lap to rest her head, while she leant over to dote on Charlotte with soft kisses. Their tongues playing frisky games inside the Alchemist's mouth. At first, Lotus had told herself she was only doing it to distract Charlotte from taking too many long, drawn-out slurps on that protein shake in her hand (her third already!). But then, she realized that Charlotte was eminently kissable... Even when Lotus did manage to scoop up a few drops of the drink on her tongue, she never quite managed to get away before Charlotte drew her back down for another kiss. In the end, Lotus found herself feeding Charlotte like a baby bird: she happily pushed the raw building blocks for flash-flood levels of spunk production into Charlotte's mouth, coaxing the teasing temptress to swallow, coaxing her bitch-breaking dick to rise. Rise, swell, and grow very, very fat. And that was cause for concern. Even as her lips locked time and time again with Charlotte’s, Lotus’s eyes couldn’t help but wander down and worry. Charlotte’s cock, big enough before, was growing altogether too cocky for her liking. The sight of sheer, unrestricted growth had Lotus even more mesmerized than a tasty mouse before a big fat python. Not a bad metaphor at all, she thought to herself... This member must have done its fair share of pouncing onto unsuspecting ponies. Seeing it grow before her was just like watching a Unicorn’s magic at work, the impossible taking place right before her eyes. Charlotte’s meaty, throbbing cock was already soooo big, so nonsensically, ridiculously large... and now it was working on shattering its own records! Lotus was left speechless. It was as if Charlotte’s cock itself had poked and prodded its way into her mind, barging even the simplest thoughts out of the way. When it swayed left, she swayed left, and when it swayed right so too did she. It just looked so, so good that she couldn’t help following its every little motion. Not even her wildest fantasies of rampantly bulging, swelling shafts growing could even come close to matching this. Not the way Charlotte’s oil-black girl-pole squished more and more between her thighs... running out of room to grow until the Unicorn finally sighed and spread her legs apart, allowing endless inches of cock to ‘settle’, dominating the space between her thighs. Not the way it started growing out and out, passing her knees and continuing to expand... only to suddenly begin to riiiise. Lotus could hardly hide her shock when that magnificent pole turned its sole eye up towards her, shifting in a moment from lying flat and dormant to surging up off the couch. Charlotte’s nuts had run out of room to grow under the ruler-straight mega-cock, and were now lifting its barrel to the sky as if Charlotte was planning on downing clay pigeons, or passing Pegasi… Lotus almost fainted at the thought! But most important of all... The thing that really left Lotus speechless... was the way Charlotte boisterously widened the gap between ‘biggest’ - her - and ‘not biggest’ - absolutely everyone else. Surely this greedy pony already knew she had many, many inches of girth and length to swing around. She might as well have been a ghost story mares told their fillies to make sure they didn’t grow up to be sluts, “Or else Charlotte will get you!” But despite knowing this, Charlotte guzzled down shakes as if she’d started with something more like a one-inch pecker. The more she grew, the more she wanted to grow. And the more Charlotte grew, the more Lotus’s little blue mouth drooled. Charlotte’s already-towering length was rising higher by the minute, bobbing this way and that as it was buoyed up by a pair of plump, churning nuts that had long since blocked Aloe’s head from view… Aloe! Oh, no. Lotus shuddered to think of what might happen with her sister placed so near to such a thing. Charlotte’s shaft was an altar to virility itself, a tall, throbbing black obelisk of musky flesh that dripped and drooled precum like anointing oil. It demanded, commanded worship, and Aloe was make its perfect priestess. What naughty thoughts she would have when that tantalizing, heat-readying smell reached her nostrils, and her eyes drifted from Charlotte’s hooves toward it. Without her big sister’s responsible influence, nothing could stop her from lusting to snuggle it, nuzzle it, lick it, suck it, love it, and fuck it! “Mmmmwah!” Lotus’s thoughts were interrupted by the wet-suction pop of separating lips. She gasped and found her lungs burning for sweet, fresh oxygen. Just how long had that kiss lasted? She’d been worrying over Charlotte’s cock for so long it felt she’d forgotten to breathe! “What a kiss!” Charlotte giggled. “You’ve got a very, mm, talented mouth, miss Lotus! How much practice have you had with it?” Of course, Lotus had been raised a lady, and a lady simply didn’t kiss and tell. “N-none at all!” she lied straight through her teeth. So maybe she did have a long and storied history of flings with cute stallions, and maybe Aloe had recently begun preferring lovingly long, drawn-out goodnight kisses with bedtime stories and warm glasses of milk, but those hardly counted! She decided it would be best to change the subject. “A-anyway… Aloe! Have you finished with miss Charlotte’s hooficure?” “All done, sister mine!” Aloe said, her face poking up over the shelf of Charlotte’s magnificent flare. She blew the dust off her file and smiled. “You will hardly find smoother or shinier hooves anywhere in Ponyville.” “Allow me to double-check!” Lotus said hastily, setting Charlotte’s head down on a comfy pillow. It wasn’t as soft as her lap, but it worked nice enough as a substitute. She circled around to inspect the work, and found herself impressed. “Very nice,” Lotus agreed, stunned. Looking closely, Lotus saw no fault in Aloe’s work; rather, the only flaw she could find in the lovingly-polished hoofsy was her own wide-eyed expression. It was simply a perfect hooficure; contrary to Charlotte’s thought-corrupting figure, her hooves looked pure as the driven snow. “Say, um, sis...” Lotus lowered her voice to a whisper, hoping their customer wouldn’t hear them over the engine-like rumbling of her ever-productive balls. “How did you manage all this with that… ah…” “All that what?” Aloe said innocently. “All that… that! You know.” She motioned in Charlotte’s general direction, which amounted to motioning toward Charlotte’s cock. “That!” “Ah, I see!” Aloe whispered back, comprehension dawning in her eyes. “You mean thaaat.” “Yes, that!” “Ooh, Lotus Blossom, you aren’t pining for our oh-so-cute customer, are you?” Aloe giggled softly, a teasing little sparkle in her eye. “We are professionals, remember! You cannot allow yourself to have naughty, naughty thoughts about our customers.” Aloe smiled slyly. “At least... not before that step in the treatment~” “...Right.” Lotus felt her face grow hot with ripe-red embarrassment. All her consternation about Aloe giving into temptation, and it turned out that she was the one daydreaming sinful dreams. Well, Lotus reflected, if even a responsible pony such as I can fall victim to Charlotte’s charms, what better proof is there that I need to look out for Aloe? Lotus slipped in beside her lovely sister, easing one pale body against the other. She was rubbing and squeezing Aloe’s shoulders before she knew it, and only now realized how antsy she had become. They itched to touch, and touch often. “Remember: professional thoughts, professional conduct.” Now side by side, the pair's eyes tracked slowly across the great expanse of Charlotte's ripe, pleasantly-plump form. And when they reached the centrepiece of the whole affair, Charlotte's gloriously turgid and erect member, their eyes watered. Both girls felt a familiar ache between their legs as their pussies filled with warm need, cute and puffy little slits no match for something so very ordinant. The protein shakes had very much agreed with Charlotte's veiny rod: the black shaft of pure power rose high into the air, each heart-stopping throb making it visibly swell and puff out, expanding in time with the blood pumped through it. The tip leaked, but perhaps not from arousal: the sheer amount of energy Charlotte had ingested had been magically enchanted to proceed directly to her massive member, and now it was simply struggling to contain it all. The power contained in Charlotte's handsome cock would soon need to be released... and just from looking at it, it seemed inevitable that it would do so inside a pair of cute and cotton candy-coloured ponies. The very concept of such a lovely pole's seed being spilled onto the ground seemed almost... offensive... Lotus winced as she stared at it. How did one even go about pleasuring such a massive thing? She winced as vivid thoughts flashed in her mind: thick-set mares left squirming and squealing atop Charlotte’s waist - countless black inches still left untouched and unloved as they struggled feebly for more. No, she shook her head idly. That won’t do... She trailed a few fingertips down her throat, as if familiarizing herself with her own esophagus, and its uses, for the first time. In Lotus’s humble opinion, oral sex was one of the most... vulgar and obscene acts a pony could perform. The mouth was a sacred thing, the pearly gate through which every mare communicated her dreams and desires... to take that away from a pony was to treat all that as insignificant compared to the need of a thick cock to cum. Were Charlotte to pound down Lotus's sweet throat, she would be silenced. She would be a wet hole to drool and froth and hum for more. But she would also be bottomless... able to take Charlotte to the base, and able to offer her sweet, stretchy belly up to her goddess. She would be made a repository, a reservoir, a dumpster for cum; one that would swell with swimming pool volumes of semen, and bigger beyond. It was so humiliating. She was so wet. Maybe if Lotus had been left to her thoughts for a few more moments, she would have already started to yawn open that slippery pussy-replacement just under her eyes and extend her cum-slurping tongue... only to hear the doorbell jingle-jangle. "Ah! Another customer!" she gasped. And she immediately remembered she could not be seen like this. Charlotte could not be seen like this. They were already so close to fucking like animals in heat. She rose up with a nervous laugh, halfway between chuckle and a cough. She’d meant for it to be quiet, but in the cavernously empty salon, the sounds of her shame echoed in triplicate. "I'll get that! Aloe, you get Charlotte out of si- I mean, into the sauna! Yes, she’ll be nice and cozy there! I'll be along in a jiffy." > Chapter 3 > -------------------------------------------------------------------------- Lotus had never been happier to see the deliverymare. The shipment of tiny scented soaps had been so well-timed that she’d just had to dance the Chimmy-Cherry-Changa in joy. Her cheer proved short-lived however, as creeping thoughts of Charlotte’s cock found their way into her brain during inventory. By the time she’d finished cataloguing every last melon-scented bar of soap, Lotus had felt positively frazzled. If she didn’t do something about that mare soon, this wouldn’t be the only package she’d be taking in today! At least Charlotte would be kept tucked away in the sauna for a while. It wasn’t a permanent solution by any means, but it would keep her occupied long enough for her to come up with a better plan of action. If Aloe had done as Lotus had asked, anyway… If. “Aloe?” she called, sprinting her way to the sauna as fast as her hooves would take her. She walked up and down the halls, scratching her head all the while. Neither her sister nor Charlotte were anywhere to be seen, and one missing pony plus another added up to a whole heap of potential trouble. “Aloe, where are you? Have you gotten our, ah, customer set up in the sauna ye-” She stopped as a familiar giggle answered her. Either that had been Aloe’s giggle, or her name was Luna. “Sis?” she called again. “Where are you, exactly?” Another giggle, less familiar to her but no more difficult to place. Lotus grimaced. That had to be Charlotte’s giggle, or her name was Celestia, too. “Oh, no…” Lotus stopped stone-faced at the door to the sauna. She took a deep breath to steel herself for the sights she’d bear witness to when she opened the door, then grasped the handle. “Alright, you two. Ready or not, I’m coming in!” A wave of hot steam washed over Lotus as she opened up the door, but more shocking by far was the sight that greeted her. Charlotte and her sister had taken a seat together at the far end of the room, their bare-naked bodies glistening with sweat as they pressed against each other. In all her years, Lotus had never dared to imagine something like this would happen, but it was plain as day what they were doing with each other: They. Were. Cuddling! Lotus hesitated. She made a sound that was half-whine, half-whimper as she danced back and forth over the threshold of the small sauna chamber. She could shut the door. Maybe a less scrupulous mare would have consigned her sister to her fate... giving that big, brutish dick one cute, busty toy to play with while the other made herself scarce... And Aloe hardly looked like she would mind. On the contrary, Lotus felt like she was inviting a private tryst between lovers: the sheer sexual chemistry between those two fit, young mares was off the charts. They couldn’t have met each other more than an hour ago, and already they were hurling themselves at each other. Clearly when Charlotte and Aloe had sat down, they had done so adjacent to each other, backs to the wall and with towels modestly covering their laps. But in the fifteen or so minutes Lotus had been gone, those ladylike, legs-together postures had long since been abandoned. Neither of their Ponyville Day Spa Regulation-Level-Fluffiness White Towels were helping to maintain modesty: Aloe's was draped across one of her dainty hooves, and Charlotte's was pooled on the bench beside her. Aloe had one of her long, muscular legs up in the air, draped over what space there was on Charlotte's lap, her hoof swinging in idle, lazy circles. Charlotte was half-turned into her new friend, arms around her waist, mouth glued to mouth... when they weren't affectionately batting each other's tongues about in the space between them... Oh, yes. And Aloe's fingers were on Charlotte's cock. Lotus trembled as she watched those dainty fingertips grazing up and down that veiny length’s bulk. She could tell right away that Aloe was a dangerous mix of intimidated and interested; instead of pumping or squeezing the shaft, she was stroking it like a kitten, as if pretending it was a precious pet instead of the absurdly-sexual thing it was. Occasionally her finger drew little shapes and patterns over the canvas of Charlotte’s cock, slipping and sliding every which way in the waterfall of precum drooling from the tip. Charlotte was still - for now - but as Aloe’s advances grew bolder, the predatory growls of interest rumbling up from Charlotte’s throat only grew deeper. That silly sister of hers was playing with fire. Lotus had to save her! Or take her place. Some mixture of the two. Lotus gulped, and entered the sauna. It wouldn’t do to be the only one with clothes on, of course, so off came the Ponyville Day Spa official uniform, and her undergarments right after. Her lovely azure coat, lustrous at even the worst of times, positively gleamed with sweat in the sauna’s warmth. And the smell! That thick, clinging scent of masculine musk saturated the room, as if the sauna itself was powered by Charlotte’s sizzling-hot sexuality. Lotus could feel it enveloping her, seeping into her pores. The sheer heat of Charlotte’s desire was condensing on her skin, corrupting her by simple proximity! She shuddered, the fire inside her burning still hotter. Everything seemed to pulse, a tide of arousal, pushing and receding. Building. The vision of her pouty little mouth stretched around Charlotte’s fat cock flashed in her mind again, that dark, throbbing shaft slick with salty cum. Her eyes wandered over Charlotte’s thick cherry-red thighs, glancing off their sweat-sheened smoothness to settle on the real star of the show. “So glad you could join us, Lotus!” the owner of that monstrously meaty behemoth giggled. “Aloe was just telling me all about you.” “Really?” Lotus managed to tear her gaze away from Charlotte long enough to give Aloe the side-eye. “And what exactly did she say, I wonder?” “Oh, nothing much!” Aloe said, smiling her most innocent smile. Her fingers curled themselves around Charlotte’s length - or tried to - and squeezed a gentle squeeze. “Ask no questions, and I will tell you no lies, sister mine. Why don’t you come sit down and take a load?” “That’s ‘take a load off’, sis,” Lotus said, taking her seat opposite them. She laughed nervously as she eyed Charlotte’s drooling flare. Oh, by Celestia, she’d never seen anything so big - and in her line of work, she’d seen nearly every cock in Ponyville. She was so hot and slick and ready it was a wonder she didn’t lean over and give it a kiss. “Sorry, sorry. My sister has a tendency to mangle expressions.” “Really?” Charlotte’s eyes widened in exaggerated surprise, even as her arm curled sneakily around Aloe’s shoulder. “I hadn’t noticed!” Aloe pouted, a sweet, girlish expression to contrast with those long, elegant fingers of hers gliding up and down Charlotte's cock. Between her blood-red fingernails prancing wherever they pleased, and the leaking, twitching luridness of Charlotte's steel-hard pole, Lotus felt like she would bubble over any minute! She was - she had to admit - impressed with her sister, though: not many mares could still look so starry-eyed while they absent-mindedly worked a shaft with a professional porn starlet's grip. Charlotte trembled happily under those rapid-fire strokes, her legs spreading unconsciously with every quiet moan and groan. Aloe immediately used the extra space to pick up the pace, wrist flickering like a teenaged stallion who’d just discovered masturbation. But as her hand continued to glide very knowledgeably up and down the hung pony's intimidatingly-massive, and massively-intimidating, member, Lotus couldn't help but wonder if this might, might be a mistake. She had, after all, been watching Charlotte leak and spurt for over a minute now. And when it came to releasing gallon upon gallon of goopy seed, Charlotte seemed all too suited for the role. Where other stallions and hung mares might carelessly leak some sticky cum here and there, in the midst of passion, Charlotte seemed to take a unique pleasure in making as much of the stuff as possible. With every geysering gush of cum, she arched her back, lips pursed as if she were trying to will still more semen up from her bottomless balls. She guided Aloe to squeeze and weigh her enormous nuts, massaging them for encouragement. The end result was a near-constant flow of seed that oozed like a garden hose... and now Lotus had to wonder if the spa's drains were up to the task. It was something she'd never quite had to think about before. She pictured the miles of piping and drainage that formed central Ponyville's plumbing system... then she looked back to Charlotte. She weighed them up against one another like a prize fighter taking on the reigning champ, wondering who would triumph... How would it turn out if they went head to head? If Charlotte really got serious? She imagined the pipes running under Ponyville creaking and swelling, bolts busting and cracks forming as they were forced to handle the deluge of splooge... and then bathtubs, toilets and sinks all over the little town releasing geyser after geyser of white... Horrifying! She had to stop it! “Um!” Lotus stood up, about to speak, when she realized she'd stepped in something. The drain at the center of the little sauna room, made for catching a few idly-tossed buckets of cool water and not much else, was already bubbling over. Goopy white cum that should have been washed away some time ago was now coming back up, forming a gradually-spreading puddle of thick off-white that sloshed and squished She gulped. Oh dear. "You know, Aloe, maybe you should slow down before-" "Before what, sister~?” Aloe chirped happily, lips looser and tone lewder than ever. “Before our customer makes enough facial cream to keep us stocked up for months?" "Excuse me, Miss Charlotte!" she purred, thrusting two fingers deep down into the cock and scooping out a big dollop of the mare's natural creams. She applied it idly to her cheeks, smiling at Lotus as she did so. "Did you know this sort of goo does miracles for the skin? It’s moisturizing and rejuvenating, both! And sooo good for easing stress, it’s a wonder you had to visit us at all~" “Is that so?” Charlotte cooed. Her hips bucked more and more eagerly under Aloe’s expert care. Thicker and gooier splurts of cum splashed against the floor, the white tide rising inch by inch. “Well, I’ve already been using it as a major ingredient in my potions, but I’ve been so happy with my service here, I might just gift you two a bulk order, free of charge!” “How generous!” Aloe gasped, palming Charlotte’s churning balls. Both pleasantly plump nuts overflowed her hands easily, squishing between her fingers as they filled with still more cum. Her fingers were half sunken-in to their masses without even trying. “We’ll have to continue providing you with the best-quality care, in return! Lotus dry-swallowed watching as those swollen seedpods bounced about in Aloe’s hands. They were still as huge and hefty as ever, even after pumping out so much seed that waves of white goop were now crashing against her shins… No, if anything, they’d grown even bigger since! Even when Lotus considered how many patented protein shakes were coursing through Charlotte’s system, her productivity defied logic - defied physics. Something had to be done. Someone had to stop this. Anything! Anyone! ...And, as usual, it would have to be her. Lotus took a deep breath, filling her lungs with moist, musky air. She had never even thought of doing anything like this before, but desperate times called for desperate measures. If she didn’t make it - well, she’d already left Aloe everything in her will. She bowed low. So low she could nearly taste the tip of Charlotte’s cum-marinated cock, could see it tremble at the gentle touch of her breath. “I’m sorry, Miss Charlotte,” she shouted, “for the deeply unprofessional conduct I’m about to display!” She bowed lower, mouth opened wide, and wrapped her lips tight around Charlotte’s tremendous flare. “Glk!” Her cheeks bulged cartoonishly as that endless river of cum emptied into her mouth instead of onto the sauna’s floor, but with quick thinking and quick reflexes she began to swallow it all down. Her tongue danced and swirled over the flat plain of Charlotte’s head, coaxing up more and more salty seed to slake her terrible thirst. So long as she was sacrificing herself for the greater good, Lotus supposed it couldn’t hurt to indulge in her own selfish lusts, as well. “Apology accepted!” Charlotte herself hardly seemed put off by Lotus’s deeply unprofessional behavior. She placed a hand at the back of her head, fingers curling up in that bubblegum mane. “I don’t think I can blame you, anyway! Your sister did say it was good for stress.” She laughed coquettishly, giving Lotus’s face a few cheeky humps. “You’ve been looking so wound-up since I got here, I don’t mind helping out a little~” From where she was still seated beside Charlotte, Aloe watched the epic struggle between mare and member. Both sisters were intimately privy to the details of each other's sex lives, so Aloe knew for a fact the vast majority of stallions treated Lotus and herself like porcelain dolls... It was a problem shared by their mutual friend, Rarity: when one reached a certain level of refinement, beauty and class, you simply became too lovely to risk any kind of roughness. The kind of brutal facefuck that could give a mare a hands-free orgasm would run mascara and smear lipstick, and it became all too easy for the girls to admonish their partners for ruining their lovely make-up. But Aloe, for one, longed for the sort of partner that would gag her half-blind and semi-conscious. She'd rather have the kind of sex where one didn't just lie back on the sheets afterwards, but rather, keeled over. Or simply collapsed face-first into the dirt. Pussy-spankings and brutal poundings that left her crying and aching were the mainstay of her hardest and longest self-pleasuring sessions... So, of course, she'd always wondered if her sister had been cut from the same cloth. Well, now she was getting to find out. She watched happily from her front-row seat as her dear sister's throat bulged with inch after inch of fat equine cock sliding deep inside of her... Her delicate features now formed a circle around Charlotte, bulging eyes and twitching snout on top, drool-soaked chin on bottom, and turgid, throbbing cock all in the middle. And just as Aloe thought the sight couldn't get any better, she spied a second bulge appearing below, and nearly squealed in delight. Lotus's hands shot to her belly as it began to expand outward, soft and squishy. She pushed back and held it tightly, as if trying to stop the growth, force her belly back into place… To no avail. In the end, Lotus scrabbled her grip all over her burgeoning tum as the countless gallons of milky cum inside it pushed her hands out. She shifted her gut onto the floor, mindful to give it as much space to grow as possible. This was, she realized, just the price one paid for choosing to be Charlotte’s pretty blue cum dump. The sooner she accepted her fate as inevitable, the sooner she could adjust herself to prepare for it. Aloe hooted and cheered for her dearest sister, clapping her hands together to spur her on. "Go, Lotus Blossom, go!" Her hooves splashed against the sticky floor as she scooted to the side, pulling Charlotte's legs further apart as she went. "Why don’t we give her some more room? My sister is a very delicate flower, and she needs plenty of space to bloom~" And Charlotte knew just how to put the extra room to good use. Bringing her big fat hooves to bear under her considerable carriage, the nicely-plumpened pony rose slowly from her seat. She carefully righted herself, shedding the cover of both her towel and the flirty pink floozy half splayed out on top of her. Charlotte stood over Lotus, arms folded, tongue lolled half out of her mouth. The position might have even looked innocent, just one pretty girl kneeling before another, if not for the predatory gleam of passion in Charlotte’s sparkling eyes. Charlotte did her best to look commanding, but Lotus's thirsty throat was without compare. Soothed and softened by her prior pampering, Charlotte soon found herself huffing and puffing, mewling happily and arching her back. And with good reason! The care she’d found herself at the Ponyville Day Spa was simply superb. The physical sensation of Lotus's tongue tickling every inch of her multi-foot length was pleasure enough, but there was so much more to think of than that! Just as hot was knowing that this sexy Spa Pony everyone loved and lusted for was wrapped nice and tight around her cock, drinking her cum down like it was life-giving rain after a drought... It wouldn’t be long now, Charlotte knew, before her new friend began to swell! "Mmm... Ahh... Th-That's it... Move your head while tightening your lips... Oooh, I don't need to tell you how to do this... You're clearly a professional! Mm!" Lotus was doing all that, and more besides. She hollowed her cheeks and narrowed her eyes, casting those suckling wet lips of hers into focus. Her tongue slurped audibly around Charlotte's cock, as her lips smacked mischievously with each wad of cum swallowed. Her cheeks sucked inward as her mouth sucked harder, vacuuming down every last drop until... "Oooooh..." Charlotte groaned, her hands gripped tight around Lotus's lovely head. Lotus's eyes shot wide open as Charlotte moaned, hunkering down over her, thrusting deep down her throat. “Ready or not!” she gasped out, the tempo of her thrusts building and building like a well-oiled steam engine. “Here it comes!” Lotus’s eyes fell half-lidded, the rest of her body gone limp. She’d never felt so relaxed as she did at this very moment, every part of her submitted completely and utterly to Miss Charlotte. Her moans carried throaty vibrations up Charlotte’s shaft as the first gushes of that naughty pony's climax flowed down her gullet. Soon, gallons upon gallons of thick white cum were flowing from Charlotte’s big, swollen balls into Lotus’s belly... packing it just as full, just as round, as those nuts had been. Gluck, gluck, slosh, slosh. So Lotus’s filling began. Yes, this was how she would spare the Day Spa from flooding, prevent Ponyville's plumbing from becoming a one-fluid system, and satisfy her own needs all at once. It was time for this flower to be watered. And how Lotus blossomed! The endless stream of Charlotte’s juices pouring down her throat was fattening in the extreme. She could feel her belly bulging bigger with every heart-stopping thrum of that all-powerful cock, every pulse of those all-productive balls. She doubled and doubled again, her furry blue stomach swallowing up all the space Charlotte’s spread legs had to offer and then some. In only a scant few minutes, Lotus could feel her legs rising slowly up into the sauna’s steamy air, her belly so full of Charlotte’s puddinglike cum that the only place for the rest of her to go was up! “Gosh!” Charlotte grunted, shifting both hands down on Lotus’s rising head to keep her steady. “It’s a good thing I’m so experienced with internal massage! You must’ve had a lot of stress to work out~” “That’s my sister!” Aloe said proudly, her face beaming with pure delight. Poor Lotus Blossom had always been so tightly strung, always worrying about the quantity of everything in the spa’s inventory. What better way for her to loosen up than for Miss Charlotte to stretch her out? There was certainly no danger of their supremely-endowed customer ever running out of stock! But as Charlotte pumped Lotus with more, and more, and still more cum, Aloe’s sunny smile began to fade. With Lotus’s squishy stomach already molding around her shins, a look of thoughtful concern began to settle on Aloe’s brow. Lotus Blossom was getting an awful, awful lot, wasn’t she? What if she took it all, and there was hardly enough left for her own empty tummy? It wouldn’t be fair in the slightest if Lotus Blossom grew big enough to fill the room, and Aloe could only boast a little beachball of a belly. “Oh, but Miss Charlotte,” she said sweetly, scooting herself up toward the object of her desires. She snuck a hand down to caress and squeeze Charlotte’s balls - still fantastically, squishily full, thank goodness! “My sister is not quite so experienced in her techniques as I am. Why don’t we practice together, and let her see the best way to get the job done, hmm?” “That does sound like a tempting offer!” Charlotte was as resilient as ever, speaking quite normally for a pony who had just squeezed out a few hundred gallons of high-grade, cement-thick spunk. Her cheeks, flushed a rosy red, were the only hints of her tremendous exertion. Charlotte placed her hands squarely on her hips and took a moment to simply admire her work. A job well done for just one orgasm! Over half the small sauna was now filled with the blue pony’s jiggling, sloshing form, her belly creaking against the wooden walls, her bottom somewhere up near the ceiling. One might have thought such a task would have taken a toll on Charlotte, but her sex-fueled body had been built to take a sucking and keep on fucking. She looked down at Lotus’s head, her mouth still hanging loosely on her cock like a condom filled near to bursting. “What do you think, Lotus? Do you mind sharing?” If it had been at all in her power to object, Lotus would have shouted out a deep and forceful ‘Yes!’ But she was more cum now than mare, and when she tried to muster up the air to vocalize her greedy need to keep Charlotte all to herself, all that came out was a wet, gurgling “ “Thank you so much, Lotus!” Aloe cheered, wrapping her arms around what she could of Lotus’s belly. Thank Celestia she didn’t squeeze, or there might have been a serious mess to clean up! “I don’t know what I did to be blessed with such a generous sister as you, who shares fat cocks with me whenever I ask.” “The two of you are such a cute pair,” Charlotte sighed, her cock slipping from Lotus’s mouth with a thoroughly wet schlick. “And you’ll look even cuter with matching bellies! Don’t either of you worry. There’s enough of me to go around~” Aloe quickly cleared some space around her hooves. With Lotus now filling up so much of the sauna, buckets, wooden cups, chairs, and a few other knick-knacks had been dispersed about the floor... which she now hastily pushed against the walls and into corners. She took a deep breath. She dropped to her knees. Ponyville Day Spa's Number-One Nut-Drainer fastened her tool of the trade, that drooling, cavernous, ravenous mouth, to the head of Ponyville's Number-One Mare-Bloater. The effect was almost instantaneous. Charlotte giggled, giddily rocking her heels as she was reminded of a water balloon being fastened to a hose. It sparked a nasty twitch of hedonism in her, followed quickly by a sadistic urge to make Aloe grow. Charlotte didn't waste any time on niceties. Even if she’d been in the mood to take it slow, Aloe wouldn't have let her. The naughtier of the two Spa Ponies sucked on Charlotte like a mare possessed, putting an insensible amount of suction on her. Common wisdom might have said that nature abhors a vacuum, but for Aloe, being a vacuum was just in her nature! Few ponies sucked like that. They gagged and slurped and swallowed noisily, acclimating themselves to the weight and size of the cock in their throat... But Aloe seemed solely interested in being a big, round cum-drum. She worked Charlotte like she was trying to suck her cum up through a straw. When she tightened her lips and her throat undulated smoothly over Charlotte’s length, it was a struggle and a half for Charlotte to be gentle with her... to remember her eager charge was a mare and not simply a balloon to be filled up and tied off. Aloe wanted to be a goop-filled semen dump. Charlotte simply obliged. She hurled her hips back and forth, pounding into face and bottoming out in belly over and over and over and over again. Charlotte began to cum all over again. Aloe moaned; Aloe groaned; Aloe grew. The naughty sights and sounds continued to increase both in breadth and volume. And like most things involving the darling Charlotte, there was absolutely no end to them in sight. Aloe seemed to have a gulp for each gush, a slurp for every splash. The spunky pony lived to devour spunk, and she grew all the larger for it. Charlotte’s eyes followed each and every inch of pink flesh as it filled out, moaning happier and happier for the sight unfolding before her. "Oh dear, oh my... Ahh, you're really swallowing every drop! Careful~ You're only going to get bigger if you keep that up." Charlotte was positively beaming, sweat pouring down her face as her orgasms came without end. She smiled big and bright, rosy cheeks flushed as she released a Sperm Bank's worth of production into poor Aloe. But this wasn't the seed of a thousand different donors! Far from it: every last drop of the white stuff filling these ponies up towards the ceiling had Charlotte's name on it... Be it miraculous protein shakes or the simple fact of Charlotte’s overwhelming virility, her balls were in overdrive today and then some. The left half of Aloe’s burgeoning waist touched Lotus's at about the same time her right half touched the far wall of the sauna. Previously, half of its interior had been a wonderfully rich blue, and now the other half was a lovely, sloshing pink. In the cramped confines of the sauna, the gurgling and groaning of both cumflated, bulging bellies echoed back in on itself over and over. It was music to Charlotte's ears. She tugged her drooling, leaking shaft from Aloe's mouth and disgorged a huge glob of semen onto the floorboards. Aloe let her go with a reluctant sigh, and Lotus leaned forward to take her sister’s place. The two worked in total harmony, passing Charlotte smoothly from one mouth to the other as if they’d done it a hundred times before. By the next cumshot, the walls of the sauna finally began to buckle and burst. Despite its heroic efforts to keep the two contained, the wood was creaking and splintering every which way. A pipe built into the walls somewhere burst, releasing great clouds of hot steam with a high-pitched hiss. It hardly mattered; regardless of all the bothersome distractions taking place in the background, the girls continued to grow. The sauna's legs gave out with four loud cracks, depositing the three ponies back into the spa proper. When all four walls came down, the trio were revealed in the middle: two large balloons - one pink and one blue - with Aloe and Lotus's heads on the end, and the head of Charlotte's cock trapped between both their mouths. The both of them sucked and slurped as the impossibly hung mare leaned back and sat on her balls, each nut now swollen to the size of a beanbag. Charlotte wiggled her booty into the gravid swells of her immense, town-floating jizz factories, getting nice and comfy. They were so big she could rest her generously proportioned rear on them and barely feel her own weight. She sighed happily... and continued to cum, shooting jizz like a firehose. Bloating the girls bigger. The sauna had lost its capacity to hold them, its remnants a soggy testament to Charlotte’s virility, but if either of the Spa Twins thought that was the end of the damages, they had another thing coming. Charlotte had already set her eyes on the four, solid walls of the whole spa, and she wouldn’t rest until they’d been knocked down, too. She tangled a hand up in each mare's mane, and began alternating fastening their lips to her great and glorious rod's flared, semen-spraying tip. It was going to be a long and productive day. —- “Mm-mmm!” Charlotte stretched her arms up over her head. “Nothing like a trip to the spa to work all the kinks out.” She stepped over stony rubble and broken wooden planks, both swimming in pools of viscous white, and peered up into the sky. Somewhere, atop the squishy mountains of pink and blue that had replaced the Ponyville Day Spa, she hoped to see a couple of heads. “Yoo-hoo! Aloe? Lotus?” “Blurgh…” Lotus gurgled sickly. The smell, the taste, the gooey texture of Charlotte’s cum had saturated all of her senses so thoroughly she could hardly think straight. To say nothing of moving. Her view of the ground was blocked by a wall of blue fur, filmed with a layer of off-white spunk. Way, way down below, she could feel what remained of the spa’s storeroom poking into her. So much for her careful inventory-taking. Now she’d have to check her lists all over again. So much for saving the spa! She’d kept it from drowning in the contents of Charlotte’s balls, to be certain, but only at the cost of crushing it instead! What a mess. At least it was all over. The red-orange sun was setting slowly over the horizon of Aloe’s bloated pink belly, marking the close of Charlotte’s Super Special Princess Deluxe Course. The trial had been long and hard, but in the end they had weathered the Category 5 Hurricane Charlotte. Lotus yawned. What an exhausting day. She couldn’t help but feel tired at the end of it all. Tired, and very, very, very full. “Haaaah~” Another yawn. Her eyelids were drooping, bit by bit. Maybe no one would mind if she just took a quick na- “Yoo-hoo, Miss Charlotte!” Aloe called from the pink peak beside her, her features disproportionately tiny next to the smooth, spherical mass of her stomach. “We regret to inform you that your course with us is nearing an end.” She giggled, and burped up a milky-white bubble. “We do hope you are happy with our service, though!” “Oh, very happy!” Charlotte’s voice came up from below. Suddenly Lotus felt ripples of jiggling motion travel up her belly, a sign that Charlotte was giving her latest conquest a nice pat. “So happy, in fact, I may just have to become a regular!” She giggled. “...You might want to see about getting this place fixed up, though! It’s a bit of a mess!” Lotus’s ears perked at the news of Charlotte as a regular, and a spark of panic flashed briefly in her eyes... Then, slowly, a hopeful, sleepy smile spread itself over her cheeks. She settled back down, resting her head atop the comfy cushion of her own belly. Just this morning, the thought of such a brazenly naughty pony visiting the spa every week would have sent her screaming to the hills. But now … Well, there was nothing left to lose, and clearly so much more to gain. The spa would certainly need more regulars like Charlotte if it ever wanted to return to its former glory! “Please do!” Lotus called down, stifling yet another yawn. “The next time you’re feeling all stressed and worn out, come back to us at the Ponyville Day Spa, and we’ll pamper you just the way we did today!” “Well, that seals it!” Charlotte said brightly, the battering ram of her rod prodding just as happily into Lotus’s side. “In fact, I think I’ll just go ahead and sign up for a full week retreat! The two of you are so talented, I feel like a million bits!” “That’s funny...” Lotus murmured beneath her musky breath, her defenses shattered by one last, overwhelming yawn. The faint sounds of Aloe chattering out the details with Charlotte drifted off into the distance as she fell deeper and deeper into blissful, satisfied slumber. “I’m feeling… mm... like a million gallons.”