Sexy Times

Everypony stopped what they were doing as Princess Celestia had popped into the room. Twilight took a moment to regain her composure, though being sandwiched between Trixie and Rainbow Dash made that task considerably more difficult. The lavender unicorn blushed in embarrassment.

"Princess Celestia! Um, it's not what it looks like," Twilight offered, grinning sheepishly. Her mentor smiled mischievously.

"I believe it is, my faithful student! I would appreciate it if you would give me advance notice of such events as I am quite keen on joining in the festivities," the Alicorn chuckled softly, a wide grin on her face.

"Your Majesty, your tall stature is a bit intimidating -- I doubt we'd be able to provide the level of pleasure you might seek," I observed, my words quavering a little. I wasn't exactly sure how the Princess would react to seeing this orgy taking place in Twilight's house.

"I am able to take certain measures to ensure your success in that endeavor," the Alicorn chuckled. She lit her horn which glowed pink, then caused all of us to gasp in amazement as she reduced her size to match the rest of us. I let out a low whistle when she finished, her height only slightly taller than her student. "Was your expression one of appreciation?" she asked me. I could only nod my head in affirmation, awed by her smaller appearance. "I see you are wearing an appropriate outfit for this occasion. Trixie, would you mind coming over here so we can enjoy ourselves?"

The show-mare hesitated and gave a look of apprehension before slowly trotting over to us. Celestia sidled over to the bed I was still laying on, drinking in the sight of my sexiness.

"Ah, Michael. I have certain plans in store for you! But while you still happen to be in a copy of Trixie's body, I would like to take advantage of this situation -- I saw what you and Trixie were doing with my faithful student and trust me, it was all I could do to prevent myself from popping in at that point! Since you both are here now, I would like to experience that feeling firsthoof," she said, smiling warmly. "Trixie, please come over here -- I don't bite!"

"Princess, there's only one bed there," Trixie protested lightly.

"That shall be remedied immediately," the Alicorn stated flatly, producing another bed from somewhere with her magic, placing it to the end of the one I was laying on. Trixie smiled and climbed onto the other bed and scooted towards me.

"We're missing something," I mused, looking down to my nethers and seeing a distinct lack of a certain object...

"Ah, you mean Mr. Big!" the Alicorn chuckled, pulling the object out of thin air and inserting it into the fleshy folds of my pussy. My outer lips parted willingly as she pushed it deeper and deeper into my love tunnel, causing me to gasp and moan in pleasure as I was once again blessed with the sensation of fullness. I moaned deeply in contentment, causing the Solar Princess to giggle. "I haven't had this much fun in years! We're definitely going to have to make these sorts of events a much more frequent occurrence!"

Trixie opened her hind legs wide, scooting closer to me. Celestia guided the other end of Mr. Big into the show-mare's still sopping wet pussy, her nethers glistening in the light from all the wetness. My nethers were similarly wet, the sheen of light arousing me once again, the nipples of my teats rock hard. The Alicorn smiled, a mix of lust and desire on her face. She climbed onto Trixie, squatting over her face and leaned forward to kiss me. I was somewhat reticent to oblige her, but she took the lead and pulled me to her, her mouth opening wide in eager anticipation.

"Michael, just follow my lead," the Alicorn offered warmly as her mouth met mine. She inserted her tongue and began probing the interior of my mouth with it, then pushed down on my tongue as I tried to reciprocate her effort. Her long years of experience intimidated me, though her compassion and kindness showed through with her gentle touch. Our tongues danced in each other's mouths, her hold on me tight. I broke off the kiss, a strand of saliva connecting our mouths, causing me to giggle.

"Um, why not let me lick your horn, your Majesty?" I asked somewhat timidly. She giggled and laughed, but lowered her head for me, offering her horn. I extended my tongue, the tip just barely reaching it. Noticing this, she lowered her head further, allowing me to use the broad flat portion of my tongue to fully lick her horn. Her deep breathy moans took me by surprise as Trixie gave the Alicorn's sex a proper tongue lashing, her hooves tracing the large cutie marks on her flanks. The show-mare giggled as Celestia moaned and gasped in pleasure, her body tensing up, making me wish I were the one licking her flower!

"Princess, I would like for you to turn around and let Trixie lick your horn -- I would like to taste your nectar, if you would be so kind," I suggested. A big smile came to her lips, despite her moans of pleasure. Without bothering to address my suggestion, she turned around, forcing my back onto the bed as she spread her haunches over my face. I took in the sight of her very wet inner thighs and glistening sex as she lifted Trixie up to kiss her. My ministrations to her pussy worked their magic on her as Trixie licked her horn. I felt her body tense up even further, almost giggling at how well the two of us were doing.

"OOOOHHH, SSHHHHIIT! YESSSS! AAAAHHH! YESSS!" Celestia moaned as we propelled her over the edge, her climax causing her to shudder violently. The sensation of her surrendering herself to her passion caused my body to tense up, clenching the dildo tightly in my pussy, my brain seeming to short-circuit as I tasted the flowing love juice coming from the Alicorn. Her nectar had a sweet taste to it, as though she anticipated my desire. Trixie moaned as I bucked my hips against hers, trying to intensify my orgasm. She gave in to her desire just a moment later, her body shaking as her orgasm took hold. She rode it out, trying to prolong it as much as she could, moaning deeply into the Alicorn's mouth.

The others had been transfixed by this sight, but once Princess Celestia gave in to her desires, they resumed their earlier activities, with Pinkie, Rarity, and Fluttershy making up one threesome, while Rainbow Dash and Twilight engaged each other in licking each other's pussy. The sounds of everypony moaning and gasping and otherwise expressing the release of their emotions added to the overwhelming auditory stimulation, driving everypony else towards an ultimate crescendo of passion. The room was beginning to become stifling with heat, an observation I commented on, causing the Alicorn to use her magic to vent the humidity through the ceiling and roof, then allowing fresh air to circulate, which brought about some needed relief. The air circulation helped cool things off a little, but the stink of all that sex was a little harder to dispel.

"Trixie, have you experienced this sensation yet?" asked Celestia. The show-mare was in mid-lick of the Alicorn's horn but stopped for a moment to answer the question.

"No, Princess, she has not," she replied somewhat sullenly. "Trixie desires that feeling!"

Without further ado, the Alicorn exchanged places with Trixie, the switch happening very swiftly -- I was astonished by this display of swiftness, eliciting a light chuckle from Celestia.

"You might be surprised at what I can do, Michael," she grinned as she pushed the free end of the dildo into her love tunnel and scooted up to scissor her hind legs with mine. Trixie's haunches were in my face now, giving me another opportunity to probe her very wet pussy with my tongue. Celestia leaned forward to kiss Trixie, then pulled her a little closer so she could lick her horn. The show-mare's reaction was amusing as she moaned every bit as deeply as I had when I was in the same position, her cries of pleasure sounding even more erotic as her body shuddered. Her love juices drenched my face as she came hard, causing me to lick furiously in an attempt to claim every drop, though quite a bit made its way onto my face. I leaned forward into her haunches in an attempt to wipe my face on her nethers, which seemed to send her into yet another wave of pleasure -- that, or maybe Celestia's attention to Trixie's horn coupled with my ministrations to her sex pushed her over the edge again.

"AAAAAAHHH! OOOOOOOHHHH! YESSSS!!" Trixie nearly screamed as she was overwhelmed by her climax. The Alicorn nearly giggled at this reaction, but for me, the sounds of the others in the room engaged in their actions, coupled with the intense sensation of that dildo buried as deeply in my pussy as far as it could go, along with Celestia's bucking of her hips against mine were enough to send me into another shuddering and shaking climax. I clamped my forehooves on Trixie's flanks, which seemed to intensify her orgasm until she relaxed, letting her weight rest on my barrel.

"Mmmh, Trixie!" I cooed softly to her. She turned around to face me now, putting her sex in Celestia's face -- apparently, this was all the invitation the Alicorn needed to begin lapping at the show-mare's folds, causing her to gasp, first in surprise, then in pleasure as the Princess' expert ministrations caused Trixie's brain to short-circuit, her deep breathy moans renewing my arousal.

"Mmmh, Michael! Trixie wants you to kiss her! Trixie wants you to lick her horn!" she gasped as Celestia continued to lick and suck on the show-mare's fleshy folds and nibbling at her clit. I leaned forward a little and also pulled her forward to me to kiss her passionately, probing her mouth with my tongue. She broke off the kiss and reiterated her desire for me to lick her horn, a task I greedily accepted as I leaned a bit further forward to access the appendage, swiping my tongue roughly against it.

"AAAAH! OOOH, FFUUCCKK! YESSS!" she cried out again, drawing everypony else's attention to her.

"It would appear we're pleasing her quite well, Michael," the Alicorn giggled.

"I kind of figured that, your Majesty," I replied, a light chuckle escaping my lips.

"Perhaps there's a way you could provide her even more pleasure -- have you thought about becoming a stallion yet?"

"Your counterpart in the other universe did that for me, but her students found my new appearance highly amusing, so I had her change me back into Trixie. If there's a way you could give me an appearance as a stallion which would not provoke laughter, perhaps I could be persuaded into accepting such a transformation," I replied.

"What did you look like, darling?" asked Rarity, who interrupted her licking of Pinkie's pussy, causing the party pony to groan in disappointment.

"My colors were burgundy and chartreuse -- I'm partial to purple and gold, myself, so I suppose having a purple coat and yellow and orange mane and tail would be fine," I answered.

"How long was your cock?" asked Rainbow as she grinned broadly at me. I caught sight of Fluttershy blushing furiously at this question, then hide behind her mane again.

"Too damned long," I responded in an annoyed tone.

"Hah! There's no such thing!" the cyan pegasus retorted.

"I was longer than Big Mac," I offered, which elicited a low whistle from all the other ponies, except for Celestia, who smiled pensively for a moment as she contemplated what that might look like.

"You know, Michael, I would have liked to have seen you like that," Fluttershy opined before blushing again.

"Daaaar-ling, burgundy and chartreuse? What were you thinking?" the fashionista asked in exasperation.

"I don't know, Rarity," I replied.

"Michael, are you ready? Please remove your costume as it will no longer fit you when I effect this transformation," the Alicorn advised.

I'll have to admit that I was more than a little reluctant to remove the outfit -- I had become quite enamored with its appearance, as it made me look extremely sexy while I was wearing it. Unfortunately, the time had come for me to remove it. This song began playing as I slowly stripped each of the sopping wet socks off my legs, taking care with each one, then flinging each one randomly at the other ponies who watched me with hungry eyes. Rainbow flew to catch one of them in her teeth and another one hit Rarity in the face as she was paying more attention to me than where I was randomly flinging the socks. It made a somewhat loud and wet smacking sound as it found its mark.

"Ooh, sorry about that, Rarity," I said meekly, a worried expression on my face. She removed it with her left fore-hoof, still wearing a big smile.

"Oh! It's ... it's quite all right, dear! Please! Please, keep going!" she giggled, her blush deepening.

I took a moment to survey the reactions of the others -- Pinkie Pie was grinning from ear to ear; Rainbow smiled broadly at me,waving the sock she had caught; Fluttershy was hiding behind her mane, but taking the occasional peek at me to see what I was doing; Princess Celestia was watching with mild bemusement, wearing her trademark demure smile; Twilight was biting her lower lip, her eyes half-lidded, and Trixie grinned broadly as she watched me. I believe she might have been taking mental notes of my impromptu strip tease for a possible future act of hers.

I unfastened the harness from the front, which allowed the saddle to slip loose from my back. I smiled seductively, wiggling my hips provocatively in time with the heavy drum beats and slowly removed the remainder of the decorative accessories, turning so my hindquarters would be facing them directly and lifting my tail, spreading my haunches as wide as I could without losing my balance to show them my winking marehood as the music finished at this point, the ponies cheering my performance.

"That was ... quite entertaining, Michael! I would like to offer you an opportunity to perform like that at my Castle some time," the Alicorn mused softly.

"If I'm going to be a stallion, I probably won't be able to do that again -- but perhaps Trixie might be willing to. I see all of you enjoyed yourselves," I grinned, noticing some of them had returned to their earlier activities. "Very well then, your Majesty, I guess I am ready now," I announced as I made sure I wasn't wearing any part of the outfit. At this point, the others stopped what they were doing to watch the Princess use her magic to transform me into a medium purple unicorn stallion, fairly well endowed, but not as nicely as Big MacIntosh. My mane and tail changed to a predominantly golden color with orange highlights at the edges, though a very faint sheen of red could be seen if I turned the right way. My mane and tail were styled in Zecora's fashion, something I think the Alicorn had interpreted from my thoughts. My eyes were a strong blaze orange, about the same color as Lyra's. As a newly transformed stallion, I had lost Trixie's cutie mark and was now a blank-flank. The transformation took only a minute, causing the others gawp at my new appearance.

"So, Michael, have you chosen a name for your new appearance?" asked Princess Celestia, smiling warmly as she watched me crane my neck around in an attempt to check out my new body.

"I would like to be called Amethyst Flame, your Majesty," I replied. "If I may have a mirror so I may fully examine my new body, please?"

Considering what the Solar Princess in the other universe had done for me, I was worried something similar might happen here. My fears were proven unfounded as the others wore big smiles of approval at my new appearance and when I was provided a mirror, I too smiled in approval.

"Thank you very much, your Majesty," I stated reverently, bowing before her.

"I believe there is something else you can do for me, Amethyst," she grinned.

"I suppose that means you desire my services as a stallion now?" I asked. She smiled wider and nodded her head.

"You know what I want, Amethyst -- give it to me!" she commanded.

"But Princess, Trixie wants him to rut her first!" the show-mare whined.

"You'll get your turn, Trixie -- after all, we're supposed to get married, right?" I asked, giving her a smile.

"Trixie does not want you to rut all the mares here," she protested. "You are Trixie's stallion, yes?"

"We're not married yet, Trixie -- I give you this promise -- after today, I'll be yours and yours alone, okay?" I asked. I watched the show-mare hesitate, a mix of emotion playing across her features. After a few moments of tense silence, the others waiting quite impatiently on her answer, she spoke in an almost too quiet to hear voice. I begged her to speak louder.

"Trixie supposes she will let you have your fun today, Amethyst -- but Trixie wants to have her fun as well! Trixie wants to experience being a stallion so she can rut some mares today!" she exclaimed, a big grin on her face.

"Your Majesty, perhaps we can all engage in that activity?" I asked, giving her an expectant look.

"I like the way you think, Amethyst! It would be my pleasure to allow each of you to experience being a stallion for a short while today," the Alicorn offered warmly.

"Aw, YEAH!" the cyan pegasus shouted jubilantly. The others expressed similar sentiments, though Fluttershy and Twilight seemed to be slightly reticent about the possibility -- until they were transformed into stallions themselves! Upon seeing this transformation, Rainbow expressed some disappointment until her yellow friend tapped her on her withers, smiling demurely. Twilight made a similar request of Rarity, who blushed deeply at the prospect. Trixie was likewise transformed into a stallion, finding the only unoccupied pony to be Pinkie.

"Trixie wants to know if you might be willing to let her --" the show-mare began before being tightly hugged by the baker.

"Yes! Yes! Yes!" the pink pony exclaimed excitedly, turning herself around and presenting her winking marehood to the azure unicorn, who sized her up and grinned.

"This will be Trixie's first time as a stallion to do this -- she has always wondered what it would be like," she mused, pulling the party pony's flanks apart to get a better look at the dark pink fleshy folds of her very wet pussy. Pinkie moaned as Trixie brought the tip of her flaring member against the outer labia, which parted easily to make way for the show-mare's new appendage. She pushed firmly, her shaft going in past the medial ring, eliciting a deep breathy sexy moan from the baker.

"OOOOOHHH! YEEEAAAHHHHHHH!" Pinkie moaned as Trixie buried her cock as deeply as it would go into the mare's pussy, sliding effortlessly all the way in. Trixie arched her back, grinding her hips as she thrust back and forth, feeling the sensation to be extremely intense. "C'mon, Trixie! Go faster! Harder!" the baker cooed in a very sultry voice.

"Mmmh! Unh!" Trixie grunted as she quickened the pace of her thrusting, putting more force behind her thrusts, her ballsack making slapping noises against Pinkie's hindquarters. "Trixie, hanh, likes, hanh, this, hanh, hanh, very, hanh, much!" she panted as she sped it up even faster.

"Ooooh! OOOOHHH! AAAAAHH!" Pinkie moaned even louder, her eyes clenched shut as her body tensed up very quickly. Trixie smiled at her new-found prowess as she continued to send the pink pony into a state of bliss, her thrusting becoming a little more erratic as the show-mare began to lose stamina. The baker gave in to her pleasure just as the show-mare's body stiffened, her release just about to come, though when Trixie started spurting her hot jets of semen into Pinkie, the two of them moaned as their simultaneous climax caused their bodies to shudder.

"Amethyst, stop watching them and start rutting me!" Celestia commanded. I grinned sheepishly, turning my attention to the Alicorn who was still in her reduced size. I lowered my head between her haunches and gave her pussy a good long licking, eliciting another deep breathy moan of pleasure. "Mmmh, Amethyst! I hope you're doing that just to get warmed up! Don't tease me, rut me hard and fast!"

To emphasize her point, she spread her hind legs wide for me, giving me very easy access to her dripping wet pussy. My cock stiffened, the sight of her fleshy folds almost as entrancing as Fluttershy's. I climbed onto her back, guiding my rock hard member into her love tunnel, then slowly easing it in. I hilted almost effortlessly, though I could sense her vaginal muscles squeezing my shaft and began slowly thrusting in and out, bumping against her hindquarters.

"Mmmh, Amethyst! Go faster! Stop teasing me like that!" she moaned, egging me on. I grunted in exertion as I started pumping into her with more force, speeding it up a little. My efforts were rewarded by her renewed cries of passion as she bucked her hips, grinding against me, trying to force me into an even faster and harder rhythm. The sounds of the other stallion-mares fucking the mares who hadn't been transformed yet added another element of eroticism to the scene and served as a sort of aural aphrodisiac to put me firmly in the mood.

"Unh! Harder! Unh! Faster! Oooh! Yesss!" the Alicorn gasped, her body stiffening as I pushed her ever closer to the edge of release. I was getting pretty damned close myself and could feel my sperm rising, the heat coming from her body giving me comfort.

"Aaaah! Aaaahh! Cumming! Aaaaah!" I shouted, pumping as hard and as fast as I could go, hoping I hadn't disappointed the Princess. I didn't have to worry about that as she moaned in pleasure, her body shuddering with the force of her orgasm, her love juices flowing down my shaft as I continued to pump hot jets of jism inside her. I tried to pull out, but her pussy muscles contracted on my member, holding it fast within her.

"Aaah! Not yet, Amethyst! Aaaah! Oooooooh!" she moaned as she did her best to milk me of all my semen. I could still feel it squirting, wondering silently just how much I had in reserve as I rested all my weight on her back. She turned her head around in an attempt to kiss me, but this proved a little difficult. I watched Fluttershy pump furiously into the cyan pegasus, her shrieks having taken on a more masculine tone as she spent her stamina.

"OOOOH, YEAH! Oooh, Shy, you're AWESOME! YESSSS!" Rainbow hissed as she succumbed to her orgasm.

"Mmmmh, you like that, huh, Dash?" the yellow pegasus asked almost gruffly.

"AAAAHHH! Twilight, darling! You really know how to do that! Oooooh!" the fashionista moaned as the librarian grunted with her exertion, finally releasing her load and slumping over Rarity's back.

"Whew, that was exhausting," I noted, eliciting some giggles from the other ponies. "Okay, can we take a break and get some food? I suppose we can switch genders when we've recovered our energy and stamina." I received general approval of my request from everypony, Celestia included. I scanned the room, taking in the sight of the ponies in various states of exhaustion, noticing that just about every pony had chosen that moment to rest and catch their breath.

"Amethyst, I would like to thank you for this idea -- we should do this more often!" the Alicorn offered, smiling warmly.

"We're not finished yet, your Majesty -- it's time for the mares who haven't been switched to exchange genders with the ones who were -- and switch partners as well -- though I would like to remain as a stallion and give Trixie some special attention," I responded.

"I believe I can arrange that for you, Amethyst," she said, flashing a grin, then lighting her horn and changing Fluttershy, Twilight, and Trixie back into mares, then Pinkie, Rarity, and Rainbow became stallions. After this, we descended on the boxes of cupcakes Pinkie had brought with her, each of us taking three of the chocolate frosted confections.