Dawn And Blitz's Sexy Adventure's

by DawnNBlitz

Chapter 1: The First Meeting

Load Full Story

There Dawn was, lying on Blitz’s bed, tied up and gagged, covered with cum...and he loved it...and this wonderful new life style of his would begin with a simple cornering in an allyway, Blitz prowling around him, staring at him intently, teasing him and closing in on his prey.

Dawn was slightly afraid at first, unsure of what this sexy stallion was planning on doing.He was new to town, he didn't even know this stallion, who cornered him in this ally.

Blitz would come from behind him and fondle him underneath, licking along his ear and saying, 'You're new, right? You must be familiar with initiation hazing, I bet. Well...Ponyville's got that too."

Dawn would shudder at Blitz's tongues touch on his ear and tense at the touch on his genitals. "Uh...y-y-yes...but...what are you going to do to me?" Dawn would say, stuttering cutely as he wondered what kind of hazing he was about to recieve
Blitz's hot, masculine voice, practically growling with lust, would respond, "Oh, it's not what I'm gonna do to you, cutie, it's what you're gonna do to me. Ya see...as you can imagine, a hot, sexy stallion like me gets plagued with arousal a lot. I figure...you might be able to help me out a bit. With your mouth."

Dawn's cock would begin to become aroused at the thought. He had sucked off a friend back in school, but that was a long time ago...
"With...m-my mouth?" Dawn stuttered again, looking Innocent, and secretly in his subconscious, praying for some domination.

Blitz, hormones as sharp as a needle in his mind, would suddenly close in on the slightly smaller pegasus boy, spreading out his wings intimidatingly and smirking wide. "Mhmm. So...how about you be a good little boy and roll that butt of yours over onto the ground, and open wide..."

Part of Dawn wanted to run, but his body needed him to stay and take all this stallion had to offer...so he rolled back and sat on the ground, eye level with Blitz's groin. Dawn looked up at the intimidating blitz, standing bfore him...
"Atta boy..." Blitz purred sexily, wings retracting slowly as he advanced a slight bit, and raised himself onto his hind legs. Planting his front hooves against the wall, and bringing his large plump, black colored balls right up into the boy's face. Blitz's raging, seven and a half inch dick lay across the young pegasi's forehead. "...Alright. Impress me."

Once again the thought of running crossed Dawns mind, but...he secretly wanted this and he started to realise it. Dawn raised his right hoof and slowly stroked the stallions cock as he stuck his tongue out and drew one of the plump black balls into his mouth and sucked away...

Blitz took a deep breath and let it go slowly, closing his eyes and gently biting his lip. Ooooh, fuck...he had been needing some head for -so- long. And now, an adorable little pegasus boy had just dropped into town...what were his chances? The blue stallion looked down under him, watching with captured arousal as Dawn suckled on Blitz's left nut tentatively. Oooh, goddamn. He liked it. Blitz could tell. Even if he wouldn't admit it.

Dawn quickly began to enjoy the service he was giving to the sexy stallion before him, knowing that he had blitz's very stallionhood at his disposal. He let Blitz's left nut slip out of his mouth and spread his tongue out at the base of Blitzs cock, and with one long swipe, licked from the base to the tip quietly moaning as he did. He was really starting to enjoy this...

"Man, that was fast...you're quite the slut, huh kiddo?" The blue stallion teased. "But...hey, I'm all for fast." He manuevered his back left hoof into a more comfortable position, allowing him to gently thrust in and out of the young colt's muzzle, once Dawn had finished teasing the Element of Loyalty's shaft, and began to gently suck on his tip.
Dawn felt himself smirk slightly around the tasty cock which was now being gently thrust into his muzzle, but he felt like he needed more. Dawn moved slightly to gain a better position and alined his throat with blitz's cock, and slowly but surely he eased more of Blitzs cock into his throat, not even gagging once. Dawn moaned louder this time, he really enjoyed this now...

"Mmmphhh...ooooohhhh..." A tinted blush came to Blitz's cheeks as the sudden wet, hot feeling of Dawn's saliva engulfed his dick. He wasn't expecting a full-on deep throating, let alone this quickly...well, shit. He didn't even have to deal with oral newb syndrome from this kid. Blitz looked on at the boy and smirked wider. Ooooh, yeah. His mind had been made up. There was no way he was letting a catch this good, go.

Dawn heard Blitz begin to moan and finally had his mind set, he wanted to spend alot more time with this sexy blue stallion before him. Dawn eased even more of the cock into his throat until he felt his muzzle hit Blitzs stomach and he smiled as widely as he could with a cock in his mouth and began to bob slightly faster then before, and to use his free hooves to play with blitzs balls.

Blitz could barely contain himself; his sweaty balls were plastered against the colt's chin, being stroked and played with, his belly button was straight in front of the boy's face, his length clear down his throat. He began to thrust faster in ryhthm with Dawn's own, meanwhile finding it harder and harder to breathe as his body began to tell him it was time to release.
Dawn could tell by the stallions breathing that he was soon to release his cum...and Dawn wanted it all, he didn't know why but he had his mind set on it. He began to bob faster and stroke the stallions balls more rhythmically then before. He used his tongue to slurp the underside of blitzs cock as he sucked as much as he could...he was not stopping till this stallion came...

"Ooooh, bucking a..." Blitz swore, biting his lip, fucking into the boy's mouth harder and harder, muscles all around his body clenching as they readied their orgasmic release. Tilting his head back to groan heavenly at the sky, Blitz maintained a few more intense, heated moments of mouth screwing, before he busted his load into the back of Dawn's throat in a sudden, hard thrust. Labored panting accompanied the frantic thrusts, bringing with them a hot, thick load of sticky stallion juice.
Dawn was met with a huge sticky load of cum as it flooded down his throat, somehow he managed to swallow most of it without choking, but two small streams escaped the corner of his mouth. Dawn gently slipped Blitzs cock out of his mouth and used his tongue to lick up what cum was left on the aching cock before him and licked his own cheeks clean before taking a few deep breaths of air to regain his composure. He couldn't believe he enjoyed that...but he knew he wanted more some time...

Blitz staggered back onto all fours and backed up for a moment, to pant heavily in the afterglow of his orgasm. He looked over the cute boy, who was now blushing and avoiding direct eye contact as cum drooled down his chin. Blitz' primary lust may have been gone...but ooooh boy was he still fixated. He pounced the boy flat, pinning him easily with his larger, more muscular frame. "...You're fucking incredible." He purred. "You passed in flying colors...in fact, so well, that I think I may just keep you for myself, cutie"

Dawn smiled at the stallion on top of him and responded in kind. "You will?...thats a-awesome" Dawn said still grinning ear from ear. He couldn’t believe he could satisfy somepony that well, but he was happy he did, and was seriously looking forward to the next encounter between the two. He took his right hoof and wiped the cum off his chin, placing his hoof in his mouth and licking it off.

Blitz' smirk turned slightly vile and ominous as he looked over his pinned, defenceless prey. He lowered down to Dawn's ear and smiled. "You bet I will....and, by the way, when I say 'keep', I really mean tie your slutty ass to my bed all day and night, keeping you nice and quiet with a gag, waiting for some fun and feeding for whenever I damn well please." He explained, feeling Dawn tense up at the erotic future being spelled out for him. "And...you don't have choice in the matter. Just thought I'd let you know, ahead of time. I may be the Element of Loyalty but, hey...my inner Applejack takes over sometimes." He finished, eyes twinkling with domination.

Dawns cock jumped at the prospect of being dominated, he was a little apprehensive at first, but realised he enjoyed being dominated alot and accepted happily what was going to happen to him. "You won't see an...argument .. out of me" Dawn smirked. "I look forward to the next time we...have fun" He said as sexily as he could before swiping his tongue across Blitzs muzzle and giggling softly

Blitz winked hotly and licked along the boy's stomach, through his belly button and up to his chin, as if marking him as his own or taking scent of his personal musk. He then got up from the boy and smiled. "Well, look forward real soon, then. I've gotta catch up with my friends for a few hours, and then, you're gonna meet me right back here so I can take you up to my place, and fuck you again." He then turned around and began to walk out of the ally. Just as he reached the end, he looked back. "Enjoy your last few hours of freedom, hot stuff; enjoy the sights, talk to the people and enjoy yourself while you can. Cause the interior of my bedroom is all you're gonna know after that." He said, trotting out of view.

Dawn smirked and got up from the ground to watch Blitz leave, thinking about that magnificent cock he would recieve in a few hours. He wasn't sure what he could do until then, so he just walked around town, saying hi to a few of the ponies trotting around. He sat down and had something to eat at Sugercube corner before making his return to the spot he was asked to meet Blitz in, he felt giddy at the prospect of another good fuck...

The sun was lowering steadily, and soon enough, the cool wind accompanied the approaching night. There was no sign of Blitz for a short while, until a sudden voice caught Dawn's attention. "Alright, then. Glad to see ya back here." He said, fluttering down a few feet above the ground and smirking again. "Was wondering if I'd have to hunt you down myself. Berry wouldn't shut his trap over his new recipe's he's been doing, and Dusk wouldn't let me leave early." He landed and smacked the colt's flank hardly. "Now let's go. Mmmmm I wanna tie you up and plow you till you're screamin' my name~"
Dawn smiled when Blitz showed up finally, and made a sigh of relief quietly, he was looking forward to this. The smack on his flank only got him hotter then he already was. He followed Blitz closely, staring at the sexy flank in front of him and imagining the amount of pleasure he was going to receive from him. The two entered blitz home a few moment later and Dawn prepared himself for what was about to happen...

For a moment, Blitz casually walked through the door in front of the younger colt, pointing out some immediate rooms and some of his proud trophies. But, it was an all an act. His slut boy didn't need to know anything other than how to suck dick and take it like a bitch. So...Blitz turned and pounced the boy roughly. wrapping his upper hooves around him, he fluttered up into his bedroom, and playfully tossed the colt onto the bed. "Mmmm...make yourself useful while I look for some rope for your butt. Any fetishes I outta know about? Preferences? Kinks? Spill it."

Dawn smirked again as he fell onto the bed. "Well as you saw...I uh..Like being dominated...alot. Uh... I have a thing for bellybuttons too I suppose, umm...gagging sounds good to me, If I have to admit. Other than that, im not sure...guess we gotta experiment.." Dawn giggled again at his last words. He laid back and spread his legs and moved his tail out of the way to present his dripping stallionhood and hole to Blitz while smirking...

Finding some rope and a ball gag, the blue stallion approached the bed and cocked an eyebrow, taking a look at the colt's shallow belly button and chuckling. "So you'd cream yourself hard if I played with your belly button? There's something new...and kinda hot." Finally, he was ready. He bound the colt's upper hooves together and attached them to the head of the bed, leaving the colt susepticple to turning over or moving around when appropriate, but unable to leave his bed prison. Blitz also tied his wings to his body.

Dawn allowed himself to be tied up, giving no trouble to blitz at all, he was looking forward to this way to much. "I guess so, not many ponies have ever tried it before, guess you will be the first" Dawn chuckled as he got himself a little mor comfortable, still spreading his back hooves for Blitz, presenting himself to his dominator, ready for any fucking he was about to recieve.

Mmm, such a bucking' slut, I LOVE it." Blitz declared his dick hardening as he watched Dusk eagerly ready his anus for complete raping. Stuffing the big red ball gag into the colt's mouth and strapping it to the back of his head, Blitz lowered down onto the bed and lifted the colt's lower hooves up and out of the way. He eyed the young boy's ass and the small opening with glee. "My dick's gonna rip you right open. Hope you like pain before your pleasure, cutie, because I'm way too impatient to fuck around with lube, right now." His slut ready and helpless, eagerly awaiting his rape, Blitz began to rub his top along the colt's anus, probing at it, teasing it.

Dawn moaned as Blitz rubbed his tip on Dawns hole, he eagerly awaited the penetration and moaned from the thought of it, his cock twitching ever so slightly. He nodded at Blitz, begging him to fuck Dawn into a realm of pure pleasure and ecstasy. He knew it would e pain at first, and prepared for the assault, but also knew of the immense pleasure he would recieve afterwards, and got his mind set on what they were abotu to do, looking eagerly into Blitz's eyes...

"Mmmm...that's it, just keep your eyes on me, hottie." Blitz said softly, staring back as he steadily pushed his thick, long cock into the young colt anus in front of him. The immediate feeling of tightness was unbelievably satisfying. He clenched one eye from the tight pleasure and drew a moan, sticking it in deeper, getting a feel for the colt butt's dimensions, depth and feel, before he would begin outright fucking it in a hot, steady rhythm of sex...

Dawn kept his eyes on Blitz as the pain began and bit his lip. A small tear of pain escaped his right eye but he wanted blitz to continue so he kept nodding slowly, the feeling of being filled up starting to take hold on him, he was begging for the sexual assault he was about to receive from such a sexy stallion who he'd only met, and sucked off, a few hours ago. Today was a great day for Dawn...

Eventually, Blitz felt the boy's insides start to adapt to the feeling of having a dick inside them. As an extra precaution, and just because it made his own dick throb, the blue rainbow stallion spit a glob of saliva onto his shaft, before he began his rhythm. In and out. In and out. In and out. He thrust his hips into the boy's anus, holding his lower hooves apart, and licking his muzzle as he watched Dawn's face whimper in pain and pleasure.

Dawn winced at the start, still feeling pain, but soon enough his anus had began to get used to the feeling of Blitz's cock and the pain turned to pure pleasure. Dawn moaned loudly through his gag and began to slowly push back on Blitzs cock as he thrust in, begging for more cock then he was receiving. His moans filled the room as he began to enjoy the pleasure immensely...he was in heaven, and was being fucked by a sexy angel pony ....

The colt's butt was so tight, that Blitz was already starting to feel pre cum oozing out of his piss slit, and the lower regions of his dick to throb in the very early stages of orgasm. He fucked in and out of his newfound, permanent fuck toy, and let himself moan loud in open pleasure. Up in a sky house like this, on the outskirts of Ponyville, no one was gonna hear them. Or ever would. Blitz spread his large wings out in his blatant arousal and dominion of the other boy, knowing he couldn't do the same. "Having fun, slave boy? After I mark your insides with my cum, I think I'll see how hard I can get you by messing with that belly button of yours you enjoy so much. Maybe let you lick and play with mine. Like the sound of that?" He smirked, knowing the boy could only mumble.

Dawn moaned louder and nodded his head as he was fucked by Blitz, his dominator. He was looking forward to the play after blitz came inside of him, but for now he wanted Blitz to go faster and harder, so he began to thrust himself down as much as he could to get more of Blitzs cock inside of him, and squeezed his anus around his cock as he thrust into Dawn. Dawn was in a realm of pure pleasure, and nothing else...and he wanted more...

"Ahhh!...Holy fuck you're so-haha-oooh man...horny little bastard, huh?" Blitz grinned, sweat dripping down his brow as he took the blatant sign, and began to fuck the colt even harder, grinding his balls against the colt's soft butt, pre cum oozing out of his dick and coating the inside of Dawn like a lubricant.

Dawns cock throbbed and he moaned in ecstasy as Blitz gave it to him hard. He continued thrusting down onto blitz and squeezing his anus around Blitz cock. He wanted everything that blitz had, and for Blitz to have the best fuck in his life so Dawn did everythign he could to pleasure Blitzs cock even while being tied up...he wanted his insides coated with cum...
Practically drooling and giving pleasureful moans and laughs, the room began to smell thickly of sweat as the ploughing of the bound, helpless slut colt continued. Blitz was approaching his finale though, now. His dick was jabbing down into the rectum of its fuck toy, and it was more than satisfied. Willing to give up it' tasty, gooey prize into the depths of the boy.
Dawn began to drool out of the sides of his gag and moaned louder than he ever had as he pumped back on Blitzs cock harder than he had before, squeezing his anus around the cock with all his might, he wanted that cum and he wanted it now, the feeling was amazing to him, and he knew blitz was happy...
Dawn looked into blitzs eyes with lust and moaned loudly once more...

"AhhhhHHHHHooohBUUUcccckkk!" Blitz moaned eratically, heavy pants taking his body over afterwords as his dick began to ejaculate fresh stallion semen. Within seconds, Dawn's petite butt was overflowing with rainbow pony sperm.
Dawn moaned louder than he ever had in the moment when he was filled up with Blitz's tasty cum, he felt it ooze out of his anus and the feeling of being filled was nothing but pure ecstasy to him. He continued to look into Blitzs eyes as he panted loudly...feeling completely full...

Blitz pulled his spent dick from his toy, and let himself collapse onto the bed on his chin, panting. He rolled his head onto one side and closed his eyes, chuckling between pants. "Holy...crap. Cute little pegasus boy willing to be a fuck slave, fantastic at blowjobs and amazing anal sex...if I suck your dick and your cum is cherry flavoured, I'm gonna start wondering if I'm in a long-ass dream." Blitz said. He got up onto the bed after a moment, and removed the boy's gag. "...About time for some belly button fun."

Dawn still panting managed to spit a few words out "Best...fucking...day...ever" he grinned wrapped his legs around blitz and used any of his remaining strength to pull blitz closer and slipped his tongue into Blitz muzzle, exploring ever part of his new found dominators mouth and moaning loudly around it, still recovering from the effects of the great fucking he had received, with his cock still leaking precum happily...

"mm-mmmmmmm..." Blitz mumbled, wrapping his wings and hooves around the boy and making out with him as well, dicks, navels and chests rubbing against one another. After a few moments of the passionate embrace, Blitz smirked and allowed his wings to get a little frisky. They rubbed and tickled their way along the bound ponies' tummy and crotch areas.
Dawn moaned at the touch of blitzs wings in his private areas, his cock twitching with joy, still oozing precum onto his stomach. Dawn played with Blitzs tongue in his mouth and enjoyed every second of this embrace they had going on, he felt more pleasure on this day than ever before and wanted more of it in the near future.

He began to grind his crotch into Blitz, his cock rubbing against Blit'z stomach and groaned along with his movements...
"Mmmm, feels good." The rainbow stallion commented through a haze of musk. He manuevered himself a little lower, retracting his wings and plopping down onto the boy's lower crotch. "Alright, toy. You're the with the weird fetish hot stuff; what sort of things drive you wild when it comes to belly buttons?"

Dawn smiled and mentioned "Stick your tongue in it, I love the feeling of a coarse tongue against my belly button, and...when you're hard again...stick your cock in my bellybutton and thrust into me...cum in my bellybutton and all over my stomach" Dawn said in a single breath, giggling as he spoke, and continued grinding his cock, this time into Blitzs chin.
Blitz's ear twitched as he listened, and his dick throbbed. Hump, and cum into his belly button? That was as weird as it was hot. He started right away, closing his eyes and emptying the rough tip of his tongue into the smaller colt's shallow belly button, raping it with his tongue by dragging it around, prodding it, removing any hint of excess dirt with his saliva.
Dawn moaned and continued to grind his cock into Blitz as he felt the rough tongue rape his bellybutton. The feeling was overwhelming to Dawn and he couldn’t help but stare at Blitz, licking his lips and moaning, occasionally grinning as he pushed himself into Blitz to get more of the sensual tongue action...

This was so awkward in some ways, Blitz thought. Borderline blushing as he partook in licking the inside of the sweaty colt's navel, over and over again, doing it so many times that he began licking up saliva from the previous times, no longer dirt or sweat. But...the more the stallion did it, the more he loved it. Soon enough, Blitz's eyes were closed, and the erotic belly button treatment had completely fixated him. He kissed, licked and nuzzled the small, soft indent in the pony's tummy, groaning at the dick grinding.

Dawn was in heaven, in all senses. His pleasure was mounting and his cock twitched, showing its impending release of cum onto blitz, he had hoped blitz would swallow it, but would settle for releasing it anywhere at this point. Dawn mind was utterly fucked as it was drenched in the immense feelings of pleasure gained from blitzs coarse tongue as he explored Dawns belly button...this was what he wanted so much...

While dining from the colt's belly button, Blitz didn't fail to take notice of the pre cum oozing off the boy's dick. He smirked, and flicked the tip with his tongue. "You can cum onto my tongue, slut boy, but that's all you get for now. I'm interested in seeing what you taste like, but you're gonna have to put in a few good weeks of being my devoted fuck toy before you get full on blowjobs, yourself."

Dawn moaned at the flick of Blitz's tongue on his cock and his words were the last straw, Dawn tensed and moaned loudly as he came on blitzs tongue, even hitting blitz in the muzzle with his delicious cum. Dawn panted and moaned still as he came down from his orgasm, grinning at the Stallion before him in pure lust...he planned on staying in ponyville forever if this was what was instore for him...

Blitz licked the cum off his muzzle and let the taste gather around his mouth before he swallowed it with satisfaction. It was pretty good. But he wasn't going to give the colt the satisfaction. He leaned over and spit a glob of saliva into the colt's belly button, filling it up entirely. He then moved up onto the boy, smirking as he did, and took him into another kiss. Meanwhile, Blitz's dick tip met with his toy's belly button, and began thrusting into the pooled navel.

Dawn smiled and began to slip his tongue into Blitz's mouth for another passionate embrace when he began to feel Blitzs cock at his belly button, sending waves of pleasure through his body. He was extremely turned on by this, his cock even jumping back to life so soon. He began to grind his body into Blitz and wrapped his back hooves around Blitzs flank in response...he was so looking forward to this and wanted it all...

"Heh...your belly button's about half the size of that shrimpy thing you call an ass hole." Blitz commented between kisses. "Feels pretty hot...my piss slit is just the right size for screwing it." The seven and a half inch black stallion dick humped into the colt's belly button, Blitz's spit he left in it now leaving gooey strands attaching Blitz's tip with Dawn's navel, whenever the two disconnected.

"Its fucking amazing..." Dawn panted between kisses as he moaned and grinded into Blitz's thrust. "But you know you love my asshole..." He grinned at his words as he continued his grinding and kissing. Dawn was loving this more than anything else he had ever done. He past sexual experiences didn't even compare to the pleasure blitz was giving him willingly...
"I love every part of you, slut boy." Blitz corrected, breaking the kiss and biting on Dawn's left ear playfully as his navel thrusts got faster and faster. The kissing and humping, and the fact that he was covered in sweat was all helping him build one final orgasm for the night.

Dawn moaned and nibbled on the Blitzs ear in response, this was the best moment he had ever experiences. "I love every part of you too...especially that huge cock of yours..." Dawn grinned as he grinded into Blitz even faster, the pleasure overwhelming him with ecstasy.
"Mmm you bet your sweet ass you love it," Blitz chuckled, pre cum oozing out his enflamed, abused cock head and pooling in his fuck toy's belly button. "You're gonna be sucking on it daily from now on; multiple times. I may even try to get you on a mostly-cum diet if I can."
"Well Im hungry now...hurry up and build an orgasm then cum in my mouth..." Dawn said seductively as he moaned and nibbled on Blitz's lip and neck, the lust overwhelming every other feeling he had. He had finally found a place in the world, being Blitz's fuck toy, his personal pleasure pony...and he fucking loved it...
"Oh no," Blitz chuckled. "This one is for your tummy. Think I'll leave your belly coated with cum, then when I come back in the morning, maybe the cum pool in your belly button will be dry and eatable..." He smirked, watching Dawn blush and go wide eyed with heightened arousal. The rainbow pony had finally reached his limit, for a third time that night. He burst into Dawn's saliva and pre-drenched belly button, overflowing it instantly, and sending cum spilling over all over Dawn's belly and crotch.

Dawn grinned and moaned at the feeling, he was in heaven. "Oh luna...you are the best fuckin thing to ever happen to me...you sexy bucking stallion" Dawn said as he swiped his tongue across Blitzs muzzle as he smiled. His cock,stomach and bellybutton covered in come. He panted with satisfaction and began to feel tired...

Spent of all his sexual energy for the night at last, and his now completely flaccid penis feeling used and abused, Blitz retracted himself from the erotically cum and sweat covered bound colt and chuckled. Walking around the bed, Blitz casually reaffixed his fuck toy's ball gag, then kissed him on his chest. "And you're gonna give me soooo much relief. Now I've got a place to stick my morning wood. To get a free blowjob after cloud busting all day. Fuck, you're the best thing that's ever happened to me, too. Ya know, asides from me being awesome~" The blue stallion fluttered up into the air. "...Think I'll leave you be your first toy night. I'll go surprise Berry and tell him I wanna sleep over with him up in his Sugarcube rented apartment. That's sure to make him squee."

Dawn smiled through the gag and nodded his agreement before his head collapsed on his pillow and the dreams of tomorrow began in his head...he was certainly looking forward to the next blowjob he'd be giving... Blitzs cum was tasty...
Night, slut toy. First thing in the morning, it's a full cum breakfast for you. Fresh cum off the tap, plus that cum of mine sitting in your belly button, right now. Better not spill it." He winked, then walked out his front door, locking it behind him.
Dawn smiled as he drifted into this sleep...loving the words spilling from Blitz's mouth and the cum he looked forward to the next morning...man this will be fun...