My Little Pony: It’s good to be the Princess

My Little Pony: It’s good to be the Princess

10: Twilight and the Tenth Foal

By Honey Moon

Twilight Sparkle would have been embarrassed at how stupid she sounded, but the powerful potion still coursing through her blanked out any thought except for Fluttershy’s lovely body. "Oh, yes, Fluttershy and I need to discuss Harmony." She told Scootaloo in what she hoped was a normal voice.

Thank goodness she was able to restrain herself as she levitated Scootaloo. She could have flung the filly nearly all the way back to Ponyville, what with how anxious and edgy she was feeling! "You, you'd just be bored. Oh, and I think Sweetie Belle was looking for you. Hurry on into Ponyville and see what she wants."

"Sure, okay." Scootaloo called from nearly fifteen feet in the air. "Fluttershy, be sure to tell me if you find a tortoise that's looking for a friend!"

"Don't worry, I will." Fluttershy assured, as she opened the bottom door and nervously motioned for Twilight to hurry and get in.

Twilight charged into the cottage as she held the puzzled filly aloft. “Bye Scootaloo!” Twilight managed to say in a strained voice as she lowered her to the ground and kicked the door closed at the same time. “Thank goodness! I thought she’d never leave!”

“Twilight, are you okay?” Fluttershy asked softly, staring at the hard cock jutting out beneath Twilight’s tummy. Just the sight of it throbbing with obvious need had her body responding. “The end, um, is more purple than usual, and it’s uh, twitching.” She whispered as her vagina rapidly grew past moist and on into soaked.

“Luna, um, I mean I accidentally drank one of Zecora’s potions!” Twilight took a deep breath. “Now turn around and lift that sexy tail!”

“Let me check to see if Scootaloo left first.” Fluttershy said, as she made the mistake of turning from Twilight to face the window. She felt the magic as it yanked her tail roughly upwards and then the pleasant weight of Twilight setting on her back. “No, wait just a second!” she squealed as that glorious member plunged into her body. “Twilight, there’s a shadow on the curtain!”

“Never mind scary shadows!” Twilight gasped while delighting in her friend’s warmth. “Oh Fluttershy, you’re wonderful! I can’t wait to try this when your tummy is nice and round with our foal!”

Fluttershy trembled with more than arousal. Was that an eye she saw peering in through the slight gap in the curtains? She reached out a hoof to try and close them, but she couldn’t reach, and couldn’t move forward with Twilight gripping her middle so tightly! “Twilight, close the curtains!”

“Blast the curtains!” Twilight resumed the rough intense thrusting of her interrupted time with Luna. “Oh Fluttershy, I’m so horny I can’t stand it!” she moaned as her iron hardness sawed in and out of the gentle mare.

Fluttershy stared at the gap in the curtain and felt heat spreading through her body. They were being watched! “Twilight” she gasped. “The bedroom, let’s go to the bedroom!”

“I like it right here.” Twilight moaned. She knew Fluttershy’s critter friends might watch, but they would never be able to tell anyone about her secret. “Your friends, they, they’ll understand.” She caught one such critter’s eye. “Besides, I think Angel likes the show!”

Angel Bunny glared at Twilight from where he stood on the arm of the sofa, but didn’t stop gently rubbing his leporidhood with both front paws.

Twilight laughed breathlessly. “I bet somebunny would love if I turned you into a bunny for just ten minutes!”

Fluttershy’s eyes opened fearfully wide. “No Twilight, don’t use magic on me!”

Angel rocked back on his big hind feet. His rigid penis squirted out quite a respectable load for a critter his size.

Even though she brought it up, sudden jealousy made Twilight’s eyes flash. “I’d never do that!” she announced while staring at the bunny in question. “He can go find his own playmates!”

Angel glared back, until he noticed the horn glowing on the Purple One of the Books currently mating with his friend. He cringed fearfully, but nothing happened. Then he saw that the bottom panel of the front door was glowing as it opened. Just outside, a large doe bunny was thoughtfully eating a flower. She squealed when magic enveloped and immobilized her.

Angel’s eyes grew round when he noticed it was his very own dame. He’d recognize her sexy tail anywhere! Mom had always been too quick for him in the past on the many occasions he tried to corner her while she was in her heat. She had some strange idea that family meant off limits. That looked like it was about to change! Angle stood tall, as did his still erect penis. With a flourish he used his right ear to salute his Alicorn overlord before leaping off of the sofa with a hop, skip and a jump.

The door almost clipped his bushy tail as it slammed shut behind him, but he didn’t care. The magic held the struggling doe firmly in place just long enough for him to mount her. That’s all he needed. The doe hadn’t been born who would object once HE rammed into her, and mom turned out to be no exception!

“Twilight, do, do you know who that was?” Fluttershy said breathlessly as she turned back to the curtain and the eye peering at her. “Do you know what bunny was out there?”

“Just a doe I noticed when I materialized.” Twilight said huskily. The ponies herd a soft feminine squeal of pleasure from the front lawn. “She doesn’t seem to mind, and I bet Angel is happy! Is she somepony’s pet? Does it matter who she is?”

Mesmerized by the shadow on the curtain, Fluttershy shook her head. “No, I, I guess it doesn’t!”

“Then forget Angel!” Twilight was breathing heavily. “Oh Fluttershy, I, I’m gonna cum!”

Trembling, Fluttershy whinnied softly. “I, I am too. Harder, please go harder Twilight!”

Panting like a beast of the Everfree forest, Twilight felt the pressure within growing once again. “I need this! I need this!” she cried as her cock throbbed through another explosion.

The shadow left the curtain, and Fluttershy cried out in dismay as her body shook. “Don’t go! I, I’m about to cum!”

Twilight could hardly think as she let loose yet another massive load. “Not, not going anywhere!” she grunted, never to know that Fluttershy wasn’t addressing her.

“Twilight, thank you, I needed that.” Fluttershy said bashfully, expecting a little sweet cuddling before Twilight was ready to go again. The forelegs gripping her tightened their grip. “Twilight, what’s wrong?”

“Oh no, I, I’m still just as hard!” Twilight moaned after her spasms eased. “I gotta keep going!” With a groan of frustration, Twilight continued her frenzied pumping of Fluttershy’s delectable body.

Rainbow Dash stretched after her mid afternoon nap. It was sure great to score extra furlough time from the Academy. “It pays to be the best of the best.” She said with a grin, knowing her boast to be true. “I wonder how Fluttershy is doing.” Her smile grew bigger. Fluttershy had loved being screwed with Rarity’s big ol’ ruby last night, and expressed her gratitude with some amazing tongue work. Rainbow decided she needed some more of that very special attention from her fillyhood sweetheart.

She went to the window of her bedroom, and sat her rump on the ledge. Leaning back, she closed her eyes and let herself fall. The thrill of the wind through her mane was exhilarating as always while she plummeted straight down to Fluttershy’s cottage far below. Unfailing instinct led her to flap her wings just feet from the ground. Soaring upwards, Rainbow opened her eyes and aimed for the window Fluttershy left open for her.

Rainbow landed with her usual extreme precision. She hardly made a sound as all four hooves simultaneously touched the floor. That’s when she heard the unmistakable sounds coming from downstairs. “Oh ho, it sounds like Twilight is back in Ponyville.” She said with a grin. “Ohmygosh, ohmygosh, ohmygosh, did I just get a good idea!”

For reasons she wouldn’t explain, Fluttershy had insisted that she and Rainbow make love up in her guest bedroom. They had romped all over the little bed that was hardly big enough for one pony, but would probably suit three fillies quite well. Rainbow spotted the ruby and its harness right were she left it on the night stand. Trying to be quiet, she struggled into the harness while standing on her hind hooves, wings flapping gently to keep her balance.

Tapping her front hooves together in anticipation, Rainbow laughed softly. “Well princess, they say turn about is fair play. You got mine, so now I’m gonna get yours!” She looked down at the phallic ruby jutting from her loins. “Too bad mine isn’t nearly as big as yours. Still, I bet it’ll sure do the job on a princess’s maidenhood!”

Fluttershy moaned deep in her throat as the wonderful shaft kept right on plowing deep into her. She had already succumbed four times! Twilight, on the other hoof, had exploded into her thrice, and was still showing no signs of stopping! She hadn’t even slowed down. It was glorious!

Hardly able to think, a slight movement managed to catch her fevered attention. Mewling and drooling, she glanced up and saw Rainbow Dash slowly easing her way down the stairs. “Watch me!” she breathed softly, feeling a need she had never known before. “Watch me fornicate like a woodland creature!”

Rainbow waved a hoof. “Quiet!” she mouthed silently as she took to the air and swooped toward the mating ponies. She had to catch Twilight unaware for this to work!

Twilight smiled as she continued to service Fluttershy. So, Rainbow wanted to play too. She saw the glittering ruby shaft, and her mane flew in her face as she shook her head. “No-no, Rainbow Dash!” she said huskily as her horn glowed.

There was a rather pretty flash of light, and the perfect spherical bubble of Twilight’s force field spell was suddenly surrounding the mated couple. Rainbow bounced off and barely managed to keep herself from crashing into the ceiling. “Not fair!” She exclaimed as she rubbed a hoof on her muzzle. “I just wanted to get in on a three-way! They’re supposed to be awesome, according to Pinkie Pie!”

Nearly oblivious, Fluttershy cried out in a breathy soft voice. “Watch me, oh Rainbow, watch me!” as she was forced into yet another orgasm.

Somehow finding some small shred of self control, Twilight stopped her manic thrusting and pulled out of Fluttershy. “You want a three-way, Rainbow Dash? I can give you a three-way!”

The force field vanished, and Fluttershy sank to the floor with a contented sigh as pearlescent fluid bubbled out of her sated vagina to add to the growing puddle on the floor beneath her. “I’ll watch you now.” She said dreamily as she turned her head to look at her friends. “It’s so much better when somepony watches!”

“Hey, wait!” Rainbow shouted, as she became airborne without the benefit of flapping her wings. She felt the straps of the harness loosening. “Twilight, what are you thinking?”

Twilight grinned. “We can do a three-way, just the two of us, Rainbow.” She said as the ruby drifted away from Rainbow Dash’s body. Twilight lifted one hind leg and then the other as she stepped into the harness. It slipped upwards and the straps tightened around her body. It took some fiddling, but soon she had the phallic gem situated just above her own throbbing shaft.

Eyes nearly popping out of her head, Rainbow stared at the sight of Twilight with two cocks and instantly knew what was in store! “Wait, I meant me doing you, Twi!”

“Rainbow, we can’t do it that way!” Twilight exclaimed. “My filly parts have to stay untouched! I have to stay a maiden as a mare!” Gently lowering Rainbow to the floor, she trotted towards the wide eyed Pegasi. “You’re right though, this should be fantastic!”

“Twilight, just where do you think that ruby is going?” Rainbow shouted frantically. The magic had released her, but she just couldn’t seem to move. “Not the back yard!” she cried, as she lifted her tail and gave her rump a sexy little shake.

“Yes, yes the back yard.” Twilight said with a giggle.

“Twilight, you can’t fuck both holes at once!” She took a deep breath. “Twilight, you can’t stuff that ruby up my rump while you’re fucking me with your cock!” She couldn’t help spreading her hind legs a little wider as her wings extended to their fullest span. “Do you think I’d let that cool smooth glittery thing slip in and out of my bottom, driving me totally crazy while you have your futanari way with me?”

Remembering their nearly disastrous first time together, Twilight froze. “I think you might.” She said softly as she held perfectly still.

Fluttershy sighed dreamily. “Rainbow, I liked it when you put Rarity’s ruby in my rump. You didn’t even ask first, claiming “Surprise butt-sex was twenty percent cooler”, remember?”

“FLUTTERSHY!” Rainbow gasped. “Not now!” she scrubbed a hoof over her face. “Oh horse apples! What are you waiting for, Twilight? You guys got me so curious I’ll just die if I don’t know what it feels like!”

“Oh, you won’t die.” Twilight said huskily. “I won’t make you wait though.

Rainbow moaned quietly as she planted her hooves firmly. “Just be careful with that thing, um, those things!” Her tail rose higher as she lowered her head. “Ohmygosh, this is crazy!”

Twilight trotted up behind her friend. Horn glowing, she positioned her shaft at Rainbow’s dripping wet vagina, and the glittering ruby staff at her tight little rosebud. “Are you ready, Rainbow?” she asked.

“Wait, let me…” Twilight couldn’t wait. Rainbow Dash squeed like an excited fanfillly at a Daring Do convention as thick hot pony flesh and smooth cool mineral began pushing into her body. “So full!” she gasped. “Fluttershy, I’m all full up!”

Eyes wide, Fluttershy watched in delighted wonder as Twilight clamed her fillyhood friend. “There’s still more!” she whispered as those wonderful rods pistoned slowly into Rainbow’s quivering body. “Give her more, Twilight! Rainbow can take it!”

“I, I’ll give her everything!” Twilight gasped as her body finally pressed tightly against Rainbow’s rump.

Eyes rolled back until they showed mainly white, Rainbow’s tongue lolled from her muzzle as the twin shafts began to withdraw. She drooled on Fluttershy’s floor as they swiftly pierced her again…And again!

Getting shakily up on all four rubbery legs, Fluttershy moved closer to her joined friends. She lowered her head. Very gently, she took Rainbow’s tongue into her mouth and began to move her own against it as she softly sucked to gather Rainbow’s saliva.

Fluttershy may be onto something, Twilight thought hazily as she began to roughly ram herself into Rainbow. Being watched did make it more exciting! It was a good thing Rarity’s ruby was so silky smooth and decidedly narrower than her cock. Twilight was too lost in the joy of her shaft sheathed in Rainbow’s vaginal tunnel to worry about what the ruby was doing to that much tighter opening.

Moaning into Fluttershy’s mouth, Rainbow was almost embarrassed at how fast Twilight pushed her into orgasm. Pushed? Heck, Twilight rammed her into climaxing, and wasn’t letting up! The two objects were pumping her like the drive shafts of a locomotive engine! She felt filled in a way she had never even dreamed of before! Mind spinning, she was only too grateful that she hadn’t eaten lunch. Another orgasm forced all thought out of her mind, and she practically slobbered in Fluttershy’s face!

This was wonderful! Rainbow was really enjoying herself. Fluttershy was so glad. She hoped that Twilight wouldn’t notice, and Rainbow wouldn’t remember, as she lovingly swallowed the saliva she collected from her friend’s mouth.

“I need it!” Twilight’s wings flapped and her whole body quivered as she tried to achieve what she so dearly wanted. She had cum so much already since she drank Zecora’s potion, could she possibly do it again? Twilight thrust harder and harder, desperately trying to release in Rainbow’s snugly gripping sheath! “Oh stars above, I need to squirt! Just once more! I’ll die if I don’t do it one more time!”

“You can do it, Twilight!” Fluttershy cheered softly as a thin silvery string of saliva dripped from her dampened muzzle. “Fill Rainbow up!”

Rainbow rested her head against Fluttershy’s neck and whimpered. “I, I’m already full! She gasped; as yet another climax claimed her.

Twilight cried out inarticulate joy as she felt the pressure within. She was going to do it! She was doing it! “Oh Celestia!” she screamed as her cock gave a throb. By her standards it wasn’t much. Three good strong jets of seminal fluid burst forth to blast into Rainbow’s shaking body. Still, it was far more than any mere stallion could produce!

When it was all over, Twilight shook her head as she tried to clear her mind. “I, I think the potion has worn off.” She muttered softly. “I’m sorry I was so rough with you, girls.” There was a muffled laugh as if in answer.

Rainbow leaned against her beloved Fluttershy. “That’s okay Twi, but I thought I was gonna die!” She said shakily. The muffled laugh returned. “Hey, I’m not joking! What’s so funny?”

“Nopony laughed.” Fluttershy said before one last swallow to clear her throat. Her ears twitched. “Wait, I just heard it too.”

Twilight slowly eased herself out of Rainbow’s body. Her shaft drooped to point to the floor and shimmered in their combined juices. The ruby shaft rode just as hard and stiff as ever though. Looking down under herself, Twilight was startled to see the glittering jewel suddenly grin at her and wink. “Discord!” she gasped woodenly.

“Discord?” Rainbow turned to look, and her eyes opened wide. “Great steaming horse apples, Discord was in my rump!”

Fluttershy glared at the grinning ruby. “Just what do you have to say for yourself, young man?”

The ruby had the grace to look sheepishly up at Fluttershy. There was a flash of light, and Discord stood before the three ponies, while the ruby returned to its normal, if not slightly soiled state. “Young man indeed! I’m well over a thousand years older than you, my dear Shutterfly. Give or take a few decades.”

“I keep telling you, it’s Fluttershy.” Fluttershy whispered.

“Whatever.” He smiled and patted Fluttershy’s head.

“What is the meaning of this, Discord?” Twilight asked as she self-consciously struggled out of the harness. She was thankful that her cock had finally decided to withdraw into her body after all its recent activity. “Explain yourself!”

Rainbow stared up at him and shook her head. “Discord was in my rump! He, he raped my bottom!”

“Don’t get your pin feathers in a ruffle, Miss Junior Wonderbolt.” A hardhat with an old fashioned flickering miner’s candle suddenly appeared on his head. “Spelunking is just a hobby of mine. It was nothing personal.” The hard hat vanished, to be replaced by a doctor’s head mirror. “I do give you a clean bill of health, my young friend. It must be due to a diet high in vegetable roughage.”

Fluttershy couldn’t help a giggle. “Discord, friends do not do things like that without asking!”

Rainbow Dash glared up at the draconequus. “We should have turned you back into stone when we had the chance! How dare you get off by sneaking into my backside!”

“Get off?” Discord sniffed. “I will have you know that you are not my type. I’ve been seeing a lovely Ursa Major lately, and she’s all the female I have ever hoped for!”

“What are you doing here, anyway?” Twilight demanded.

“Oh, I just wanted to congratulate the new princess on her proliferation, is all.” He vanished, only to reappear at a fraction of his size to stand on Twilight’s head. Holding a small sack in his lion paw, Discord pulled out and tossed a few small dark bean-like objects into his mouth with his eagle talon. He happily crunched them. “My dear Twilight, you’ve sown more seeds than I could ever have hoped to plant. I am so looking forward to what Celestia has to say about that.” He laughed joyously. It cut off abruptly as he vanished, this time completely.

“Oh my.” Twilight said worriedly.

Fluttershy smiled. “Princess Celestia won’t be angry, Twilight. I just know it.”

Rainbow shook her head. “Ew, Discord was in my rump!” she couldn’t help a slight smile. “Well, I just hope he enjoyed the view!”

As time passed, the fledgling princess’s anxiety eased. She counted the blessings of friendship. Even Trixie’s annoying habit of just barging in at the library and demanding to stay the night brought Twilight pleasure. Trixie sure was one feisty filly once you hit the hay with her! Who knew that the boastful mage would secretly begin to express the desire to be dominated by a princess?

Rarity created a daring little clingy black outfit that Twilight wore while role-playing “Darklace” with the fashionista. Trixie practically wet herself in submissive delight any time Twilight donned it to play the same game with her. Twilight smiled knowing neither friend knew the other had the same fetish. If Pinkie Pie had taught her anything though, it was to keep such intimate and private admissions from a friend private!

Ponyville made it through another Winter Wrap-up, and spring brought beauty to Twilight’s eyes. She hardly noticed the tender new leaves on the trees, or the budding of wildflowers in every meadow. It seemed that everywhere she looked, she saw a precious friend with a gentle swell just starting to show in her tummy. It was getting so hard to keep from popping a sudden and highly noticeable erection any time she saw one of her friends.

Closing her eyes tight, Twilight counted to ten thousand by base four. She was startled by a sudden loud belch and the roar of a flame. “Twilight, wake up. It’s a message from Canterlot!”

“I wasn’t sleeping, Spike.” She complained. She had seen Pinkie Pie bounce on by the library. The growing weight of her gently swelling middle seemed to ever so slightly lower the height of each springy step. From her grin, Twilight suspected Pinkie was putting on a show for her benefit. It was greatly appreciated! “I was just resting my eyes.”

Spike grinned at his beloved friend. “I bet you’re resting something else, too.”

“Spike!”

“What?” He gave her a knowing wink. “You’ve been doing so much flying lately. It’s good that you’re resting your wings.”

Twilight sighed. So far she had been lucky. Spike had finally tumbled to the fact that she had sired foals on quite a few ponies since her little magical mishap. She hoped her number one assistant would handle it well, once he realized that Rarity was just as pregnant as all their other friends. “Oh, just read the scroll already!”

Spike cleared his throat. “My dearest Twilight, you have been conspicuous by your absence from the castle of late.” Twilight felt a guilty twinge. Luna looked so lovely with her belly growing, that she dared not visit and risk losing control and growing erect where Princess Celestia would notice! She composed herself as Spike continued.

“I know how much you look up to Starswirl the Bearded. I have found something I would like you to have.” Spike looked startled and dropped the scroll. “Wait, not that!”

As Twilight watched, Spike's eyes sort of went cross. His neck bulged in a broad band just before he belched forth with a huge fan of flame. The library seemed to flicker as Twilight’s new fire safety spell warded the flames and protected the precious books. With a cough, Spike reached out a claw and caught the large silver ring as it dropped. "I hate attachments." he muttered, as he handed the warm ornament to his friend.

Twilight’s horn glowed as the roughly hammered silver band levitated before her eyes. “That’s Starswirl the Bearded’s Cutie Mark!” she exclaimed excitedly.

Spike picked up the scroll and resumed reading. “You will note the band bears the Cutie Mark of Starswirl himself. I remember how he always wore it in my presence. I am sure he would have wanted you to have it.”

“Oh Spike, this is wonderful!” Twilight cried as the ring rose higher and slipped over the tip of her horn. “It’s like wearing a piece of history!”

Spike gave her an appraising look. “Twi, it looks good on you. I like how the silver sparkles in your mane.”

“Oh, I have to see!” Twilight wanted a mirror. There was a hoof mirror up in her loft bedroom. She reached for it with her magic. She reached again. She spread all four legs and really strained. Her heart pounded and she felt warm all over.

The magic was there, she could feel it. It was just on the very edge of blossoming forth, but she just couldn’t reach that peak. She tried again, panting from her exertions. “It, it won’t work!” she moaned, body trembling with the need to release. “The ring is a magic inhibitor!”

“Why would ol’ Beardy want to inhibit his magic?” Spike asked.

Twilight whimpered. She had to resort to sitting on her rump to use her front hooves to remove the ring. She released the pent up magic, and let out a cooing sigh as the release calmed her body while bringing her the mirror. “Oh goodness.” She whispered. “That was unexpected.”

“Are you okay?” Spiked asked worriedly.

“I’m fine.” Twilight replaced the ring. Carefully holding the mirror, she was thrilled to see how well it fit her horn. Something dawned on her and she laughed. “I think I understand!”

“I sure don’t!”

“Princess Celestia wrote that Starswirl wore this whenever he visited her.” Twilight giggled. “Remember, he was one of the most accomplished mages of his age, but he was also a stallion.”

“What does that have to do with the price of rubies in Manehattan?”

Twilight opened her mouth to answer, but snapped it right back shut. “Oh, nothing.” She said, while risking a very vivid imagining of Fluttershy posing for all of those fashion magazines in her short modeling career. Not a twinge from her cock, although she felt warmth growing between her hind legs and a definite twitchy urge to spread her wings.

It wasn’t just magic the ring inhibited. Starswirl must have had a serious crush on the Princess, and didn’t want to have it discovered! “It’s just something Starswirl used as an aid in concentration while discussing important matters of state.”

“I knew the old coot was a weirdo.” Spike laughed.

“Oh hush! Did the Princess say anything else?”

Spike looked at the scroll. “Only that she’s going to stop by and visit with you today.”

“She is?” Twilight reached for the ring, and made sure it was seated nicely at the base of her horn. “It’s a good thing I have this, um, I mean I hope the Princess thinks it looks nice on me!”

“I’m sure she will, Twi.” Spike looked a little bashful. “Um, do you mind if I take a little personal time since you’ll be busy with the princess?”

“Oh course not, Spike. You work so hard. You know I don’t mind if you take time off.”

“Oh good, Rarity asked me to come over and look at her list of foal names. She’s narrowed it down to three hundred.”

Twilight gulped. “You, you know?”

Spike looked up at his best friend and smiled. “Sure I know! Rarity is gonna get a visit from the stork!” He winked. “She’s a mammal after all, and I’m a reptile. We would have had to use a surrogate once we get married anyway. Until then, I’m gonna be a goddragon!”

Taking a deep breath, Twilight sighed. “Spike, I should learn never to underestimate you.”

“That’s for sure!” He sighed. “On sort of a related note, could you ask The Great and Powerful Trixie not to be so loud next time she, uh, ‘sleeps over’? Her begging and crying “Harder, harder, Trixie is a bad mare!” always wakes me up.”

Twilight felt her face grow warm. “I’ll cast a sound dampening spell next time, okay?”

“Thanks Twilight! I’ll see you later.”

Twilight watched her number one assistant skip off on his way to Rarity. “Spike is such a good friend.” She said with a smile. Her whole body felt warm as she inadvertently thought about Trixie’s secret submissive nature. “I don’t have a lot of time. I guess I better ease a little tension before the Princess gets here.”

Removing the ring from her horn, she immediately felt the familiar stirring deep inside as her penis emerged and began to engorge. “I better use the artificial vagina and pop off a quick load or two so I can calm down.”

Twilight summoned the spell and teleported to her bedroom. Shoving some books aside on the bed, she folded back a corner of her comforter to expose her little secret. There it was, ready for emergencies. The artificial vagina she had smuggled back from the Crystal Empire was ready and waiting, tucked between mattress and box spring, collection bag attached for filling.

“Oh, I wish one of my friends were here!” she moaned as she put her front hooves on the bed. Her horn glowed and the special apple scented lubricant Applejack had made for her flew to her exposed erection. “This is so much nicer than the original soothing oil.” She smiled; remembering how AJ had squealed when Rarity used her horn to pump the orchard fresh lube deep into the farm pony’s “South Forty” as Applejack insisted on calling her anus.

With a whinny of pleasure, Twilight pushed herself into the artificial vagina, and began to, as AJ would put it, “Buck the bed”. The snug pony made tunnel was no match for the real thing, but Twilight did find pleasure in its soft depths. Soon, the room was filled with a rhythmic bump-bump-bump as Twilight’s wild thrusting banged the bed against the wall.

Twilight thought of her friends while striving to hurry her release, but soon a problem she had recently been having reasserted itself. “No, don’t think about it.” She moaned, as images of Princess Celestia majestically raising the sun at the last Summer Sun Celebration invaded her fevered mind.

She tried to think less dangerous thoughts. “I, I wonder if I can risk making love to Luna again. I can’t let the Princess suspect anything though.”

Whimpering, Twilight cycled right back into thinking of her mentor’s grace, poise and beauty. “She’s so big, but in such a wonderful way. I, I’d have to stand on a box.” She whispered. “Maybe I could levitate while doing her.” She shook her head. “Stop that! The Princess is forever off limits!”

She forced herself to think about Pinkie Pie, and her willingness to try any position or object depicted in the Pona Sutra. Twilight had actually needed to put her hoof down last week. Pinkie saw one memorable illustration in that ancient tome and had asked if she could bring a randy manticore to the library!

A secret little thought about Fluttershy and her menagerie fluttered through Twilight’s mind. She shook her head again, mane flying as she pumped harder. “No, Fluttershy may love critters, but she doesn’t LOVE critters!”

Just as she turned her mind to Rainbow Dash, and her fondness of reading aloud from erotica while getting a good tongue lashing, Twilight felt two things. First, she was mere heartbeats away from exploding. Second, she felt the growing levels of ambient magic that announced the imminent arrival of her former teacher. “Oh crabapples!” she cried, jumping back from her bed. Her cock gave a few angry jerks, but thank goodness she managed to hold off from actually ejaculating!

Horn glowing bright, the ring flew to her and rammed back in place on her horn. Instantly, her cock softened and withdrew into her body. Still, Twilight quivered with repressed need. “No-no-no, I’m still all worked up! Why didn’t the feeling go away with the erection?” There was not a twitch from the cock within her body, but all that pent up energy seemed to be focusing directly in her marehood. “This isn’t good! I feel like I felt last summer when I was in heat and saw Big Macintosh working himself into a lather while plowing!”

Twilight whimpered. Thank goodness she had been downwind of the stalwart sweating stallion. His strong clean musky scent was so enticing, but if he caught one whiff of her at that time of the month, Big Mac would have run for the hills to avoid the embarrassment of being tempted by somepony other than Cheerilee! Twilight had ‘casually’ gone home to the library, and spent a good part of the day humping on a pillow to ease the needs within.

She heard the magical discharge, and felt the change in air pressure as a teleportation spell completed. “Good afternoon, my dear Twilight.” Princess Celestia called from the library proper.

Reflexively, Twilight attempted to teleport to her beloved Princess. That was a mistake. She moaned as the feelings of denied need intensified while she remained in her bedroom. Trying to ignore the growing warmth of her body, she hurried to join her guest. “Good afternoon, Princess!” she called breathlessly as she trotted down the stairs. “It’s so good of you to come.”

Celestia smiled at the young princess. “Twilight, Starswirl’s ring suits you. You look lovely.”

“Thank you, Princess.” It took all of Twilight’s willpower not to bow. Princess Celestia had told her many times since her Coronation that bowing was unnecessary between Alicorns. “It fits me perfectly too. See, its snug around the base of my horn, yet rests lightly right on my head.”

“I thought it would, my dear.” Celestia smiled. “It never would fit me.”

“That’s because your horn is so big.” Twilight could kick herself with all four hooves for the sound of longing she heard in her voice. “Not that I was comparing or anything!”

“I think you already know that it is not the size of the horn, but how you perform the magic.”

“Yes Princess.” Twilight tried to ignore her racing heart and trembling body. Oh great! She shifted her hind legs, hoping against hope that she was imagining how strong the scent of her arousal was. Drat, why did she have to be starting her heat today? “Can I get you anything?” she asked while trying to think only about magic kindergarten, and other scary subjects.

“Twilight, there is no need to go through any trouble. I would like to just relax and take tea with you.”

Twilight gulped at the phrase, desperately trying to ignore the private meaning it had between her and her friends. “Yes Princess. A cup of tea would be wonderful!”

Galloping to the small kitchen, she physically had to grab the kettle and put the water on to boil. She didn’t dare remove the ring. If she did, she might lose all control and humiliate herself by trying to mount the Princess!

Celestia joined her. Twilight noticed the slight flair of her nostrils, but her mentor only smiled kindly. “My dear, are you troubled? You seem quite out of sorts.”

“I, I’m fine!” Twilight nearly shouted, while trying to get the tea leaves into the tea ball without the aid of magic. Spike always made it look so easy when he did it with his claws. “Well, maybe I’m a bit nervous. I’m still not used to the whole princess thing. I wouldn’t know how to rule a realm!”

“Twilight, you have nothing to fear. Cadence was the natural choice for me to send to watch over the Crystal Empire. That does not mean I will ship off any new Alicorn that may ascend. For the time being, you are the unofficial Princess of Ponyville. Have you not noticed how Mayor Mare seeks your council lately?”

Twilight grinned sheepishly. “She’s very nice about it, but insists I sit in on the monthly town meetings.” She smiled. “I have to admit, I’m stating to enjoy it. I like being able to offer advice, and everypony is so kind.”

“You sound quite like your esteemed sister-in-law. I knew that the Crystal Ponies would be taken with her charm.” Celestia smiled. “By the way, I visited with Princess Mi Amore Cadenza the other day. She is doing quite well.”

“She’s beautiful!” Twilight said without thinking. “Oh, I, I mean she’s doing beautifully. She gets lots of exercise and is eating right.”

“Yes Twilight, she is certainly doing her best for the foal you so lovingly gifted her.”

“I think of it as Shining Armor’s foal!”

“As do we all, my dear Twilight.” Celestia paused. “How are your friends doing?”

“Oh, everypony is fine! Rarity complains about her weight gain, and Pinkie Pie has the strangest cravings you’ve ever heard of…” Twilight froze, realizing what she had just said.

“My dear, I had meant to ask you. How many foals have you sired?”

“Nine foals.” Twilight said in a whisper as soft and hesitant as Fluttershy’s cheering. “Could you grant me just a few moments to pack some books and say goodbye to my friends?”

“Where are you going, Twilight?”

“Wherever you banish me to!” she wailed. “Oh Princess, I’m so sorry!”

“Twilight, did I not tell you that whatever happens between consenting ponies, is their own personal business? Why would you think I would be angry with you now?”

Tears filled her eyes. “You don’t know the worst! I, um, me and, uh, Luna! Luna is one of the nine! She’s carrying my foal!”

“Yes Twilight, my little sister is quite smug about it too.”

“You, you know?”

“Why of course, my dear. Luna and I discussed her plans at great length, right after you left on your secret errand to the Crystal Empire.” Celestia smiled. “Nurse Redheart is quite a good influence on my sister. Luna is becoming more her old happy self.”

Twilight took a deep breath. “I’m so glad.”

“My mischievous sister did ask me for a slight favor this morning before she retired for the day.”

“What was that, if you don’t mind me asking?”

“Luna wishes me to ask if you have forgiven her yet for drugging your tea.”

Twilight shook her head. “Of course I forgave her! Why would she think otherwise?”

Princess Celestia actually giggled. “I suspect it is because you never arranged for another tryst with her. The poor thing feels neglected.”

“I was afraid you would find out and be angry!” Twilight cried. “I wasn’t upset with Luna at all!”

“Perhaps you should tell her that.” Celestia leaned down and rested her neck against Twilight’s. Her nostrils flared again. “Twilight dear, you are in heat.” She whispered softly.

“I’m sorry Princess. I must be whiff. I’ll go take a shower.”

“No, that is not necessary.”

Emotionally, she was relieved, but physically, Twilight was still all atremble. “I guess nine foals are a little excessive.” She blurted out. “Um, maybe I should shut up and finish making the tea.”

Celestia laughed. “The adorable little filly with the astounding magical potential surely did live up to the destiny I suspected was in store for her.”

“Thank you, Princess! I promise to be very careful from now on!”

“Twilight, there is no need to apologize.” Celestia leaned down again. Her lips brushed Twilight’s ear as she whispered. “I see no reason why there can not be ten foals in the Twilight Sparkle lineage.”

All four legs seemed to turn to rubber. Twilight nearly collapsed to the floor. Warm sweet breath in her ear sent delightful shivers up and down her spine. “Princess, what are you saying?”

“Would you not like a tenth foal, Twilight Sparkle?”

Twilight closed her eyes and tried to clear her mind. It was no use! Did Princess Celestia actually want to breed with her? She felt her arousal grow. She lowered her head and peeked at the floor below her. “Oh dear.” She was standing over a small puddle of clear viscous fluid. Her marehood was so wet she was dripping!

“Let us leave the kitchen, my dear Twilight. Do you not find it rather confining?”

“Uh-huh.” Twilight whispered, unable to fold her fully extended wings. She glanced up at her mentor, and giggled. Princess Celestia looked like she was about to take flight! “I, um, let me lock up the library.”

Twilight galloped to the library’s entrance. She tried to magic the door locked, only to whimper at the feeling of magic denied. She used a hoof to shoot the bolt, and then used brute force to shove a small bookcase in front of the door. “Sorry Spike. If you get home early, you can just go visit Pinkie Pie, or go back to Rarity.” She whispered. “Nopony must see Princess Celestia being a broodmare!”

Celestia strode majestically into the library’s main room. “Starswirl’s ring really is very becoming on you.”

Twilight sat on her haunches and lifted her front hooves. “I have to take it off though, Princess.” A yellow glow enveloped her hooves, and gently pushed them downward. “Princess, I have to take this off!”

“Twilight dear, I would rather you leave it on.”

“Princess, I can’t do anything while wearing it!” She got up on all four hooves. “My, uh, my thing, it won’t come out while the ring is on my horn!”

“That I know. Starswirl the Bearded created that ring, because he knew I did not think of him in that way. The poor dear was very attracted to me, but had no wish to embarrass himself with an unsightly public display.” Celestia let out a long shuddering breath. “He had a slight lacking in self control.”

Twilight stared in frightened awe as a huge white shaft slowly emerged from the princess’s graceful body. In seconds it had throbbed fully erect. “Oh, oh wait! I, I thought I would, um, oh dear, oh dear!”

“Twilight, I have watched you grow from an adorable inquisitive filly, into the beautiful mare you have become. A cross between your line and mine will surely be somepony special.”

“What about Luna?” Twilight cried while backing up into a bookcase. “Our lines are already crossed!”

“My dear sister stole a march on me, I admit.” Celestia smiled. “I can hardly fault her for that. She is so very happy at the thought of becoming a mother.”

“But, but, but, I don’t want to be a broodmare!”

“Twilight, do you think less of your friends, your lovely sister-in-law, our dear friend nurse Redheart, my sister, or that astounding reformed showpony, the self-styled Great and Powerful Trixie?”

“No, I wouldn’t think less of anypony for having a foal!” Twilight froze. “Wait, you know about ALL of them?”

“Do you not find pregnant mares to be simply lovely? When I noticed that practically every mare you know has started to show a tummy shortly after your becoming, it was not hard to figure out the reason. After all, did I not witness a rather intimate gathering of you and your esteemed friends?”

Eyes wide, Twilight stared at the majesty of the aroused princess. Her heart pounded, but her fear lessened when she realized her mentor was making no move to come closer. “Princess, I, I don’t think I’m ready for this.” She said softly.

Celestia sighed. “I understand, my dearest Twilight. Have no fear. I will not rush you.” She smiled. “I have waited long. I can wait longer.”

There was something in that lovely voice. There was a far away look in those beautiful eyes. Twilight couldn’t help asking. “How long Princess? How long have you waited?”

Horn glowing yellow, Celestia smiled a sad little smile as her penis withdrew under the influence of self induced magic. “Twilight, you need not worry about me.”

“Princess, please answer me!”

Closing her eyes, Celestia was quiet for a moment. “Long ago, there was a pony. When I and my sister first came to the aid of Equestria, I met an inquisitive Unicorn who seemed fascinated by my command of magic. With her mentor’s blessing, I taught her spells undreamed of in that time and place.”

“Were, were you two friends?” Twilight asked in a whisper.

“We were more than friends, my dear Twilight.” She smiled. “When you performed the role of Clover the Clever in last year’s Hearth’s Warming Eve Pageant, it was as if the long centuries had melted away.”

“When I was studying genealogy records a while back, I discovered that Clover the Clever is a distant ancestor of mine.” Twilight’s face grew warm. “She had one foal, but there’s no record of who the stallion was.”

Celestia sighed. “I chose to keep my futanari nature secret. Clover respected that, and never told a soul. Starswirl the Bearded had the good grace to just smile when ponies suspected he was the father. I do believe that rascal suspected my true nature, and did his best to head off any rumors and suspicion.”

“Then that means we’re related!”

“Twilight, with each passing year you become more like her.” The princess sighed again. “You would think my long life would have granted me a little more wisdom. You are not she, Twilight. Forgive me for this brief moment of foolishness.”

Twilight’s heart pounded. Princess Celestia was smiling again, but her heart must be feeling so lonely. She was still afraid of that huge snow white member, but her own needs were starting to override that fear.

“Princess, you could never be foolish!” she exclaimed rather forcefully.

“I thank you for your loyalty Twilight, but all else aside, I am still only equine.”

Was this what she had been waiting for? Twilight tried to analytically analyze her situation. The trembling of her body and the racing of her heart prevented rational thought. Of course it was! No stallion deserved the precious gift she had to give! It was something a mare could only give once in her lifetime. Who better to receive it than the wonderful teacher that had set her on the path leading to the magic of friendship?

Hardly knowing what she was doing, Twilight nervously shouted “Sunshine, sunshine, ladybugs awake. Clap your hooves” She abruptly spun around. Lowering her head, she lifted her hindquarters high. Swaying her rump from side to side, she thrashed her tail back and forth. “And do a little shake!”

Celestia couldn’t help herself and laughed. “I am not your sister-in-law. I think I will not join in the tradition. Ponies would be startled if they saw their ruler indulge in such delightfully whimsical nonsense.”

That edgy breathless pent up feeling growing ever stronger, Twilight came very near to glaring at her mentor. “I, um, I’m trying to seduce you, Princess! My BBBFF loves seeing Cadence do that!”

“I am quite sure that he does. Shining Armor is a stallion of good taste. That is why I suspect he enjoys seeing you perform the ritual as well.”

Feeling quite embarrassed, Twilight turned to face Celestia. Her eyes opened wide. “I, um, I guess it worked.”

Celestia smiled, once more proudly erect. “Do not doubt it, my dear Twilight.” Horn glowing, the princess started to lift the ring from Twilight’s horn.

“No Princess!” Twilight shouted. She abruptly sat on her haunches. Grabbing the ring with both front hooves, she fought a losing battle to hold it in place. “As a futanari I sired nine foals, but as a mare I am still a maiden! Princess, let me be your mare!”

Celestia took a deep breath and the glow left her horn. “I suppose you have learned the effect such words have on a futanari, have you not, Twilight?”

“Yes Princess. I am untouched.” Feeling like her face was glowing, Twilight felt the need for an addendum. “Um, unless tongues count, that is.”

“Tongues most certainly do not count, my dear Twilight.”

“Oh good, I was worried a little about that.” Twilight grinned sheepishly. “Princess, would, uh, you like to come up and see my etchings? I have several from the castle in the Everfree Forest.”

“I would very much like that, Twilight.” Celestia said softly.

Forgetting herself, Twilight attempted to teleport them both upwards. She nearly sank to the floor, while letting out a keening little squee.

“Twilight, are you alright?” Celestia asked as she extended a hoof to steady her former student.

“Yes, I’m fine.” Twilight whimpered softly before continuing. “I keep forgetting that Starswirl’s ring inhibits magic too. It’s very frustrating.” She lowered her head and continued in a softer voice. “It’s maddening! It lets you get almost there. You can feel the magic building. You can almost taste it. You get right to the very peak of the spell, but then there’s no release!” She lifted a hoof. “See? It has me all shaky!”

Celestia leaned against Twilight. “Do not worry. I know the way.” There was a bright flash. Both ponies vanished, to reappear in Twilight’s bedroom. “You really do have etchings. I remember these, how lovely to see them again!”

Twilight smiled. “Since I’m all fetlocks when it comes to craftwork, my friend Rarity was kind enough to restore them for me.”

Celestia giggled. “You simply must show this one to my sister. When Luna was a filly, she was always a bit frightened of The Hall of Hooves.”

As the princess surveyed the beautifully framed pieces of art, Twilight scurried around trying to tidy up. “Sorry about this!” she said while attempting to straighten one of the stacks of books scattered around her bedroom. Her shaky hooves only succeeded in toppling it over. “I wasn’t expecting company today!”

“Have you forgotten? I have seen your suite at the castle many times. It was only on his last visit that Spike managed to finally return all of the books to the library proper.” Celestia said cheerfully. “Twilight, I know you are never truly comfortable unless you surround yourself with books. I fondly recall the intricate book forts you would construct to nap in as a filly.”

“Princess, I can’t relax!” Twilight suddenly wailed. Is this what Fluttershy feels when struck with the need to be serviced? “I think I’m going crazy! My heart’s racing, and my body feels like I’m about to spontaneously combust!”

Celestia gently touched a hoof to Twilight’s shoulder. “Perhaps I might help, my dear Twilight, if I may.”

Twilight looked up at her former teacher and moaned. “Oh, yes please!” Flapping her wings excitedly, Twilight dared the unthinkable. She rose up on her hind legs and kissed the Princess of the Sun!

Student and teacher whinnied softly as tongues gently met and explored. A timeless moment later, they drew apart. For just a second, a silvery strand of saliva joined their tongues, tip to tip.

“What’s next?” Twilight asked in an almost reverent whisper.

“One who sired nine foals does not know what is next?” Celestia answered in a low and husky voice.

Twilight trembled. “I, I know what’s next, but how will we do it?” She whimpered. “I’m too short for you! Maybe I should stand on some books.”

“Nonsense, my dear Twilight. You are actually a bit taller than your delightful ancestress.” Celestia’s horn glowed. “I will tell you what I told her, when she posed that same question. All mares are the same height when lying on their back.”

Twilight couldn’t help a soft squeal when the magic effortlessly lifted her. She saw the dozen odd books on her bed simultaneously levitate. They wove intricate patterns through the air before neatly arranging themselves onto the various stacks around the room, each one landing in perfect unity with the others. Then, the stacks neatened to mathematical precision. The princess wasn’t even looking! Twilight could only marvel at her mentor’s exquisite control of the spell as her body slowly rotated until her hooves were pointing toward the ceiling.

One book suddenly returned. “Goodness me, that brings back memories.” Celestia said as she shifted the book for Twilight to see.

“You know about “Rode Hard and Put Away Wet”, Princess?” Twilight asked as she read the title upside down.

“Shortly before my dear sister became Nightmare Moon, she enjoyed a brief literary career. I have often wondered if her rebellion may have been caused in part by my insistence in her writing under a nom de plume.”

“Princess Luna is Mistress Unicorn Whip? But she was a maiden until, um, she and I, well, you know!” Twilight nearly shouted. “How did she write in such vivid detail?”

“You forget. My sister is also the guardian of dreams.”

“Oh.” Twilight whispered, thinking about some of the strange things she had dreamed since becoming a futanari. “I guess that would explain it.”

The book went sailing back to one of the stacks. “If she chooses to write again, I will not oppose whatever name she may choose to put on the cover. That is just one of the many things we discussed while becoming reacquainted after you returned her to me.” She smiled. “Perhaps my sister would even wish to autograph your copy. She must know from your dreams that you have read it.”

Twilight giggled as she was gently deposited on the bed, her wings spread wide beneath her. “I’ll ask Luna if it’s alright to tell Rarity and Rainbow Dash. They’ll both be impressed!”

I am sure they will be.” Celestia’s horn glowed again, and Twilight repositioned on the bed. “Are you frightened, Twilight?”

“No Princess.” Twilight fibbed as she found herself with hind legs sticking straight up, and her rump positioned right at the edge of the bed. Her tail hung down to fan out on the floor below. Twilight opened her eyes wide as Celestia stepped up and put her front hooves on the bed.

“Now more than ever, speak truth to me, Twilight.”

Twilight turned her head to stare at the glittering gold of her mentor’s ornamental shoes, while trying to avoid looking at the huge snow white shaft poised above her. She was sure that the beating of her heart was sounding loud in the loft. “Princess, I, I might be scared just a little bit!”

“Shall I wait?” Celestia said kindly. “I will not pressure you.”

“No, I can’t let you wait any more, Princess!” Twilight cried. She couldn’t bear the thought of her beloved teacher going so long without knowing the true joys of friendship. “I’m not scared at all, just, um, please be gentle with me!”

Celestia leaned down and kissed Twilight. “Oh course, my dearest Twilight. I am just waiting for you to welcome me into your body.”

Nervous and trembling with her own need; Twilight lay still for a moment. Then, she spread her hind legs wide. “Please Princess, Accept the gift of my body! I, I want you to be the one to claim my maidenhood!”

Celestia stepped back as her horn glowed brighter. “Twilight, you are jut as lovely as your beautiful ancestress.” Her engorged member pointed downward. The flat blunt end rubbed gently over Twilight’s dampness. “Oh, it has been so long, my dear Twilight!”

“How will it fit?” Twilight cried. The needs of her body had replaced the fear of being penetrated by that snow white shaft, with the fear that it would never be able to enter her soaked marehood! “This isn’t going to work!”

Princess Celestia bore down on Twilight. “Relax for me.” She said softly as her magic eased Twilight’s hind legs even wider.

Whimpering, Twilight stared up at her beautiful former teacher. “I, I’m trying, Princess! I really am!”

Celestia’s nostrils flared with her restrained effort as she allowed herself to give just a short jab of a thrust. The flat head of her cock pierced Twilight with a sudden popping sensation. “That’s a good filly!” she whispered as she waited for her lover to acclimatize to this new experience.

“Princess, oh Princess, it’s in me!” Twilight squealed as she left maidenhood behind. There was a sharp sort of tearing pain when her precious hymen was torn, but how could that compare with the loneliness her beloved ruler had endured? “It didn’t hurt! I promise I didn’t hurt at all!”

“There was bound to be some discomfort, my dearest Twilight.” Celestia said softly. “There is no need for dissembling between friends.”

“It, it only hurt a little!” Twilight amended, as she stared down her body at the sight of the broad head of that glorious cock stretching the lips of her marehood wide. She gulped. “More? Can, can I feel more?” she asked almost timidly. “I, I really would like to!”

“As would I, Twilight!” Celestia eased inward, relishing the sweet warm snugness of her former student. “Oh Twilight, you are just as delightful as she.” she sighed as her hardness was enveloped.

Twilight watched as the huge staff moved. She could see it making her tummy bulge as more and more pressed deeper and deeper. “Oh Princess, you’re filling me!” she moaned. “How could it fit? How can it feel so good?”

“You are so like her.” Celestia said in breathless delight. “Twilight, you are beautiful!”

Withdrawing, Celestia’s shaft glistened with Twilight’s freely flowing nectar. She thrust again, this time even deeper. “Twilight, tell me if it is too much.” She said huskily.

Writhing on the bed, Twilight was suspended somewhere between fear and ecstasy. Shouldn’t such a massive shaft hurt her? How could this possibly be giving her only pleasure undreamed of? Could it be due to her Alicorn status? Whatever the reason, Twilight could only be thankful! “I, I can take more!” she said with a moan. “Honest Princess! More can go in me!”

Celestia pushed deeper still. The lovers both whinnied when the broad flat head snuggled up against the mouth of Twilight’s womb. “That is all I can give you, Twilight.” She said huskily, two thirds of her shaft sheathed within her former student. “Oh, I have not felt this bliss in nearly two thousand years!”

Staring up into beautiful purple eyes, Twilight almost lost herself in the happiness she saw there. “I’m here for you!” she cried. “Princess, I’ll be your mare any time you want me!”

Celestia began to thrust in and out of Twilight with a slow steady pace. “Fear not, my loyal friend, this shall not be the only time we explore our friendship!”

Twilight panted as the princess moved above her. The lovely otherworldly mane brushed against her fevered face. The sensation somehow heightened the sensual energy that seemed to be flowing through every fiber of her being.

Celestia firmly yet gently sought her ease in Twilight’s lovely body. Surprise registered on her face when she saw a bright magical spark suddenly shoot from Starswirl’s ring. That should not be able to happen. Twilight’s potential seemed endless! She tried to restrain the need for release within her own body as she increased the urgency of her movements.

Twilight whimpered. She could feel it! She wanted it so bad, yet despite how good the princess was making her feel, that blessed moment of joy seemed just out of hoof reach! It was by far worse than the sensation of magic denied! “Please Princess, harder!” she begged. “I, I need to get there!”

“You will, my dear Twilight!” Celestia said gruffly as she tried to pace herself. It was so hard to hold back after all of those long centuries! “I have confidence in you!”

“Princess, I, I gotta take the ring off!” Twilight wailed as her body quaked from the pleasure locked just beyond her. She raised her trembling hooves to her horn. “I need to get it off so I can do it!”

“No, Twilight!” Celestia snapped. “That is not the way for you!” Her horn glowed and the magic shoved Twilight’s hooves away from her horn.

“I need it off!” Twilight begged. “Please Princess, let me orgasm! I need it so badly!”

Celestia was panting nearly as loud as Twilight. She needed to hold back! For Twilight’s sake, she needed to last long enough! “Find the power within you!” she shouted. “Twilight, find it and channel it!”

Tears of frustration were flowing from Twilight’s eyes. “I can’t! Princess, please help me!”

“You must help yourself!” Celestia commanded, risking losing her own precarious control by ramming her cock in a little harder. Each stroke brought the head of her throbbing shaft to press against Twilight’s cervix. It was almost as if they were kissing. “Twilight, I order you to find that power! Find it and use it!”

“I, I’m trying!” Twilight wailed as more sparks shot from the now glowing ring. “I’m trying so hard! Princess, I wanna orgasm! Please let me do it!”

Celestia groaned. She could not hold out much longer! There had to be a way she could help Twilight take this next step! “Twilight, release with me! Release with me the way Clover the Clever did! Please, I must know that feeling again!”

Her princess needed her! Twilight rolled sensually with every thrust of her lover, as she fought to bring on the climax that just wouldn’t arrive! Mewling and whinnying, she closed her eyes and felt the power flowing in her soul. “I, I, I’m gonna cum!” she cried. Her eyes opened, and they glowed brightly with the pure white light of untapped magical potential.

“Yes Twilight, find the way!” Celestia cried as her cock gave a mighty jerk.

The ring mirrored the glow in Twilight’s eyes. There was a tremendous crackle of discharged magic, and Twilight let out a scream of triumph.

Celestia felt the sudden change in atmospheric pressure, and ignored it. Twilight’s rippling sheath was milking her, and she could no longer hold back! She thrust in, nearly burying herself completely within Twilight as her body went rigid. Hot and thick, her semen blasted free in pulse after mighty pulse. The Princess of the Sun cried out in wordless joy as she once again knew the pleasures of ejaculating within another pony’s climaxing body.

Twilight couldn’t even think! She felt her cock emerge and engorge with a speed she had never known. As her body was consumed in the orgasm of a mare in heat, her shaft joined in and began to shoot massive ribbons of pearly white fluid in long wet streams.

As her own orgasm eased, Celestia looked down between herself and Twilight and watched proudly as the lovely purple penis erupted from Twilight’s body in one smooth thrust. The first jet of semen spattered all over her face with no warning. Then another, and another after that, added to the heavy liquid anointing her. Celestia did the only thing she could do. She opened her mouth wide and accepted what she could of the warm liquid Twilight was so frantically providing.

Wailing, Twilight’s body throbbed as the fluid continued to spurt from her dancing jerking cock. It went on and on. In a deep corner of her mind, she feared that this would be her end as her body just kept on pumping! Each beat of her racing heart heralded another massive spurt, until everything seemed to grow dim and slip away.

“Twilight, Twilight dear, it is time to wake up.”

Moaning, Twilight slowly opened her eyes. “Did I die?” she asked thickly. She abruptly sat up. “I don’t want to go to heaven this thirsty! I’d be all cross and wouldn’t enjoy it!”

“Calm yourself Twilight. You did not die.” Celestia laughed. “I am not surprised at your thirst though. You may be suffering from a slight case of dehydration.”

Twilight looked around. “How did we get here?” she asked when she noticed they were in her old bedroom in Canterlot Castle. “Oh my.” She said softly. The bed was simply coated with goo. She put a hoof to her face, and brought it away slimed with her ejaculate.

“You brought us here, Twilight. My belief is that you wished to protect your books from damage. I was most impressed.”

“I brought us here?” Twilight turned and noticed something else. “Oh Princess, what have I done to you?”

Dripping, Celestia smiled. “Nothing a nice bath will not correct, my dear Twilight.”

“But your mane, your lovely coat, I, um, I befouled you!” Twilight felt like sinking into the floor. She had always thought her semen was white. Now it looked so dingy and tinged with a touch of yellow as it dribbled in gooey tendrils down princess Celestia’s snow white face and neck. It was even hanging in nasty clumps from her mentor’s glorious mane! “Oh, I am so very sorry!”

“Nonsense, Twilight.” Celestia giggled like a school filly. “You have done nothing I have not done to myself many times over the centuries. I must admit that your yield has surprised me though.”

“You aren’t angry?” she asked as she reached out and used her magic to get a towel from the bathroom. She smiled sheepishly as princess Celestia took it and wiped off her face. “Thank you. Thank you for taking that accursed ring off me too! I think I almost went crazy when it wouldn’t let me, um, do anything.”

Celestia’s horn glowed, as a droplet of semen dripped from the tip. “Twilight dear, I removed nothing.” A hoof mirror drifted over from the dresser. “You are still wearing Starswirl’s ring.”

Twilight looked in the mirror floating in front of her face, and gasped. “It isn’t silver any more!” The ring looked exactly the same, but now gleamed with the warmth of gold. “I ruined it!”

“I would hardly call it ruined, my dear. You have only converted it from a rather odd magical device; to an inert yet lovely horn ornament.”

Twilight stared. It did look better in gold. “But how?” she finally asked. “I hardly knew what I was doing!”

“Twilight, as you nullified the inhibition of the ring, the sheer power of the magical blast transmuted it from silver to pure solid gold. You then safely dissipated the massive power surge by teleporting us both to Canterlot.” She smiled. “All while in mid orgasm, I might add. As I said, I am most impressed, and very proud of you!”

She couldn’t help smiling at her mentor’s praise, but that smile froze when she glanced down her sweat matted coat to see the semen oozing from her sated vagina. “Uh-oh, I, um, kinda forgot about that. Princess, I’m in my heat! What will ponies say when my belly starts to grow?”

Celestia kissed Twilight’s worried face, tasting the salty musk of the semen adorning it. “Twilight, you are a princess. Ponies will say nothing.” She smiled. “Are your nine friends worried over what other ponies might say about the foals they are carrying?”

Twilight sat quietly for a moment. Slowly, a smile spread over her face. “Princess, from now on, ten is my lucky number!”

Celestia smiled as her shaft once again emerged and grew hard. “If that is the case, we had better make sure the deed has been done, my dear Twilight!”

“Yes Princess! Yes we should!”

Hours later, cleaned up and refreshed after several apples and nearly a gallon of water, Twilight teleported all the way back to her bedroom in the library. She was justifiably proud of herself for covering such a great distance in one burst of magic. She felt weak in the knees after such a sensual release, but it was still one of the easiest teleports she had ever achieved!

Sure she had made it as far as the edge of the Everfree forest under the strange effects of Zecora’s potion, but now she could go even farther using nothing but her own magic. She even managed to carry Princess Celestia along on her exciting first direct Ponyville to Canterlot jaunt!

Her increase in range would sure make things easier when Princess Celestia needed a special loving friend to secretly visit her bedchamber! Not to forget Luna’s bedchamber as well, or any of her other dear friends bedrooms! Perhaps someday, she could even reach as far as Cadence and her brother in the Crystal Empire! Twilight heard a pounding and hurried down the stairs.

“Sorry Spike.” She called as she effortlessly levitated the bookcase from the door.

Spike hurried in when the bolt released. He looked up at Twilight and scratched his head. “I could have sworn ol’ Beardy’s ring was silver. Didn’t you like it? Did Princess Celestia let you exchange it for another?”

“Don’t be silly Spike. This is Starswirl’s ring.” She paused for a moment. “Did you happen to bring back that list of foal names from Rarity?”

“Nope, why would I?”

“Oh, no reason Spike.” Her face felt warm. She would have to think of something to tell everypony once her belly started to grow. Just as Clover the Clever had, Twilight would forever honor the request Princess Celestia had made for her to keep the true sire of her foal a secret! “I’d just like to study it, is all.”