Under Her Starry Sky

[Trigger warning: Mild futa elements in this chapter. Male/Female or Shemale/Female only. Enjoy!]

Silence.

Thick, awkward, immortal silence permeated the air in your home. To say the silence was suffocating would imply that strangling someone let them breathe. You and Luna simply stared at the two newcomers while Octavia tried to look everywhere but the couch. The look on Vinyl's face, however, showed she liked what she saw. Maybe a little too much. This silence lasted for so long, you didn't know exactly how long, only that you knew that Octavia would never, ever, ever let you live this down. This must be what Twilight felt like... You ponder in your head.

Why would Twilight feel this? Sounds in your head, oddly the same as Luna's voice.

Shit, I forgot you could do that... wait, Luna, what are you doing in my head?! Nevermind. Maybe it's best I explain later. You think.

In addition to reading thought, I am able to project my own to others. What do we do about our... current situation? Luna's thought sounds unsure.

You stop yourself just short of thinking something. Well... You start.

Well, what?

I was thinking... kinda... that maybe you might be up for... round two? With our, um... guests? If you hadn't already been blushing, boy, would you be now.

Luna breaks her gaze from the newly arrived couple to look at you. Are you asking what I think you are asking?

... Yes. You reply simply.

Luna seems to play around with the thought in her own mind, making you wish you could read minds as well. On second thought, seeing as to how this is Ponyville, that might be a bad thing. Either way, Luna is at least thinking about it. You mentally hold your breath while still only quietly breathing aloud. Finally, Luna sends a thought to your head.

I suppose I would... if these two are. Luna gives you a small smile.

Alright. Who's gonna ask? You think.

It's your idea. Luna thinks.

Fair enough. Here we go... Your thought is uncertain. This could go all kinds of bad.

"Hey Octavia..." You start, losing your nerve as you say it.

The cellist continues to look everywhere but you, "Um... h-hello. Its b-been a while." Octavia makes the briefest of eye contacts with you before her face only turns even redder. Somehow.

"Yeah, it’s good to see you." Are you seriously doing this right now, of all times?

"Indeed..." Octavia's eyes rest on you and Luna and simply lay there.

The silence returns, yet another tally mark. After a moment, Luna nudges you and you remember the question you asked her. "So, Octavia, I have a... preposition for you." You say.

"Y-yes?" Her eyes move from the soon-to-be stain to yours.

"Would you and... Vinyl, right?" She nods, "Would you two... care to join us?" As the words leave your mouth, you stop your hand from moving to try and take them back, as though it would have done something.

Octavia's jaw drops.

Vinyl shrugs, "Sure."

Now your jaw drops.

Octavia turns to Vinyl with her shocked expression, "Are you serious?!"

Vinyl shrugged again, "Why not? When's the last time you got offered to sleep with Princess Luna? This is an once-in-a-lifetime opportunity."

Octavia simply looked dumbfounded at her. A little bit later, she started mulling the idea over in her head. "Well... I suppose you have a point..." Octavia admitted.

"Damn straight I'm right. Skirt, lose it." Vinyl said as she started assaulting Octavia's lips with hers. While she had Octavia caught off-guard, she guided her to the couch where you currently lay and then, without the slightest hint of grace, fell on top of you and Luna. You and Luna let out an "Oof!" as the weight of two more bodies is piled on top of yours.

"Y'know... I have... a nice bed..." You half wheeze out while Vinyl and Octavia make out on top of your back. This would be so much better if they weren't on you.

Vinyl disconnects, as you can tell by hearing her voice. "Yeah, a bed's probably a good idea."

You and Luna gasp down air when the two climb down from you. You rise, your soldier still saluting, the little bastard. From force of habit, you move to cover yourself, but Luna stops you before you can.

Now, now, we are about to make love with these two lovely women. There is no need for modesty here. Luna playfully scolds you, in your mind.

You enjoy doing that, don't you?

Luna simply smiles.

Reluctantly, you remove your hand (Luna held your other one) and leave your equipment on full display to your life-long friend and her girlfriend.

Vinyl whistles, "Nice. Boy, are you in for a treat, Tavi."

Octavia stares at it. "So that's what it looks like, after all these years..." More staring.

You clear your throat, moving their eyes up to yours. "Well, if you’re done admiring my dick, I believe there is a bed that needs some sex happening in it." And with that, you turn and head for your bedroom, Luna in tow. As you walk, you can hear Vinyl and Octavia talking.

"Really? This is the first time you've seen his dick?" Vinyl asked.

"Can we stop calling it that? Anyway, yes, this is the first time I've seen... it. Private schools aren’t like those anime you watch." Octavia mumbles.

"Really? Now I'm not bummed that I didn't go to one." Vinyl says happily.

Octavia sighs, "How do I love you?"

"The universe has a funny way of working, my dear. I love you too." A kiss sounds behind you.

You smile at Luna as you open your door. It does, doesn’t it?

Yes it does. Luna gives you a quick kiss.

"Hey now, save some for us!" Vinyl says behind you.

"Well, ladies first." You say as you motion for Luna to lie down. Luna does and there stand Octavia and Vinyl.

"Want our clothes off before or after we join in on the bed?" Vinyl asks. She seemed to read Octavia's mind, so she shot a hand down under her skirt and soon a moan instead of protest escapes her lips, making her face red. Again.

"Whatever, I guess. We'll wait for you two." You say as you jump next to Luna, making her full breasts jiggle. Nice.

Once again, before Octavia can try to worm her way out of this again, Vinyl fluidly slides her dark grey skirt, revealing the end of her matching button-up blouse and, oddly enough, panties looking exactly like Luna's. Another flawless movement and off came said blouse, buttons and all, leaving only the navy blue bra and red face cheeks. Vinyl presses her lips to Octavia's, but a soft, reassuring kiss rather than a rough let's-have-sex kiss. Slowly, Octavia gives into the kiss, lowering her hands to relax at her sides rather than try to cover herself. Vinyl stops, pulls back, smiles, and in two seconds flat, removes her bra and panties.

For the first time in your entire friendship, Octavia lie bare in front of you. Her skin is pale, though not nearly as pale as Luna's. Her breasts are a good-sized C cup, you would guess. Enough to give a handful with a little excess, a theory you planned to test. Her flower, aside from the slight glimmer it gave, was void of hair, little more than small lips between her slender legs. Her hair atop her head, however, seemed to have grown since you last saw her; it flowed like water down her back, ending roughly at her backside. Sadly, though, you could not see her backside. Oh well, that'll change soon enough.

Vinyl decided to take the time you were ogling Octavia to undress. She had surprisingly small boobs, a large B, maybe double B at the most. This accented her toned figure, however. She had more muscle definition than most women did, you guessed she worked for the image she had. Her electric blue hair was wild and stood up much like your member was at the time. You could see her ass, and there was one word to describe it: Damn. Oh yes, she worked for her image.

Right, enough admiring; there was sex to be had.

"Care to join us?" You ask with a small smirk. Octavia's face simply turns red (damn, it's doing that a lot. Is that healthy?) and Vinyl playfully drags her to the bed. Once arriving at the side, she tosses Octavia forward, and quite comically, trips and lands over your and Luna's legs, her face painfully close to your dick. Painfully, because it wasn't around it, merely near it. She once again stares at it, unsure of what to do. You can only assume that this is her first time one, being with a guy and two, giving a blowjob.

"Right, you can catch up with your friend Tavi. I want to see just what the Princess of the Night can do...” Vinyl purrs, crawling up to Luna's face from her feet and engaging with making out with her. It took a fair amount of willpower to not punch her for doing that.

Have fun with your friend. Luna sends to you.

Gee, thanks. You think dryly.

Less thinking, more sexing. You see tongue flash between their lips.

Remind me to talk about this once we're done. Oh, if you weren't having a four-way with Vinyl...

Done with your little "talk", you turn to face Octavia who has put herself in much the same position as Vinyl. You look into her lavender eyes and see one prominent feeling: fear. "Look, Octy, if you aren't okay with this, you don't have too..." You say softly, not seeing a really hot musician on you, but your longest friend.

Her eyes find yours and the fear seems to retreat. "No, it's... its okay. I'm just... nervous, I guess." She lets out a nervous chuckle.

"Oh, fuck yes!" Vinyl says, Luna's hand buried in her crotch.

"Is she always that rowdy?" You ask, raising an eyebrow. Jealousy can be a real bitch.

"Yeah..." Octavia confirms.

You turn to face her. She does the same and you both move forward, slowly, time seeming to stop. I'm finally going to do this, after all this time... You think.

Do you always take this long? You can sense the smirk.

Don't you have a DJ to fuck?

"Oh Creator, yes!" Luna says rather loud.

Not cool.

Back to the matter at hand, your lips meet Octavia's. While not the same awesome fireworks display as when you first kissed Luna, it sent sparks flying in your heart. Her lips were soft, hesitant, gentle on yours, yours simply moving over hers. After a moment, she presses harder, moves them faster. Deciding to let this be her show, you keep pace with her as she begins growing bolder. You would as well, but you were already at full mast. You feel her tongue brush your lips, and you open them, her tongue slowly and unsteadily making its way to meet yours. You simply hold her tongue with yours, letting her explore around. Soon enough, her tongue returns to her mouth, inviting yours to follow. You oblige, moving about in her mouth, gently wrestling with hers. All the times you fantasized about this moment as a kid, and here you were.

Octavia pulls away, panting. You do the same, waiting to see what it is she wants to say. "I... I think I'm ready to-"

"FUCK YES!" Vinyl yells, now Luna's face buried in her snatch.

Don't do it, man. You punch her, kiss this dream goodbye. Here, focus on Octavia, she's talking again.

"I think I'm ready to... do it." She says rather quiet.

"Top or bottom?" You ask.

Vinyl cuts in, "For fuck's sake, nail her already!"

You decide to ignore her, more for the sake of crossing this off your bucket list then not wanting to hit her. Because you wanted to do that. Really bad. Holy crap, are you the jealous type!

"Top." Octavia says.

She scoots down a bit, sits up (awesome view of her tits), and raises her hips. Slowly, she lowers them until your head pokes at her nether portal, parting the lips ever so slightly. She takes a deep breath and plunges all the way down, bottoming out on you. She lets out a grunt of pain and closes her eyes tight. When you look down and see a small trickle of blood flowing from her entrance, it hits you; this is her first time with something that large in her. You look back up and see a single tear has started rolling down her cheek. "Octy... is this your first time... uh, like this?" You ask.

She simply nods, eyes still closed. You reach up a hand to wipe the tear away, causing her eyes to open. You give her a reassuring smile, one she returns. Slowly, she begins to move up and down, letting out small grunts more of pain then pleasure. You feel slightly guilty causing her pain like this, but holy mother of Celestia, did she feel amazing! Her walls clung to your shaft, rubbing it all the right ways as she moved up and down on you. You weren't sure how long you were going to last, though it was still a ways off. Soon, Octavia begins moaning in pleasure, a welcome sound to your ears. To your left, Vinyl and Luna had no problem letting the other know just how good it felt. You liked to believe you made Luna moan louder than Vinyl did (You totally did).

Octavia, meanwhile, is getting louder as she moves faster, growing used to the feelings rocketing through her. Taking a moment to look her over, you can't believe that this is still happening and not a dream. Also, her cute little bowtie appears to have survived Vinyl's brutal assault on her clothes; it gives little bounces as she does, much like her breasts. Speaking off, it was time to find out if you were correct on their fullness. Reaching up a hand, you place the full of it in your hand and knead at the soft, perky flesh, Octavia moaning in appreciation. Indeed, your hypothesis was correct, and my oh my was this experiment running smoothly.

Octavia's moans begin growing in volume, her walls begin to twitch around you as she moves, her nails begin to dig into you sides as she holds them. You knead harder, you thrust in time with her, pressure builds in your loins. You are both close to the edge, only a bit longer and you'll both be-

"Cumming!" Vinyl yells in ecstasy.

Well, that.

"Ah! Yes! I... I'm cumming!" Octavia yells.

"Me too." You grunt.

And then with one final thrust, Octavia screams in pleasure while she takes the whole of your dick, her juices flowing on and around it while yours plaster her walls. As you finish, Octavia falls on you and pants heavily from her own orgasm. You pant as well, but not nearly as much as Octy.

"That's... way better... than a tongue." Octavia manages between pants.

"I would... guess so." You respond.

"Alright Tavi, you've had your fun. My turn!" Vinyl says as she lifts Octavia off of you.

You were still hard as a rock, and Vinyl was eyeing your cock hungrily. "Mmm... my turn, indeed." Vinyl purred.

Vinyl slowly crawled her way to your waist and flicked her tongue across your tip as she settled down between your legs, causing your member to twitch. "Oh, you can't wait to get started, can you?" Vinyl asked with a smirk. Before you could respond, Vinyl enveloped your head and gave a long suck, making you moan, surprisingly. It was then Vinyl decided to go right for the kill and bob up and down along your shaft, and you grunt rather loudly.

Are you doing those on purpose?

Karma's a bitch. Another unnecessarily loud grunt.

It was then odd image filled your mind's eye, only odd because of the timing. It was an image of futa Luna relentlessly rutting a female you, also known as one of your sexual fantasies. It all makes sense as Luna's voice sounds in your mind.

Really? You have an... interesting sexual desire. I'll make sure to fulfill it sometime. You glance to your left and Luna simply winks. You glance farther down and see her grow a magical penis, one that pokes at Octavia’s pussy.

Holy shit, that's hot... I do have a problem...

Searing hot pleasure shoots through you and you remember a certain DJ is still sucking down there. With a pop, she removes your equipment from her mouth and climbs slowly up you, "Ready for more?"

You don't recall her sharing all this sexy talk when she was with Luna, but then again, you were focusing on not sending her teeth flying. Being the sexy beast you are, you nod. Real turn-on.

Vinyl grows a sexy smirk and begins making out with you. Her tongue invites itself to your mouth and twirls about, wrestling with your tongue for domance. You were a man, and men do not submit in tongue battles! You struggle against her tongue, and soon the battle turns in your favor. Vinyl is putting up one hell of a fight, however. Sensing defeat is at hand, Vinyl pulls out her master weapon: she lines up her opening with your member and down she goes. You pause in your tongue action, moan into her mouth, and feel her tongue press into your mouth once more. Just as you were about to regain your footing, so to speak, Vinyl begins to bounce up and down, an common sense leaving you as she pounds away.

Clever girl... You think to yourself.

A combination of Luna and Octavia moaning prevents a witty remark from entering your head.

Your eyes find crimson ones and you have a staring conversation as you swap spit and thrust into Vinyl.

"I am not easily defeated. I will win this tongue war." Your eyes say.

"It's adorable to watch you try." Her eyes smirk back.

At this point you’re thrusting in time to Vinyl, your tongues battling for dominance as moans are caught in the combined space of your mouths. You free a hand from her waist and move it to one of her surprisingly firm tits, kneading away at the glorious flesh. Vinyl moans and her tongue relaxes slightly, just the opening you were hoping for. You move your tongue against hers and explore about her mouth while her tongue struggles to evict yours. After a particularly loud moan, Vinyl moves her hips franticly up and down in time with yours, her fingers curl into fists and scratch at your back, and her walls constrict you tighter than before. She separates long enough only to tell you what you already know:

"Fuck! I'm cumming!"

She then reconnects, attempting to have her tongue in your mouth while she orgasmed and therefore be victorious in the battle, but it is a vain attempt as pleasure wracks her body and her juices flow onto your dick. She goes limp after a moment, and you simply thrust into her and orgasm as well, your tongue in her mouth. Victory taste sweet, albeit, slightly like Luna. As you finish, you remove your mouth from Vinyl's and look at her, panting from breathlessness and pleasure. "You are... a worthy adversary."

"You're not too... bad yourself." Vinyl mumbles.

She lazily rolls off of you, landing to your left and wrapping Octavia in a tender embrace. Luna, her crotch futa-free, levitates over to your side and snuggles into you, her head resting atop your chest, rising and falling in time with your breaths. I'm glad I agreed to that. It was fun.

You plant a featherlight kiss on her forehead. Yeah, it was.

Luna's eyes close lightly; her beautiful face the picture definition of one at peace. Her beauty still left you without words, there simply weren't any that could do it justice. Everything about her radiated perfect to you, her sleepy face with its slight smile rising and falling in time with you a sight you know you will never forget as long as you live. You smile yourself, wondering what she thought of-

"I'm not gonna get knocked up, am I?" Vinyl's voice shatters your train of thought.

...Shit. You think. Of all the times to forget you had condoms...

"No, none of us will." Luna says, her eyes still shut. "I cast an infertility spell before we began."

Oh, thank Celestia.

Tia? She did nothing. Once again, you can sense the smirk.

You know what I mean. You smile.

With your luck, you half expected Twilight to walk in any second now.

She never did.