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Rudolph's afternoon had been rather pleasant. He had returned to town and, with the help of some very friendly locals, had found Sugarcube Corner. There, he had been introduced to the shop's owners, Mr. and Mrs. Cake. In exchange for only two of his bits, they had generously given him a delicious leafy sandwich and an amazingly delectable croissant. His hunger had been easily satiated.

He had remained in the shop for about an hour after eating, simply talking to the locals who came in after him. Many of them were very enthusiastic to meet the deer that was visiting their town. He didn't outright tell any of them that he was from another universe and was just happy to make small talk with such friendly people.

Though so many ponies had come to talk with him, the atmosphere inside of the bakery had been rather pleasant and calm. A few of the patrons had noted to him that this was rather unusual. He had never managed to get a straight answer as to why this was.

Just before he had been ready to leave, he had walked back up to the counter and looked at the various sweets and treats on display. He had ultimately decided not to buy any and save the rest of his money for dinner, but the temptation was difficult to overcome.

As Mrs. Cake had been trotting over to say goodbye, he had overheard her talking to her husband. "Where is she?" she had asked, and he had replied, "I don't know, honey. It's really not like her, is it?" He had meant to ask more, but he had figured that the Cakes were probably very busy with their baking and had instead simply said goodbye.

The next three or four hours had been spent exploring the town and interacting with locals some more. With his leg healed and the issue of getting back home having been put on the backburner, Rudolph found it very easy to relax and see the sights. In a strange way, it felt to him like he was on vacation.

He had met a lovely pair of mares sitting on a bench in the park and had talked to them about music and food. He had met a trio of ponies who only seemed to talk about flowers and nothing else. He'd met the town's local schoolteacher and had a lovely chat with her, and a charming pair of pegasus brothers, one young and one older.

Time flew by as he spent time with the ponies of this village. Every one of them was friendly and affable. He'd shared a lot of laughs and heard a lot of interesting stories, and was coming to realize how lucky he was to have 'landed' near such a friendly place.

His two 'experiences' and Dash's advice were still on his mind as he trotted about, but it was becoming hard to focus on them. He had considered what she had said about this 'Princess of Love' and had asked a few ponies about her. They all held her in high regard, but clearly none of them were privy to the intimate details that Dash had access to. Either way, the whole thing made him blush and he wanted to avoid getting a hard-on in public.

He was having too much of a good time in Ponyville to let it bother him much. The hours flew past until it seemed like he had spoken to at least half of the town, and soon it was time for dinner. A few ponies had recommended one of the town's restaurants to him, and so he had gone there for food.

When the staff there heard that he was a visitor to their town, they too were nice enough to offer him a discount. For only three of his remaining bits they had given him a salad and a small omelette, enough to give him the nutrition he needed and leaving him with an extra bit to use as he saw fit.

The food was delicious and filling and the staff were very helpful. All of the other patrons in the restaurant simply gave him a friendly wave, treating him neither as a tourist nor a strange sight.

Finally, evening had arrived and Rudolph trotted back out to the streets. Having finished dinner, there was only one thing on his mind. He had lived in Santa's village all of his life, and so what came next was a tradition that dared not be broken. It was time for dessert.

Rudolph found his way back to Sugarcube Corner, where Mrs. Cake greeted him warmly from behind the counter. "Welcome back! Is that tummy bugging you again?" she said with a wink.

He trotted up to the counter. "I just had dinner and now I want a treat!"

"Well then, you definitely came to the right place. What can I getcha?"

Rudolph simply placed his last bit onto the counter. "Surprise me!"

"Okay, sure!"

Rudolph trotted back over to one of the seats and sat down. Since it wasn't Christmas, or rather winter, in this place, he was pretty sure he wasn't going to get any candy canes or gingerbread men, but maybe they had cookies! If not, all of those cupcakes certainly looked delicious.

The place was fairly empty at the moment, with only two other patrons sitting across the room against the opposite wall. Like so many before, they both gave him a friendly wave and he waved back. He gazed out the nearby window and saw the sun beginning to set. He recalled what Fluttershy had told him about powerful ponies controlling the sun and the moon, a notion he still couldn't wrap his head around.

Thinking about Fluttershy made him feel conflicted again, but his thoughts were interrupted when Mrs. Cake trotted over to his table and set down a plate. He gasped when he saw what was on it.

"Oh my gosh...!"

Mrs. Cake chuckled. "Princess Twilight dropped by earlier for some 'studying food' and she told me all about where you're from. She said that you live in a place where it's winter all the time, so I thought you might like this."

"I _love_it!" he exclaimed. His mouth watered as he stared at the cupcake, decorated with pale blue frosting that had chunks of candy cane sprinkled into it, and a small candy cane resting on the top. Rudolph was somewhat of a candy cane connoisseur, but he had never seen anything like this before.

"I'm so glad to hear that," Mrs. Cake replied with a warm smile, "It's your first time in Ponyville, and even Equestria I guess, so I thought you might enjoy a nice treat to...welcome you."

"This looks great!" he said, turning to smile at her, "Thank you so much!" He noticed that her expression had changed slightly, and he had heard the pause in her words a moment ago.

"Say..." she spoke, "While you were out, did you see a...Oh, nevermind. Enjoy your treat, dear."

They both laughed at the little pun, and then Mrs. Cake trotted back behind the counter. Rudolph eyed his cupcake and he could feel his stomach demanding that it be fed the delectable treat, but it looked so great that he almost didn't want to disturb it.

His stomach won over. His first big bite was amazing. The new yet familiar mixture of some of his favourite foods was an absolute delight to his taste buds. The rest of the cupcake didn't last much longer as he scarfed it down as quickly as he could while still savouring the wonderful taste. Soon, the only thing left was the small candy cane that had been on top. He picked it up by the long end with his mouth.

"Oh, you're done? Great! C'mon!!"

Rudolph barely had time to register the unknown voice before he felt himself being carried away at a disturbingly fast pace. The rest of the bakery sped by him in a blur, and he just barely managed to hear Mrs. Cake say something as she whizzed by.

"There she is."

It seemed as if only a single second had passed before he had stopped moving and he was finally given a moment to process what had just happened. He was in a completely different location; now sitting in a fairly small room with a pale blue bed in front of him. The walls were pale yellow, the roof was pink and had many patterns on it, and he was sitting on a pink rug. What struck him the most was that this room, which seemed to be someone's bedroom, also had an old-timey record player, balloons tied to the bed, and what seemed to be a gigantic ice cream cone statue. He still had the candy cane held in his mouth.

"Wh-"

"HI!!"

Rudolph cried out in surprise and drew back as his vision was suddenly filled with pink, nearly dropping the candy cane. It took him a moment to realize that he was looking at a pony who was extremely close to him.

"I'm so glad to finally meet you! You're Rudolph, right? The Reindeer-who-looks-like-a-Whitetail-who-came-from-another-dimension? Because there aren't a lot of those around town, so I think I have the right deer. Especially since there's no other deer in Ponyville anyway. Hi, Rudolph! Welcome to Ponyville, welcome to Equestria, welcome to our world!!"

Rudolph was terrified. His whole body was frozen as he stared at this pony, coloured entirely in pink, who was leaning in uncomfortably close and talking a mile a minute. Even though she was sitting still, she was never motionless. Some part of her body was always moving, and now she was staring at him with big, wide blue eyes and a ridiculously big smile. Her voice matched the one he had heard downstairs, so he knew that this pony had somehow carried him away to who-knew-where at who-knew-how-fast.

He tried to reply, but could only blink.

"My name's Pinkie Pie!" she said after only a few seconds of silence, "I live here in Sugarcube Corner with the Cakes, and I'm Ponyville's premiere party pony! Whenever somepony or some-not-pony new comes to Ponyville, I throw them an amazing welcome party! So you can look forward to that, though it might not be until the day after tomorrow 'cus I wanna make it really super for you!

"You see, Fluttershy and Twilight were too busy taking care of you to let me know that you were here, but then I heard from Fluttershy the next day that you were here! I was gonna go say hi to you and welcome you to Ponyville once you woke up, but then I remembered what Fluttershy said about you being from a totally different dimension and that you're from a place that doesn't have ponies and it was even a different time when you arrived here, so I realized that a standard welcome just wasn't enough. I had to think really, really hard to figure out what I was going to do, and I saw you come in to Sugarcube Corner and everypony was expecting me to see you then but I didn't because I wasn't ready, so I'm sorry about that but I'm here now and saying hi! Hi!!"

"Uhh..." he droned, letting the candy cane fall, "H-Hi?"

He yelped again when he suddenly felt himself in an almost painfully tight hug. "Hi again, Rudolph! I hope you're having a super-duper spectacular time in our li'l dimension so far!"

Rudolph was still incredibly confused, but he had decided that this hyperactive pony meant him no harm. At least, not at the moment anyway. It was hard to make a decision because her fur and her mane were so soft. She smelled faintly of strawberries.

"Um...Hello there..." he murmured, awkwardly giving her a hug back, "I-It's nice to meet you..."

She moved back from the embrace, still with that huge smile on her face. "It's great to have you! We really don't get a lot of deer out here, on account of Cervinidas is just so far away and deer can't fly or use magic, except apparently you can do both? I saw you flying earlier today! Wowee that was amazing! I'd ask you to do it again but we're inside of a room and there's no room in this room! Oh wait! Twilight told me you can do a thing with your nose? Can you show me? Pleasepleaseplease?"

Rudolph blushed and glanced away, his brain spinning as he tried to keep track of the endless stream of words pouring from her mouth. "Uh...My nose? Yeah, sure I guess..." He closed his eyes and focused for a moment, bringing his glowing nose to life.

"Oooooooooooooh!!" her eyes sparkled under the red glow, "That's so cool!! I've never seen a red nose like that before except on Big MacIntosh, but he's always red and his doesn't glow! You must be super fun at parties!"

The light died out and Rudolph glanced away, scratching at the back of his neck. "Uh, yeah...Wh-what did you say your name was?" He asked, trying to steer the conversation in a different direction."

She stood up and took a step back, much to his relief, and adopted a pose that was probably meant to look impressive but rather looked incredibly goofy. "My name is Pinkamena Diane Pie, but you can just call me Pinkie Pie! That's what my friends call me, and I'd love for us to be friends!"

"Pinkie..." he repeated, "Right, Fluttershy told me about you. You're one of the-"

"The Eeeeeeeelement of Laughter!! Wooo!!"

"Yeah, that..."

"Yup! I'm best friends with all of the other elements, but I'm also friends with everypony in town!" To his trepidation, she began bouncing around him in a circle. "I like making others smile, and when you came to town I wanted to make you smile super big so that you'd remember us when you went back home! I'm already thinking of tons of awesome stuff to do for your party, but I couldn't figure out the best way to give you a super-duper Pinkie Pie welcome! Usually I can figure out the best way to welcome somepony, but I wasn't totally sure since you're from a different dimension where things are different!"

"Right...Sure..." Rudolph mumbled, glancing around the room and subtly searching for exit routes, "Well I, uh, really feel welcomed so I-"

"I'm so glad that the Cakes were so welcoming to you when you came to the bakery," she continued as if he hadn't even spoken, "because that's usually my job and it would've been awful if I hadn't been there, but thankfully they were there to act in my place. That's why I love those two so much. But anyway, I was going to go ask Twilight for advice when I ran into Dashie! And she was telling me how you and Fluttershy slept together last night and that you and her had totally just banged!"

The young reindeer was suddenly blushing furiously as he stared at the pink mare in disbelief.

"And I was like 'Awesome! Now I got a plan!' But even when it was afternoon I didn't have a whole plan yet, but now it's evening and now I do, so now I'm here!! Because, like, there was this one time-"

"Wait!!" Rudolph shouted, holding up his forehooves, "Wait, wait! Stop, please! Wh-what're you talking about...?" It was hard for him to form words with his blood pumping and his whole face on fire. "Wh-why did Rainbow Dash tell you that...th-that stuff? And what're you-"

Rudolph was then interrupted as Pinkie flung herself onto him and planted her lips onto his. His eyes shot open and he was forced to put his hooves onto the floor to keep himself from falling over backwards. His mouth instinctively opened, and then everything began to get hazy. The mare gave him a gentle yet passionate kiss, in somewhat of a contrast to her earlier behaviour.

She played with his tongue a little bit and tried to coax him into doing the same. Though he wasn't quite sure what he was doing, he pushed his own tongue out and into her mouth, and this seemed to get a positive reaction from her. He closed his eyes as an intense sensation rippled through his brain, leaving him in such a dizzied state that at first he didn't notice that the kiss had ended.

"I'm sorry," Pinkie said in a much quieter voice, "Was I talking too much? My friends say I do that sometimes."

Rudolph's eyes were unfocused for a moment, and then he looked at the mare with a drunken expression. He was vaguely aware that the whole room was bathed in a reddish glow, giving Pinkie a rather vibrant colour. His mind was still a few seconds behind, stuck on that wonderful kiss.

He heard her giggle. "What time is it? Six-thirty?" A small part of him wondered how she knew this. "Let me see if she's here, okay?"

Rudolph still felt hot all over, but his brain was finally catching up. He made an effort to dim his nose, though he didn't have much success. His whole body felt almost uncomfortably hot. The reindeer sat back up straight and tried to process what had just happened. He shook his head. The only thought in his mind was how that had been an amazing kiss.

Wait... He glanced up as he realized what Pinkie had just said, 'She'?

His eyes shot open wide again and he quickly averted his gaze, staring at the strange ice cream statue. Pinkie Pie had opened the window and was leaning out, though she had chosen to do so in a way that gave him a perfectly presented display of her bare hindquarters. She even had her tail lifted up and out of the way.

It would be rude to just look, his mind told him, though he definitely wanted to turn back.

"There you are!" he heard Pinkie's voice float in from outside, "C'mon!" He heard movement a moment later and turned back, where he saw Pinkie sitting back down and turning to look at him as well. She got a somewhat surprised look, then gave him an enigmatic smirk.

"What? Weren't you looking?" she asked him, "Well, that was rude..."

Rudolph raised his hoof and opened his mouth to answer, but Pinkie was standing up and stepping back from the window. She reached her hooves out as if to grab something, and then Rudolph was very surprised to see her help another pony climb through the opening.

Pinkie smiled at the new arrival, who smiled back just as brightly. The two shared a quick hug and then turned to face him. His embarrassment from earlier was fighting with his current feeling of confusion.

"See?" Pinkie spoke, "I told you he was cute."

The other pony giggled. "Y-Yeah, he is."

Rudolph gazed at the newcomer. It was a pegasus mare, which explained how she had gotten through the window. Her coat was a light gray colour and her somewhat frizzy mane was yellow. She had bright golden eyes, a collection of bubbles as her cutie mark, and a rather endearing smile. Most notable, however, was the fact that her eyes didn't point in the same direction. Rudolph didn't stare at her unusual eyes, though he did find them interesting.

"Rudolph..." Pinkie said, "This is my friend Derpy Hooves. She's Ponyville's mailmare and she's super nice!"

"Hi there," she spoke with a demure wave of her hoof.

"Oh, uh...hi. I'm Rudolph," he replied. Now that he was getting a better look at her, he noticed that her wings were tucked tightly to her sides and her tail was curled around her right flank. She was sitting just a tiny bit hunched forward and, what he found most intriguing, she was blushing furiously. All in all, she looked somewhat nervous.

"Show her the thing!" Pinkie chirped excitedly.

"Huh? What thing?"

Derpy then seemed to have a little more interest in him, though she still seemed incredibly shy. "Your...nose? Pinkie said you could...do..." She trailed off.

Rudolph gave Pinkie a look, wondering how much she had told the pegasus, and Pinkie just gave him an encouraging nod. So, he shrugged and brought a gentle glow to his nose.

Derpy's mismatched eyes danced as she stared at the light. "Wow...Pretty..." A small smile graced her lips.

Rudolph grinned for a moment. Then, he shook his head. "Wait a minute, wait a minute...Pinkie, what's going on?"

"We're gonna have fun," she replied with a grin, "Having fun is what I'm best at after all. I know precisely 1582 ways to have fun, and this is one of my favourites!"

"But..." Rudolph tilted his head in confusion, "Why...Why were you talking about-" He cut himself off as he looked at Derpy. He blushed before continuing. "Why were you talking about...that stuff before?"

Pinkie giggled. "Oh Rudy-tudy. You're silly! You need to learn how to pick up on these things."

He glanced at her, brow furrowed. "Huh...?"

"You thought we were gonna have sex, didn't you?"

Rudolph felt his heart nearly stop. He immediately shot his gaze to the other pony as another furious red tint overtook his whole face. "Wh-! I- I... No! I mean, well...With the way you were talking, I...Um...Maybe...s-sort of...?" His voice had slowly grown quieter and quieter until it was a mere squeak on the last word.

Both ponies just looked at him without expression.

"B-But..." He cleared his throat. "Then- I mean, she's here and-"

"Yup!" Pinkie interjected. What followed made Rudolph gasp and stare in disbelief.

Pinkie turned her whole body towards Derpy, grasping her shoulders so that the other mare did the same. Once they were facing each other she leaned forward and pressed her lips up against Derpy's. The pegasus was startled for a moment, then her eyes glazed over and she brought her own hooves up and wrapped them around the pink mare. She moaned quietly as she shared the open-mouthed kiss with Pinkie, both ponies' hooves beginning to gently caress their partner's body. One thing was certain; this kiss was definitely way more passionate than the one Pinkie had shared with him.

Rudolph stared transfixed as the two mares began to get more excited. They leaned in towards one another, keeping their eyes closed as they thoroughly explored each other's' mouths. Pinkie raised one of her hooves to caress Derpy's cheek, gently drawing her even closer. After a moment, Derpy cautiously mirrored the gesture. The two remaining hooves continued to softly rub across shoulders, midsections, flanks and Derpy's wings. Slowly but surely, the two feathered appendages rose up until they were stiffly spread out on display.

And still the two continued their heated kiss, both of them now moaning quietly and taking quick gasps of breath when they could. Their tongues tussled and intertwined, and their hooves never stopped moving. Derpy's body jerked slightly whenever Pinkie's errant hoof drifted across her flanks, followed by a shiver and a flutter of her wings. For a moment, it seemed as if they'd go on like this forever. Pinkie eventually pulled back, however, and ended the kiss. A thin strand of saliva remained connecting the two.

Pinkie was giving the pegasus a rather sensual stare. Derpy, on the other hand, was panting as if the room were four times as hot. She gently leaned on her forehooves with her tongue hanging out, her eyes seemingly more unfocused than usual.

"You like that?" Pinkie said in a low, smooth tone.

"Uh...Uh huh..." Derpy murmured drunkenly.

"How 'bout you?" she said, turning towards Rudolph.

The reindeer jumped, as if he'd forgotten that they could see him, and blushed furiously. "I- I- Ah...!" he stammered, "That, um...That was- Wow...!"

Pinkie gave him a knowing look and chuckled. "You've never seen two girls kiss before, have you?"

All he could do was shake his head.

"Well, Rudy-tudy...That's just the beginning." Her gaze drifted to between his hind legs and her sensual look was replaced with a wide-eyed eager one. "And it's gonna be fun!"

Rudolph glanced down and his body tensed. The two mares' display had brought him to full attention. His rock-hard cock was now subtly twitching between his legs. He made no move to hide it, however. Perhaps it was his prior experiences giving him more bravery, or perhaps it was Pinkie's forwardness and openness that was making him less bashful.

"So..." he ventured, turning up to look at Pinkie again, "We are gonna...?"

"Well, unless you'd rather do somethin' else," she replied with a wink.

Rudolph shook his head without hesitation.

"Great!" Pinkie then turned to Derpy, who still looked as if she wasn't aware of what was going on around her. "C'mon, you horny bubble-head..." she said endearingly, and then stood herself up. She stepped away from the pegasus, moving her tail so that it trailed past Derpy's face in a teasing manner. Derpy gasped and shook her head, looked at Pinkie, and then stood up as well. Her somewhat nervous appearance from before returned as she trotted up next to Pinkie. She gave Rudolph a quick look, then turned away and blushed.

"Wh...Wait..." Rudolph murmured, the pieces finally fitting together in his head, "Are you...and her...Are you both gonna...?"

Pinkie nodded. "Uh huh!"

"At...At the same time...?"

"You got it, Ruby-red!"

Rudolph simply blinked. Somewhere in the back of his head were the words 'Does not Compute'. He didn't get a chance to ask any more questions because Pinkie started moving towards him, gently tugging on Derpy's hoof to get her to follow. The pink mare laid down on her stomach and gave his cock a hungry look. Her face was mere inches away from his member, and Rudolph felt his pulse begin to quicken. There was a powerful sense of excitement that he felt that came from his complete disbelief.

Pinkie licked her lips. She turned and gave Derpy a look, who hesitantly laid down next to her. Now _both_mares were right up next to his cock. Given that there wasn't much else to look at now, Derpy was now eyeing his erection with a huge rosy blush.

Rudolph was focused on Derpy and didn't see Pinkie leaning forward. A powerful jolt ran up his spine when he suddenly felt Pinkie's tongue connect with his cock. He turned his head and watched as she began to slowly draw her tongue across his length. There was a big smile on her face as she licked, as if she were enjoying an ice cream cone. Rudolph shivered at the sensation.

Seeing Pinkie make contact like this seemed to knock down some of the walls that had been holding Derpy back. Slowly, she leaned forward and extended her tongue towards the other side of his cock. Rudolph's heart caught in his chest. His whole body shivered as he felt her tongue glide up the right side while Pinkie's moved down the left side at the same time.

"Ohh....gosh..." Rudolph murmured, involuntarily bathing the room in a pale red glow. The mares both began to lick faster, working together to cover every inch of his sensitive cock. They never moved at the same pace, slowly gliding their tongues up, down and around. Pinkie moved up and swirled her tongue around his tip, while Derpy moved down and curled hers around the base. Then they switched places, with Derpy moving back to the top and Pinkie heading further south to lick at his balls.

Rudolph gazed down at the grey pegasus. She glanced up to meet his gaze and her blush became even thicker. She still seemed rather bashful about the whole situation, but that didn't seem to be stopping her. He saw that her wings were still stiff above her back, and he realized that this might be a sign of arousal.

The two tongues returned to the middle of his cock once again and gave it a few more gentle strokes. Pinkie pulled back and let out a satisfied "Mmmm..." She turned towards Derpy, who turned to meet her gaze, and the two shared another short kiss. They returned their attention to him and gave him a few more wonderful licks.

Then, Pinkie moved away as Derpy drew her tongue up to the top once again. She glanced at Pinkie, who simply gave a subtle nod of her head towards his cock. The pegasus gazed up at Rudolph for a moment, then closed her eyes and leaned forward more. She opened her mouth just as wide as it needed to be and slowly slid the tip of his cock inside. Rudolph shuddered and gasped as she slowly slid him into her warm mouth.

Derpy stopped about a quarter of the way down, still swirling her tongue around his length. She stayed there for a moment, but then Pinkie put one of her hooves on the back of the mare's head and gently applied pressure. Derpy gave a quiet moan as Pinkie urged her forward, taking another quarter of his cock into her mouth.

"Atta girl..." Pinkie whispered, "He's yummy, isn't he?"

Derpy simply moaned softly and began moving her head back. She settled into the slow, gentle rhythm of pleasuring him with her mouth, like Fluttershy had done before. Eyes still closed, she slid the top his cock in and out of her warm, inviting muzzle, making Rudolph shudder and stifle a moan of his own.

Once Derpy had gotten started with this, Pinkie began to move herself back along the rug. Rudolph watched as she moved away from between his legs and down the length of Derpy's body, until her head was resting near the pegasus' legs instead. He watched her in confusion, wondering what she was doing.

Pinkie placed her hooves on Derpy's hip and pushed her so that she was somewhat laying on her side. She then leaned forward, licking her lips, and used one of her hooves to gently lift Derpy's right hind leg. Rudolph still didn't know what she was doing, and he saw Derpy turn her head slightly and give the pink mare a look. She didn't glance at either of them. She was looking directly between Derpy's legs.

Rudolph realized what it was she was looking at, and then he stared wide-eyed as Pinkie leaned her head and extended her tongue, drawing it slowly along the length of Derpy's other set of lips.

Derpy took in a sudden breath through her nose and her whole body trembled as soon as Pinkie made contact. She made a few short, strained moans around his cock as Pinkie continued to draw her tongue against the outermost folds of her sweet little pussy. She didn't push her tongue in, keeping it sliding along the length of Derpy's slit, but even this was sending the pegasus into a quivering state of euphoria.

Rudolph couldn't look away. His fresh, young mind was still trying to understand exactly what he was seeing. Pinkie was licking Derpy's pussy. Another female's pussy. First of all, the thought of using one's tongue to pleasure a female hadn't yet crossed his mind and it hadn't come up in any of his previous encounters. It made perfect sense now, but this new revelation was fascinating to watch.

Moreso that that, however, he realized he was watching two females have sex. Rudolph was not totally in the dark when it came to the act of sex. His father had explained all the ins and outs of how males and females have sex and eventually have children. But therein was the qualifier. 'Males and females'. Seeing Pinkie Pie pleasure Derpy like this did not match up with any preconceived notions he'd had, and was something he hadn't even remotely considered.

He didn't know why, but he found the sight to be extremely arousing.

Pinkie pushed her tongue into Derpy's folds just a little, causing Derpy to moan loudly around his cock. This, in turn, sent a wave of pleasure through his own body and made him moan as well. Pinkie glanced at the pegasus, saw that Derpy was still watching her, and withdrew her tongue.

"Keep going, Bubbles..." she said in a soft but commanding tone, "Fair's fair after all."

Derpy blushed and returned her gaze to Rudolph. She moved her head up and released his cock from her mouth just long enough to say, "S-sorry..."

Before he could even respond, she slid his cock back into her mouth and resumed her earlier pace. Rudolph gasped as the warm embrace of her muzzle returned. Pinkie gave a satisfied nod and returned to her own task. Derpy's eyes quickly shut and she shivered and moaned. Her wings twitched as Pinkie started licking more deeply.

Rudolph's eyes were locked on Pinkie as she dove her tongue deep into Derpy's passage. She moved it up and down its length, pausing occasionally to swirl it around or plunge it a little deeper. It wasn't too long before Pinkie's nose was pressed right up against Derpy's fur.

He felt a strange, invigorating feeling surge through his body as he watched her work on the other mare. It was difficult to describe. In a way, it felt like he was watching someone do a task incorrectly, or even like watching someone cheating at a game. It broke the 'rules' that he had learned, but this only made it more exciting. The feeling of Derpy bobbing her head faster and faster on his cock was amazing, but he was much more interested in watching this.

Derpy's pussy was absolutely soaked by this point, and Pinkie was happily lapping up all of the juices that she could. She was alternating between pistoning her tongue in and out of the mare's sensitive tunnel, and licking around the outer edges. He saw her paying particular attention to the top part of her pussy, closest to her stomach. Derpy's reactions were substantial. Every movement of Pinkie's tongue made a part of her body shudder or twitch, and she kept making these cute, short moans as if she were trying to hold them back. Still, through it all, Derpy kept moving her head and swirling her own tongue.

"Ahh..." Rudolph moaned. He held up one of his hooves. "W-wait! Wait, stop!"

Derpy stopped with her head on the tip of his member, giving him a concerned look as if she were afraid she had done something wrong. Pinkie had lifted her head up to look at him in confusion. Rudolph saw that her muzzle was absolutely soaked with Derpy's juices.

"Um..." he mumbled. Even when the act itself was taking place, he still found it difficult to talk about. "I, um...I want to..." He pointed his hoof at Pinkie. "Can I try?"

Pinkie followed his hoof. More specifically, it was pointing next to her; directly between Derpy's legs. She glanced back at him and gave him a wide grin. "Sure, Cutie-Rudy! Let's just swap spots."

Derpy blinked and released his cock from her mouth. She watched with a mix of bashfulness and excitement as Rudolph got to his hooves and trotted the short distance around her body. She squeaked in surprise when Pinkie grasped her shoulders and urged her to roll onto her back. She did so carefully, so as to not roll onto her stiff wing.

Now, Derpy was on her back with her wings spread out on the carpet below. Her front hooves were adorably clutched close to her chest yet her hind legs were spread wide, giving Rudolph a prime view of her most intimate areas. He glanced up to her, and she blushed furiously. Pinkie have him a nod from behind her, and so he laid himself down between her legs.

His heart thumped in his chest as he shifted himself closer to her soaking wet flower. He simply could not take his eyes off of it. Obviously by this point he had seen quite a few ponies' pussies, but never this close before. He took a moment to study it, seeing how soft and delicate the area was even when it was drenched like this. Her lips were parted just slightly, giving him a glimpse of pink hidden within. To him, it had such a beckoning appeal. His heart raced faster the longer he looked at this mare's most intimate and private parts, and it raced even faster still when he thought about how she was keeping her legs open like this and inviting him in.

He knew he couldn't keep her waiting any longer. He recalled what he had seen Pinkie do and tried his best to mimic it. He leaned forward, opened his mouth, and extended his tongue. As he got closer, he could feel the heat radiating off of her and his head was filled with the overpowering, arousing scent that she gave off.

Derpy gasped loudly when his tongue made contact. Following his given example, he drew his tongue up the length of her opening and then back down. Derpy's whole body shivered in response, especially her hind legs. He could feel her bushy tail twitching beneath him. After giving the outer edges a few more licks, he started to press his tongue forward.

From the moment he had begun, already he was hit with a sweet taste that reminded him of honey. Pinkie had made such a mess that pretty much her whole pussy was flavoured with her juices now, and the taste only got stronger once he pushed his tongue in. It was so sweet and delectable, so much better than he had expected. Craving more, he got to work with his tongue and started to explore.

Derpy was continuing to make those stifled, shivering moans. Occasionally, his tongue would pass by a certain spot and draw out a sharp cry or gasp from her, but for the most part she remained rather quiet. He wasn't sure why, but he liked hearing her make those tiny whimpers and moans. It was kind of cute.

By now, Rudolph was probing her depths and savouring as much of her flavour as he could. Her taste and her scent was sending a wave of euphoria through him, and he got a shiver of excitement when he felt her walls subtly squeezing around his tongue. With his muzzle pressed so close against her, he noticed that his nose was resting comfortably on her fur and coating her whole lower abdomen in red.

"Mmnnnnnn...!" He glanced up when he heard Derpy make a rather noticeable moan. He saw that her front hooves weren't up against her chest anymore, but were pressing firmly against the ground at her sides. She was almost writhing at this point, reacting to every subtle movement of his tongue. She had her eyes clenched shut, but the blush on her face and her panting tongue showed just how good she was feeling.

Suddenly, two pink hooves placed themselves squarely around Derpy's head. She opened her eyes and both she and Rudolph glanced up to see Pinkie standing with her hindquarters directly above Derpy's face. "Don't forget me, Bubbles..." she said before lowering her rear-end down just enough so that Derpy would be able to reach it. Derpy was panting heavily and still quivering, but she leaned her head up and began to tongue Pinkie's pussy.

"Mmmm..." Pinkie's expression melted into one of pure content as Derpy's tongue slipped inside, "How's she taste, Rudy?"

Rudolph raised his head up from Derpy's folds, his whole muzzle now dripping and soaked. "Amazing..."

"Mhmmm..." she replied, closing her eyes in bliss, "She does...And she's great at licking pussy..."

"Mph!" Derpy exclaimed with a muffled voice.

Once again, Rudolph was rather transfixed by the sight of one mare driving her tongue into another mare like that. Derpy wasn't slacking off. She had her muzzle right up against Pinkie's lips, swirling her tongue around to reach every available inch. Pinkie was starting to pant now. Her reactions were more restrained than the pegasus, but her vocalizations certainly were not. "Ahhh..." she moaned loudly as she subtly moved her hips, trying to guide Derpy's tongue to the areas she wanted to be hit.

Suddenly, Derpy's whole body seized up and she took in a shuddering gasp. Rudolph glanced down and he noticed that the bridge of his snout had grazed across the top of Derpy's pussy, where a small pink protrusion could be seen. He hadn't paid it any mind, but now he recalled that Pinkie had been rather focused on this spot when she had been licking the mare.

"Hah...You know what that is...hah...right, Rudy?"

He glanced up at her.

"That's- Nghh... That's Derpy's clitoris. That's how you drive her crazy."

Rudolph glanced back down, intrigued. He leaned forward, extended his tongue, and deliberately licked across the upper half so that his tongue would press against the little nub. Derpy gasped loudly again, and one of her hind legs noticeably twitched beside him.

"Never forget the clit, Rudy..." Pinkie said through her panting, "'cus that's the best way to party."

Derpy was moaning quietly, but Rudolph could hear the need in her voice. He dove his tongue back into her pussy and resumed what he had been doing earlier, but now he occasionally gave Derpy's clit a little attention. Her reactions only got more and more positive. It was getting harder for the pegasus to contain her moans, and all four of her hooves were twitching and grasping at the air.

Rudolph simply kept going, knowing that he was doing something right. Her wonderful taste was just an added bonus at this point. He heard Derpy making a long, drawn-out moan. The reindeer pressed deeper inside, and he attacked the little nub more aggressively.

"Aaahhhh!!" Derpy's unsubdued voice caught his attention. He glanced up to see that her head had fallen back to the ground, Derpy apparently lacking the focus to keep it raised up towards Pinkie's pussy, and she was staring unfocused at the pink pony's belly as she panted. She started making gasps and whines that out of context would sound like she were in distress. Instead Rudolph redoubled his efforts, swirling his tongue and pressing against every inch of her soaked passage.

She squirmed for a moment and then her whole body stiffened. "Ngggh...!!" He felt her shifting her hips and pressing herself against him. Then, she came. Rudolph was treated to a delicious torrent of juices as her pussy clenched against his tongue. She didn't make any more noise as she rode out her orgasm, but her trembling, writhing body told the story that her voice did not. As he gulped down as much of her cum as he could, he glanced up with a sense of pride in knowing how intense he had just made her feel.

When it was over, Derpy collapsed onto the rug. The mare was reduced to a panting mess as she tried to catch her breath. Pinkie carefully stepped away from her head and trotted over to Rudolph's side. The two took a moment to watch the pegasus bask in the dizzying afterglow.

"Great job, Rudy-tudy," Pinkie said, patting him on the back.

"That was...That was fun..." Rudolph murmured, a rather goofy smile on his drenched muzzle.

"Mhmm..." Pinkie leaned over and nuzzled up against him as she spoke, "And we're just getting started."

"W-We are?"

"Well, duh!" Pinkie suddenly exclaimed, "Outta the three of us, we've had one cum! We gotta do something about that, don't we?" Pinkie pointed her hoof at his erection, still just as hard.

Rudolph blushed but grinned. "Heh...Yeah, I guess we should." He paused to lick his lips, trying in vain to clean up the mess that had been left there. At the back of his mind, he wondered how his two previous sexual partners tasted.

Pinkie giggled. "Yeah, she's nummy isn't she? Almost as good as candy! But anyway, c'mon! Up on the bed!"

Rudolph was suddenly pulled to his hooves by the excited pink mare, who trotted towards the large bed in the middle of the room and hopped on top. He simply followed her wordlessly, climbing on to sit next to her. The bed was extremely comfortable, but not so soft that he felt like he was sinking into it. He thought that if this was Pinkie's bed, it was rather large for just one pony. Four ponies could comfortably sit on the thing.

"C'mon!" Pinkie shouted as she leaned herself over the edge, giving Rudolph another uncensored view of her dripping pussy, "You too, Ditzy-Derp! You know it's not over yet!"

Rudolph watched as Derpy pulled herself up off the ground, still seeming rather lightheaded from the orgasm he had given her. Her muzzle was still soaked and her wings were still stiff. He shifted back towards the middle and gave her room to clamber up.

Before he could ask what they were going to do next, Rudolph found himself suddenly tackled by Pinkie Pie. He fell onto his back, his head landing just shy of the pillows, and cried out in surprise as Pinkie landed on top of him. She silenced any objections with a surprise kiss. He was confused for a moment, but calmed down as Pinkie darted her tongue into his mouth and invited him to play. He could taste Derpy on her lips, as he was sure she could taste on his.

She broke the kiss, leaving him panting and literally glowing. He found himself in a somewhat familiar position; on his back, with Pinkie sitting up and straddling him, leaning forward slightly with her forehooves on his chest. His neglected cock was now reminding him of just how badly it wanted to be pleasured. He could feel it standing painfully tall behind her.

"Pinkie..." he breathed. It wasn't a question, plea or command, but something in between all three.

"Your turn, Bucko..." she said before lifting herself up. She shifted back and carefully lined herself up so that the very tip of his cock was just touching her lower lips. The two of them were both quite visibly aroused, both of them having been treated to pleasure that had been interrupted. She was dripping all over him like a wet towel, and for him it was almost agonizing. He shivered in anticipation, silently begging her to begin.

That's exactly what she did, evidently too horny for even the simplest of foreplay. In one swift motion she brought herself down, burying almost all of him inside of her. The two of them cried out loudly in unison.

"Fff...fuck..." she whispered, the uncharacteristic curse word barely registering with him.

She started riding him, panting and gasping every time she lowered herself onto his shaft. Rudolph quickly felt himself getting right back to where he had left off while in Derpy's mouth. Pinkie's warm passage enveloped him with slick, welcoming walls. He wanted to watch his cock disappearing into the depths of Pinkie's pussy, her warm lips hugging around it, but he was having enough trouble keeping from rearing his head back and howling like a wolf.

"Up!" he heard Pinkie say, "C'mon, girl. Riiiight over there. Make sure you give 'im a good view..."

Rudolph's eyes shot open as he felt hooves settling onto the bed around his head. He looked up to see Derpy standing above him, much like Pinkie had been standing over her before. True to Pinkie's word, he was treated to a nice view from below of her dripping pussy. He had expected her to start lowering herself, but instead she raised herself up on her hind hooves. Rudolph craned his neck back painfully to see that she had her hooves braced against the wall behind the headboard. She looked like she was awaiting a police pat-down.

He felt Pinkie stop moving for a moment, but still keeping him inside, and he saw her lean forward. She brought her forehooves up from his stomach and used them to instead grasp Derpy's flanks. The pegasus was still panting like a dog, and she made a strange noise once Pinkie touched her.

"Golly, you are loopy. He gave you a big one, didn't he?" Pinkie spoke.

"Uh huh..." Derpy murmured. He could see that she was a little shaky on her hind hooves.

"Well hold on, Bubble Butt. Enjoy seconds while I get my big one."

Pinkie started bouncing on his cock again, shattering most of his concentration and drawing out a sudden moan. He saw that Pinkie, leaning forward just slightly, had her head perfectly lined up with Derpy's pussy and she was taking advantage of this. Rudolph stared upwards, watching from the unique angle as Pinkie's tongue delved into the pegasus' folds once again.

The room was filled with lewd sounds of all sorts. Rudolph could not keep himself from vocalizing his intense pleasure even if he wanted to. Pinkie was riding his cock like a wild animal, moving quickly and slamming herself down onto it. He was sure that Pinkie would be shouting wildly, given what he had learned about her personality so far, if her mouth were not already occupied.

"Pah...P-Pinkieee..." Derpy moaned quietly, almost sounding like a whine. Her hind legs were trembling quite noticeably and Rudolph was a little concerned that she would fall and hurt herself, but he reminded himself that she had the headboard for support and Pinkie to pick her up if her strength gave out. He half-jokingly told himself that he might not mind if that part of her fell onto him anyway.

In fact, Pinkie's sloppy tongue job was definitely exciting the grey mare. Sweet-scented droplets kept falling onto Rudolph's face. He realized pretty quickly that he didn't mind in the least, and now had his mouth open and his tongue out to try and catch them.

"Pinkieeeee..." Derpy whispered breathlessly.

Pinkie pulled herself back and smirked. "What? D'you want me to stop?"

"No!" Derpy practically shouted, the loudest thing she had uttered all night.

"Well then don't bother me, Sudsy!" Derpy gasped as the pink mare dove right back in.

Rudolph groaned and braced his hooves against the bed. The sensation of repeatedly hilting inside of Pinkie at such a swift pace was amazing. He felt euphoria spread across his whole body every time she slammed herself down, shoving his reindeer cock as deep inside of her as it would go. He had been pent up before, but at this rate he was going to cum before he even knew what had happened.

Pinkie's movements were becoming more erratic. Rudolph guessed that she was getting close just as quickly as he was. He grit his teeth and focused on holding it off, not wanting this experience to end so quickly. Derpy's characteristically quiet moans told him that Pinkie was still working hard with her mouth. He glanced up to see Derpy's whole rear quivering, her tail hiked up and laying over the side of Pinkie's head. There was practically a waterfall streaming down on him now. He was getting soaked and filthy, and he liked it!

"Nggghhh...!" Derpy moaned through gritted teeth. He tried to look back towards her head again, but it hurt too much to look for long. He caught a glimpse of her head turned to the side, eyes clenched shut with a strained expression, and a deep red blush on her cheeks. It matched the colour he was bathing her underside in.

"Ahh...!" Pinkie managed to drag a few sudden moans out of the pegasus as she worked her tongue, but Rudolph couldn't focus on much beyond that.

He glanced down at his lower half, panting and completely out of breath. Pinkie's hips were a blur as she skewered herself onto him more and more, drenching them both in her juices. The movement of her warm pussy on his buckhood was driving him crazy. His cock felt hot and almost painfully stimulated, begging for a release that he was trying his hardest to withhold.

"Aah...! Ohmygosh..."

He glanced up to see that she was no longer tending to Derpy. Her head hung between her forehooves, facing down at him with her tongue dangling out. Her breath was coming in short gasps, and the movement of her flanks was becoming slower and more precise.

"Ngah...?" Derpy quietly moaned in the background.

"Rudy...I- Ahh...!"

Rudolph couldn't take it anymore. "Yeah...I- Oof!"

Pinkie cut him off by screaming loudly and losing her grip on Derpy's flanks, falling onto his chest in a somewhat painful heap. He was more focused, however, on the vicelike grip that her pussy now had on his member, squeezing and clenching as the pink pony came hard.

Rudolph's cock suddenly exploded with cum, releasing spurt after spurt deep inside of her. He wrapped his hooves around her in a tight hug, keeping her as close as possible while he filled her up. Pinkie continued crying out to the night as she rode her own orgasm. A combination of their fluids trickled down Rudolph's thigh.

"Oh my goooshhhh!" Pinkie cried, "Rudy, you're gonna make me burst!"

After a few more mind-numbing moments, everything fell silent. Rudolph released all of the tension in his body and collapsed back onto the bed. Pinkie, likewise, laid on his chest and panted along with him. Their two hearts hammered against each other's chests.

"Wow..." Rudolph murmured.

"Wow...!" Pinkie concurred.

Rudolph felt like he didn't have a single ounce of energy left. The bed could have caught on fire and he wouldn't have been able to move. He didn't care though, still riding the high of such a powerful orgasm. He resigned himself to simply laying there, staring up as droplets continued to land on his head.

"Mnnn..."

A bit of his focus returned, and he looked up to see that Derpy was still above him in the same position. Her flanks and hind legs were still quivering, and her tail was still hiked up. He caught a glimpse of her front half. She was simply staring at the wall, panting away.

"Mnnnnn..." she moaned a little louder.

"Ooh!" Pinkie piped up, "Oopsie! Sorry, Derpy. I kinda got distracted."

Rudolph turned to look at her, and was surprised to see that some energy had returned to her. He still felt like a rock. Pinkie, however, was pushing herself up off of him and getting to her hooves.

"I know, girl. I know," she said as she stepped towards the pegasus, "That ache's still pretty bad, huh?"

Derpy let out a quiet whine. Rudolph realized that Pinkie had stopped licking her and denied her from cumming. Pinkie was now tugging at Derpy's flanks, pulling her from her earlier position and making her lay down on her back. He had to commend Pinkie for having the energy to keep going like that; all he could do was watch.

The heavily-blushing Derpy tried to protest, but Pinkie was quite adamant. As she was pushed into a laying position, she gave Rudolph a bashful look and pulled her legs together to try and hide her swollen, dripping pussy from him. It was interesting to see how self-conscious she was around him even after he had licked her to orgasm.

It was pretty cute.

Pinkie was having none of her shenanigans, though. Once Derpy was on her back, with her head next to Rudolph's below the pillows, she sat up and pried the horny mare's legs back open. Pinkie was sweating and panting, still fairly close to exhaustion, but it wasn't slowing her down much.

"D'you wanna cum, Bubble-head?"

Derpy gave a tiny whine and turned her head away from both of them.

"You gotta tell me if you want it..."

"I- I-" she murmured, almost too quietly to hear, "I do..."

"D'you want Pinkie to help you cum?"

Derpy stifled a frustrated moan, squirming on the bed. "P-Please Pinkie..." she whispered, "I- I'm...I'm so close..."

"Ask Rudy if he wants to watch you cum."

Her ears perked up and she gasped. "W-what?? I...I can't..."

"C'mooonnnn..." Pinkie urged, "It's only polite, y'know."

"B-but..." Her voice trailed off and she squirmed, moving her hooves between her legs only for them to get batted away by Pinkie.

"Go on..."

Derpy moaned in protest, then let out a sigh. She carefully rolled over towards and gave him a very sheepish look, her whole face tinted a deep red. She was still trembling, though he was sure it was because of just how aroused she was.

"U-Um...R-Rudolph...?" she whispered.

Rudolph already knew his answer. He _definitely_wanted to see her cum again, and it was exciting just thinking about it. However, he simply gave her a friendly smile like he would have given her if they had met on the street.

His smile seemed to make her relax a little. She brought a hoof up to her mouth and glanced away, looking like she was fighting against her nerves. She looked back at him, and he was still smiling. She brought her hoof down.

"D...D'you wanna..." He could almost see her heart pounding in her chest, but at the same time she was relaxing her strained limbs. Was she angling herself to try and give him a better view?

"D'you want to watch me cum...?" she whispered, giving him an unsure smile.

Rudolph nodded. "I would love to."

She flushed and her wings twitched. "Well, I- Hng!" Her face suddenly twisted up as if she'd been given an electrical shock, and she fell onto her back. Rudolph saw that Pinkie was prodding the pegasus' pussy at last, no doubt overwhelming Derpy from the touch alone.

"Hah...Nghh..." she panted, visibly straining to keep her outbursts inside. This little quirk of hers fascinated him, and he found it quite adorable.

"C'mon, you horny little filly..." Pinkie said, "You gotta be louder than that!"

"Nnnn..."

She started rubbing slowly. "It's not healthy to hold it in, Derpy. Ya gotta let go in more ways than one, so c'mon! Lemme hear it!"

Derpy simply clenched her eyes shut and fidgeted, one of her hind hooves kicking blindly at the air. The only sounds she made were kept deep in her throat.

Pinkie Pie smirked. "All right," she said, "I guess we gotta do this the 'Pinkie' way..."

Rudolph watched the two, unsure of what Pinkie was talking about. He was getting tired of holding his neck up to see, considering he was still trying to catch his breath. Pinkie seemed to be in the same state, so what she did next totally surprised him.

The pink mare grabbed onto Derpy's hips and lifted her hindquarters up onto her lap. She held on to one of the mare's legs for leverage and brought the other hoof down to Derpy's aching, soaked pussy. Then, without warning, she began to rub and press. Hard.

"Hngh!!" came Derpy's strained response. "Ahh!"

Pinkie had an aggressive look on her face, matching the way she aggressively stroked and stimulated the other mare. It looked more like she was trying to win a button-mashing video game.

Derpy tried for about two seconds to keep herself quiet before a loud, piercing moan escaped her lips. She grasped at the bed with her forehooves, staring up at the ceiling and screaming in passion. All of her restraint was useless in the face of the overstimulation Pinkie was giving to her needy pussy.

Pinkie leaned into her work, ending up pushing her flanks further up until her entrance was pointed straight up. Derpy was hardly able to breathe and she continued to cry out uncontrollably. The deep sense of passion etched into her untamed voice showed just how amazing she was feeling, and it was no surprise when she suddenly came a few seconds later.

A victorious grin appeared on Pinkie's face as Derpy's whole lower half convulsed and a generous amount of her cum splashed onto her belly. Pinkie's hoof stopped moving. Derpy let out one loud cry as she experienced her second orgasm of the day, which slowly died down until she was quietly moaning. Her chest rose and fell as she panted, staring blankly at the roof.

"That's...what I like to hear..."

A mesmerized Rudolph turned to look at Pinkie. Though she was smiling, she looked even more worn out than before. She only managed to gently set Derpy's flanks onto the bed before she collapsed herself. The pink mare with the frazzled mane fell onto her stomach right between the two.

Then, the only sounds that could be heard were heavy panting. All three were drained and they all silently agreed to just lay there for a while.

Rudolph had caught his breath, but he was still feeling relaxed in his own afterglow. For now, he was content to lay next to the two out of breath mares. The scent of arousal and feminine essence filled the room.

"Woooo..." Pinkie said tiredly, "Break time for sure. You two definitely know how to party..."

"That was...awesome..." Rudolph murmured, "I really had no idea..."

Pinkie turned her head to look at him. "No idea of what? That two girls could party together?" she asked, putting a sensual emphasis on the word 'party'.

"Well, yeah..." he replied, "I guess it just never occurred to me..."

"Heehee..." she giggled, "It's hard to resist when she's got such a yummy pussy."

"Mn..." a tired murmur of protest came from the other side of Pinkie.

"Don't you be all silly now," Pinkie said as she turned her head the other way, "You know you've got a yummy pussy, Derpy."

"P'nkie..."

Rudolph slowly sat himself up, his muscles finally having stopped aching to allow him to do so, and glanced over Pinkie's body at the grey pegasus. Her limbs were splayed out on the bed, but she had her tail curled up to cover her intimate areas. She still had a noticeable rosy blush.

"Hey, Derpy?" he spoke.

She glanced up at him and her blush intensified. Her tail twitched. "Mm...?"

"Well, uh...Pinkie's right. You don't have to try to be all quiet. I, uh...kinda like hearing you be loud like that."

She simply turned away.

"Derpy's just like that, Rudy," Pinkie spoke, and he turned his attention to her, "She likes having sex, but she doesn't like to be seen or heard having sex...which is kinda hard since somepony's gotta be there to have sex with you." She chuckled. "She's really not like this usually. Her butt-mark really got it right because she has a super bubbly personality!"

"Don't call it that..."

"She likes making friends and having fun and flying around...She loves muffins and bubbles and is always eager to share...But once things get kinky, well..."

"Naw, I understand..." Rudolph interjected, "I guess I just couldn't imagine myself being so quiet when I'm, well, y'know..."

"She's a quiet one!" Pinkie chimed in, "I know a lot of ponies who are loud, and some of them are screamers, but she's the only one I know who's quiet in bed! It makes her unique!"

Rudolph nodded. "I think it's cute."

"She is cute, isn't she?"

"I'm not cute..." Derpy mumbled.

"Heyyy..." Pinkie sat up slightly and turned Derpy's head back towards her with her hoof, "You know you're not s'posed to say that."

"I'm not cute," she repeated. She didn't seem upset, but rather nonplussed. "I've got stupid eyes."

"You don't have 'stupid eyes', Derpy. You have super pretty eyes that sparkle like gold. I know that's totally cheesy but it's true."

"I, uh, kinda have to agree..." Rudolph said, "Out of all the ponies I've met so far, your eyes shine the most brightly."

Derpy crossed her hooves and furrowed her brow. "They're still stupid..."

Pinkie inched herself closer, still with her hoof on Derpy's cheek. "Well if they're stupid, then stupid must mean adorable and cute. Maybe that's why I act so stupid all the time, right?"

Derpy just stared at her for a moment. Everyone had caught their breath, and so the room was finally quiet for a few moments. It took a couple of seconds, but eventually a demure smile appeared on Derpy's face. "You're not stupid, Pinkie..."

"Neither are your eyes, you bubble-brain. I mean, even if you didn't have any eyes, I'd still call you cute. You've got a cute mane, a cute li'l nose, a cute tail, and super cute wings!"

"Pinkie, stop..." She gave the pink mare a playful push with her hoof.

"Why?" Pinkie simply moved forward again, leaning in and nuzzling noses with the pegasus.

"'Cus I told you I'm not cute..."

"You're a terrible liar..."

"Well, you're terrible at...um...deciding what's cute."

Pinkie simply giggled. Derpy was still smiling with a faint, rosy blush. The pink mare leaned in once more, her lips meeting Derpy's in a short, tender kiss.

"Derpy..." Pinkie whispered afterwards, "You're beautiful."

Derpy closed her eyes and smiled.

"Hey, that would make a great title for a book or something..."

"...Huh?"

Pinkie shook her head. "Never mind." Instead, she leaned in for another kiss, which Derpy happily accepted. This one lasted much longer. The two mares pressed their lips against each other and let out quiet, happy murmurs. Pinkie reached her free hoof around to caress the back of Derpy's head, which prompted the pegasus to do the same in response.

The two mares shifted their bodies closer together, starting to subtly moan as their tongues began to play once again. Rudolph sat on the sidelines, quite content to watch. He still wasn't sure why seeing two girls kiss like this made him feel so excited inside, but he wasn't about to question it.

The matching pair of blushes on their cheeks grew deeper as passion began to seep into their kissing. It was hardly any time at all before they had moved on to making out with each other. Derpy's tail twitched excitedly as she moaned and submitted to Pinkie's more dominant behaviour. Her subtle moans were dripping with a sense of desire.

After a while, Pinkie broke the kiss and gasped for air. Before Derpy could react, she gave Derpy a gentle yet forceful shove to make her roll onto her back again, and then crawled on top of her. Derpy let out a single confused murmur before Pinkie, now lying on her stomach, dove back in for another passionate kiss. The two ponies made out with one another for another minute or so. Derpy had her arms wrapped tightly just behind Pinkie's neck, but Pinkie had her hooves planted firmly on the bed below.

Another gasp for air. "You're so sexy!" Pinkie said in a half-growl that almost sounded predatory. Derpy squeaked in surprise before Pinkie locked lips with her once again. Derpy's eyes became notably unfocused as her face turned beet red. Her hind legs, hanging in the air slightly, were beginning to spread open of their own volition.

Pinkie seemed to be acutely aware of this. She broke this kiss and stood up tall, staring down at the pony below her. Derpy, with her hooves now clutched to her chest, looked up in nervous anticipation.

"Who's a sexy pony...?" Pinkie spoke.

"Uhm..." Derpy murmured breathlessly, "Y-"

"Besides me..."

"Mm...Me?"

"Who's a sexy pony with a cute, yummy pussy?"

Derpy quickly became flustered. "P-Pinkie!!"

However, Pinkie was already moving. She deftly stepped around Derpy's body to turn around and face the other way. Her fluffy pink tail hung over the pegasus' face and tickled her nose. Pinkie, on the other hand, was staring down at her prize with a hungry look in her eyes. She wasted no time in laying back down on top of Derpy's belly, now with her head between the pegasus' legs.

Derpy let out a stifled cry of surprise as she found Pinkie's hindquarters coming down to meet her. She raised up her hooves and placed them on Pinkie's flanks in order to keep herself from being completely smothered. Her cheeks burned red upon being treated to an up-close view of Pinkie's slit, still leaking a bit of cum from earlier.

Pinkie set her front hooves on the bed and used them to firmly hold Derpy's legs apart, allowing her unfettered access to the soft, inviting lips in between. Derpy whined quietly from being put in such an open display, but gasped when Pinkie lowered her head and plunged her tongue inside.

Derpy moaned and shivered as Pinkie began to lick her pussy. She remained with her eyes closed for a moment, simply panting and quietly moaning, until the scent of Pinkie's own excitement roused her. She glanced up at Pinkie's dripping pussy, paused for a moment, and then leaned forward with her own tongue.

The two mares stimulated each other from this position, drawing out subtle, muffled moans. Pinkie repositioned herself slightly, allowing her to stand more firmly on the bed and not completely smother Derpy with her lower lips, but the pegasus kept holding onto her flanks anyway. She focused on licking Derpy, driving her tongue deep inside the mare's folds.

Derpy kept her eyes closed, but nonetheless kept her tongue moving and hitting all of the sensitive spots inside of Pinkie's soaked entrance. She pulled her tongue back into her mouth a few times, a sticky white liquid coating it when she did. Both mares were reduced to moaning, quivering messes as they explored each other's most intimate spots. Derpy was gently pulling Pinkie's hindquarters down closer to her, while Pinkie practically had her whole muzzle buried in Derpy's pussy. The scent and sounds of desire filled the air

"Mmnf?" came Pinkie's muffled voice as she felt another pair of hooves grab her flanks. Smaller hooves. She lifted her head up, a thin trail of juices leaking down her chin, and glanced back.

Rudolph gave her a lusty smirk. He had been watching the girls pleasure one another with rapt attention, and was now stepping forward to join the fun. Watching them go down on each other like this had given him another full-length erection, now suspended between his hind legs and aimed directly at her. He was mounting her now, holding onto her thighs for balance and lining himself up.

"Nnnh..." he heard Derpy whimper from beneath them both, "D-don't stop...Please..."

"Ah..." Pinkie breathed, "Sorry Derpy..." She gave Rudolph a curious gaze before returning to the task at hand.

Rudolph just grinned and glanced down. He saw that Derpy was gazing up at him from between his hooves with bashful, uncertain eyes, but was still dedicated to plunging her tongue into Pinkie's folds. She was still making those adorable moans as Pinkie did the same to her, but she never stopped moving her tongue. Pinkie's pussy was well taken care of.

Which is why it wasn't his target.

Pinkie was once again interrupted from her task and let out a loud gasp. She moaned loudly as Rudolph's buckhood, slick with juices from previous encounters as well as pre, slowly slid into her tailhole. She shivered and panted as he pressed forward, sinking three quarters inside of her.

"Ahhh, R-Rudolph..." she murmured, giving a drunken smile to no-one in particular, "You n-naughty little buck..."

"'Ey," he said in a mock-commanding tone, "What did Derpy just ask you to do?"

"Mnnn..." Derpy's voice drifted up from below.

"R-right..." Pinkie breathed. She lowered herself back down between Derpy's legs, while Rudolph slowly withdrew his cock at the same time. Once she started licking again, he 'rewarded' her with a sudden thrust. Pinkie moaned loudly into Derpy's pussy, causing the pegasus to moan as well.

Rudolph grinned, his eyes half-lidded. He had forgotten how much he had loved this sensation. Pinkie's tailhole was just as warm and tight as he had expected it to be. Her anal walls squeezed him tightly and massaged him as he moved. He wasted no time in starting to thrust at an even pace. He could not stifle his own moans every time he plunged his cock into the warm embrace of her ass.

Pinkie was moaning a lot louder than before. Her tail was raised and pinned to her back, giving Rudolph full access. She occasionally had to pause and lift her head to yell out ecstatically. Rudolph held on to her flanks tightly, carefully balancing himself so that he could thrust as hard as he wanted without getting in Derpy's way. It was rather difficult, since every time his cock was enveloped in the tight confines of her tailhole, his legs wanted to simply give out.

The room was filled with the moans of all three, creating a symphony of arousal and pleasure. Rudolph's tongue lolled out as he pounded Pinkie's ass. The pink mare was trying her best to keep licking Derpy's pussy, but the double stimulation she was receiving wasn't making it easy. Her eyes rolled back and her front hooves got weak. She devolved into a moaning mess of a pony, unquestionably the loudest of the three.

Rudolph glanced down at Derpy again. He caught her staring up between his legs, her tongue trailing around Pinkie's folds and teasing her clit. He saw her eyes swaying in rhythm, and he wasn't sure if she was watching his cock sink in and out of Pinkie's back entrance, or his balls swinging back and forth. Both answers gave him a lewd sense of satisfaction. She glanced away in embarrassment once she saw him looking at her. The pegasus' whole face was wet with Pinkie's juices, and she was still trying to keep herself as quiet as possible while Pinkie did her best to pleasure her.

As he glanced back up, he caught sight of Pinkie's tailhole stretched around his stiff cock. The sight alone made him shiver. He pulled back and made a powerful thrust forward, hilting himself inside. The sudden sensation of burying his cock into the deepest reaches of her ass was mind-blowing.

"G'yaahh!!" Pinkie cried out suddenly. "Aaaah...!" Lust dripped from her voice, but it also seemed to lack that air of confidence that she always seemed to have.

Rudolph let out a long moan, leaving his cock hilted inside her for a few moments before beginning to thrust again. Pleasure was welling up within him, guiding him along the path to orgasm and he didn't plan to stop for anything.

"Fuck!!" Pinkie shouted, "Aah! Aaah!!" She tried to return her attention to pleasuring Derpy, but kept getting distracted by the feeling of reindeer cock in her ass.

"Mnnnpinkieeeee..." Derpy moaned, her hind legs twitching in the air.

"Don't...leave her...hanging...Pinkie..." Rudolph panted in between his thrusts.

"I...I'm trying!" she moaned, "B-but it's so good...!"

Rudolph sighed in satisfaction, feeling himself getting closer. He was hilting himself on every thrust, lewd sounds of his thighs smacking against hers filling the room.

Pinkie let out a totally euphoric sound that was somewhere between a moan and a shout. Her hindquarters quivered, her tail twitched, and she started shouting "Yes!" every time he thrust into her. She was leaking so much from her pussy that Rudolph could feel his hind legs getting wet.

"Pinkie!!" Derpy cried out in distress.

"Aah!! Right there, Derpy!" she shouted, "Your tongue is so super- Ahh!" Her whole body shivered, and all she could do afterwards was shout, "I'm gonna cum!!"

Rudolph glanced down again, watching her tailhole stretch around the intruder as it swiftly moved in and out. A pleasurable shock ran through his body every time his balls tapped against her, and he could still hear Derpy's muffled voice from Pinkie's pussy below. He would not last much longer in the amazing, tight grip of her tailhole.

"Yes!!"

He grabbed onto her hips tightly and thrust himself in as deep as he could go.

"Yes, Rudolph!!"

He pulled back out almost all the way and pushed back inside once more.

"Yesss!! Aaaah!!!"

Rudolph could only make one more thrust before he felt her ass suddenly tighten around him, easily drawing out his orgasm. The whole room was bathed in a warm, red glow as the reindeer and pink pony both came. Rudolph held himself in as deep as he could, coating the walls of her ass with his seed. Her ass kept clenching around him, almost milking him, as Pinkie shivered and moaned through her own climax. He heard Derpy moan as she was no doubt drenched in a torrent of Pinkie's cum, the earth pony screaming through the whole thing.

Rudolph moaned in satisfaction as his cock twitched a few more times inside of her. He stayed still for a few wonderful moments, panting heavily, before he slowly pulled himself out of her tailhole. Once his cock popped free, letting some of his cum start leaking out, he carefully moved back and sat down on the bed while making sure not to injure Derpy.

He took in the scene before him. Pinkie's legs had failed her and she was collapsed on top of Derpy's stomach. A short trail of cum was leaking from her tailhole, and just below that her cum-drenched thighs and pussy. The pink mare didn't seem exhausted, but simply overstimulated, as evidenced by her twitching tail and soft moaning and panting. The lips of her pussy rested somewhat awkwardly on Derpy's muzzle, and the pegasus looked rather distressed. Rudolph figured it wasn't Pinkie's pussy that was distressing her, though.

"Hey...Pinkie!"

"Mnnnaaahhhh..." she replied in a strange-sounding satisfied moan.

Rudolph snickered. "Get up. You're not done yet."

"Maah...?"

She slowly turned her head to look at him, and he simply pointed his hoof at Derpy.

"Aah!" she perked up, regaining some of her focus, "Derpy, you didn't cum?"

"Mm-mm..." Derpy murmured a negative response.

"Sorry! I'm so sorry! Blame him, okay?"

Rudolph just chuckled at the remark.

Pinkie stood herself up on shaky legs. She was still panting and letting quiet moans slip out occasionally. He noticed her hindquarters trembling slightly as she moved, and observed that she was still flagging her tail quite high. Intriguingly, she didn't seem the least bit exhausted. If she did, it didn't show.

Pinkie moved like a mare on a mission. She stepped away, leaving a flushed and panting Derpy laying on her back. She trotted around on the bed to the pegasus' hindquarters and grabbed her right hind hoof. Pinkie lifted it so that it was pointed straight up, at a right angle with her other hind hoof, and held onto it. She then shifted the rest of her body closer, lowered herself somewhat, and pressed forward.

Rudolph was confused at first, but then he saw what she was doing and it nearly made his eyes bug out. With Derpy's leg held out of the way, Pinkie was able to lower herself down and press her own pussy right up against the pegasus'. The two sets of lips met with a wet-sounding noise, and both mares gasped loudly.

The reindeer watched, mesmerized, as Pinkie started to grind their pussies together. The effect on Derpy was immediate, and she had to bite down on her forehoof to keep from screaming out. A muffled cry of pleasure escaped her as she shut her eyes and turned an incredibly deep shade of red. Pinkie was panting with her tongue out as she moved, almost looking intoxicated in her expression. She herself was letting out short, loud moans of pleasure.

Rudolph's eyes were glued to the way their mare parts touched, moved and rubbed together. It was like watching them kiss, but ten times better. He could barely see that their clits were rubbing against one another, which was no doubt where most of the yelling was coming from.

Pinkie let out a long moan as she started to move faster, but it was clear that the act wouldn't last much longer. Derpy had been right on the edge of orgasm when Pinkie had unintentionally abandoned her, and this unique form of stimulation was quickly bringing her back towards her climax. Interestingly, Pinkie was acting in much the same way. Rudolph wondered in confusion if she had somehow built up to her own climax once again.

"Derpy!"

The grey mare's eyes shot open and glanced at him, as if she'd forgotten he was there.

"Don't hurt yourself..."

Derpy had been clenching her teeth down on her hoof so hard that Rudolph was afraid she would draw blood. The pegasus spit out her hoof and let out a gasping moan. She looked at him uncertainly for a moment, a hint of bashfulness in her eyes, and Rudolph thought she was going to say something to him.

Instead, she let out one of her familiar stifled moans of pleasure, closed her eyes, and tensed up. "Hnngg...!" Her free hind leg kicked at the air as her elusive orgasm was finally granted to her. Rudolph saw a splash of mare cum splatter across the pair of pussies. A mixed sensation of ecstasy and relief washed over her.

At the same time, Pinkie reared back her head and cried out to the heavens, her body quivering as well. Rudolph watched as she was rocked by another orgasm, timed perfectly with Derpy's. She let out a shuddering moan as her cum mixed with the grey mare's.

This seemed to finally tire the earth pony out. She let go of Derpy's leg and fell onto her back, panting wildly in her post-orgasmic bliss. Derpy was laying spread-eagled on the bed, her satiated pussy on uncensored display while she looked as if she'd run a marathon.

"Ahhhhh..." Pinkie moaned in satisfaction, "I'd never leave ya hangin', Bubbles..."

"Mnah..."

"Wow, Pinkie..." Rudolph murmured, "Did you cum again?"

Pinkie didn't raise her head to reply. "Yuppers! You gave me such a big one that my little pink hole couldn't help but have seconds!"

Rudolph furrowed his brow at the goofy sounding nickname, but shrugged it off. "I didn't know you could do that..."

"That's why being a girl is awesooome...! Wheeee..." She raised her hooves lethargically as she quietly cheered.

Rudolph sat there for a moment panting. The three of them were absolutely soaked and filthy by this point, covered in sweat and sex. He could still see a little of his cum leaking from both of Pinkie's holes, and the wonderful memories made him shiver. He glanced over at Derpy and saw that she hadn't moved. Her adorable face and equally-adorable pussy were both covered in Pinkie's juices. She looked as if her latest orgasm had frozen her in time.

The reindeer let out a satisfied sigh and flopped onto his back. He mirrored the position Derpy was in and allowed his muscles to relax. He idly noticed that he was halfway to another hard on, the pussy-on-pussy play having excited him quite a bit, but he was too worn out to do anything about it. He simply smiled and closed his eyes.

He lay there for a couple of minutes in bliss. He felt as if he could have drifted off to sleep, but he didn't. Instead, he felt the bed shifting and opened his eyes to see Pinkie shuffling over to lay next to him. Before he could ask what she was doing, she pressed her lips against his in another tender kiss. His eyes glazed over and he moaned.

"Hope you're enjoying your welcome, Rudy-cutie..." she said to him in a sultry voice after the kiss.

"This is way better than Christmas gifts and the Reindeer Games combined..."

She smiled and leaned in for another kiss, bringing her hoof up to gently rub across his furry chest. Rudolph moaned softly into the warm kiss, embracing the feel of her soft, pillowy lips and her playful tongue. He felt her sidling up beside him until she was pretty much spooning him.

He jumped slightly when he felt another set of hooves touching him. While still locking lips with Pinkie, he glanced down to see that Derpy had approached as well. She was laying against him in much the same way that Pinkie was, but positioned further down so that her head was next to his belly. Furthermore, instead of being on his chest, her hoof was on his cock.

When she saw him looking at her, she froze for a moment. Bashfulness and indecision briefly danced across her eyes, and then she continued rubbing her hoof along his length. She gave him a demure smile, still blushing furiously like a nervous fawn. Though she couldn't maintain eye contact, she kept her hoof gently moving. It seemed to Rudolph that she was starting to get more comfortable around him.

"Mnn...You two were amazing..."

"Heehee, now don't you go sellin' yourself short, Mr. Red-Nosed Reindeer. You were just as amazing!"

Rudolph's eyes were half-lidded. "Is that my name...? I can't even remember right now..."

Pinkie snickered. "Looks like _some_body had fun filling me up!"

He blushed slightly and shivered. He would savour the memories of being inside of Pinkie Pie forever, though that wasn't saying much. He would probably end up savouring the memory of being inside of anyone. Still, though, Rudolph was a very satisfied reindeer.

"You like that, huh?"

"Mm..." Rudolph murmured, loving the feel of the hooves caressing his body.

"C'mon, Bubble-brain. You know you can't lie to me."

He opened his eyes as he realized that Pinkie wasn't talking to him. He glanced down to see that Derpy was giving his cock a hungry gaze. Her hoof was still rubbing it, and it was starting to bring back some of his stiffness. The pegasus seemed as if she wanted to look away, but couldn't.

"G'wan, you silly Derp. Tell him! I'm sure he'd like the compliment."

"I...Um..." Derpy mumbled, "I-I like it, Rudolph..." She closed her eyes and then whispered in a voice so quiet that he almost didn't hear her. "Y-your cock..."

Rudolph's body stiffened as her hoof glided along the whole length, feeling himself getting harder. He gave it some thought and he realized that Derpy hadn't gotten to 'interact', for lack of a better term, with his member very much. The desire in her eyes was undeniable, even if she tried to hide it.

Pinkie let out a sigh as she sat herself up. "Yuppers! There's only one thing left that we haven't done! You think you can pull off one more, Rudy?"

He jerked slightly as her hoof brought him to almost full hardness. "I-I think so..."

"Awesome! I know you're tired, so why don't you go sit over there and lean against the pillows?"

"Okay." Rudolph carefully sat himself up and shifted across the bed so that he was sitting and lounging back just slightly onto the pillows. The whole time, Derpy kept shifting her gaze between him and Pinkie, not quite sure what was going to happen next.

"For the graaaand finale..." Pinkie said as she helped the other mare sit up, "Let's get you inside of Derpy!"

The pegasus' face nearly caught on fire as she gasped and shot Pinkie a look. "Wh-what...?"

"Yeah! I got to have him in me, so it's only fair that you get to have him in you too!"

"I- I- I-" Derpy's mouth worked uselessly as Pinkie guided her over towards him.

"Right?"

She gulped nervously, gave Rudolph and his penis a quick glance, and then stared down at the bed, red as a tomato. "I- I don't know..." She didn't sound reluctant, but simply as if she didn't know what to say.

"What's wrong, Derpy?" Rudolph asked in a comforting tone, "You don't want to? It's okay, I mean we don't have to."

Pinkie placed her hooves on Derpy's shoulders and gently rubbed them. "Are you suuuure? He feels really good..."

Rudolph blushed at the praise.

Her eyes darted all around as she stammered. "I- It's just- Um- It-" She looked at him. "I-" Her eyes slowly glanced down toward his member, once again fully erect. "I..." She remained still for a short while, her eyes locked on his prize. She licked her lips subtly and shifted uncomfortably in place. Her wings, which had been perpetually stiff all night and had only just started to go back down, were almost as hard as he was. "I..." she whispered.

"Derpy...?" Rudolph spoke.

She gulped and closed her eyes. "I want it..."

Rudolph and Pinkie both grinned. "He's hard to resist, isn't he?" Pinkie whispered as she gave Derpy an encouraging push forward.

"Mmmhm..." she murmured as she shuffled forward, opening her eyes to look at him.

"Don't you worry, li'l Miss Muffin..." Pinkie spoke softly, "See? I set him up just like a nice chair. Just have a seat and we'll help you take care of the rest."

She shivered, either from nervousness or perhaps anticipation, and nodded. "O-okay..."

Rudolph gave her a calm, encouraging smile as she stepped towards him. She gazed at him for a moment with her furiously blushing cheeks, but after a moment she smiled too. When she was close enough, she carefully reared herself up and placed her forehooves atop his shoulders. Rudolph responded by wrapping his own hooves around her back. She sat herself down onto his lap, with his cock pressing up against her lower back, and got herself comfortable.

As it had done many times previously during the course of the evening, his nose started to glow as he got excited. Since Derpy was so close to him, he tried his best to keep the brightness down so as not to hurt her eyes. Derpy gazed at it, her eyes dancing in the red glow. To his amusement, his nose's light hid her blushing quite well.

Derpy smiled as she stared at it. "I like your nose, Rudolph..." she spoke.

"Heh," he replied, "I like your eyes..."

"You two readyyy...?" Pinkie said, sidling up behind the pegasus.

Rudolph nodded eagerly. Derpy turned to give her a look, and then gave a demure nod of her own. She tightened her grip on his shoulders and slowly lifted herself up. She shifted back while Pinkie grabbed his cock and helped to line it up. Derpy's whole body shivered when the tip of his member grazed her outer lips. She let out a warm huff of breath. Then, without further word from any of them, Pinkie placed her hooves just above Derpy's flanks and began to ease her downwards.

A short moan escaped her lips before she sealed them shut. Her face twisted up in mild discomfort as euphoric moans fought to burst out. Her fight to keep silent didn't last long, and soon a long, sighing moan slipped out as well. Her eyes became unfocused as her body slipped down, slowly sliding the length of his cock into her hungry pussy.

Rudolph simply let out a contented sigh as he once again felt the warm, wet embrace of a pony's pussy wrapped around his sensitive cock. He fought the urge to buck his hips and bury the whole length at once. He kept his hooves securely wrapped around Derpy's midsection, offering a bit of stability to the pegasus.

Pinkie kept easing Derpy downwards until almost all of him was inside of her. She then brought her hooves up to rest on Derpy's shoulder and gently leaned into the pegasus' back. "Good girl..." she whispered into Derpy's ear, causing her to shiver.

"Hahn..." she moaned quietly. She was staring off into nothingness, her wings visibly twitching and her breaths coming in hot and heavy. Rudolph could feel her warm insides tightly squeezing away at his cock, and he let out a very satisfied sound.

"And, now we go up..." Pinkie spoke as her hooves gently encouraged Derpy to lift herself back up. The pegasus kept her hooves planted on Rudolph's shoulders, almost hugging around his neck, and lifted herself until only his tip was inside. "Aaaand down..." This time, Pinkie pressed down on Derpy's shoulders. She gasped and sunk down onto his cock rather quickly, eliciting a moan from both of them.

"Thaaaat's it..." Pinkie whispered as Derpy started to repeat the motions on her own. She moved at a comfortable pace, not yet going too quickly, holding onto the reindeer and riding him. Her eyes were shut now, and she panted with every motion. She occasionally let out little whines, straining to keep quiet. When she picked up her speed a little, she started letting out muted little grunts of pleasure every time she lowered herself onto him.

Pinkie was up against her back the whole time. She would nibble on Derpy's ears, whisper something to her that Rudolph couldn't hear but made Derpy's blush intensify, and slowly caress the pegasus' body with her hooves. Derpy's voice rose in volume whenever Pinkie's hooves trailed along the bridges of her stiff wings, and she would let out a curt exclamation whenever the devious mare's hooves pressed against the joint at the base of one of them.

Rudolph watched what Pinkie was doing. He was especially interested in seeing Derpy's ears get nibbled, and was suddenly filled with the desire for someone to nibble on his. It was hard to focus, however, with Derpy starting to move faster and faster on his cock. She had her eyes closed, her teeth gritted, and was basically using his neck for support as she moved her hips. All throughout, she made those adorable sounds.

His nose began to glow brighter; the pleasurable feelings too much to hold it back. Derpy took notice and peeked open one of her eyes. She squinted at it through the brightness, and then looked at him. Her cheeks flushed when she realized just how close she was to him. Subconsciously, Rudolph's hooves drifted lower until they were resting on her flanks. On her next descent, he gave her a downward push of his own. They both gasped and moaned as she suddenly found him hilted inside of her.

The next thing Rudolph knew, Derpy had leaned forward across the small distance that separated them and pressed her lips against his. Rudolph moaned in blissful surprise as he returned the tender kiss. Derpy moved her hips even faster, moaning into his mouth as loud as she dared. Rudolph was a little surprised by her sudden passion, melting under the magic of her deep kiss.

She broke away, leaving a mess of saliva on both of them. She straightened herself up in order to give herself more leverage and kept on riding him. Rudolph simply panted and enjoyed the sensations for a few moments, feeling himself getting closer to his next climax.

"Nhhh...!" Derpy moaned, recapturing his attention. "Pinkieee..."

He saw that Pinkie was pressed right up against her, one hoof trailing teasingly across Derpy's right wing. Her head rested in the crook of Derpy's neck, giving the pegasus gentle licks. His eyes trailed down and he found where her other hoof was.

"Nnnnhhh...Ahh..." Derpy arched her back, leaning herself into the machinations of Pinkie's hooves as much as she could while still riding him. Pinkie's left hoof was pressing and rubbing against the other mare's clit, stimulating her further as she rode Rudolph's cock.

Rudolph couldn't help but let out a moan every time he felt himself hilted inside of the pegasus. Her soaked pussy was so warm and inviting, the electrifying sensations in his cock and his whole body were just amazing. He threw his head back and cried out in pleasure, edging closer and closer to his finish.

Derpy let out a few strained whimpers, again sounding like she was in distress but definitely not looking like it. "Aaah..." she moaned, her tongue hanging out as she heaved heavy breaths.

Pinkie trailed her tongue up Derpy's cheek. "Mmm, are you gonna cum?" she whispered.

"Nnnn..."

"Are you gonna cum, Derpy?"

"Y...Yes..."

"Are you gonna soak him with your pussy juice while he fills you to the brim?"

"I...Hah...I'm gonna...c-cum..."

She stiffened and let out a pleasure-filled groan as Pinkie rubbed her clit some more. Rudolph panted and moaned. He was only seconds away from cumming himself. All he could do was keep his hooves wrapped tightly around Derpy's flanks and try as hard as he could to wait until she was able to finish.

"Mnnnn...!" Her hooves tightened around his neck. "Ruh...Rudolph..."

He lifted his gaze to look at her. She didn't say anything more.

Pinkie's left hoof drifted upwards to caress Derpy's chest, while the other found a particularly sensitive spot at the base of one of her wings. "Tell him, Derpy...Tell him what you want..."

She slammed herself down on his cock, making the both of them gasp. "R-Rudolph!" she half-shouted, "I- I-"

Rudolph grit his teeth. One more move from her and he wouldn't be able to hold off any longer.

She raised herself up, and her body began to quiver. "G'nghh..." She swiftly brought herself back down, burying his cock as deep inside of her as it would go. "C-Cum in me, Rudolph...!"

He felt her pussy tightening up as Derpy was hit with her fourth orgasm of the night, which was more than enough to trigger his own. He hugged her tightly, holding her close while his cock erupted inside of her. As per her request, he coated her walls with cum and filled her up. The mind-blowing sensation, coupled with his quickly-building exhaustion, made him feel light-headed.

Derpy shivered and moaned as a mixture of their cum leaked from her pussy and dribbled down his thighs. She held him tightly as well, resting her head on his shoulder. She let out a euphoric sound that he hadn't heard yet as his cum filled her insides, and even when she stopped moaning she was still quivering.

When their simultaneous orgasm finally ended, the room was filled with silence. The last of Rudolph's strength gave out, and the weight of Derpy's body made him slide down the pillows and end up lying on his side. Derpy ended up lying next to him, letting out tiny, quiet moans.

By this point, it was becoming incredibly difficult to keep his eyes open. The world around him dissolved into a blurry, unfocused mess as his body started to demand rest. He had reached his limit for the day, and had no strength left to even move. He was only vaguely aware of the pink shape moving in front of him.

"Welcome to Ponyville, Rudolph..." was the last thing he heard before blacking out completely.