Mares: Heated Moments

Chapters

Scratching Vinyl's Itch
Roleplaying with Rarity
Spitfire is all wet
Fleur Plucks a Cherry
Dirtyshy
Baking Pinkie's Pie
Sad, Silly, Sexy, Storm.
The Mare in the woods
Making love to the Camera
Drunk and Horny!
Cello Lessons
In the Heat of The Sun
Table of Contents, Prologue

Scratching Vinyl's Itch

Vinyl Scratch: Premier Equestrian DJ. She is trying to get some work done when she realizes that some pretty heavy feelings are going to get in her way. Now she needs to find somepony, or someone to help her out.

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Vinyl Scratch stood there at the mixing board. Her head phones were a blaze with the sounds of her latest tracks, one that she was rather fond of to the point that it was making her flank shake back and forth. Her hooves danced all around on the mixing device, adjusting the sliders and knobs as she saw fit to make sure the sound quality was the absolute best. She wanted to make sure that this new series of recordings were her very best, as this was her very first collaboration with an actual Human DJ.

"Aww yeah!" she shouted as the track came to a thumping end, making her pull the head phones off, and place them on the mixing board. "These beats are so hot! Plots are going to be dropping like bombs when I hit the clubs with these." That's when she noticed something very odd. She couldn't quite place it, but as she looked around the enclosed basement studio, she knew that she had an odd feeling about her.

"Jeez, speaking of hot," she said to herself while reaching her hoof up to her brow. "Did somepony turn up the heat in here?" She took in a deep breath, then started to look around the room for a thermostat. Seeing the knob on the wall, she quickly trotted over to check and see if it was the room, or her. Looking at the temperature in the room, she got a confused look in her large red eyes as it said it was actually rather cool. "Well, if it isn't this thing. Why is it so-" Her eyes went wide, and her pupils dilated to specs as she felt a now very familiar sensation, one that she was hoping would not show up for a while.

"Oh no!" she gasped out, panic starting to set in as the funny feeling began to grow to a very deep warming throb between her legs. "Oh no, no, no! Not now!" She began to pace back and forth, often times running in place as the reality of her predicament finally took hold of her. "Arrgh! I can't go into heat now. I have so much stuff to do! I can't be locked up with some stallion for over a week while this stuff is getting mixed." That's when another thought came into her head: her Human DJ partner was coming here today. He would be here in mere minutes according to the clock on the wall.

The heat was getting stronger by the second. The more she thought about it made it even worse. Thoughts of being tossed to the ground and dealt with by some strong stallion. Not thinking about it didn't help either. The more she tried to think of anything else, the more her body tensed and tingled letting her know of her desire to be bred. Then something shot into her head that made her moan out loud, the thought of her Human friend getting ready to show up. She had never been with a Human before, and he was going to be here very soon.

"Oh my gosh!" she said while shaking her head back and forth. "Stop it Vinyl. He's a Human, you're a Pony. You two are so different it isn't even funny!" Even more minutes past by, he was late. This made the anxious Pony let out a sigh of relief. "Maybe he isn't coming today," she mumbled to herself, more surprised that she was disappointed in that thought. To both her glee, and dismay, she heard the upstairs door open, then come to a close. It was then the tell tale foot steps of her Human friend that came down the stairs. Each of his shoed feet making loud thumping noises that resonated in both her ears, and her loins.

The door to the basement swung open wide and fast, showing the Human DJ come bounding in with a quick shuffle of his feet, as if he was dancing to music that was only heard by him. "Alright alright! DJ Thumper has arrived. Time to make history up in here!" After making his grand entrance, he was a little disappointed that no one was around to see his theatrics. There were no other Ponies here like there normally was, only Vinyl, who at the moment had her face almost buried into the mixing board with both her headphones, and trade marked glasses on.

"Well I am depressed. Entrances like that just don't come along every day!" There was still no reaction from Vinyl who appeared to be looking at nothing on the board in front of her. "Hey Vinyl," He said making a small wave in her direction. She didn't move, or even take notice of his gesture. "I said; hey Vinyl," Still nothing from the mare. "Vinyl!" This did make her look in his direction, but only for a quick moment before darting her gaze back down to the knobs and sliders.

"Oh, umm, h-hey there Eric. I didn't hear you come in." She knew she was in trouble, as even the innocent everyday use of the word 'come' made her squeeze her back legs together. Her senses were alive to their upmost. She could smell him, taste him in the air, even looking at him for that one second almost turned her into a lust driven monster. "So yeah, I am just kinda, umm, you know." Her mind was a complete train wreck, she couldn't find the right words to say. It was really making her feel vulnerable. A feeling that was turning her on far past anything she remembered feeling before.

"Mixing?" he said with a sarcastic tone to finish her broken sentence.

"Mixing! Yeah mixing these tracks. So you know. If you want to just go over there to the couch, and like n-n-not come over here. That would be just super cool." The whole mentality of 'out of sight, out of mind' was her defense now. As long as he was over there on the couch, not saying anything or moving, she might be fine. That's when the thought of him on the couch came to her brain; laying there, naked. This made her focus everything she could on one particular slider on the board, though for the life of her she couldn't remember what it did.

"Pfft, whatever marefriend," Eric said in a lispy voice. "You know I want to hear what you have been doing. I want to see if you fixed those lows in track three. Been bugging the hell out of me." Before she could say anything to stop him, he rushed over, and pulled the headphones from her ears. The sensation of feeling the warm soft foam caress her ears and mane almost made her drool. Eric then placed one of the cups up to his ears, and got a very baffled look on his face. "Yeah, so Vinyl. I know Ponies can hear better than Humans. But I am pretty sure there's no music playing in these."

"No?" Vinyl said, trying to copy the look he had on his face. She then let out a quick giggle. "Oh, that's right. I didn't turn any on."

"Kay, why?" He asked with a bend in his neck to show his confusion was only growing.

"I umm, forgot?" she answered with a massive smile.

"Right. I think you are being a silly Pony." As he said this, he began to reach out with his hand; aiming directly for the top of her head.

'Don't scratch my ears, don't scratch my ears, don't scratch my ears. Oh sweet wubs he's scratching my ears!' His five fingered caress was almost enough to make her tackle him right then and there. She would use her magic to destroy the clothes on his body, then plow herself down on him, and do whatever it took to satisfy the raging inferno that demanded his seed. "Hey!" she screamed, making Eric rip his hand away in a way to where he thought he was going to get bit. "You know what would be awesome?"

"A non-crazy Pony?" he said with a single nervous laugh.

"Some cupcakes!" she shouted, putting way more emphasis into it than she intended.

"Right. I am still leaning towards the non-crazy Pony part."

"Nah it will be great. You run over to Sugar Cube Corner. Get some for us. And some ice water, lots, and lots of ice water." She gave him one more quick smile, then reached up and grabbed the headphones, throwing them back on her head before looking back down at the board.

"Well, okay then. Guess I am off to get cupcakes." Eric said as he pursed his lips together, looking from side to side. He started to walk past the door, then saw an opportunity that he could not pass up. As he walked behind her, he made a fast motion with his hand. He brought it down in a wide swoop, then slapped her directly on the cutie mark.

"Unngh!" Vinyl shouted in a loud moan. She then slammed her head to the board, and covered it up with her hooves.

"Umm, jeez," he said as he reached up with one of his hands, and started to rub the back of his neck. "I'm really sorry Vinyl. I was just playing around. I didn't hurt you did I?" She didn't say anything to his question. She just remained there; her face buried in her own hooves, her chest heaving to the point to where he could actually hear her breath, and her tail swishing back and forth.

"I-it didn't h-h-hurt. It felt so good." She then looked up towards him, using one of her hooves to remove her sunglasses, revealing a look in her eyes he had never seen before. "I love getting spanked."

"You, you do?" he said as a feeling of uneasiness washed over him.

"Mmm hmm," she moaned out while coming down to all fours, starting a slow sultry strut towards him. "You wanna do it again hmm? You wanna spank me again? You can if you want to." After saying this. She jumped up onto her back legs, and tried to lean in to give him a hard kiss on the lips. He was quicker though, doing a fast shuffle away that brought him almost to the wall.

"Oh damnit! You're in heat aren't you?" he asked, seeing her get a half grin in the corner of her mouth.

"Oh yeah, big time. I mean its a doozie too," she said while starting to walk over towards him again. An act that made him back up completely against the wall, then start sliding down in the direction of the door. "I have been in heat lots of times. I don't know if it this one is just really strong, or if it is because you are here. But boy did you just hit my rut button."

"Hokay!" he yelled in a panic as he spun around and reached for the door. "Cupcakes right? I am just going to go get those. I'll be back sometime next month." His hand reached out for the door knob, he tried to twist it, but suddenly a glowing aura surrounded the handle. He tried to twist it as hard as he could, but the magic was far to powerful for him to even get it to budge. "Say Vinyl, trying to get the door open here. Just seems to be jammed, by you." He looked over to where she was standing before, but saw that she had now moved over to where the long couch was.

"Nah, you don't need to go anywhere," she said as she jumped up onto the couch. "Why don't you come over here with me." As soon as she said that, she lounged onto her back, spreading her legs wide, and showing him her now very wet, and ready pussy. Her chest was heaving, even more so when she started to run her hoof down her body to her teats, making her let out an open mouthed gasp. "C-c'mere," she whimpered, using her other hoof as a waving beacon.

"I, I dunno Vinyl," Eric said with a small voice. "I have never been with a mare before. I had a buddy that dated one for a while. She went into heat, we didn't see him for almost two weeks. The doctors say he might recover. He just won't be the same though." He didn't know why he was joking at a time like this. He knew this was a very serious thing for mares, he just wasn't prepared to deal with it right now.

"Please," she gasped, her eyes narrowing while her own touches on her body in attempts to get him excited for her grew in speed. He looked at her, her soft white body, the colors of her mane, and the lust filled look in those deep red eyes. That's when he noticed something, as turned on as she did look, she also showed a hint of sadness. The only look he could relate it to was one of fear; fear of being rejected. "Please," she begged again, making him give a hard swallow, as he nodded, and moved slowly towards the couch.

Time seemed to slow down as he got closer to the couch where she was waiting for him. Her muzzle had become a ravenous gaze. It was piercing, letting him know exactly what she wanted. The closer he got, the more her body began to react, her hips started to rotate, showing off the soaking folds of her mare hood that was quickly covered by her own hoof. As she began to rub herself, she bit her bottom lip, and ran her free hoof through her mane. "Oh please hurry!" she moaned out in several gasps. As soon as he sat down, she leaped from her prone position, crushing her body against his, wrapping her front legs around his neck, then driving her lips onto his.

"Whoa whoa whoa!" he shouted, pulling his head as far away from her as he could.

"Come on!" she protested with a plea. "You'd better not be one of those teasing types. I just don't think I can handle it right now." This did make him laugh. He had been called a lot of things in his day, but tease was no where near the top of the list.

"I'm not a tease, I promise," he said as he smiled up at her. "It's just," he paused for a moment, and got something akin to a look of embarrassment. "You know, I have never been with a Pony before. I just don't want to look like some newb that jumps in there and hopes he's doing it right." He looked up into her massive glossy red eyes, giving her a long warm smile. "I mean I am pretty sure I will feel good. I, I just want to make sure you do too."

"Aww," she sighed out, turning her head slightly to the side with a smile. "You big softie. Why didn't you tell me you were one of those 'pleasing' kind of stallions.

"It never came up?" he said with a shrug and a half way annoyed look on his face, as he was sure the conversation of 'how do you like to have sex' was never asked in the recording sessions.

"Okay, I'm sorry I got all rut crazy there. It's just I am so turned on right now it's almost painful." This evoked a response from him. He reached up and started to gently stroke the side of her cheek. An action that made her press her head, along with the rest of her body harder against him. "So you want me to maybe tell you some things?" she asked, leaning in to slowly start giving him soft kisses on the lips; kisses he gave back in return.

"Yeah that sounds like fun," he said with a growing grin, and as she pressed herself down on him, she could feel that his grin was not the only thing that was growing.

"Mmm!" she gasped out into his mouth as she pressed her pussy down harder into his crotch, feeling his cock stiffen even more from the motions of her hips. "Okay, well, we can start slow like this. Then maybe I can just start kissing on your neck a little bit." As she was speaking, she moved her head down, and started to place long sucking kisses on the side of his neck. every now and again even letting her tongue slip out to trace the pattern she was using.

"Th-that's nice. Kissing is good," he said as he leaned his head to one side to give her more access to his neck. "What else can we do?"

This made her let out a giggle as she realized what he wanted, he wanted her to tell him all the sexy things they could do to one another. She didn't figure him for the tell before showing type, but she had to admit, it was a pretty big turn on to have to describe all the things she was planning on doing to him. "Hmm, well, you can start touching me if you want. Touch me anywhere." She quickly went back to kissing on his neck, hoping he would take the hint and start getting into it.

"Anywhere huh?" he asked, knowing she probably would respond. "Right here?" he said while his hands moved down her front legs, and up onto her neck where he started to let his fingers move in circular motions in her coat.

"Nuugh, uh huh!" she moaned, feeling little electric sparks flow from where he was touching her, all over the rest of her body.

"And, how about right here?" he asked, now moving his one hand to her shoulder blade, as the other one placed the very tips of his fingers at the base of her neck, then moved slowly down her spine.

"Ahh, yeah, y-yeah!" she cried out, whipping her head up and backwards. Her hips now took on a life of their own. They were grinding, rotating, doing what ever they could to feel as much of his growing member pressing as hard up against her as possible. She knew he was hard as a rock, she could only think of how painful it must have been for him to be in those jeans. It didn't matter to her though, she knew he would have to take them off eventually, mostly due to the fact that her over flowing pussy juices had more than likely ruined his pants by now.

"Tell me more," he demanded while his hands started to freely roam her back, sides, neck and shoulders. "What else can we do?"

"Unngh! You, you can lay me d-down, ahh. You can put it inside me." Her words were no more than strained gasps now. His fingers on her body was driving her mad. Each digit seemed to know just right where to start rubbing; right where to touch to turn her into a quivering sex starved mare.

"Right here?" he asked, reaching back over her body, over the rump of her ass, then lightly placing his fingers ever so slightly into the folds of her drenched pussy lips. "Is this where you want it?"

"Yes!" she screamed, almost standing up from the shock of finally being touched in the place she needed it most. He wouldn't let her however, he wrapped one of his arms around her arching back, pulling her down onto him. "Unngh, unngh! Yeah, oh yeah, right there. You can put yourself as deep as you want, right there. Y-you can rut me as hard as you want, ahh, ahh! Th-then, when you can't t-take it anymore. Ahh!" She couldn't finish what she was about to say as she felt him drive his finger deep inside her. She fell into a gyrating mass onto him as her orgasm started wracking her whole body in bolts on continuous pleasure. "Nuh, nuh, nuugh! Oh, oh Eric, please!"

In one swift, and strong push, Eric lifted Vinyl up. Their lips smashed hard into one another, as he raised up along with her. He then placed her down onto her back where his hands began to move in unison down the sides of her neck, onto her chest, then down her sides until he finally got to the first bend of her back legs. She felt just a little bit relieved now, making her cum the way he did gave her a small amount of control back over her body, and she was now able to enjoy being touched without crying out pleas of being rutted.

"I have to warn you," he started to say while lifting off his shirt, showing her the slender frame of his upper body. "I like eating down town."

"Y-you like what?" she asked as a dreaded feeling of him wanting to stop suddenly and actually go get something to eat jumped into her already swirling brain. Not being used to Human sexual expressions, she had absolutely no idea what it was he was implying. "You want to go and get some, ahh! Unngh, oh yeah!" Now she knew what he meant. As she was asking the question, he leaned down as far as he could, then started to utterly attack her pussy with his tongue and lips.

He was relentless, invading, plowing his whip like tongue on to her clit over and over again, while his lips formed a powerful sucking motion over the whole of her mound. Her hooves where drawn to the top of his head like magnets, she pushed him harder into her, while at the same time stroking the wild looking razor cut black hair. His pace was furious, never once letting up as he lashed his tongue up and down, side to side. every now and again he would reach down, and slip inside her as far as he could go, before pulling it out to resume his sensual assault on her clit.

"Uh huh uh huh uh huh," the creaming Pony huffed out in concert with his licking. Her hips started to buck in time with his motions. Her back, arching higher and higher every time she felt his tongue reach into her moist depths, trying as hard as she could to keep him inside her for as long as she could. "Nuh, nuh! Unngh, y-yeah. Lick me! Suck me! Oh right there, feels so good right there!"

When he heard her start to give demands, he knew he was close to getting what he wanted: a nice flowing warm shot of cum in his mouth. He no longer cared that it was from a mare. He wasn't even sure if he cared to begin with. The only thing he knew was it's what he wanted, and she was going to give it to him. He pulled his mouth away with a loud smack, making her moan out in protest. It wasn't long before she once again cried out in ecstasy however. His fingers hooked only slightly, then he drove two of them inside of her all the way to his last knuckles.

"Come on baby," he said in a low growl. "Cum for me." With that, he dove down again, taking her clit back into his lips, and sucking her as hard as he could while moving his fingers in and out of her.

"Ahh ahh ahh nuuh nuh! Y-yes, I-I'll cum for, for y-y-Ahh!" Her words became incoherent moans, growls and cried of pleasure as another powerful orgasm ripped through her pussy. Her back became a solid bridge, arching as high as she could, feeling him pull his fingers out of her, only to replace them with the entirety of his mouth. She could feel him sucking hard on her once again, moving his head in perfect rhythm with her rapid bucks. She didn't know how much of her thick orgasmic juices she blasted into his mouth at that moment. All she knew is that he did not let a single drop escape. She looked down, saw him drinking her, moaning only louder as she saw him look up at her with wanten eyes of lust and desire.

Sweating, dizzy and light headed, the still moaning mare finally let her body relax as the massive waves of pleasure started to subside, and let her relax. "Eric," she gasped out, feeling him give her inner thighs small kisses before moving up, licking each of her swollen teats before kissing higher to her chest, then to her neck. He hovered over her for only a moment to give her a loving smile, she then reached up, placing her front hooves around his neck, and pulling him down to where there lips met in a hard, deep passionate kiss.

"Eric, I, I want it," the Unicorn moaned out. Though she did love how he had started to kiss around at the base of her horn, making her start to massage his back with her hooves. This was all the persuading that he needed. With out saying anything else, he stood up slowly from the couch, then undid the buckle of his belt, followed by the button, and zipper of his pants. In a swift motion he pulled down both his boxers, and jeans, standing up to show the gasping mare the prize she had been wanting for what seemed like forever now. His cock was long, thick, pulsating with the promise of reaching deeply into her, and hitting the spot of her gushing depths she could only dream of.

His shoes became fast traveling missiles as he placed himself back onto the couch, kicking them off in random directions so that the rest of his clothes would fall away with his movements. He slid between her legs, mounting her fully, making her reach behind her with her front legs to grab a hold of the fabric of the head of the couch with the bends of her front hooves. "D-d-don't make me wait anymore. Put it inside me. You'll love how it feels when you are inside me." She whimpered out. This made him give a sharp grin while he positioned himself at the entrance of her waiting pussy. He thought it was sexy that even after all this, she still felt the urge to give him incentive to continue.

"Ah fuck yeah!" Eric cried out as he slowly thrust his full length as deep as he could go, listening to her almost scream at the top of her lungs as she felt herself being penetrated. She was slick, tight, and as hot as anything he could have ever remembered. Even before his steel hard cock could make it down into her completely, she was already squeezing, milking him for all she was worth.

"Ahh, ahh, unngh!" she repeated over and over again as he started to work in and out of her like a piston. "D-does that feel good? Huh? Does it feel good inside me?

"Oh goddamn baby!" He cried out while coming up to his knees, taking her hips into his hands so he could pull, and push at her all at the same time. "I've never felt anything this good Vinyl!" He looked down, and moaned only louder when he saw her damp white pussy clenching at him. His eyes slowly moved up her sweat covered body, no longer paying attention to the fact that she was covered with a fine coat of hair, he only saw the mare now. He knew he was in trouble when his eyes met hers. Those almost glowing deep red pools that were looking directly at him, her constant flow of moans, and close mouthed cries.

"Nuh nuh y-you ahh know what I, I unngh want. Don't uh huh uh huh m-make me w-w-wait for it ahh ahh!" As soon as he heard her say this, he knew he had to do something, he wanted her to cum again, he needed her to clench down on his cock as he brought her over the edge once more. Only he knew if he stayed like this, looking at her beautiful eyes, hearing her talk like that, he would never make it.

"Mmm baby. I think I remember some little pony saying that she liked to get spanked," He said as he pulled out of her fully, feeling the almost freezing air hit his dick to offer some assurance that he wouldn't explode right then and there.

"No!" she cried out, bucking her hips in desperate motions to get him back inside her. "You said you weren't a tease. Put it back in!" As she was pleading with him to continue his rutting, she found herself being rolled over onto her stomach. "Ahh!" she screamed as she felt him slam himself back into her. In this position, he was going even deeper, and hitting the absolute back of her canal. She was about to once again start spouting words of approval, but that is when she felt the torturous pleasure of the palm of his hand descend hard down on to her flank.

Eric had no clue just how sound proof this small basement was, and he knew at least when he got here there were lots of Ponies outside. From the standard passerby, it would have probably just sounded like he was killing her down here. This did not in any way stop him from thrusting like a wild man into her vice like pussy, or prevent him from once again raising his hand up to bring it down hard onto her flank. It was only for a moment did she push her head into the cushions of the couch, momentarily dampening the screams she was emitting. All it took was one more slap, and a hard thrust, and her felt her tighten beyond belief.

"Eric, Eric uh huh uh huh," she shouted as she rose up to place her back up against his chest, reaching around with one of her legs to grab a hold of his head. She pulled hard, turning her own head so that she could kiss him hard before pulling away. "I-I-I'm cumming again unngh unngh uh huh huh huh!" She fell down to her chest on the couch once more, only to have Eric take a hold of her front legs, and pull her upwards to where she was leaning hard only with him holding her up to keep her from falling. That's when she let out a silent scream as one more violent orgasm tore through her like a rocket.

Closing his eyes, Eric tightened himself as much as he could, trying desperately to restrain from blowing the biggest load he would ever probably let loose in his life deep into her waiting womb. "Oh Vinyl! I'm gonna cum baby!" he cried out through clenched teeth. "Are, are you sure I should let it out inside you?" This made Vinyl twist her head around her shoulder in a very unnatural looking fashion.

"D-Don't you dare pull out! I will never forgive you if you do," she snapped at him, a look of honest fear in her eyes that he would actually not give her the one thing her body needed to quench the lust driven fire inside her. "Come on, let it out, give it to me. Y-you know you want to!"

That was all he could take. With a loud cry, rope after rope of his thick white cum started to blast it's way into her tight milking pussy. "Ah shit baby, oh Vinyl!" he cried out as he started to fall forward. He let go of her so that she could come to rest on her front legs, and so that he could catch himself on the back of the couch while his hips continued to plow into her. He could hear her calling out his name, moaning, making all those delicious sounds she had been making all this time, and he knew that there would never be another woman, Human or other wise that he would want to do this with.

The two finally fell into still moaning, and shaking piles onto the couch. Eric scooted himself so that his back was as far as it could go up against the back of the couch. Vinyl rolled onto her side so that she could face him, then sighed as she felt his arms reach over, and under her to pull her in close. There lips met, exchanging small kisses before locking fully onto each other, this time even letting their tongues come out, and dance around each other. That's when Eric started to laugh out loud, making Vinyl get a contorted look of confusion on her muzzle.

"What? Why are you laughing?" she asked, trying not to let the thoughts enter her head that she might have done something wrong.

"Sorry, sorry," he said as he brought himself under control. "It's just that was the most awesome sex I have ever had. I just feel a little light headed." He saw her face return to a warm state of contentment, which made him place his hand on her cheek, and start stroking her. "But yeah, that was amazing Vinyl."

"Yeah?" she asked, giving him a smile as she leaned in to kiss him once more.

"Mmm hmm," he moaned, returning the kiss.

"Well, you know. Mares stay in heat for sometimes over a week. I loved the way you felt, and you're an awesome DJ. I think it would be cool if, you know, you became my stallion. That way we can work on getting the music done, and we can just rut each other silly while listening to awesome wubs."

"That sounds awesome," he said, still giving her cheek long loving strokes. "Say, how many times does a mare go into heat?"

"Twice a year for sure. But sometimes I have had three. This was my first one this year, it kinda came early though. Why?"

"Well, I mean it is going to be awesome being your stallion for this one. But if I am going to be here for this heat. I could be here for the next one too."

"Yeah?" she said in a smiling whimper. "What about the one after that?"

"Oh yeah," he said with a long smile. "I think I really like the idea of being your stallion, like, always being your stallion."

"Mmm, I think I like that idea too." The two exchanged a long gaze into each other's eyes, before each of them pulled the other close, pressing their lips together in a now full love filled kiss. After that, she pulled away from him, only to snuggle herself into his neck, as he placed his cheek on the top of her head. They both quickly drifted off to sleep, Eric content in the knowledge that through this, he had quite possibly found the woman of his dreams, and Vinyl content that she had found a partner to satisfy her both on the stage, and in the bed, or couch, or floor, or public bathroom. Yeah, this poor Human was in for a wild ride.

Roleplaying with Rarity

Rarity is a fun loving mare. So much so that she wants to have fun with her special somepony in the form of a cute game that will get them both excited.

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David opened the door to the Carousel Boutique, making the bell ring as he entered. Under one of his arms he carried a saddle bag with three diamonds printed on it, while the other was slung over his shoulder with the same pattern. It the first one, there was an assortment of groceries, and the other had several rolls of different colored materials sticking out of it.

"Rarity!" he called out almost tripping over one of Sweetie Belle's coloring books. "Sweetie Belle, come in here, and pick up your stuff please." he waited for an answer from any of the two Ponies, but none came. "Rarity, baby?" he called out again. "I have the stuff you ordered. And I got some fresh carrots, some apples, and umm." He looked down into the bag, then started to shuffle through it before letting out a mumbled curse. "Ah man! I forgot the orange juice."

"Who are you?" He heard a voice cry out, making him jump a little while snapping his head up to see who was addressing him. A huge wave of confusion came over him as he saw Rarity standing there. She was up on her hind legs, leaning up against the door frame to the kitchen. She was wearing a long open red silk robe, slightly letting it fall off her shoulder a little. On her two hind legs, she wore a pair of black nylons, complete with garter belts that reached up to her waist, showing that even if there was a matching panty set, she wasn't wearing them. "Answer me I say!' she barked out again. "Who are you? What are you doing here?"

"Umm, yeah hi. Uhh I'm David. You know, your husband, been about two years now. Don't know if it slipped your mind." At this point, he now thought he was going to be the butt of yet another one of Pinkie's practical jokes. Though he didn't remember Rarity ever getting in on one before.

"I have no husband," Rarity said as she started to ever so slowly sway her hips back and forth. "Alas, I am without a special somepony of my own. I spend all day in this shop, alone. Some times making exciting garments for a stallion that will never be! Oh, woe is me!"

"Uh, huh," David said slowly. "So I am going to go and get that juice. You need anything else?"

"And!" Rarity shouted, giving him a long stern look before continuing. "Here I am alone once more. Only to have fate deal me a cruel hand as to walk in on this dangerous looking stranger in my own home." She now rolled herself along the wall, ending to where her front legs was propping her up, as she looked over her shoulder, sticking out her well rounded ass just a little. "I am only thankful that my dear sister has been sent away for a whole week. So that she will not have to suffer as I might now that this, dangerous, shady looking, and vile trespasser has forced himself into my humble abode."

"A whole week huh?" David said, more asking himself the question. He then immediately felt like a huge jerk. He couldn't believe that this was more than likely the day Rarity would start her heat. Suddenly, he felt a very large tingle start to course through his crotch, as he knew Rarity loved to play when she got this way. That's when he dropped the bags to the ground, and gave her a long, devious smile. "Yes, that's right. I am an evil Human robber. Here to steal your valuables."

Rarity let out a gasp as she pushed herself a little further away from the wall, rotating her hips from side to side. "Why you monstrous villain! What ever is it that you want?"

"Well, umm, I want, err." He quickly started to scan the room, even turning around several times. His smile grew as he saw Rarity's gem chest there on the table. He walked over to it, and threw open the top, reaching inside, and grabbing a hand full of stones. "Ah ha! I came here for these."

"No! Not my precious gems!" Rarity said as she spun around to put her back to the wall, at the same time putting one of her hooves up to her fore head. "They are all I have. You mustn't take them!"

"Oh don't worry my little pony," David said in a low tone as the grin became deeper on his lips. "I did come here for the gems, but now. I think I see something else I want instead." This made Rarity let out a long gasp, that sounded really more like a moan than anything.

"You wouldn't!" she shouted at him. All the while her hips starting to flow more and more, rubbing her flank up against the wall behind her.

"I would," he responded, letting the gems slip through his fingers.

"You cannot!"

"Oh trust me my dear. I can, and I am." The two stood there silent for a few moments. It was then David who made a fast flinch, acting like he was about to pounce at her.

"Wah ah ha ha!" Rarity shrieked, falling down to all fours while taking off in a dead run into the kitchen.

The chase had begun now. Just as soon as Rarity bolted into the kitchen, David was behind her in a long stride. She turned around to see him coming at her with a deviant look in his eye, making her let out a mock scream. Her horn began to glow, and several loafs of bread started to float in the air. Being with her as long as he had, David knew all to well the throwing power even untrained Unicorns had with their magic. She let loose the loafs of bread, aiming them directly at his chest. He was quick however, and did a rather impressive spin move that made it look like he dodged all the projectiles completely on purpose.

With a quick lunge in her direction, David tried to encompass her entirely with his arms. All Rarity did to avoid this was drop down to the floor, looking up to see him crash against the counter she was standing next to. She let out a little laugh at his clumsiness, but emitted another dramatic scream when he looked down to her on the floor. In a quick scramble, she darted towards the door of the houses main area. She knew that she had escaped him by just the skin of her teeth as she felt the rush of his fingers trying to grasp at her fleeing tail.

Into the display area the two ran, she running circles around the perimeter of the room, with him just a short step behind her. Constant small yelps and screams filled the room every time he tried to cut her off, making her adjust her course to bolt around the room in the opposite direction. In one more final pass, she made a dash for the stair case that led up to the second floor of the house. David saw this coming, and was already on her. She only made it a few stairs before feeling the harsh grasp on his hand taking hold of her back leg.

"No!" she shouted as she was tripped down to her stomach. "Unhand me this instant you deviant!" She then rolled onto her side, to see him trying to climb up towards her. This made her not really kick, but more place her free hoof onto the side of his face, and push very hard. She could hear a long tearing sound. Looking down to see that her pushing had made him resort to taking a hold of the nylon on her legs, and her pushing him away had ripped a large hold in the garment. Free once again, she took this opportunity to get a head start up the stairs once again, seeing that he too was just as fast to recover from the tussle, and was now closer than ever.

Down the hall they raced, until Rarity made a sharp turn into their bedroom. There she made a bee line towards the large four post, and well decorated bed. Instead of avoiding it, or sliding across it, she tried to hurdle it, and this was her undoing. David as well lept at the same time she did. He caught her practically in mid air, and the two tumbled to the big soft mattress together. He wasn't willing to let her go this time, he instantly grabbed her by the flanks as he backed away off the bed, pulling her along with him as she screamed out in protest.

"Afraid this is the end of the line for you little pony," he said, all the while trying not to laugh at the poor line delivery. He was at this point really more interested in what was under that robe now. The chase had more than worked him up, and he planned on giving this elusive Pony a long hard rut. That's when he pulled up on her flank to where her ass was perfectly level with his crotch. He then took a hold of the skimpy fabric, pulling it aside, then licking his lips as he saw his prize for catching her. Her silky white pussy was completely drenched, so much so that her inner thighs showed the wetness of her excitement.

"Oh you brute, you brute! You vicious brute!" Rarity cried out. She rolled her hips all around, feeling herself become exposed, and she could feel him leering down between her legs. That's when she heard the wonderful sound of his zipper being undone, making her spin her head around her shoulder to see that he had already freed his now rock hard cock. "Oh no!" she cried out, forcing herself to not thrust backwards to try to get him inside her as quickly as possible. "Don't you dare do what I think you are planing on doing! Oh please don't put that monster inside me! It looks so big and hard. I just don't think I can take it!"

"We're about to find out, aren't we?" he said while giving her a long grin, one that made her gasp out, as her eyes went wide when she saw him positioning himself to plunge hard into her.

"Arrgh! Oh by the Sun!" she hollered out when she felt him drive that thick meaty rod into her fully. Her muzzle smashed itself into the mattress, and her front hooves gripped hard at the bed spread, so much so that it started to free itself, and pull towards her. She tried as hard as she could to mask the continuous waves of pleasure that came crashing into her every time she felt him drive his cock into her fully, but the feeling of his member spreading her pussy wide, and the excitement of their little game was proving to strong for her voice to be kept down. "Mmph, mmph! Oh ahh, I, I c-can't believe you w-w-would ahh be so cruel to a poor little p-p-pony like me!"

"Mmm, I think you like it," David moaned out, loving the feeling of her squeezing snatch on his pulsating member. "Ahh yeah, I can feel you getting tighter around me. I think you are going to cum soon." His dirty talk made her head come up off the mattress, letting out a long loud moan with closed eyes.

"Mmph, no, it's n-n-not true!" she whined as she pushed herself harder back onto him. This of course was an absolute lie, every thrust he made into her quivering hole brought her just one giant step closer to feeling full release. "I, I, I would n-n-never ahh allow myself to oh oh ahh!" even as she protested at him, she could feel the fire start to build in her loins, and she knew that she was just a few thrusts away from gushing all over his pounding dick. Something horrible happened then however, she felt him pull out of her completely.

"Not yet my dear," David said with heaving breaths. "I want you to beg for it." He knew with this one action he had more than likely stirred up a massive hornets nest. Stopping mid rut with a mare in her normal state was not the best idea in the world, but stopping with a mare in heat was a good way to get hurt. This was her game though, one that she started, and he was going to play the role he was given.

"Why you, you!" Rarity couldn't finish her insult, as the sheer shock and frustration of not being brought to orgasm had just killed her wit. All she could do was snap one of her legs backwards with a hard kick, one that caught David square in the stomach. She did a quick twitch, and tried to hide the chuckle when she heard him let out a fast exhale of pain when her hoof made contact with his body. She knew that probably hurt a lot, Humans kinda had squishy bodies, and a full blown kick like that was more than enough to drop one, much like what just happened. Her tongue came out the side of her mouth with a giggle, and she decided to use this chance to get chased once again. She tried to make a break for the side of the bed, but yelped out when she felt his hand take hold of her leg.

"Not so fast!" David shouted, reaching up with his other hand to finish the grip on her, and pulling her back to him as she yelled out, and gripped at the bed spread, which offered no help in preventing her second capture. "Oh you are going to pay for that pony!" he growled out. He then jumped up onto the bed, and took hold of her front hooves, making sure to keep a firm grip on her as she wiggled, and twisted around. He started to drag her up the bed, pulling her to where she wound up on her back, and her hooves were placed over her head. He then reached over to the bed side table, and took one of her scarfs.

"What are you going to do to me?" she asked with a quivering tone, her hips thrusting up when she saw him get the scarf. She gasped out when he placed her hooves at the head board, and tried to make it look like she was trying to stop him. "Oh you simply mustn't tie me like this, I will be so exposed, there would be nothing I could do to stop you from doing anything you wanted to me!" She gasped and struggled, but soon enough her hooves had been tied in a tight knot with the scarf, then latched onto the head board by using one of the heart shaped cut outs as an anchor.

"Hmm, there we are. No more escaping from you," David said while admiring the quick tie job he did. That's when he looked down, he saw her looking up at him, her eyes wide, her chest heaving. The robe was now splayed wide open, and he saw her gyrating hips along with her open legs that were just begging him to be between them. He saw her lick her lips, and that gave him an idea. "You know, I just couldn't help but notice what a lovely set of lips you have.

"Wha-" she tried to exclaim, but as soon as her mouth opened, he took a hard grasp on her horn, then pulled her head up forcefully as his still hard cock pushed itself into her mouth. She couldn't stop the long moan from coming from her throat, the feeling of the thick rod that was slick with her taste and juices turned her mouth into a vicious vacuum. She felt him start thrusting into her, using her horn as leverage to manipulate her head in any way he saw fit.

"Mmm yeah, suck it baby." She did exactly as she was told. Her head bounced back and forth, pulling away to where only the head of his dick was still inside. She used the full length of her long muzzle to take him as deep as she could, pausing only to have her tongue swirl all around the shaft before sucking him harder still. "Ahh ahh ahh!" he cried out every time her long snout took him in, and he knew he wouldn't last much longer. Her wonderful and exotic form, her tight pussy, and her sucking mouth was making his cock start to throb and threaten to explode right there. That's when he released her horn, and pulled his dick fast out of her mouth before she could taste the efforts of her exquisite blowjob.

As his dick escaped her mouth with a loud pop, she looked up at him with pleading eyes. She couldn't take any more, her pussy was now an inferno that demanded him back inside her, and she was almost willing to drop character to finally get him to give her what she wanted, beg for him to rut her, to cum inside her, and fill her to the upmost. Thankfully, and much to her relief, he took pity on her, kinda.

"Now, where were we?" he said as he positioned himself on his knees between her legs. He took a hold of her hips, and lifted so that her ass was now resting on his thighs, and his cock had come to rest right on her waiting folds. She gasped when she felt his cock press to her clit, making her hips jump in an effort to make him enter her, though the angle was all wrong as his steel like dick was much to long to be coaxed in such a way. "Oh yes, that's right," he said with a grin. "I think you owe me some begging." When he said this, he used the shaft to part her silky wet lips where he started a long slow rubbing motion, making sure the head of his cock bumped, and teased at her clit.

"Never!" she proclaimed in loud gasping moans. All the while her hips jerking violently due to the rubbing of their most intimate parts. "I will never beg for you to thrust that big hard thing inside me!" That's when she felt him place the very tip at her entrance, and start to ever so gently prod at her opening. "N-no, oh please ahh! Don't shove deep inside me! Don't drive it in and out until you release all that hot juice!"

"Oh? So you want me to cum inside you?" he asked as now he pushed just hard enough to have the tip fully slip into her. He was fully lost now, he knew as soon as he drove into her, and feel her clench onto him like a steel clamp; there would be nothing he could do to stop from exploding.

"No, you mustn't! It will be so hot inside me! I'll, I'll go mad ahh ahh ahh!" She felt him thrust hard, the whole length of his swollen cock reaching her inner most depths. She felt herself go lightheaded as the orgasm shredded itself through her body. She let out high pitched screams as her hips bounced up and down, rotating in fast circles so that every part of her pussy walls could feel him rubbing against them. That's when she felt it, the first of many long spurts of his scalding hot jism that filled her with every new pounding thrust he gave her. "Ahh mmph mmph. That's it baby, fill me up, let it all out! Oh David!" She loved seeing him cum, his body tensed to show every muscle in his bare upper body. His primal sounding grunts, the way he thrusted perfectly in time with his own orgasm to make sure every shot reached the target of her womb.

The two remained silent for a few moments, each one of them still relishing the massive orgasm they had just given one another. David finally let out a long sigh, and slowly removed his still throbbing cock from her gushing pussy. This made them both give out a delightful moan, and he felt her even give a small thrust with her hips, as if her body was unwilling to let him go. He looked down at her, and gave a long smile while leaning down, and pressing his lips hard to hers, loving the way it felt when she pushed her head up to return the affection.

"You're so naughty," he said with a small laugh as he continued to give her deep hard kisses.

"A lady is not naughty love," Rarity laughed out, though she had a stern look on her face. "She is adventurous."

"Yeah well, whatever you call it. It was fantastic," he said with a deep, and satisfied sigh.

"Mmm indeed it was darling. Now, if you please?" She looked up to the top of the bed, and made a few quick motions with her hooves that were still tied. David quickly reached up, and undid the scarf, releasing her hooves of their constraints. While one came down to rest at her side, the other one became a swift kick, that bopped David right on the top of his head.

"Oww! Why?" he cried out as he rolled off of her, and onto his side where he grasped at the now throbbing part of his skull.

"Pulling out of me like that when I was about to release! Why you are lucky that kick was all you received. I had a good mind to throw you out the window for such cruelty." She then grabbed a pillow with her mouth, and started to thrash him with it to further his punishment.

"Oww, okay, okay! I'm sorry!" He pleaded, using his arms to defend himself from the onslaught of pillow attacks. She gave him one last whack, before putting the pillow back, then laying down to where her head was resting on his chest.

"All is forgiven dear. After all, you did make up for it with that wonderful finish!" The two both gave out a long laugh, and he wrapped one arm around her, while the other started to slowly stroke itself through her mane. He felt himself start to let the after glow of their amazing sex play lull him into a body numbing slumber. He was then brought out of it when he felt Rarity's hoof poke him in the nose, causing his eyes to pop open and see his wife looking at him.

"Umm, yes?" he asked, a little confused.

"Orange juice dear. You said you forgot it. The store will close soon if you don't hurry." She gave him a big smile after this, then rolled over onto her other side where she nestled herself into the bed, preparing herself to let sleep over take her. She heard him give a sharp inhale and exhale through his nose, then roll off the bed. As he walked out the bed room door, she heard him mumble something about Ponies in general. "Love you too deary. Kisses!" She heard him say something down the hall, which made her chuckle to herself. When she felt the last moments of waking finally leave her, a long grin came over her muzzle as she thought about what the next game they would play would be.

Spitfire is all wet

Spitfire is all Wet

The blazing leader of the Wonderbolts heads down to the pool to try and cool off. She finds someone down there all alone, and decides to give him a proper introduction to the team.

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With a long sigh, he looked down at the pool there in front of him. He wanted so much to get into the water; it looked so inviting and relaxing. The only problem was: he had completely forgotten his swimming trunks. Being up here on the Wonderbolt's training platform was cool enough. A floating piece of rock was quite the spectacle to behold, but he was fairly certain that this being pretty much an exclusive location for Pegasi, there wasn't going to be a lot of clothes his size.

He let out another sigh, and was about to walk away. A thought entered his head suddenly, one that kept getting stronger the more he thought about it. Training season was over, the only Ponies that were around was just the staff, and that number was limited. He had watched most of the actual Wonderbolt team either go to their barracks, or fly away to spend their time elsewhere. He was alone, so it probably wouldn't be the biggest deal if he didn't have any swim trunks on, or anything at all for that matter. That's when he peeled off the shirt he was wearing, tossing it to the floor. He un-did the button of his pants, all the while swinging his head back and forth to make sure no one was around to catch him. His pants fell to the ground, then were quickly followed by his boxer shorts.

He let out a long moan that echoed out through the large room as he walked down the steps that led into the water. "Mmm, oh yeah. Heated pool, that's great," he said as he began to do a simple breast stroke. From one edge of the pool to the other he completed a few laps. Not really trying to get in some serious exercise; just playing around. After a while, he just swam up to the most shallow end, put his back to the side with his arms up on the concrete edge, and started to relax.

More and more he let the feeling of the pool's heated water take hold of him. He leaned his head back to rest on the side, while his body just started to float there. He became so relaxed and oblivious to his surroundings in fact, he didn't hear the door behind him open up. He did hear it close however, and he spun around in place to catch who was coming in. When he heard the hoof steps coming down the short hallway that led to the pool area, his head snapped to the other side of the pool, where his clothes where all dumped in a pile, it was a place that looked a hundred miles away.

"Well hey there Dusty!" Spitfire said in a cheerful tone as she came trotting into the pool area. She was still wearing her Wonderbolt skin tight uniform, save for the face piece that was pulled down. Her goggles were placed up on the top of her yellow and orange mane, pushing it back in a sweeping fashion that made it look like she had just spent an hour or two just standing in a wind tunnel.

"Oh, umm, evening Spitfire." He lifted his and up to his mouth, and gave a nervous cough, while still looking over at his clothes, really wishing he was a Unicorn at this moment; that way he could just 'magic' his clothes over to him. He then heard a sound that put an ever filling sense of dread in his mind, the sound of a zipper being un-done. He whipped his head back to where Spitfire was standing, and saw that she was now standing on her hind legs, and using her front hooves to begin slowly pulling down the zipper to her uniform.

"Boy do you have the right idea," the flame colored mare said. "After today's exercises, that water looks so good!" She continued to slowly peel the gripping fabric off her body, an act that he couldn't for the life of him not stop watching. She turned around to where her back was to him, then bent over to complete removing her clothing, completely exposing her ass, and her marehood to him in the process. He felt as if his neck might have snapped as he whipped it back to look at the back wall in front of him to get her out of his line of sight. It wasn't that he didn't mind seeing a luscious Pony mare like her strip in front of him. He just didn't want to look like some gawking pervert.

"Oh hey!" she said finally coming down to all fours and walking over to the pool's edge. "Really want to thank you for coming up here to show us all those awesome stretch moves. What were they called again?"

"Yoga," he said quickly still giving the wall at the other end of the room a hard stare down.

"Yeah, yoga. It's so fun, makes me feel all bendy." When she said this, she demonstrated by placing herself on her stomach, then lifting herself up just a little bit with her front legs, as her back became a long, and drastic arch. Her wings extended to their fullest as well, as she closed her eyes, and bent her head as far back as she could. "Mmm, I really like this one," she said as she opened her eyes just to small slits, and turned her head to look over at him. "Cobra right?" she asked, getting a smile on her face when she saw him just nod his head up and down in a fast motion. "Feels wonderful."

"Yeah it's pretty awesome. I know it helped me out a lot," he answered back, getting a little more relaxed in their conversation, at least enough to look in her direction. "And the positions I have been showing you guys are pretty basic. There are a lot more advanced stuff we will get into as training goes along."

"Hmm, really? So you're going to show me some more advanced, positions then?" she said in a very breathy tone.

"W-well, I mean, you, the rest of the team. You know, every one." The nervous twinge in his voice had come back, as he didn't know why she just said it like that, but the sexual undertones in her voice were flowing out like a thick fog. Or maybe he was just hearing things, or was having wishful thoughts.

"Well that sounds fun," she said, jumping up onto all fours. "Now, time for some swimming!" She walked over to the steps that led down into the water, and started to place her hoof in.

"I'm naked!" Dusty shouted with a panic in his voice that was probably a little to severe for the situation. It did make her stop from entering the pool however, and give him a small confused look.

"Uh huh," she said with a tiny laugh. "I kinda figured that from seeing all your clothes over there." Once again, his head snapped over to look at the piles of clothes. Though the look on his face was one of giving the pile of garments an accusing look; like they had betrayed him in some way. "You Humans and wearing clothes all the time. I just don't see how you do it. I am pretty sure if I had to wear my uniform all day every day, it would drive me batty." She laughed again to herself, and decided to take pity on him. "Well, if it makes you feel any better, I'm naked too."

"It kinda does I guess," he said, finally letting the urge to escape the pool by jumping through the roof subside. "I mean if you are fine with it." She gave him a cute smile, then started to continue her descent into the water. What happened next was the entire room being filled with probably one of the most erotic moans he had ever heard as she fully immersed herself into the warming liquid. It echoed off every wall, amplifying the volume of it ten fold. It was a sound that he couldn't help but let his mind go to naughty places, wondering if that was just one of the sounds she made during other activities that would make her moan like that.

"Oh wow!" she breathed out in a gasp. "This feels so good. I have been so hot today." After saying this, she started simply paddling her way around. It was a stroke Dusty had seen all Ponies do, it looked like a dog paddle, but he called it a pony paddle, for obvious reasons. Her wings also started to help her glide through the water. He watched her enjoy the water, watched her dive under a few times, and even roll over on her back. After a while, he just let himself start to relax again, closing his eyes, and returning his head to it's rested position.

Several silent minutes past, him now feeling not as self conscious about his lack of clothing. His eyes had now closed again, and he could hear her splashing around in front of him. Something suddenly felt off, he couldn't hear her doing anything anymore. There was no splashing, no sounds of her hooves or wings pushing the water around. Then a rather particular sound could be heard, one of some pretty heavy breathing, and the feeling of a small wave of water pushing itself up against his chest. His eyes popped open, and he had to jump a little in place when he saw that Spitfire's muzzle was now only inches away from his face.

"Hey," she said in a whisper. Her eyes were now giving him a long half closed look, and she had a very obvious grin on her lips.

"H-hey," he answered back, feeling way to nervous for what he thought he should have been feeling, but still trying to look like this closeness didn't bother him at all. "There, uhh, something you needed? Or, mmph!" He couldn't finish his question, as he suddenly had Spitfire's lips pressing hard against his. It wasn't like he was against the idea, he just wasn't expecting it. Regardless, he pressed back into her, and even brought his hands to the side of her head, pulling just a little bit to let her know he was enjoying this sudden turn of events. Eventually, Spitfire broke the kiss, only due to the fact that she needed to take in a breath.

"Mmm, that's so nice. I have been wanting to do that for so long." she gave him another quick peck, then started to move even closer to him. She now placed her front hooves on either side of him, and slid her hips forward to where she was now just hovering over his body.

"Umm, Spitfire? Are we gonna, you know?" he asked. Though as he heard himself ask the question, he kinda wanted to not sound like a prepubescent school boy at his first make out party.

"What, rut?" she said, a long devious grin coming onto her muzzle. "Oh yeah. I know you have been watching me. I see you grabbing little glimpses of me in my uniform." She saw him get a rather big look of embarrassment on his face, and even look away from her with his eyes.

"I can't help it," he said in a nervous tone. "It's just that, I mean, It's just that you are so beautiful. You're sleek, in shape, leader of a team."

"Well, it's fine though," she said while putting one of her hooves up to his mouth to stop the flow of cute excuses. "I have been watching you too. The way you do all those bendy, and twisty moves. Seeing your body stretch and flex. Mmm, it's such a turn on." She gave him a big smile after this, one that he returned back to her. The two leaned in, placing their lips together once more in a deep kiss. She then maneuvered her hips towards him, and let out a quiet sharp gasp in his mouth when she felt the shaft of his hardened cock come into contact with her ready, and willing pussy lips. "You ready?" she asked, looking into his eyes as her hips started to thrust forward and rotate at the thoughts of him being inside her.

"Oh yeah," he answered back with a new found voice of confidence. He pushed his lips into hers, loving the way she let out a little moan in the process. His hands then reached around her, moving down her back, and taking a hold of her ass where he gave her a long, and firm squeeze, getting another low moan as a reward for doing so.

Ever so slowly, Spitfire started to massage her marehood along the length of his shaft, causing her pussy to open, and prepare to be penetrated, every new stroke making her leak her hot juices into the already warm pool water. A loud moan came from her as she felt the tip of his rock hard rod come into contact with her entrance, and she could no longer take it. She slowly began to push herself downwards, breaking the kiss, throwing her head back, and shouting in pleasure as she felt the full length of his thick cock start to slide deep into her.

Dusty as well gave a deep moan when he felt her take him inside. Though his signs of pleasure were much more constrained, and reserved than her's was as she bounced up and down, grinding her hips as hard as she could. "Ahh, Spitfire, you feel wonderful," he said while pulling her closer, and pressing his face into her chest. ""B-but aren't you afraid some one will hear?"

"Uh huh!" she gasped. "Mmm hmm, yeah, somepony might hear us. Ahh ahh, th-they might walk in. Mmm yes yes, oh it is such a turn on!" She clamped her front legs on his shoulders, and around his neck, only pushing him harder into her chest. "Now come on, rut me! Give it to me!" He had to admit, the thought of being caught with one of Equestria's most desirable mares was very exciting to think about.

"You got it," he moaned out. That's when he reached back, and took a hold of her wings with his hands. This made her give out another long, powerful passion filled shout. He didn't stop there however, as he used her wings to act as a lever. He would pull down on her, while at the same time thrusting his hips up. This combined with her already rhythmic grinding threw the mare into a sex crazed frenzy there on his lap.

"Ahh ahh ahh! Yes, oh yes, right there," she screamed while thrusting so hard back and forth, that she was creating a violent turbulence in the water around them. The splashes she made would smash up against the side, bouncing back towards them, covering them both in refreshing warm water. Dusty then felt her whole body start to stiffen, and her wings become rigid there in his hands. He knew that she wasn't a Human woman by any means, but he definitely understood body language. That's when he pulled his face out from her chest, kissing rapidly up her neck and cheeks, where he finally took her ear in his teeth, and gave a hard nibble.

"You gonna cum gorgeous?" He hissed in her ear, feeling his own orgasm starting to build by the wonderful feeling of her tight, sucking pussy.

"Uh huh uh huh uh huh! Yeah, I, I, I'm g-g-gonna. Ahh!" She screamed at the top of her lungs. She clamped down on him with everything she had, making sure that his long thick rod wouldn't dare escape her as she used it to ride out the burning waves of pleasure that were pulsing through her whole body. With several series of quick thrusts, and whimpering moans, she signaled that her orgasm had past. She then stroked her hoof through his short blonde hair, and gave his small ear a few nibbles of her own. "Your turn," she said in a breathy giggle. She was planing on commencing her assault on his cock with her hips and pussy, but he gave her a look to show that he had a plan of his own.

"Mmm, oh I plan to baby. But, I think I have just gotten very addicted to those hot screams of yours. I want to see what else I can do to hear them." He suddenly released the base of her wings, and just as quickly grabbed her tight little ass again. Only this time he used all the muscles in his legs, and stood up. This made her let out a laughing gasp as now the only thing keeping her attached to him was her legs wrapping around his waist, his penetrating grip on her luscious rump, and his still throbbing cock deep inside her. He spun around, now facing the side of the pool. With great ease, he lowered Spitfire down onto her back, and just took the opportunity to look her over for a few seconds.

She was quite the sight to behold. Those massive, but half closed ember pools that were her eyes staring up at him with wonder of what his plans were. The way she had her front legs cocked up to her heaving chest. The way her wings lay prone on her sides, spread out there on the wet floor. Her stomach had gone flat, showing him all the sexy toned abbs that not even her dripping wet coat could hide. He then had to lick his lips as he now finally got to see her delicious looking pussy, gleaming with a wetness of it's own that stood apart from the water that drenched the rest of her body. It was the slow sensual rotating of her hips, and the random twitches of her tail that made him want her now more than ever.

"You look absolutely divine Spitfire," he said while reaching out, and taking one of her back legs into his hands. He gave her a long smile, then leaned over just a bit, placing his lips on her hoof; kissing around it, then down it, ever so slowly working his way down her leg.

Even the simple act of having him kiss on her leg made her gasp out, and moan. She was so heated up right now that the smallest of winds would set her into a frenzy. "D-do I?" she asked while watching his slow descent down her shaking leg. Her gasps started to become more rapid now that he had reached the top of her inner thigh. "Mmm, that so nice. No pony has ever called me, d-divine before."

"Well they should," Dusty said, now being at the very sensitive spot where her thigh met her groin. "Here, allow me to kneel before you." As soon as he finished saying this, he lowered to his knees, completely submerging most of his body back into the water. He then lowered his head, and placed his tongue hard to the folds of her pussy, and started a long, slow lick upwards.

"Ooh oh ahh!" Spitfire began to breathe out as she lifted herself off the floor with her front legs, using her elbows as a stand so she could watch what he was doing to her. "Mmm, ahh oh yeah! Ahh you're licking me! F-feels good, d-d-don't stop!" He suddenly got what he wanted, his tongue came into contact with her swollen clit, where he gave it a quick single flick. This made her whole body become like a brick wall, hard, unmoving. The only thing to tell that she wasn't a passion paralyzed statue was the ear shattering howl she let loose from her throat. Words started to flow from her mouth, but they were sounds he could not understand. They were just grunts and syllables with no meaning or reason. To him they were something more however, they were the incentive he needed to continue his lashings on her.

Using his thumbs, he parted her drenched pussy lips with ease, opening her up to where he could get at every single inch of her folds. His tongue became a prodding spike, poking, swirling, and circling all over her pussy in every possible direction he could think of. His lips then became a clamp, enclosing her entire mound in his mouth to suck on her fully. It was when his tongue found its way inside her, did he have to move his hands away, as those big powerful back legs of hers clasped themselves on the sides of his head, turning him deaf to the world around him encased there in her strong muscular thighs.

"Y-y-y-you're ma-ahh, making me c-c-cum ag-g-in ooh ahh!" The orgasm that crashed into her like a meteorite this time was so intense that her body took on a mind of its own. Her hips pummeled his face, trying to get his tongue to touch as deep inside her as it would go. She felt herself rolling over onto her side, and felt as if she would not stop until she made it to her stomach. He was quick to stop her though, his arms reached up, and took her by the front hooves, then pulled down to where her legs were directly at her side. There he pulled down, causing her to return to her back, and holding her in place to where the only parts of her body she could move where her hips, her head, and her wings which flapped and slapped at the wet ground underneath her.

She felt as if he had become a machine. Not allowing her a moments rest as her orgasm continued to rage through her. His tongue was relentless, feeling as if it were made of the hardest of metals, it licked, and lashed onto her quivering pussy at every angle imaginable. "W-wait, oh please wait!" she screamed out, unable to take any more pleasure his mouth and tongue were dishing out to her. She had become so sensitive now, her whole body was numb, and her pussy felt as if it would catch fire if he kept up his pursuit to make her scream any longer.

He did what he was told, he heard her let out a raspy gasp as he removed his mouth from her with a room filling smack. Standing back up, he looked down at her form once more. He loved what he saw, her eyes completely closed, her chest moving up and down so fast it looked like she had just ran three marathons in a row. She was emitting tiny gasps of air, interrupted every now and again by a long hard swallow. He couldn't stand it anymore, he had to be back inside her, feel her gripping him like a vice, he let out a moan, and his cock gave a twitch at just the thought of it.

She heard him stand up, and opened her eyes just in time to see him taking that thick shaft in his hand, positioning it at her entrance. "Dusty, baby. Please wait, just a little, I need to, to, ahh!" her pleas for rest went unanswered, as she felt him start to enter her once again. This time however, he was slow, taking what felt like an eternity to slide into her completely. She then felt his hands start to caress their way up her body. Starting at her stomach, pushing through her coat, leaving long trails of wet fur sticking up. While one hand stopped at the base of her neck, the other continued up further, where it came to as rest with one finger on her gaping lips.

"Shh," he said to her in a calm voice, tracing his finger down her jaw line, where he took her cheek in his hand. His other hand returned down the path it had taken to get to her neck, before coming to a rest on her hip. He then ever so slowly started to move his hips backwards, pulling his throbbing cock out almost to the tip. Just as deliberately slow as before, he pushed back into her, getting an almost intoxicating feeling wash over his body as he felt her insides part to take him in to the fullest.

"Oh yes Dusty," she said with a gasp. "Rut me slow, just like that. Come on, make me yours." she now let her body just lay there on the ground. The only part of her that was tensed was the walls of her pussy, squeezing as tight as she could when she felt him push into her, then relaxing just a little to let him escape, only to slide back in. She could now enjoy the unique shape of his cock, the bloated mushroom head that rubbed her so intensely with every pull and push, making her give out heated gasps. That's when she felt him twitch, his cock throbbing, and growing harder to let her know he was at his limit.

"Ahh S-Spitfire, oh yeah. I'm there baby!" he cried out as his hips started to move a little faster, plowing into her harder and deeper as the cum started to surge up through the shaft of his pulsing cock.

"Yeah?" she moaned out, once again letting her voice begin to grow to the excited levels that echoed off the walls around them. "Mmm Dusty, I've wanted you from the second I saw you. Even when I wasn't in heat, I wanted to rut you so bad!" Her words turned his hips back into the thrusting beasts they were before, making her cry out, and arch her back at the sensation of being plowed into once again. "Ahh ahh! C-come on, let it ou-out. I want it!"

"Ahh shit! I'm cumming!" he screamed, giving her one more full thrust into her deepest parts as his cock began to fire shot after shot of his hot seed. Her eyes went wide, and she took in a long inhale when she felt the copious amounts of cum that was rushing into her at that moment. Her back legs snapped around his waist, pulling him harder into her. She pushed herself up using one of her front legs, as the other leg reached up, and placed the bend of her hoof at the back of his neck. She pulled him down to her, making him bend over so that she could smash their lips together in a long passionate kiss that only added to the pleasure of feeling him fill her up.

With a strained grunt, Dusty wrapped his arms around her, then just fell backwards, bringing the pair back into the pool water. Their lips never broke contact, or did their hips separate when they fell into the pool. She pawed at the back of his head with her hooves, and using her tongue to part his lips so that she could jut into his mouth, and play with his. Both of them gave quick moans and gasps as their bodies quivered in the tingling aftershocks of their orgasms.

"I don't think I will be going to training tomorrow," she laughed out, finally breaking the kiss. "I am pretty sure I won't be able to feel my hips and legs. But it was so worth it."

"You are dynamite baby," Dusty said as he placed her back to the edge of the pool. He then gave her several long kisses down the length of her neck before putting his head level with hers, looking deep into her burning ember eyes.

"So," she said with a drawn out, and innocent sounding tone. "You want to maybe stay on as the team's personal yoga instructor?

"Really?" he said with a little shock in his voice. "You're offering me a job, like right now?" He couldn't help but laugh at the sudden proposal. He had heard that Spitfire was a professional to the core, but this was something he had never heard of before.

"Well, yeah," she answered back. "I mean, no time like the present right? Besides, I can think of a couple other reasons I would want you around." She gave him a slow kiss after saying this, letting him know just what those other reasons were. "So what do you say?"

"Hmm," he said as he put his fingers up to his chin, and started to look up at the ceiling. "I dunno. Let me think about it okay?" The look that over took her face was absolutely priceless. Her pupils dilated to tiny specks, as the rest of her eye looked as if it would pop out of her head. Her mouth fell open so fast, he thought it was going to hit the bottom of the pool. He burst out laughing before kissing her on the nose. "Of course yes! I don't think anything could make me happier!"

Appreciating the good humor, Spitfire just got a long sexy gaze in her eyes. "That's good," she said as she placed her lips to his once more. "That's very good." She then leaned back, placing her front legs up on the pool's edge. She rolled her shoulders back a few times, while cracking her neck from side to side. "So," she began while letting out a quick breath. "You ready for round two?"

"Uh oh," Dusty mumbled to himself with a hard swallow. The reality now starting to set in of what he had just gotten himself into. He took in a deep breath to build the courage, and fortitude he would need to continue this day. This cute, sexy mare might be the end of him, but at least he knew he would die the happiest man in two completely different worlds.

Fleur Plucks a Cherry

Fleur De Lis is the one and only true dual world supermodel! She feels absolutely wonderful about this. So good in fact that she wants to show her feelings to a lucky delivery boy.

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The sounds of lovely song birds began to chirp through the window of the extravagant looking home. Songs that were carried on a sweet smelling wind that rolled into the large plush bed room. The bed was a picture of master craftsmanship; it's covers made of some of the finest materials, its mattress was of the finest construction. It was a one of a kind item, one that most could not even begin to dream of affording, but this was something who lay in the bed did not have to worry about. A tall, delicate and slender mare. Her coat was the color of freshly fallen snow, her mane and tail were a perfectly blended two tone white and pink that cascaded on the sheets like a ethereal river of beauty. This was Fleur De Lis, and she was the one and only multi-world supermodel.

A soft waking moan came to her as she opened her long lashed violet eyes. She took in a deep inhale with a smile at all the wonderful smells and sounds that were there to greet her. With a happy sigh the mare rolled herself out of the bed, then preceded over to her closet, where she opened the door to look at all the attire she had to choose from. Today was going to be the start of something wonderful to her. She already felt it coming on, washing over her like bubbles from the most extravagant soaps and cleansers. Just in the few moments since waking up, she felt good, she felt sexy. She wanted to wear something that would reflect how she felt on the inside, for today was the day her heat was starting.

From the wardrobe she had in front of her; she took out an elegant looking robe. This robe was not meant for warmth however, it was as see through as the air itself, and as delicate as newly spun gossamer, but she loved the way it flowed around her, and the way it felt on her coat. With a dainty step in her stride, she walked over to the balcony. She felt the warm wind rustle through her robe, making her get a grin inducing shiver through out her body. This wasn't Equestria by a long shot, this was her home in a place called California, and she loved it. She had fallen in love with the Human world, or to be more accurate: all of it's wonderful amenities. Cars, high tech kitchen appliances, high definition TV, internet, and channels full of anything you ever wanted to watch. How ever much she loved these things, the only thing that was on her mind now was her heat, and who she was going to give the pleasure of satisfying her.

She knew she couldn't call on any of her Human girlfriends to ask about potential mates, not a lot of them anyway. The Humans weren't quite real sure on a mare's heat. Most thought it to be some beastial breeding instinct that turned Ponies into lust driven sex maniacs. While this was false for the most part, some of it was true too. There were still many, many younger mares that didn't know how to accept their heats like she did. They would run out and try to find the first available stallion that they saw and use him to drive away the urges. This of course was the most amateur ways of doing it. She had found out long ago to accept it, let it flow through you, to take in all the wonderful feelings it provided and use them to enhance the bountiful amounts of love making you would be doing. Ever since she found out this little secret, she looked forward to her heat, more than any holiday, Pony, or Human.

Still though, here on Earth it was kinda difficult sometimes to find an actual mate. Stallions were few and far between as not a lot of Ponies had made their way into Earth, at least not to stay. Human males were fine enough, it was just some of them had little to know idea how to deal with a mare in her condition. Most of them thought she was way to cute to look upon as a sexual being, the ones that did sometimes had some rather odd hang ups that she didn't want to deal with. With Humans she had to use an adage she had heard from a story; they couldn't be to cold, and they couldn't be to hot, they had to be just right.

A few short beeps were heard from down the road, and those all to recognizable sounds sent her heart a flutter with excitement. She knew the sound well, it was the sound of a delivery truck, which meant that several of the new items she had ordered online were finally arriving to her home. With a quick clapping of her hooves together, accompanied with a closed eyes giggle, she watched the truck open her gate, and start to drive up the park way. She practically hung over the stone balcony wall looking at the size of the truck, wondering how many goodies it held inside it for her to enjoy. Something then caught her eye, something that pulled her attention away from whatever the truck was holding: the delivery boy.

"Hi Joshy, hello!" she hollered down in the friendliest of voices, waving one of her front hooves at him as he stepped out of the truck. The young man gave a long smile back to her, as he waved back up to her.

"Morning Miss De Lis," he said, getting his clipboard out from the trucks door side. He was a tall, rather skinny man. He had a smooth curved face, and dark brown eyes that were accented by his shoulder length black hair. He had well toned arms, and more than likely chest as much as she knew, the company uniform he was wearing was rather loose, but she could tell he was fit to be sure. All of this contained inside a lovely dark brown skin, due to both his time in the sun, and the race of Human he belonged to, which was common in this part of the world.

"I will come down and let you in," she called down again, not waiting to see if he would respond. She bolted away from the balcony, through her room, down the hall, and stairs. She stopped only momentarily to look in a mirror, seeing that her mane while still un brushed from sleeping on it, still had a random looking sensual wave through it that made her give herself a smile. Once again she hurried down a wide hallway that led to the front door, coming to a skidding halt before taking in a deep breath.

Josh heard the sound of the unicorn's magic from behind the door, and then the soft glow of her magic take hold of the door handle. He put on his normal looking smile to greet her with, though this smile quickly turned into a look of confusion when the door finally opened. She was now standing on only two legs, one of her front legs was being used to prop herself up against the inner door frame, while the other playfully tousled the thin material of her robe.

"Why hello there Joshy," she said in a playful tone. "Do come in, and we can see if we can find a spot for you to put that big package you brought me today."

"Yes ma'am. Right away," Josh said with a nod, then walking right past her down the hall. Fleur blinked several times while still looking out the door. A small corner of her mouth twitched slightly as the feeling of being completely blown off came pounding down onto her. Only her head turned with a crack of the neck after that to watch him stroll down the isle. She was willing to let that one go, as perhaps she wasn't using as much charm as she thought she had been.

Josh stood there in the middle of the very open living room, his arms placed behind his back, only looking at the already large collection of expensive things that were arranged around of the room. Some of them costing more than he could probably make in a year, other more than a life time. He saw Fleur come walking slowing into the room, with an expression that her could see as being straight lipped. "So where would you like it Miss De Lis." For whatever reason, him saying that to her made her front leg shake, and her eyes widen, for reasons unknown ot him.

"Mmm Joshy, I am a very accepting mare. You can give it to me where ever you want," she said trying to pour as much seduction into her words as possible. "So tell me. What did you bring me? Is it nice and big?" Her head moved forward just a little when she said this, letting her tongue ever so slightly come out to lick the front of her lips.

"Yes ma'am. It is pretty big," he responded back with a nod.

"Ooh! Is it all hard too?" she said with a rasp in her throat.

"And brown," he said, continuing the description game they were playing.

"Oh Joshy! I just love big, hard, brown things," she moaned out, thinking that he had finally picked up on her seduction tactics.

"Well you are going to love this then," he said with a long pearly white smile.

"Oh yeah, I bet I am!"

"It's a really nice dresser! It's out out in the truck. I'll go unload it." With that, he once again walked right past her, not noticing how the expression on her face had gone dead flat. She slowly walked over to the couch, then slammed her head down into the cushions with a frustrated groan, not caring that her long sharp horn went right through the material that made up the back.

Sitting there on her haunches, Fleur let out another sigh when she saw Josh walk past her yet again, he still did not notice her attempts at being a sad, but still cute Pony wanting attention. He had already brought the dresser in, and now was just bringing in several smaller boxes to complete her order. Soon enough, all of her things were now placed neatly in a pile, waiting for her to examine them like she normally would. He was standing next to the construct, with a very satisfied look on his face.

"Everything's ready for you to look over ma'am," he said with that same long smile.

"Oh, I am sure everything's fine Josh," she softly whimpered out, followed by yet another attention grabbing sad sigh. He still stood there, just smiling, and she knew what he wanted, which wasn't her, but a tip. She gave a small shrug, then walked into the kitchen with him just a few feet behind her. She was so depressed now that she didn't even add a little sultry wiggle to her plot, knowing that he would see it. Her magic took hold of her purse, and then a small pocket book where she started to fish out some dollar bills.

"Umm, I really hate to impose Miss De Lis," he said with a nervous tone, looking down at the floor. This made her stop what she was doing, and look over at him. "But could you maybe sign this for me?" As he was saying this, he reached underneath his shirt, and pulled out a magazine with her picture on the front. She looked at the cover, and saw what magazine it was, which made her have to hide a long grin. It wasn't some glamourous fashion shot pictorial, or even a dress magazine. It was one meant for men, one that had fast cars, new gadgets, and lots of sexy women in little skimpy outfits. This was the one she had done just a few months back. She saw the wide deep blush on his face, which made her only get hotter in her crotch.

"Mmm why Joshy. That is a rather racy magazine. Just how old are you?"

"S-seventeen ma'am," he answered back with a hard swallow.

"And here I thought you didn't like me," she said with a long, slow, seductive blink that left her eyes half closed.

"Oh, that's not true at all Miss De Lis. I think you are really, umm." He quickly cleared his throat. "I mean, if you don't mind me saying so. You're really, umm, beautiful. Lots of guys think so. Some of the ones I work with a really jealous that you are on my route." All the while he was talking, her grin converted into a much longer version of itself, becoming rather devious looking in the process.

"Well, thank you so much!" she sang out. "Now I will sign this for you, but you just don't let your mare, I mean girlfriend find it. I don't want to get you into trouble now do I?" His blush only became larger, and deeper after hearing this.

"Oh, umm, well, I don't have a girlfriend," he said with another nervous voice clearing.

"Well, that's just tragic," she answered back, really trying to not pounce on him at that very moment.

"Yeah, I'm not very good with girls. My dad says I should be a little more confident I guess? But I dunno, I'm just not good with them. I mean you could be here right now trying to seduce me, I wouldn't be able to pick up on it."

"You don't say?" Fleur said with a tone of sarcasm so thick that it was almost pouring out onto the floor. Though she did wonder what made him suddenly want to open up to her like this.

"Yeah. Like there is this girl at work. She is really pretty, and nice, and fun to be around. But every time I think I can work up the confidence to ask her out. I just get all nervous."

"Well, okay. Why is that?" Fleur asked with an actual voice of concern.

"Well, it's embarrassing really. But I am, umm, I'm uh." He paused for a moment, looking at her as she looked at him with wide curious eyes. "Virgin," he finished letting out a sigh like he had just confessed a murder.

"Wut?" she asked while licking the outside of her teeth through closed lips. She also noticed that her hips were now swaying back and forth, almost in a way to fan the heat between her legs, hoping that she wasn't about to make a mess there on the floor.

"Yeah, I have never been with a girl before and I, ahh!" he shouted out as the now lust mad mare came at him. She pressed her lips hard against his, letting her tongue slap up against his mouth that was still trying to mumble something out to her. Harder still she pushed, forcing him to have to start walking backwards while she used all of her body weight to press him towards the kitchen furniture where she planned to take him. Soon after that, he had no choice but to sit down in a chair behind him, finally getting a breath in as Fleur broke the kiss. "Miss De Lis!" he cried out with a shocked voice.

"Oh, you can call me Fleur, I don't mind," she said with a small growling tone as she went back down, and started sucking rather aggressively at his supple dark skinned neck.

"Umm, ahh, okay, umm Miss Fleur." His body was now paralyzed from what was suddenly happening to him. The only thing he could think of doing was looking down at his wrist, checking the time. "I, I think I should maybe g-get going. I still have deliveries."

"Sorry Joshy," she said as she pulled away once more. Her horn began to glow bright, and he could feel the zipper of his pants come undone. "But you have something else I need you to give me. I think your company will just have to wait while I get it." Her magic then grabbed a hold of both his pants, and his underwear, pulling them down, much to his surprise. Her eyes narrowed when she saw his long hardening cock there before her. She reached up with her hoof, and took it into the bend on her ankle, giving it a hard squeeze, then moving her hoof up and down only once.

"Oh, wait, Miss Fleur!" he cried out while his whole body went tense. He clenched his teeth, and tried as hard as he could, but he could not stop himself from letting out several long spurts of cum that fired out away from him, and landed down onto the floor.

"My, my. Aren't we just the little firecracker?" Fleur said with a small laugh as she looked down at the cum splatter on the ground. She looked back up at him, making the laugh quickly vanish when she saw the look on his face. He was looking shamefully away from her, his mouth had become a deep frown, and it almost looked like he would shed a few tears. "Oh Joshy!" she cried out as she reached up and put one of her front legs around his neck and pulled him into a embrace. "Don't look so sad. I'm sorry I got like that."

"It, it wasn't your fault Miss, I mean Fleur." he said, rather enjoying the feeling of getting to cuddle himself into her soft coat. "I just wasn't expecting that, and you're really pretty. I just didn't know what to do." He felt his anxiety start to build up again, something that Fleur must have picked up on. She stepped away from him, then lowered her head down to give him a small kiss on the lips.

"I shouldn't have thrown myself at you Josh. Even on my world that can be in bad taste. But did it feel good, when I touched you?" He may have tried to hide it, but a massive smile parted Josh's lips. He even let out a small laugh while nodding his head up and down. "Would you like to maybe try again? Perhaps a little slower this time? You don't have to if you don't want to."

"U-umm, r-really?" he stuttered out, the unstoppable grin getting bigger still when he saw her nod her head up and down. He sat there and thought about it for a few seconds, although he didn't know why he had to think about anything really. This was Fleur De Lis, and she wanted to take his virginity. That's when he looked up into her slender pale violet eyes, and gave her a big smile. "Okay, I think I would really like that."

"Me too," the unicorn said, leaning down to give him another kiss, one that he gave back to her with more enthusiasm this time. "Follow me upstairs." She gave him a quick wink, then started to walk towards the staircase, turning her head, and giving him a wanten, and seducing look. He felt a nervous shake run through his body, but he still rose to his feet, reached down and pulled up his pants, then stepped lively behind her.

The two made it into her large bedroom, Fleur spun around on her hoofs, and became the aggressor once again, though this time she was much more gentle about it. Their lips met, and started to part one another, making her give out soft little moans as the excitement started to rush into her loins. He even gave her a surprise, by pushing out his tongue, and gently parting her lips which she allowed with earnest, loving the way it felt when he pushed into her mouth, his tongue seeking hers out to play with. For several minutes their kissing continued, he had become a little bolder now, letting his hands start to roam up and down her long neck, giving her goosebumps under her coat in the process.

The fire in her pussy was now almost unbearable to stand, and she had to feel him inside her. She broke away from their kiss, then while still looking at him, crawled up onto the bed, where she laid on her side, and started rubbing the covers next to her. "Why don't you take your clothes off. Then come get comfortable here with me?" She smiled when she saw him lick at his lips, then give her a nod. He grabbed the bottom of his shirt, pulling it over his head, finally showing her his tight, and athletic form that she had wondered about. With forced movements, his pants and underwear were next to go. She had to stifle a giggle when she saw him have to stop himself from covering up his now rock hard cock with his hands, but deciding to stand there with his hands at his sides. "Mmm, very nice Joshy," she said in a low breathy voice. "Now come up here with me."

She only had to ask once, as Josh started to crawl up on the bed on his hands and knees. As he moved towards her, she rolled over onto her back, spreading her legs so that he could see just how awfully wet she had become. She did think for a second to mention that on Equestria the stallion is normally on top, but with the mare facing the ground, but she really didn't want to confuse him at this moment. He mounted himself between her legs, while she stroked his cheek with her front hoof, giving several small pecks on the lips. She felt his hips drop a little, and the swollen head of his cock bump up against her clit, making her jump, and let out a quick gasp. He then reached down and took his dick into his hand, and started to rub it up and down, making her moan out. The tip of his cock then found her entrance, and he stopped.

"R-right there. Right?" he asked with heavy breaths.

"Mmm hmm," she moaned out. "That's right Josh. Now you just go as slow as you like. I am all wet and ready for you. So you just slide as deep into me as you want." After she said this, he took in a deep breath, and pushed his hips towards her. "Uh huh! Oh Josh yes!" she cried out as she felt the long, hard and throbbing shaft start to sink deep into her. When she felt him reach his full length, she couldn't help but give him a tight squeeze, then start to rotate her hips slowly.

"Fleur, ahh, ahh, ahh!" His whole body tensed up again, and she felt the warm feeling of his cum being shot into her.

"Oh?" she hissed out while looking down between her legs, watching his hips shiver and shake as he continued to pump his seed. "Hrm, well. We are going to have to start calling you powder keg aren't we?"

"I am so sorry," Josh said with a hard breath. "You felt so good, and then you moaned out really loud like that. Oh no, I did it inside you! I wasn't supposed to do that right? Are you going to get pregnant? I am so, so sorry I-" His ramble was brought to a sudden halt by the feeling of Fleur's hoof coming up, and pressing to his lips.

"Shh, it's okay. I'm a Pony, you're a Human. Our fun bits can fit together, but that's about where the similarities end." Once again she took pity on the poor Human, who looked like he had just done the most unthinkable thing ever. He decided to pull out of her, then flop himself onto his back beside her.

"I'm sorry Fleur," Josh said with a sigh. "I bet you think I am a real loser huh?" He rolled his head over to the side, giving her a solemn look, but his spirits lifted when he saw her smiling back at him.

"Nonsense Josh," she said while leaning over and giving him a soft nuzzle with the tip of her nose. "I bet it is hard for a boy your age to give his first time to just a Human girl, let alone somepony of a completely different species." The two gave each other a deep kiss, then Fleur pulled away, then she began to shuffle herself down the bed. "Besides, you are with me. It would be rather intimidating for anypony." By the time she had finished saying this, she had maneuvered herself to where her muzzle was just inches away from his semi flacid dick. She gave him a quick wink, then leaned down and took the whole length of him into her mouth where she slowly started to bob her head up and down, and back and forth.

"Ahh, Fleur," Josh gasped out, feeling the blood rush into his cock, making it as hard as ever as she worked her lips all over the shaft. "You, you don't have to. I k-know it must be m-mess down there."

"Mmm," she moaned out, then let the head escape her sucking lips with a pop. "It's wonderful. I can taste you, I can taste myself." She looked up into his eyes, swirling the head of his now completely swollen cock with her tongue. "Remember Joshy. As much as it is your responsibility to make the mare feel good, and loved. It is her responsibility to do the same for you too." He did indeed feel loved at this particular moment in time. He still couldn't believe this was happening to him right now, and he knew that even if he told anyone, they probably wouldn't believe it either.

"Can we, umm, can we do it again?" he asked with a groan.

"Mmm hmm," Fleur moaned out, loving the way he had gotten ready again so quickly. She rose up onto all four of her legs, then slowly placed herself to where he was directly beneath her. Slower still she lowered her hips, coming down to her haunches, only stopping when she felt the thick shaft part her folds, and start throbbing against her clit. "Now," she gasped out as her hips started to rock back and forth, dragging his cock back and forth between her soaked pussy lips. "You just relax, and let Miss De Lis take care of you." He gave her a single nod, signaling that he understood as his hands came up to begin massaging her chest, and neck.

She rubbed herself a few more times onto his shaft, making her close her eyes, and lift her head up as the fire inside her began to build once more from her self inflicted teasing. With one more final thrust, she lifted her hips slightly, then lowered, taking him in as far as she could. "Mmm, uhh ahh!" she knew her moans got him excited, she didn't want him to let loose again to soon, but she just couldn't help it. Feeling him stretch her out, filling her up was making her start to go wild. She knew that it wouldn't be long until she was riding him like a wild mare, wanting him to release once more inside her.

"T-that, you feel amazing Fleur!" Josh moaned out, now starting to move his hips in time with hers. Soon, not only was he rocking back and forth with her grinding, but starting to lift his hips up and down, something that was making the unicorn on top of him start to ride him even harder.

"Uh huh, that's right Joshy! J-just let your b-body move like that!" She couldn't take anymore. She felt the head of his cock rubbing against the most sensitive of spots inside her, and she started thrusting harder, and harder on top of him. "Uh uh uh ooh yeah! Right there Josh, you're doing so ahh ahh good!" She finally felt as if she was getting what she had worked for so much today, and now that he wasn't a hair trigger, she was about to be rewarded for her efforts. With one more hard thrust from them both, she felt the dam break inside her, and her orgasm started to ravage her body while squeezing at his shaft as hard as she could. "Ahh Joshy! Just like that baby! You're making me cum oh yes, ooh yes, yes!"

Feeling his first pussy cum on his cock was more than Josh could take, and he felt his balls tighten, ready to deliver the second load of the day into this over heated mare's waiting depths. "F-Fleur ahh, I, I can't! I'm gonna cum again!"

"Yes, yes yes! You can cum, all you want. Just let it out!" she screamed as she fell forward, and smashed her lips hard to his, loving the way his hips started a rapid driving motion up into her. Into his mouth she yelled as she felt the intoxicating sensation of his orgasmic spurts mingle with her own continuing waves of ecstasy. She felt him come to a slow stop, as did she, and for a while they laid there with one another exchanging kisses back and forth while he stroked his hands through her mane.

It was her turn now to roll off to the side, letting out a single moan when she felt him remove from her. She turned her body, then placed her head down on his heaving chest so that she could look up at him. He gave her a smile, which she returned, though she brought her bottom lip into her mouth when she felt him take her hoof into his hand, then bring it up to his lips to give it a gentle kiss.

"I think I need to call into work," Josh started to laugh out. "I really don't think I will be making those other deliveries today." Fleur joined him in his laugh, giving him a playful bop on the nose with the hoof he had just been kissing.

"Well you don't worry about that Joshy. I will talk to them, and tell them I need you here to help me with a few things." She let out a deep sigh, while at the same time nuzzling her head deeper into his narrow, but strong chest. She closed her eyes, very content with hearing him breathe in and out, and even more content in the fact that she had successfully brought this once boy into full manhood. The whole experience was almost to good to be true. So often she had thoughts of having an untouched stallion to mould into a lover of her very own. Even though Josh wasn't quite a stallion. She still loved the fact that she was his first, and hopefully it would be something he would remember always.

"Umm, Fleur?" Josh said, making her open her eyes to look up at him. "You wouldn't like mind it if I, you know, started to come see you? Even if you don't have any deliveries I mean." She let out a small chuckle, then scooted up several times until she was close enough to give him a long loving kiss.

"Well Joshy. You see, I have decided to make you my stallion for the next week, week and a half, maybe even two weeks. I am in heat you see, so you and I are going to be spending a lot of time together."

"I kinda like that idea," he said with a massive grin.

"Hmm, and so do I. Now during that time I am going to teach you all about what it means to please a girl both in the bed, and out of it. After that, I think there is a certain girl at your work that would just love to have a young, handsome and experienced young stallion like you take her out." They gave each other another series of kisses, before she laid her head back down fully on his pecs. "But let's not worry about that right now. Right now, let's just be here, together."

"That sounds really nice," Josh said as he once more started to run his fingers through her silk like mane. This made her eyes flutter, then completely close as the warm sensation all over her body, the feeling of his hand in her mane, and the beating of his heart lulled her into a fast, and deep sleep.

Dirtyshy

Fluttershy and her friend have been forming a nice strong relationship over the past few months. He has been very understanding, and not pressured her into anything she might not want. Now she does want it, and is going to reward him by trying to use some rather choice words.

[/hr]

The sound of vegetables being chopped could be heard coming from the kitchen; a sound that made Angel Bunny quicken his step. Soon enough the little bunny had entered the kitchen to see the man he had come to know as Adam working away at the counter. There was already a large assortment of ingredients that had been prepared. All kinds of vegetables and fruits of all different sizes and shapes, each one diced into different portions to make the dinner that was being prepared. Angel by this time had made it up to the counter top, and saw the delicious buffet of items that to him, was completely up for grabs.

With a smiling dive, the rabbit dove forward, wanting nothing more than to plunge into the mountains of food that called to him. His hopes were brought to a sudden end however, as he found himself now being held in mid air. He looked around to see that the Human had successfully captured him by his torso, his large strong hand being able to wrap around his body with little effort. In an attempt to free himself, Angel started to twitch and squirm in any direction that would allow him to do so. Nothing was working though, and soon enough, the tall black haired man had moved him to another counter top.

"Sorry Angel," Adam said while placing the now rather discouraged bunny on the counter. "This isn't for you. This is for Fluttershy when she gets home." Adam then gave Angel a couple of solid pats on the head before reaching under the counter and pulling out a much smaller bowl. "But, I did think about you though. So I made you this version. It is a bit smaller, but I think you'll like it." Angel's eyes lit up when the what was called a small bowl turned out to be a massive serving of the same salad that was being prepared.

He didn't know where to start honestly, every thing in front of him looked so good. There were massive amounts of everything he loved, and not really a lot of lettuce to be used as filler. The tiny bunny took in a deep breath, and decided to use some restrain rather than just attacking the meal before him like some mindless beast. So he gingerly took out a sizable carrot slice and started to nibble on it conservatively while giving little happy squeaks of joy, along with a filled cheek happy face.

"Do you like that?" Adam asked, leaning down to the counter and using his elbows as rests to watch the pet dine. Angel rapidly bounced his head up and down to show that he was very much content. "Well that's good," Adam continued. "Let's call this a peace offering shall we? You see Fluttershy and I have become very close here in the last few months. Closer than I thought I could ever become with any woman, or mare, as the case would be. I like her so much in fact, that I have not even once tried to get her in the sack, which is quite something I assure you."

By this time, Angel had finished off the carrot he was eating, only to grab another one and start on it with a little more vigor. He knew the Human was saying something to him. He was however a little more concerned with what to eat next. So he just nodded his head up and down to show that he fully was comprehending what was being told to him, even if he wasn't paying all that much attention.

"Now you see," Adam said while coming up to a full stand again. "Our dates have always ended up here. Fluttershy is rather afraid to go to Earth right now, which is fine. But since we always do end up here, and sometimes we do start trying to get a little closer, even a little intimate." This made Angel stop chewing and give the Human a very long, angry looking stare. This was a look that Adam had grown very accustomed to seeing; it was one that ruined pretty much all of his dates with the yellow Pegasus. "Ah ha, even now I see that you disapprove of such thoughts." This caused Angel to cross his arms, while nodding his head up and down. "Well, let's not get into that argument again. You just enjoy your salad you cute little thing you!" Adam after saying this reached down and started to give the bunny a few more pats on the head.

Soon enough Angel had made it through almost half of the feast that he was presented with, and he felt himself starting to get full. "Are you a stuffed little bunny?" Adam asked with a silly cute voice. Angel once again nodded his head up and down, followed by a small burp. He didn't know why, but he suddenly felt very, very tired. "Did you like your salad?" Adam asked again, making the rabbit give him a long, and drowsy smile. "Would you like to know how I made it?" Angel didn't respond to this, but Adam went on talking as if he had.

"Let's see here. There was carrots of course, some tomatoes, Some onion for just a little bit of spice." As Adam continued to ramble off the things he used to make the salad, Angel just kept getting sleepier, and sleepier. "Finished it off with some nice lettuce, and there you have it!" Adam saw now that Angel had slumped down, and he was fighting to keep his eyes open. Once again, Adam leaned down, and put his elbows on the counter so he could be right at Angel's eye level when he spoke.

"You see Angel, I know for a fact that Fluttershy is going into her heat today. It didn't start yesterday, so she is more than likely going through the starting phase of it now." He then reached out with his finger, and poked Angel in his extended belly; making the bunny fall over to his back. "And if you think that I am going to let you screw this up for me. Well, you have another thing coming, bunny boy." Angel's eyes started to close, making Adam give him a deep, rather devious grin. "So I added a little special something in there for you. On Earth we call it, sleeping pills, not sure about here in Equestria. Now don't worry, I checked to see how much it would take to knock you out for about, oh, ten hours. But from I read on the internet, I don't think there will be any long standing problems."

Adam now realized that he was talking to himself, as Angel had completely fallen into a drug induced coma. He smiled, then gave the bunny a few gentle pats on the head before picking him up along with the salad bowl. He walked over to where Angel slept, gently placing him into his basket, while putting the bowl of food right next to him. For a few moments the Human looked down at the now peacefully slumbering rabbit. He gave off a warming smile, then raised up to his feet to go back to the kitchen, and finish the meal he had been working on.

With a gentle creak the door of the tree house came open. Fluttershy was soon to follow, trotting in with a happy smile. She looked from one room to the next, and then gave her bottom lip a small bite when she saw Adam standing in the kitchen. Her muzzle became a grin as she started a slow walk towards him, letting her wings give off small twitches, and her tail snapping back and forth.

"Hey you," Adam said with a smile as he finished putting the last touches on the meals he had prepared. The mass of ingredients had now been transformed into two sizable plates of food. Each one showing a large amount of consideration in their preparations.

"Why hello," the little mare answered back in her normal quiet voice. Though now something new was there along with it, a almost unnoticeable rasp that flowed along with her words. Adam was quick to notice the subtle change though, he had listened to her talk many times before, loving each little sound she made. This was something much different however, as not only her voice, but her body movements had altered themselves. She wasn't standing in place like normal, she was pacing with slow gliding steps that slid across the wooden floor. Her eyes were no longer wide and aware, but much deeper, and all too focused on his position.

"You get all your errands done?" Adam asked, trying to start up a small conversation, though he got no reply as she came closer towards him. "Well, I made some dinner while you were out. I remember you said you really liked this recipe so I-"

"Where's Angel?" she interrupted, looking all around to try to see if he was in the near vicinity. By now however, she was right next to the Human, so close that her short little muzzle was almost right at his rib cage.

"Angel?" Adam said with a sudden voice, and a guilty sounding throat clearing. "Oh he's all tuckered out I think. He played a lot when you were away. Then I gave him some food, and he just crawled up into his basket and passed out." As soon as he said this, Fluttershy stood up on her back legs, planting her front ones on the counter behind Adam on either of his sides.

"That's good," she said with a long smile, then drove her head towards him, and planted her lips hard against his. Adam let out a happy surprised moan when he suddenly felt her incredibility soft lips against his. He took in a deep inhale through his nose, then proceeded to return the kiss she was giving him with just as much determination, and passion. As if reading each other's minds, both their lips parted, and their tongues started to dance vigorously with each other, making the excited mare give out a quick gasp.

One of her hooves left the counter, moving it up, and placing it on his chest where she slowly started to rub it back and forth, and up and down. His own eager hands too started to explore the Pegasus's soft little body. Starting at her shoulders, moving down slowly as each of his fingers began to massage their way through her coat. He soon found that special place, one that Pegasi mares just loved to be touched, right there at the base of her wings. As soon as she felt him near where her wings joined to her body, her kissing became more and more intense. Then, when she felt his hands take hold of them with a firm squeeze, she broke the kiss and tilted her head back to let out a small whimper of pleasure.

Adam was not about to let up there however. As soon as her head tilted back, he moved his down to where he could start giving her small, but powerful nips on her neck. He started as low as he could, moving up slowly towards her jaw line. One of his hands had now let go of her wing, and was moving up her outstretched neck where it began to thread itself into the long, thick and silk like fibers that were her mane. When he finally finished traversing the forest of pink that was her hair, he reached up and started to play with her ear, moving just his finger tip ever so slowly along its rim. As much as he didn't want to, he pulled away from her only slightly, just enough to where he could look into those light blue ocean eyes.

"Hey," he said with a smile. "I just want you to know, we don't have to just jump right to it. I mean, I have been waiting for this for a long time. I just don't want you to think I am some heat chaser." This made her smile at him, and for a small moment return back into the timid looking mare he had come to know. "I know a lot of Human guys try to get close to mares that are about to go into heat. That's not me, okay?"

"Oh, I know," Fluttershy said as she gave him another deep kiss. "I think you are really nice. That's why I became friends with you, and now something a little more than that."

"That makes me very happy to hear, Fluttershy," he said while stroking his hand up and down her cheek, loving the way the small bristles of her coat felt to his hand. "So you maybe want to get a bite to eat?" he asked while reaching over and picking up a glass of water to take a sip from.

"Well, umm, yeah, I mean we could do that. If you really wanted to." She looked over her shoulder at the salads that had been prepared. They did look delicious, and she could tell that he had probably put a lot of work into their design and preparation. Food was just the last thing on her mind at the moment, and she knew a way that she might get his mind off the dinner as well. "Or, we could go into my room, and umm, fuck." Adam had to quickly turn his head as now all the water he was trying to drink came out of his mouth in a massive spray.

"Fluttershy!" he yelled in a voice that fully showed his shock, awe, and a little embarrassment.

"Oh, oh no!" Fluttershy gasped as her eyes went wide, and she put a hoof up to her mouth. "Did I, umm, did I say it wrong?" Her muzzle then went into a long frown. "Oh, I just knew I wouldn't be able to say it right! And I practiced so much too." He knew she was about to become very upset, and he also knew you didn't want a mare in heat to become up set as the bomb site that was their hormones might toss them into a very deep depression.

"No no, hey, it's okay," Adam said putting the biggest smile he could muster on his lips. "You just surprised me is all. Hey it's okay, promise. You said it like a pro."

"R-really?" she whimpered out, her smile had started to come back, and her eyes stopped looking as if they were going to explode into tears.

"Yeah you did!" he said with a laugh. "I have to ask though. Why did you say that? And where did you learn to say it?"

"Well, I umm," she started with a little embarrassed giggle. "I have been talking to Lyra, and a few other mares that have Human coltfriends. I told them that I was, you know, going into heat soon. They all told me that their Humans really like it when they umm," her voice became small, she even leaned in a little as if to stop anything else from hearing her next words. "Talk dirty. Like a Human female would."

"Ahh, I see I see," Adam said as everything started to make sense. He knew Lyra's boyfriend rather well actually. He didn't talk much about their sex lives, but what he did talk about always put a smile on his face. "And these other mares thought I would like that too huh?"

"Well, they brought it up anyways. I mean if you don't want me to talk like that, it's fine." Her voice kinda trailed away during her words, almost showing she was somewhat disappointed.

"I didn't say that," Adam said with a laugh. "Oh no no no I didn't say that at all! It's just that if someone came up to me and said that one of these things were true; the sky was purple, or Fluttershy would talk dirty. Well, I would be a true believer in purple skies." He saw that she was getting back into it, and the heat in her body was once again starting to take hold of her. "So, like, what else did you learn?"

"Hmm," Fluttershy moaned out as a long, and very implying smile came over her muzzle. She then went down to all fours and started to walk towards her bedroom. "I could tell you here. Or I could show you, in there." With a sultry trot, she continued towards the room where she planned to be bred, never once letting her massive half lidded eyes leave his now grinning face. "Coming?" she asked giving her plot a quick wiggle, while her tail slapped her own flank from side to side.

"Yes ma'am!" Adam happily replied, almost bolting from the counter to catch up with her. This made her let out a joyful little squeak as she bound off into the room with him just a few steps behind her.

With a floating leap, Fluttershy placed herself on the bed's edge where she sat on her haunches. As soon as he entered the room, she lifted her front legs up in an accepting embrace, one that he was all to happy to be taken into. The two almost slammed into one another, driven by the need to feel each of their lips on the others. Both of them moaning loudly now as their kissing began, her front hooves wrapped around his torso, while his hands once again started to rub and explore all over her body. Already her hips began to gyrate at the thought of having him inside her. She could feel the moist effects of her lust start to saturate her loins, as well the bed under her, but she wanted something else first, something that she never told any of her mare friends about.

"C-can you do something for me?" she asked with heavy gasps as she pulled away from their brutal kissing, her hooves working their way under his shirt and lifting up to show that she wanted him to take it off.

"Mmm yeah baby. I'll do anything you want," Adam responded as he practically ripped his shirt from his body, tossing it to the ground. His eyes then closed, and he tilted his head back a little when he felt those wonderful lips of hers start to give small random kisses on his stomach.

"S-show me your," she paused before saying anything else, wanting to make sure she got the next word perfect. "Cock." Adam had to force himself not to bust out laughing when he heard that. It was just so ridiculous, never in a million years would he have thought Fluttershy of all Ponies would say that to him. He did not want to discourage her though, the thought of having this mare was good enough, but having her say all these naughty things to him was almost to much for him to take. He did want her to feel as comfortable as possible, so he decided to get serious about it.

"Yeah? You want to see my cock?" he said in a dirty sounding tone that was accompanied by a long grin as he started to unfasten the button and zipper of his pants.

"Uh huh," she gasped out, all the while pulling down on his clothing before he could finish undoing them. "I, I want to suck on it. I love doing that. Nopony knows, but I love having it in my mouth. Can I suck your cock?" Adam never once in his life ever thought he would actually blow a load in his pants. He had heard about guys getting to excited, but he never thought it could ever happen to him. Though when that little yellow Pegasus asked if she could suck him off, he had to think of some very bad things to prevent exploding right there.

Time for Fluttershy felt like it had suddenly come to almost a stop, she couldn't get his pants off quick enough and the raging fire in her pussy was driving her wild, and she needed to concentrate on something else before getting filled with the only thing that would douse the flames. Finally however, his pants slid down his legs, along with his boxer shorts. She let out a happy lust filled gasp when his dick sprang up to present itself to her, Adam offering a groan of relief to finally be freed of the pressure of having it contained

Without sound or hesitation, Fluttershy closed her eyes and plunged forwards, taking Adam's rock hard shaft fully into her mouth in one gulp. With a surprised groan, Adam's eyes went wide when he saw what this little innocent mare was capable of doing. He moaned even louder as she started to bob her head back and forth, making wonderfully lewd sucking noises as her lips locked tight onto his dick. Her front legs came up, and wrapped themselves around his waist, her hooves bending down to take hold of his tensed ass, and squeeze it while pulling him harder into her. It was now her turn to start moaning in muffled pleasure as the feeling of his blood engorged dick stiffened and pulsed with each new thrust into her wet, hot throat.

"Ahh! Damn Fl-Fluttershy, you mmm, you really do like that huh?" Adam gasped out while his hands found their way into her mane once again, this time giving little pushes to encourage her to suck him as hard, and as deeply as she wanted.

"Mmm hmm!" she moaned out, then popped his cock out with a heavy breath. "My first stallion had me do this. I didn't know how much I would like doing it." She then tentatively gave the tip of his dick a quick lick with her tongue as her hoof wrapped around the base, and started to work up along it's length. "Does, does it feel good? Do you want me to suck your cock some more?"

"Ooh yes baby," he hissed out with a shiver. "Suck it all you want!" This made her groan out with a smile at being requested to keep sucking him. Her hoof started now to squeeze him a little harder, as she began to work it back down. Her tongue did little swirls around the tip several times before she took it into her mouth once again to resume the lip locked sucking motions.

Adam sucked air hard through his teeth as he felt her begin to work her wonderful magic on him again. Her hoof stayed where it was at, giving the base of his dick quick random squeezes before sliding up in rhythm with her head, only to slide back down and squeeze at him more. It was all just to good to bare, and soon Adam felt his balls start to contract, as his whole body tensed up with the threat of unloading right there in her mouth.

"Ahh fuck! Wait, wait, you're gonna make me cum!" he yelled while trying to pull himself from her clenching muzzle. Once again he felt the cool air of the room hit his cock, then the hot sensation of her tongue starting at the base, before licking slowly up the underneath of it.

"It's okay," she said with a grin, and a raspy tone. "You can cum in my mouth. I, I would really like it if you did." She gave his head a single suckle, before pushing the length of his dick back into her now hungry mouth. She looked up at him with her massive blue shining eyes, and he knew there was no hope of controlling himself.

"Ahh ahh ahh oh!" he cried out while his hips began to jerk violently. His hands clasped hard onto the back of her head, pushing her down as far as she could go, getting a loud grunt in return. He felt her tongue start to lash, and dance all around the head, and shaft, it was all he could take. He gave out one more howling moan as he thrust his hips forward, and started to pump rope after rope of burning seed down her throat. This only prompted her to move her head faster, letting out quick moans every time she felt him shoot his cream into her.

"Mmm, so nice," she said as she pulled him out of her mouth, giving the head of his cock small little licks that caused him to let out fast gasps, and full body shudders. She looked up at him, and loved what she saw. His chest was heaving up and down, his eyes still closed, and an ear to ear grin plastered onto his face. That's when she laid back on to the bed, bringing her back legs up, while spreading them at the same time. Her hips gave a sudden jerk when she saw him look down and notice her drenched waiting marehood, and then gasped when she saw him lick at his lips.

"Would you like to, umm." Suddenly Fluttershy felt a wave of panic wash over her as she thought she had just forgotten what Lyra, and the other mares had told her what this next thing was called. Her mouth fell open, and she tried as hard as she could to remember what to say. Fortunately, Adam was on the same track as her, and was already lowering himself to his knees, and moving closer to her waiting crotch.

"What?" he asked with a long grin while his hands placed themselves on her thighs, and started to push them further apart. "You want me to eat your pussy baby?" Her hips almost shot up off the bed when she heard him say that. It sounded so crude, and naughty, but she loved hearing him offer to please her in a way like she had just done to him.

"Uh huh, oh yeah! W-would you eat m-my pussy for me plea, pl, ahh ahh!" Before she could even finish the request; Adam had his head planted firmly between her legs, his mouth clamped to her soaked lips, while his tongue started a slow climb from her entrance, all the way to her clit. Her hips started to rotate madly every time she felt his tongue poke and prod at her again and again. "Nuh nuh unngh oh A-A-Adam! Just li-like that, oh that feels so good!" she cried out while moving one of her hooves down to start stroking at his hair.

Adam viciously lapped and licked at her as much as he could. He loved the sounds she was making, the lust filled cries that he didn't even think a mare like her would be able to make. The stuttering words only acted as a fuel for him to continue, wanting nothing more than to have her explode in his mouth like he had done to her. His hands pressed harder into her thighs, spreading them out as far as they could go while his tongue parted her pussy lips, before thrusting into her to the point to where he felt his tongue might get a cramp from putting so much strain onto it. It was hopeless for him to stop now, the more he sucked at her, the more delicious yelps and moans she let out. He felt her body go rigid, letting him know she was there, so he flicked her clit as hard as he could, before turning his lips into a cocoon that encased it entirely.

"Ahh, ooh ooh oh oh unngh! Th-that's it ooh!" the little Pegasus wailed. Her wings shot out like they were spring loaded, where they started to flail up and down, beating the bed under her. Her hooves took hold of the bed covers, grasping them hard enough to crush a cinder block while her hips bounced in time with every hard suck he gave to her. "I'm I'm, I'm cumming!" she shouted as the dam broke and started to drown her body in scorching orgasmic waves of ecstasy. It seemed like forever that her orgasm wracked her body, every time she thought the last of it was done, another fresh wave would consume her, making her hips jump, and a new set of moans and gasps escape her mouth. Now she really needed it, she needed his cock thrusting into her, pumping in and out of her as much as he wanted. She tried to voice her desires, but being as much out of air as she was, the order to mount her came out as just a shaking mumble.

"What was that baby?" Adam asked with a strained breath, finding himself very much in need of air. Once again he heard her say something, but couldn't quite make out the words. He smiled to himself, as he gave her thighs a gentle firm squeeze, then ever so lightly kissed her clit once again, making her take in a deep gasp.

"Fuck me!" she screamed, remembering that is what the other mares told her to say when she wanted him to mount her. "C-come on Adam, fuck me! I know you want to!"

"Oh yeah," Adam moaned out as he felt his cock spring up like a rocket. He really didn't think she could have been more sexier than she was at that very moment; laying there on the bed, chest heaving, pussy dripping with both her and his juices, asking to be fucked.

Never in his life had Adam felt such primal animal urges dwelling inside him. He wanted nothing more than to slam himself into this little mare's pussy, and ravage her until she couldn't take it anymore. He stood up with a loud grunt, his hand clasping his own cock in his hand, giving it a few good strokes to make sure it was as hard as it could be. He placed his knees on to the bed, pushing himself up against her to where her legs rested on his thighs. That's when he saw something that made him calm down considerably. Her deep soft eyes, the long pink mane that flowed like an ethereal river there on the bed, that short adorable muzzle. This wasn't some sex crazed whore, it was Fluttershy. She had screamed his name, she had used the dirtiest of words, but he knew that she was still the little shy mare that he had grown to care for so deeply. Yes, he was going to fuck her, but it was going to be true, passionate, and what a Pony as kind as her deserved.

With a small thrust of his hips, Adam used the head of his dick to slowly part her waiting pussy lips. He then just as slowly began to slide the length of his shaft along the positively soaked valley, making sure to place an ample amount of pressure on her clit. His movements made her shake underneath him, her hips jerked up in an effort to have him place his throbbing rod into her. He particularly loved the small little gasps that she let out as he moved his dick up and down, seeing her mouth open to take in some air, then turn up into a lip biting smile.

"You ready gorgeous?" he asked, placing the tip of his dick right at her entrance, then pushing ever so lightly.

"Uh huh," she sighed out, loving the thought of him placing himself as deep as he could go into her moist depths. "You, you can put it in me now. I really want you to." The way she said that to him made a long smile come over his lips, he knew that if he had been struck deaf at that very moment, he could at least be happy in knowing that he heard her say that to him. He still wanted to play her game though, he wanted to hear her say more naughty things to him.

"What would you like for me to put in you hmm?" He asked the question with a big grin, while his hips pushed forward just hard enough to have the tip enter her.

"Oh, ahh, d-don't tease!" she cried out, though with a little laugh of her own. She looked up seeing the look on his face, and she knew what he wanted. "Your cock," she said with a breathy sigh. "Will you slide your cock into my pussy now?" to add a little something extra to her request, she placed one of her hooves up to her mouth, as if trying to stop the dirty words from escaping, all the while turning her head down and away from him, only keeping her eyes locked on to his. This was apparently all the motivation he needed, because just as soon as she said that, she felt him push hard into her. "Oh Adam, you're so hard!" she moaned out as she threw herself flat onto the bed.

A low long groan came from Adam's throat when the full length of his cock had reached as far as it could go. He had to close his eyes and grit his teeth when he felt the wet scorching heat from her pussy wash over his dick, and then the intoxicating feeling of her walls closing around the shaft in an effort to lock him into place. He had to take in a sudden gasp of air when he started to pull out of her, feeling her hips push forward to prevent him from doing so, along with giving him another series of tight squeezes. As soon as the tip was almost out, he pushed back into her, making them both let out pleasure filled moans, this is when he started to thrust in and out of her with nice medium strokes.

"Oh god Fluttershy, you feel so good!" Adam rasped out as he fell forward, before pressing his lips hard to hers. She was more than happy to return the passion filled kiss, all the while placing her front legs over his shoulders, while her back legs came up and around his waist to start gently kicking at his tightened butt cheeks, letting him know to keep going. He broke their kiss with a loud grunt, then buried his face into the soft coat of her neck while his thrusting became a little faster, and more powerful.

Every time she felt the full length of his cock push into her, she let out a quick little yelp. She could feel the head of his dick rubbing so strongly on every part of her insides, the insatiable feeling of her pussy wrapping itself around the throbbing thick shaft made her legs pull him closer to her. It was then she felt him start to breathe even heavier than before, and began to add small forwards thrusts with his entire body along with the wonderful up and down motions he was already using to drive himself in and out of her. She too started to let her gasps and moans become louder and more frequent, knowing that in just a few more pushes from him, it would drive her over the edge. Her hooves began to roam up all over his shoulders, neck, and through his hair, and she wanted nothing more than to let him make her cum, and to have him unleash inside her.

"Mmm Adam, y-you're going to make me cum," she whispered into his ear with as much of a sexy voice as she could. "Can I cum on your cock?" He had no answer for her save for his hips now starting to push harder and faster, making his dick slide in and out of her with a rapidly increasing speed. "Unngh mmph, oh yes. I can feel you ahh throbbing inside me ooh! Is my pussy going to make y-you c-cum?"

"Ahh ahh, oh yeah baby! Oh fuck yeah!" Adam finally said with a muffled shout into her neck now turning his hips into a piston that pulled its entire length out of her to just the tip, before slamming fully back into her with a single push.

"That's it! Ahh Ahh nuugh I'm, I'm cumming!" she shouted as his last final thrusts triggered her orgasm, making every muscle in her body tense as the lava hot sensations of passion came rolling over her. As if her own wasn't good enough, she heard him call out her name, then his hips gave one hard push as his own powerful orgasm started to fire itself into her. She now knew she would become addicted to the feeling of cumming together. Her own body completely inflamed with lust at her own mind wracking pleasure, combined with feeling him unload his heated seed into her womb. To her, at that very moment, she could only imagine that this was what paradise felt like.

Even as their mutual orgasmic bliss came to a slow halt, the two just stayed there, wrapped in each other's embrace for what seemed like countless moments. Fluttershy then felt him start to kiss up her neck, making her give out a long warm moan. She then took in a long sigh while moving her front legs all over his back and shoulders. She almost felt a little sad that his generous amounts of cum had successfully driven away the unbridled lust brought on by her heat. Though she couldn't help but smile in knowing that those feelings would return soon enough, and she had him here to take care of her when it happened.

"Umm, Adam?" she said, making him stop giving her neck the attention of his lips. He used his arms to push himself up, so that now he was looking down into her eyes with a long loving smile on his face. "So umm, that was really, really wonderful. And I am very happy we finally got to mate. But umm." Her eyes darted from side to side. "You, you're not going to tell anypony that I talked like that are you?"

"Wow!" Adam cried out, he finally let all the laughs that he had suppressed away come rushing out of him at once. He couldn't believe that in a matter of just a few seconds, Fluttershy had gone from the lust driven, dirty talking girl, right back to the timid and shy little mare she was before her heat started. While still laughing, he bent down and gave her a smiling kiss, which she returned, but quickly pulled away.

"I'm serious! It would be just so embarrassing if the girls found out I knew how to say those kinds of things." Once again, Adam gave her another kiss, then started to gently stroke her face.

"Don't worry babe. I'll only tell ten, maybe fifteen people all together. And that's counting Humans and Ponies. So your secret is somewhat safe."

"What? Oh no!" she cried out as her eyes went wide, and she could almost feel her heart jump through her chest. She saw him bust out into another loud fit of laughter, though this time he wrapped his arms underneath her body, and gave a single pull that rolled him onto his back, with her now resting on top of him.

"Mmm," he moaned out as he felt the weight of her body press down onto him. He had to take just a small second to relish in the wonderful bliss of having her long mane come down, and envelop his face. He then started to laugh again, because even though he couldn't see her face, she was more than likely panicking right now.

"A-Adam, please, d-don't tell," she whimpered out while using her hoof to push her mane out of the way so she could see his now reddening face.

"Well, okay," he said, making it look like he had to think about it for a second. "I won't tell, as long as you keep saying those sexy things to me when we are fu-mating. I mean, if you want to." The last part of his comment was done in a voice much like her own, and he knew right away that she could tell he was making fun of her voice. She couldn't keep the serious look on her muzzle however, and she just let out a little laugh of her own.

"Really, you want me to keep using those words like that?" she asked with a grin as she leaned her head down to give him a quick kiss.

"Well you don't have to all the time. Don't want them to lose their meaning and all. Just whenever you are feeling naughty enough to say them." His expression became a little bit more serious after he said that, and his hand came up to start gently playing with her ear. "I am just really happy to be here with you right now."

"Yeah?" she asked with a small smile, causing him to nod to answer her. "I am glad, I am happy to be here with you too." They both let out a simultaneous sigh to let the other know their contentment in this moment. That's when they both leaned towards the other, and proceeded to give and receive a deep long kiss. Soon enough, they broke away from each other, Fluttershy laid her head down onto his chest, while he in turn wrapped one of his arms around her body, and the other he used to support his own head. He knew for a fact that he could have stayed like this forever if she so wanted to. Though he knew that wasn't possible, Angel would be waking up in several hours, and he was going to have to think of a way to deal with a very mad little bunny.

Author's Note

Now, if anyone is wondering why Adam drugged little Angel Bunny. I have a very simple explanation for that. Fuck him that's why, little bunny d bag. Kisses.

Baking Pinkie's Pie

Pinkie is in heat, but she is just so very bored with all the normal stallions.
She wants something new and exciting to satisfy her needs.
Seeing that Mr Cake's Human friend is coming over to get an order. She sees an opportunity to teach him how to make a very special pie. One that she needs very badly.

[/hr]

Against the thick glass window Pinkie Pie had pressed herself. The Earth Pony's wide blue eyes darted from side to side, taking in all the Ponies that walked past the bakery. Though it was not just every Pony she was observing; it was the stallions that caught her attentions. Every stallion that strolled into her line of sight was immediately broken down to his base components. His size, his weight, the color of his mane compared to the color of his coat. Each one had his own set of pros and cons, but none of them seemed to jump out at her in the way she wanted. She had, had stallions before; each one of them more than willing to help her out when she was in her heat. This was nothing new though, any stallion was always happy to help out a mare in their heat. It had become such a boring thing to worry about, almost like a chore more than a special time in a mare's life.

"That's right," she said to herself while she tapped her hoof on the glass. "All of you just keep strolling by. All of you are just a bunch of dirty stallions. I know what you want. You're not going to get it though. Nope, not a single one of you are going to get this mare. Just a bunch of party poopers that think me being in heat is just an everyday thing." Just then, a pegasus stallion came walking by just in front of the window. "Especially you!" Pinkie said as she looked down at him. "I don't even know you. But I know what you want you filthy stallion you." She then suddenly stopped and got an odd confused look on her face. "Hey, I don't know you! I know everypony in Ponyville! You must be here cause you know I am all heaty and stuff. Why you dirty stallion."

"I can hear you. You know?" the stallion said as he looked up into the window at the rambling mare with an annoyed glare.

"What?" Pinkie shouted to show that she was actually surprised at this information.

"Yeah, I can totally hear you. That glass isn't sound proof or anything." The Pegasus then got a long grin on his muzzle, and he leaned up towards the window a little bit. "So you're in heat huh? That's cool, my name is-"

"Don't care!" Pinkie shouted while jumping up into the air and grabbing the window blinds. She threw them down as hard as she could, causing a loud slamming sound to echo through out the room. "Bet'cha can't hear me now can you huh, huh?"

"I can actually. I just can't see you."

"Well I can't hear or see you, so nyaah!" after her small out burst, Pinkie let out a long sigh towards herself. She didn't know why during her heats she became so temperamental. She knew all to well that each mare was different, and she knew some had it a lot worse when it came to how they acted. She just didn't want to do the same hum drum routine of going into heat; finding a stallion, staying with him for a week or more, then just moving along like nothing ever happened. She wanted something new, something exciting, something she could run and tell all her friends about.

"Come on Pinkie," the little mare said to herself while ever so slowly banging her head up against the wall. "Keep it together. No need to get all weirdo on everypony. Probably should stop talking to yourself too. I mean it's not like I can answer myself right? Well, I mean I could answer myself, but then I shouldn't have asked the question because I would have already know the answer. I mean I guess I could ask myself a question to something I didn't know the answer to. Then I would have to come up with the answer to tell myself. That's not weird is it? No I don't think it is."

"Pinkie Pie."

"Arrgh, see? There I go. Now I am even saying my own name to myself. Why would I want to get my own attention? I mean I am right here with myself."

"Pinkie."

"You know what's really funny is that when I say my own name. It sounds just like Mrs Cake when she says my name and is starting to get annoyed."

"Pinkie!"

This last shout startled Pinkie enough to where she spun around to see that it was indeed Mrs Cake who had been calling her name. "Mrs Cake!" Pinkie called out as she put a long grin, and a very innocent looking smile on her face. "Hello! How are you? How long were you standing there? Did you know these windows aren't sound proof?" Mrs Cake decided to let the sound proofing comment go unanswered as she knew it was Pinkie either trying to quickly make herself look like she was not just there talking to herself, or she actually did want to know if she knew the windows were sound proofed or not.

"Pinkie," Mrs Cake started while regaining her composure, and putting the motherly tone back in her voice. "Now I am a mare of great experience, and Mr Cake and I know that it is that time of year for you."

"What, my birthday?" Pinkie asked in a childlike and excitable tone. "Oh, but wait. Wasn't my birthday just a few months ago?" Her eyes narrowed, and a look of sincere worry came over her muzzle. "Oh wow. What have I been doing for a whole year? I can't remember. I hope I threw everypony some nice parties for their birthdays."

"Your heat!" Mrs Cake cried out to interrupt the threat of another ramble. Though she quickly brought her voice back down before continuing. "You're in heat, Pinkie. And I just want you to know that if you need to talk about it. Just let me know."

"Aww, you're so nice, Mrs Cake," Pinkie said with a long smile. "But you don't have to worry about me. I've been in heat before. I got it totally under control."

"You do huh?" Mrs Cake asked as one of the sides of her mouth twisted upwards.

"Oh yeah! I am a pro when it comes to dealing with my heat. I can go forever without even thinking about it at all." Pinkie then struck a pose to show how proud she was of this fact that she had just made up.

"Uh huh," Mrs Cake said while rolling her eyes. "Then would you mind telling me about those loafs of bread you made this morning?"

"What about them?" Pinkie said with a voice that made it sound like she was being accused of something. "There was nothing wrong with them. They were perfectly made. Fit for Canterlot elites even!"

"I'm sure they were, dear. It's just they kinda looked like, umm," she paused for a moment while bringing her hoof up to scratch at her head. "Well it's just they looked like a particular part of a stallion. This is a family business after all. We just can't sell things that have that much umm. Girth, I guess?"

"Oh yeah, those loafs of bread." Pinkie then let out a small embarrassed giggle. Suddenly, a familiar sound came from outside, one that made Pinkie turn and open the windows again.

Outside she saw a cart rolling up to the delivery side of the building. It was being pulled by two working stallions, and the cart itself was loaded down with boxes. It wasn't the stallions or the boxes that caught her eye, it was the man driving the cart, a Human man. She knew his name was Elliot, and he was a close friend to the Cakes. More like a small business partner really as he would often come and pick up very special orders for them to take back to Earth to sell in his shop. She knew that lots of mares found Humans very attractive; one of her best friends was even married to one. She herself never quite found them much to look at for the most part though. Today was different, today he looked so much bigger, and hotter than she remembered him looking before. The way he bounded from the drivers seat of the cart. The way his voice boomed out in laughter as he made a passing joke to the stallions pulling the cart. Watching his strong looking arms take hold of a few packages, and the way his fingers took hold of them. Suddenly, a long smile of intent wormed its way onto Pinkie's muzzle as she knew what she wanted.

"Ya know Mrs Cake," Pinkie said with a almost disturbingly calm voice. "There is something you and Mr Cake could get me." By this time Pinkie had started rubbing her front hooves together as if she was concocting some diabolical plan.

"Oh?" Mrs Cake answered with a raised eye ridge. "And just what would that be dear?"

"A snow globe!" Pinkie shouted while spinning around, standing on her back legs, and throwing her front legs into the air to signify that this was her one true desire.

"A sn-snow globe?" Mrs Cake said with a dropped jaw.

"Oh yeah! A really nice one too! One with real snow flakes inside, and they fall over a fully lit up tiny tiny, itty bitty version of Canterlot castle. Oh, and it plays the Equestrian national anthem when you wind it up!" Pinkie was now looking at her hooves with wide eyed wonder as if she was already holding the object she had just described.

"Well that sounds lovely Pinkie, but I just don't know where we would find something like that. It sounds really extravagant, and umm, expensive."

"I know where to get one, just like that," Pinkie said as she trotted over to Mrs Cake and placed her hoof over the older mare's shoulder. She now started to gently push Mrs Cake towards the front of the store, moving along with her. "All you have to do is go to the Crystal Empire."

"Wait wait wait!" Mrs Cake protested while shrugging off Pinkie's leg, and stepping away. "The Crystal Empire? Just to get a snow globe? Oh Pinkie I don't know, it seems like a very big hassle and-" she had to stop talking as she now saw that Pinkie's eyes had become overly large; almost completely filled with the blue of her pupils. Her bottom lip had also jutted outwards, and was quivering almost in time with the slight glimmer in her tear welling eyes. Mrs Cake just let out a defeated sigh, as she knew that there was nothing that could be done. "Oh alright Pinkie." This was all that she had time to say as Pinkie now became a living tornado of action.

"Yippie!" Pinkie shouted, jumping high into the air and clapping her hooves together. "Here's your passports; your luggage, some bits for traveling, some bits for the snow globe, some bits for if you lose the bits I just gave you. Here's the train tickets, here's a list of all the things to do while you are there. Be sure to say hi to Cadance and Shining too okay? Here's some snacks; here's your husband, and here's Pumpkin and Pound. Okay, have fun, bye!"

The front door came to a thunderous slam as Mrs Cake found herself now outside the bakery with all the items that Pinkie had just listed off. Both the babies were giggling, though it was her husband, Mr Cake that caught her attention as he had a look of both shock and horror on his face. "I, I, I just don't know how I got here," Mr Cake whimpered out while looking around at the new surroundings he found himself in. Mrs Cake just shook her head with a laugh and started walking towards the train station.

"Come along dear," the blue Earth Pony commanded, gesturing for her mate to get the bags on the ground.

"Where are we going?" Mr Cake asked, picking up the bags in his mouth.

"The Crystal Empire apparently," Mrs Cake chuckled out.

"What, why?"

"I'll explain on the train dear. It's a mare thing." This last comment made Mr Cake look back at his bakery, and while he didn't have a full grasp on the situation. He did know that Pinkie was in there, and that was all he needed to think about for the moment. He himself just gave a quick laugh, then quickly trotted up to his wife.

"Carrot, Cup, you guys here?" Elliot called out as he walked into the bakery. After a few seconds of silence passed, he got a look of confusion on his face before starting to venture further into the store. He felt something was off, there was an odd air in the room, and he felt as if he was being watched. He was just about to call out the Cake's names once again, but something suddenly moved behind him, causing him to spin around. He didn't see what it was, all he knew was the the sign on the door was now swinging, and it had been moved from its open position to its closed one.

"Very funny guys," he nervously laughed out while repeatedly spinning on his heels to look around him at all angles. Once again he heard something dart around behind him, this time he was quick enough to catch just a small glimpse of the colorful blur that dashed around the room. This time, all the blinds and shutters on all the windows came to a slamming close, drastically dimming the light in the room he was in. This was about all the weird Pony stuff he could take, and decided to come back when there might be other customers around. "Okay," he shouted out into the empty room. "Guess I will just be going now. You all have fun trying to mess with someone else." That's when he made a few quick steps towards the door, reaching out for it to escape the situation. Something made him stop however, a familiar voice coming from behind him.

"Why hello there, Mr Elliot," Pinkie said in a cheerful and very seductive sounding tone. Elliot spun around once again, this time though getting a very relieved look as he saw the Earth Pony's familiar face.

"Ah, Pinkie!" he said in a sigh that showed his distress was starting to fade. "It's you, I thought something weird was going on."

"Really?" Pinkie asked, now completely dropping the breathy part of her voice. "Like what?"

"The uhh windows, the door. Something was bouncing around in here with me. I thought it might have been a ghost or something."

"Pfft, that's silly! There's no ghosts in here." This made Pinkie get a rather concerned look on her muzzle as she started to think about it. She knew full well that it was her that darted around to close the windows and lock the door, but she couldn't be sure if there was in fact no ghosts in here. "I mean, at least I don't think there aren't any ghosts in here. There might be. I have never checked for ghosts before so there may be at least one, or even two!" A cold shiver ran up her spine at this point, making her coat stand on end, and her mane spring up to look like she might have just been electrocuted. "I'm scared! Hold me!" With a blast of speed Pinkie soared towards Elliot. She crashed into him hard, causing both of them to tumble to the floor.

With a loud pain filled exhale, Elliot found himself on his back with the fear struck Pony laying on top of him. Even though the pain in his back was rather intense, he couldn't help but laugh when he saw the jumpy eyed Earth Pony looking around the room as she cowered on top of his body. That's when he lifted his hand up and gently pated her on the head while giving out a small sigh. "Don't worry, I doubt there are any ghosts here. I mean if you haven't seen them here before, I doubt they would just show up now for no reason." This made Pinkie look up, and he saw the face of fear wash off her face, being replaced by her old chipper one.

"Well yeah I guess that makes sense," she said letting out an exhale to show that she was relieved that her house wasn't haunted. Much to his surprise, her face once again shifted its appearance. Though this time it was into something he had never seen before. Her eyes became very focused, her lids dropped down just a little bit, and her mouth became a half crooked smile as she looked down at him. "So hey, what would you like to do since we are down here?" While saying this, she had begun to press her body a little harder to his, all the while moving her muzzle closer and closer to his lips.

"Umm, pick up my order and talk to Carrot for a bit," Elliot responded, completely oblivious to the mare's advances. Once again Pinkie's face changed its shape, looking very off put by his answer.

"Wait, what? You want to talk to a carrot?" she said, giving him a look as if he was the crazy one.

"No, no, I said I wanted to talk to Carrot. Not to a carrot." Elliot responded with a quick laugh.

"Who's Carrot?" Pinkie asked with a honest look of wonder. This made Elliot close his eyes and have to shake his head in disbelief that she had to ask that.

"Carrot, you know, Carrot Cake?" Pinkie remained silent, just shaking her head back and forth to show she still didn't know what he was talking about. "Cup Cake?" he said, knowing she had to least know who that was, but all he got was a empty blank stare. "Mr and Mrs Cake!" he shouted, really getting annoyed at the one sided exchange he was being submitted to.

"Oh them!" Pinkie said rolling her eyes and giving out a cheerful laugh. "Yeah they're not here. It's just us, all alone, here, in the shop." Her face returned back to the one of seduction she was wearing before, though this time her eyebrows were now bouncing up and down in a suggestive theme.

"Kay, where are they?" Elliot asked, still taking Pinkie's odd behaviour as just Pinkie's normal odd behaviour.

"Oh I dunno. I think they went to Canterlot to get crystals or something like that. I wasn't really paying attention." Now Elliot just let out a long sigh before taking the Pony in his arms, and rolling her off him so he could stand up.

"Yeah speaking of getting something," he started while dusting himself off. "I need to pick up that pie I had Cup Cake make for me. So you know, if you wouldn't mind?"

"Oh, yeah sure," Pinkie huffed out in a forelorned voice. "I guess I can go do that. Just go back there and get your pie. I mean it's not like you can do something else while you are here, with me, all alone." She gave him the biggest smile she could grow on her face, but it wasn't having the effect she hoped it would.

"That would be great. Thanks!" Elliot said while trying to return the smile back to her. Though his normal sized Human lips could in no way even begin to match the sheer length of the grin that she was showing. With this, Pinkie tried as hard as she could to not show the devastating feeling of disappointment that was flaring up inside her. All she did was keep the smile going as hard as she could, though now her teeth had started to gnash together rather hard, and grind back and forth. She slowly started to go back to the prep room where his order would have been stored, though she did start waving her hips back and forth in long exaggerated movements, hoping he would be able to see her flowing flanks and get at least a little turned on. This wasn't the case, and it made her give out a big huff of frustration before walking into the back room.

"Stupid Human!" she said to herself under her breath as she flung the pantry doors open. "Stupid stallions!" she mumbled again while grabbing at the box with Elliot's name on it. She walked over to the counter where she plopped the package down with little care for the well being for its contents. "Stupid heat!" she huffed out as she picked up a knife and started to slice very sloppy, and uneven cuts into the pie. "Make me feel all sexy and then no pony will even notice." That's when she looked down at the pie she was carving. She got a very malicious looking glare in her eyes, right before driving the knife into the counter.

"You!" she growled out, her hooves slamming down on either side of the box. "This is your fault! You knew he was coming here to get you, but you just stayed all quiet, just knowing that I was going to want him. But you wanted him all to yourself didn't you huh, huh, huh?" The pie in question remained completely silent at her interrogation. "Well I'll show you what happens when somepony tries to steal away Pinkie Pie's mate!" She scooped up the box, then zoomed over to the cellar door, flinging it open and tossing the pie down the stairs, then slamming the door all in one smooth motion. "And stay down there until I tell you to come back up!"

"Pinkie?" she heard Elliot call out from the front of the store. This seemed to knock her out of her small heat induced delirium, as she looked at the door with a panic of what she just did.

"Umm, uh oh." she gasped out, bringing her hooves quickly up to her mouth. The thought of bolting out the door and possibly moving away to a far away land came rushing into her mind. However, this did give her an idea, something that would force him to take notice of her particular situation. If this pie was now gone, then she would just have to make him a new one. A very special pie; a Pinkie Pie. She was very sure that he would love helping her make it too, all she had to do was get him back into the kitchen.

Pinkie came trotting happily out into the main room of the store with a long and happy look on her face. The one on Elliot's however was more confused than anything else. "No pie?" he asked, holding his hands out as if he wanted her to hand him something that she didn't have.

"Nope, sorry. The pie is gone." she told him in a very matter of fact way.

"Why is the pie gone? Did you make it? Was it back there? What happened to it?" With every question he asked, his voice became higher in tone, and even sounded a little angry by the end.

"Oh it was back there. I just kinda threw it down the stairs." As soon as she said this, Elliot's jaw dropped, and all he could do was make loud grunting noises at her. "No wait!" Pinkie shouted, realizing that she just told him the truth. "I didn't throw it down the stairs. It tripped, and fell down the stairs. Wait, that doesn't make any sense, pies can't walk. Okay yeah, I threw it down the stairs."

"B-b-b-ut, I mean, you what? You, I just. Pinkie, why?" Never in his life had Elliot become so flabbergasted at another person's actions. He knew full well that Pinkie was known far and wide for her random acts of silliness, but never did he think she was capable of just destroying a part of his lively hood for no reason. He was about to let all his emotions out in one massive explosions. Pinkie however was the first to speak, and off set the on coming tirade of yells he was preparing.

"Oh don't fret, Mister Serious!" she laughed out, not even noticing the multiple shades of red Elliot's face was turning. "It was just a simple pie. I really don't know why you Human's make a big fuss over Equestrian sweets all the time." Her head cocked to the side while her eyes became half lidded once more, and her voice became low, and raspy. "Besides. I am going to make you a new pie. Something you will really enjoy I think. I just need your help making it."

"Arrgh, fine!" Elliot shouted in a frustrated voice while letting his arms fall to his sides to clap on his thighs. "Can we just please hurry?"

"Yippie!" Pinkie shouted as she bolted at him. She leaped up into the air, wrapping her back legs around his waist, while her front ones clasped themselves around his neck. He was prepared for another bound like this now however, and as soon as she made contact with him, he steadied himself, while at the same time bringing his arms up to catch her. It wasn't his intention to do so, but because of the way she attached herself to him, his hands were now full of her delicate flanks. It made him blush a little, but she did not in any way seem to mind.

"Now," she said as she ever so gently placed her nose right up against his. "I am still really frightened about the whole ghost thing. So you are going to have to carry me back to the kitchen." She knew this plan had to work now. Being this close to him, feeling herself wrapped around his body, and feeling his hands gripping into her ass was more than she could take, and she felt the fires in her loins start to ignite.

Elliot walked slowly into the kitchen with the nuzzling Earth Pony still firmly wrapped around him. He didn't want to say anything about how heavy she was. It wasn't that she was fat by any means. It was just that Ponies were much more dense than Humans, and even a Pony as small as Pinkie weighed a lot more than what she would appear to be. He also wasn't quite sure why she had become rather affectionate over the course of their small trip to the kitchen. She had started to nuzzle herself into his neck every now and again, and he could have swore he felt her give a few kisses while she was there. It wasn't that he minded really, her soft fuzzy nose did feel rather nice. He just didn't want to get the wrong impression as he also knew that Ponies used physical touch a lot more than Humans did.

On the largest of the kitchen counters he sat her down with a small grunt. He looked down at her, and smiled, but couldn't help but notice that her bottom lip had now found its way into her mouth. He felt her back legs start to tighten around him, and even her front hooves were now slowly rubbing on his shoulders and upper back. She was also staring up at him with her massive bright blue eyes; ones that gave a couple of long slow blinks as he felt her hip start to gyrate there on the wooden fixture. "Umm, okay," he said with a small nervous voice. "Here we are. I guess I will just let you start to make that pie. I'll go and get some bowls. "He tried to pull away from her, but her strong back legs kept a tight grip on his waist, completely preventing him from leaving the spot he was standing in.

"Nuh uh," Pinkie sounded out as she leaned up and gave him a quick peck on the lips.

"D-don't you want me to get some stuff to make the pie? You know like ingredients and things like that?" His nervous level was now starting to overflow. He had heard of Ponies being affectionate, but kissing was something a little on the intimate side, even for Ponies.

"I think we have all the ingredients to make the pie right here." Now she let go of his shoulders, but being sure to keep a hold of his waist with her back legs. She laid herself down onto her back, while at the same time pushing her hips forward to make her crotch press hard into his.

"A-and just what kind of pie did you want to make?" he asked with a shudder in his voice. He couldn't believe this was happening right now to him. Even more so, he couldn't believe he was starting to get rather aroused.

"Mmm, a cream pie," Pinkie gasped out as the sound of those words turned her on more than anything that she could imagine right now. "I think it is time for you to preheat the oven for me." As she said this, her front leg reached down, and took his hand into her hoof. Ever so slowly she moved his hand over her stomach, pushing it slowly downwards until it fully covered the now moistened lips of her pussy making her give out a long open mouthed moan of pleasure.

Elliot finally swallowed the gigantic lump in his throat. All at once every moment that had happened up until this point started to make sence. It was then a giant imaginary banner in his mind came floating down, completely accompanied with balloons that read: Congratulations you moron! You figured out she was in heat!

"Oh, I don't know, Pinkie," Elliot said with a shaking voice, though he did little to try to remove his hand from where it was. "You are like Carrot and Cup's daughter. Carrot is a good friend of mine. This just seems really weird, and kinda wrong." Even while he was protesting the act of having sex with her. His hand still slowly started to rub up and down on her wetened pink lips. He wasn't doing much to spread them apart, or even use his fingers to enter her, but he could tell she was very much enjoying the delicate squeezes he was giving her.

"It, it's fine, I promise," Pinkie gasped out in a whisper as her hips moved up and down in time with his hands movements. "They left because they knew what I wanted." Just this little bit of encouragement seemed to make him start pressing his hand harder into her folds. Which in turn made her own movements more and more defined. She knew that it was just a simple matter of letting him know that this is how mares worked, and that there in fact was nothing wrong with two adults like them enjoying each other's company. "They left because they wanted to help me." After saying this she gave him the most seductive look she could muster, using her eye's giant blue pools to look up at him with an innocent gaze. "Wouldn't you like to help me too, Elliot?"

It was a war that Elliot knew that he had no chance of winning even before it started. Hearing her soft high pitched voice; seeing those eyes look up at him, and feeling the heat from her pussy on his hand as her body begged for attention. He gave her a long smile, then leaned down as his free hand moved to the back of her head where it got lost in the mass of her thick mane. He pulled up on her just as his lips came into contact with hers where he was very happy to feel her press up into him. Their lips met, and both let out a loud moan from the exquisite contact of the deep passionate kiss. Pinkie however had to suddenly break the kiss when she felt his middle finger slip between her pussy lips, and slowly begin to drag itself up and down.

"Ahh, oh yeah!" she shouted while looking down between her legs at his hand. "That's right, get that oven all nice and hot. Mmm unngh, yeah, you're going to love baking with me!" With that the little Pony just surrendered herself to the raging feeling of lust building inside her. Her hips started to rock back and forth, twitching and giving small leaps every time she felt his finger apply pressure to her swollen clit.

With increasing speed and force, Elliot started to rub her faster and faster. He was now more than into the experience of having sex with this soft coated Pony, and hearing her moans and little gasps did nothing but fuel his desire to give her what she wanted. That's when on one of his down strokes, he tensed up his finger, and slid its full length into her now drenched pussy. He got a massive smile of accomplishment when she let out a loud screaming moan, tossing herself down to her back where her head rolled from side to side, and her hips pumped themselves up and down every time he moved his finger in and out of her. The sounds that she made were intoxicating; quick gasping moans that seemed to have a slight whinny to them. He wanted to hear more, so he ever so slightly bent his finger upwards, making sure to rub on her most sensitive of spots while at the same time making sure his palm had gone rigid and flat to tense and press against her clit with every movement.

"El-El-El Elli- ah ah ah ot!" Pinkie cried out, completely overtaken by the feelings his hand was giving to her. "I've n-n-never been with a Human. I didn't know unngh ahh, you could do that with, ahh your fingers!" Even as she said this she could feel him start to become increasingly more vigorous with his strokes inside her. It felt wonderful enough to have him finger her pussy in such a way. It was when his free hand started to roam all over her body; starting at her neck, carving itself through her coat to her heaving chest where he rubbed back and forth. Lower still he explored, going down to her shaking stomach, and further still to where he reached a point that promised to throw her over the edge. It was there she felt the pad of his thumb start to rub and flick at the nipples of her small teats, and it was with that the fires of her first orgasm flared up to start running rampant through her body.

"Ooh yes, yes, ah ah ahh. Oh Elliot, right there, please unngh unngh ahh!" Her eyes smashed shut, her back arched itself off the table to where she had to use her front legs to support herself while her hips bounded uncontrollably to increase the pleasure of what his hand was doing to her.

"That's it baby, cum for me!" Elliot breathed out, his finger becoming like a jackhammer inside her. He made sure the whole of his hand slapped violently against the entirety of her snatch, loving the lewd slurping noises it made with every rapid thrust and pull in and out of her.

"Mmm, oh woo!" she moaned out with a stuttered laugh when her orgasm finally finished playing havok on her body. She laid there on the counter for just a few seconds, letting herself calm down for just a moment. It was when she felt him gently slide his finger out of her soaked depths did she start to get worked up once again.

"That feel good beautiful?" Elliot asked with an ever growing grin on his lips. All the while running his hands slowly up her sides, onto her chest and neck. He knew the answer to the question already of course. Her constant moans of pleasure and howls of orgasmic rapture did more than enough to tell him he had made her feel as good as he could. He did love hearing her say things in her little high pitched voice though.

"Mmm hmm," Pinkie moaned out as her eyes opened just a little to look up at him. Her legs now unwrapped themselves from his waist, and hung loosely off the counter's edge. Though she quickly brought one of her hooves up and planted it gently between his legs where she felt that he was more than ready to continue. "Feels like you are ready to feel good too," she said with a giggle. Her hoof then began to rub up and down, stroking the covered length of the shaft inside his pants. "Mmm your beater feels so hard. Do you wanna use it to stir me up? You ready to make that pie now?"

"Sounds like fun," Elliot said while leaning down towards her. Their lips met once more, and they each began to lick and nip at one another. Softly they pressed their mouths onto the other, almost in concert did their tongues start to weave into the other's wet and hot mouth where they started to lick, and play moan inducing games. After a brief time of this heavy kissing, Elliot felt her start to increase the rubbing of her hoof on his dick. He felt her hips start to roll, and even her tail was flicking back and forth, slapping on the inside of his thighs to let him know that she was more than ready to continue. While never once stopping the intense kissing session they had going on, he moved one of his hands down to his waist, gently moving her hoof out of the way so that he could start undoing his pants.

He loved the way that Pinkie was reacting to the anticipation of being bred. Her eyes were constantly locked onto his, her ears were twitching and flapping about her head, and she was giving quiet gasps with an open mouth. Even her hooves were doing all they could to stimulate his body. She used her back legs to rub up and down the outside of his thighs, and her front hooves were slowly caressing all up and down his arms, chest and shoulders. At last he finally removed his now steel hard shaft from his pants; the sight of it making Pinkie's hips push forward to let him know she was fully ready to feel him penetrate her. He didn't plow into her like he knew she wanted however, with just a simple slow thrust, he used the swollen head to ever so gently begin to part the drenched folds of her pussy. This act made the little pink mare let out a room filling grunt as she closed her eyes, and let her head fall towards the counter while keeping her back fully arched.

"Where I am from," Elliot started to say as his cock continued to slide its entire length through the syrup coated valley of her pussy. "Only the best things are made by slowly baking them." When he finished this, his dick was now fully resting on her. That's when he pulled back just a little bit, and started to use the head to press and play with her large firm clit. This made her squeal with delight, and caused her hips to roll around in long full circles. He knew he was teasing her, but he also knew that he was just so very turned on right now that if he wasn't careful, he would blow his load the second he placed himself inside her.

"Y-yeah?" Pinkie whimpered out, she did love to be teased, and the feeling of having the hardness of his shaft rub her up and down was making her whole body shiver with excitement. She had to have it though, her lust driven heat demanded to be satisfied and every time he slid his length onto her or played with her clit, it only inflamed that lust even more. She timed it just right; the feeling of the tip coming right to her entrance and pressing hard into her. That's when she quickly moved her hoof down to stop it from moving back up, while at the same thrusting her hips forward. Her little maneuver worked like a charm; she felt the head and at least an inch of his dick pop into her, making them both gasp and cry out from the pleasure of finally being joined. "Well sometimes here. It is just as fun to make things as fast as possible, and make a big mess! Mmm, so come on baby, cream this pie!"

"Oh god, Pinkie!" Elliot shouted out as he felt just the small amount of his dick enter her. His body gave him no choice after this, his hips took on a mind of their own as they shot forward, plunging him into as far as he could go. He could feel every muscle of her insides clamp down on him; capturing the thick swollen shaft and insuring that he would never want to leave her dripping heated depths. That's when he reached down and took her firm ass into his hands, lifting her up as he began to pull out just enough to where the head of his cock was about to exit her, only to drive back in with a hard solid push.

"Uh huh, ooh ah! Yeah that's it!" Pinkie bellowed out the moment she felt him start to rut into her. She laid completely back on the counter when he picked up her hips with his hands. Her front hooves reached down and took hold of the counter's edge where she used it as leverage to pull onto him every time she felt him push forward. Before long, the two were each enjoying the ecstasy of each others bodies, and Pinkie was lost to her lust. "Unngh unngh uh huh! Right there, oh please Elliot, right there! Don't stop pounding me like that!" Pinkie cried out while her head rolled from side to side.

With every new thrust into her slick pussy, Elliot could feel her get hotter and hotter. Never in his life had he felt a woman make him feel so good in such a short period of time. He could already feel the wonderful tingle in his balls letting him know that she was going to make him cum very soon, and he couldn't think of a way to stop it. He took away his hands from her hips, letting her body fall to the counter. In a gripping rush he started to rub his hands up her body, loving the way of how hard her heart was beating in her rapidly heaving chest. That's when he wrapped his arms under her back, and pulled on her so that she was now sitting upright. When he knew she had her balance, he moved his hands up her back, and started fondling through her mane. Though it was when he felt her once again wrap her back legs around his waist, and start pumping as hard as she could did he know he was at his limit.

"Ah P-P-Pinkie, you feel so fucking good. I can't hold out anymore!" He moaned out in a rasping and strained voice into her ear.

"Uh huh uh huh uh huh! Do, do it, come on, let it out and fill me up!" Pinkie commanded just as she took his head into her hooves, and drove her mouth onto his. She moaned wildly into his throat when he returned the same passion filled kiss to her. Their tongues once more started to thrash and play with one another, and she could feel his cock swelling inside her. She felt his entire body tense up, and he let out a long muffled scream into her mouth. That's when she felt him start to let loose rope after rope of his hot seed deep into her. With every new splash of his cum surging into her, her own body started to react, and with one of his thrusts, her own hard orgasm triggered. "Arrgh nuh huh, Elliot! Right there, let me have it!" Every time he thrust into her, delivering another burning load to her womb, another blinding wave of pleasure ran from her pussy through her body, and all she could do was just hold onto him as tightly as she could, letting every pulse make her scream out her joy.

Pinkie and Elliot started to exchange small kisses with one another as their orgasms started to fade. The wonderful little aftershocks running through each of their bodies would make them each hump gently towards the other, causing little happy moans to escape their mouths. Pinkie let her body go limp, but loved how he just held her up, using all his strength to hold her there with him. She took in what was probably the biggest inhale she could remember while Elliot began to kiss down the side of her muzzle, to her ear, and down her neck.

"God, Pinkie," Elliot sighed out while continuing to give her small pecks all about her head, neck and face. "That was absolutely wonderful."

"Yeah?" Pinkie said with a long smile. "You like making cream pies with me?"

"You have no idea," Elliot laughed out before giving her another deep kiss on her lips. "I think I may be in trouble though. I am not sure I will ever want to make another kind of pie again!" This made Pinkie join him in his laugh, wrapping her front legs around his shoulders and back in a hard embrace.

"Well you better be careful what you wish for, Mister Elliot. I tend to stay in heat longer than most mares. And I think you might just get sick of cream pies after a while," she said this in a joking tone, but her face gave him a long wide eyed sad look, complete with a cute quivering bottom lip that popped out quite a ways.

"Never," Elliot said as he leaned down to kiss the bottom lip that had jutted out.

"Never ever?" Pinkie said with a giggle.

"Never ever, ever, ever, ever!" Elliot replied with his own child like laugh.

"That's like, forever!" Pinkie gasped out in surprise. Though she did love seeing him just nod his head up and down to let her know he meant what he said. The two exchanged a long look into the other's eyes, then they both leaned in, and started a long deep kiss.

"Ah hem!" A nervous voice sounded out from the doorway of the kitchen. This made both Elliot and Pinkie snap their heads towards the sound, only to see a very shocked looking Mrs Cake standing there with a look of both dumbfoundedness, and even a little annoyed.

"We umm, kinda forgot the babies diaper bag and uhh," Mrs Cake stammered out while shifting her weight from side to side, and looking at everything in the room except for the pair on the counter.

"Well hey there, Mrs Cake!" Pinkie shouted out in a friendly voice, all the while waving one of her front legs in a frantic wave. "You'll never believe what we just did!" Just after saying this, Pinkie latched her front legs around Elliot's shoulders, who by now had turned white as a ghost from the embarrassment of being caught this way.

"Honey!" Mrs Cake shouted into the other room as she turned around and started to leave. "Get out the bit savings. We are going to have to probably replace the entire kitchen now!"

Author's Note

Err mer gerd! I am so sorry this chapter took as long as it did. I got so caught up in GTA, then some real life stuff happened. So sorry again. Plus writing Pinkie has never been a strong suit for me. I am just not very good at her mannerisms. But all that aside, I hope you all enjoyed this new chapter. A new one will be up soon!

Sad, Silly, Sexy, Storm.

Alex is a laid back Human that enjoys Equestria very much. He really likes all the Ponies he meets, but none more than Derpy Hooves. He even foalsits Dinky while Derpy is out doing errands, or going out on dates. When a freak storm comes rolling in however, Alex is about to realize something about Derpy that he has been trying to hide from himself for a long time.

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Down the hallway of her modest home little Dinky Hooves bounded. She never took a step in her journey, just jump after jump that made every item on every shelf in her path rattle and shake. She was on a mission; she had a goal that had to be accomplished, and there was only one person in the world right now that could help her achieve it. That's when her final leap put her in the area of her house's living room, and she saw the one that would help her.

"I want a cookie!" the little purple unicorn shouted with a look on her face to show that this declaration was not a suggestion. There was a long silence after her demand, and the look of determination twisted into one of confusion. Dinky then stepped further into the living room, looking towards the couch. There she saw the Human man that she was trying to get to do her bidding. His shoulder length brown hair had fallen somewhat in front of his face as he sat there on the couch. His slender hands held a pencil in one, and a protractor in the other as he delicately drew lite lines on the thick blue construction paper. "Alex!" Dinky barked out, now annoyed that she was being ignored. "I said I want a cookie!"

"Yeah well, people in Hell want ice water, so." This made the man named Alex quickly raise his head up with a wide eyed look of shock at what he just muttered out. He snapped his head towards the little filly who now looked even more confused than before.

"They don't have ice water in Hell?" Dinky asked with a tilted head. This made Alex almost jump out of his seat when he realized that he probably just taught Dinky her very first curse word. An act that if he was found out, would more than likely lead to his untimely demise by a certain grey Pegasus.

"No, they do! They have lots of it. So much in fact that you probably have to never ever mention it again to anyone." The two exchanged a silent gaze, and Alex knew he had to get off the subject. "And no, you can't have a cookie."

"Aww, why not?" Dinky whined in a voice cracking tone.

"Because it is close to bed time, and you already had desert after dinner. Besides, if you eat sweets before bed time you will get fat." He gave Dinky a quick smirk, then turned his gaze back down towards his work. The filly was not impressed by his explanation, or cared that he wanted to end the debate.

"Nuh uh!" she said while stamping her hoof to the floor. "My mommy said that eating sweets before bed will give you nice dreams. So I want some!"

"Nope," Alex said, not even looking up from his paper to see the frustration growing on Dinky's muzzle.

"Well fine!" Dinky shouted as she turned around and started stomping her hooves into the kitchen. "I will get one myself!" As serious as she sounded when she said this, all it did was make Alex let out a small laugh at her attempt to take matters into her own hooves. The unicorn paid no mind to the Human's mocking laugh as her focus was now completely turned to the cabinet that was holding the items of her desire. A frown flashed to her lips though as she looked up at the door of the cabinet. It wasn't that far when it came to her mom or Alex, but it might as well be a hundred miles for her due to her short stature. She let out a silent sigh as her eyes darted back and forth from the cookie cabinet, to Alex, then back to the cabinet.

Several more chuckles escaped from Alex whenever he heard Dinky sigh from the kitchen. He knew her brain was trying to concoct some kind of plan to get at the cookies that were hidden away so far from her reach. An even bigger smile came to his face when he heard the tell tale sound of a Unicorn's magic start to fire up. It was something he had been asked to do from Derpy. Putting Dinky into situations to where she had to use her magic to solve them was common place for Pony parents to get their foals to use their horns. Although, he didn't want her to actually succeed this time and get the cookies. Then he would have to take them away from her, and that would probably get lumped in the negative reinforcement category.

"I wouldn't do that if I were you," Alex sang out from the living room.

"I'm not!" Dinky cried back to him, trying not to sound guilty.

"Well, I'm not worried about it anyway. A filly as small as you can't reach that high anyway." A devious grin came over his face as soon as he said that. He knew implying that Dinky was small was a sure fire way to get her attention off of anything. He was right for sure as he saw the little gold eyed filly poke her head around to where she could see him with a narrow glare.

"What did you just say?" Dinky snorted out in a low tone.

"Who me?" Alex responded as he placed the board with the papers down on the floor next to him while rasing his hand up to his chest. "Well I definitely didn't say small. No, no I think what I meant to say was a filly as, dinky, as you, heh heh heh."

The underhanded comment that Alex had made had exactly the desired effect. Dinky now no longer cared about anything to do with the cookies, and he could see by the intense focus in her eyes that she now was preparing to make him pay for calling her little. By now the diminutive little unicorn had placed all her weight onto her back hooves, while one of her front ones did a random scratch at the floor. Her head was now lowered to where her stubby horn was pointing directly at him, and a hard intentful glare was being projected at him through the top of her narrowed eyes.

"Uh oh," Alex said in a mock tone of fear, while at the same time sliding off the couch, and coming to his knees on the floor. "Looks like I am in trouble now. Fun Size the Unicorn is all mad and stuff." This made Dinky give out a small snort through her nose, as her head shook from side to side, and her tail flicked back and forth. Then with a great burst of speed, Dinky darted forward. Letting out a clenched toothed grunt as she ran, her head lowered completely to where her horn was fully pointed at her target. This was all in all just another exercise that he was told to do. All foals needed lots of activity to keep them in shape, and make sure their developing bodies were in tip top condition. Alex knew however that he was kinda in a dangerous position. As small and as light as Dinky was, she did still have a sharp object attached to her head. One that was rushing towards him at break neck speeds.

However fast Dinky was with her charge, Alex was faster when it came to dodging stampeding fillies. As soon as she got with in arms length of him, he simply swooped his arms down, and scooped her up to where she was now just simply running in mid air. Then with a quick juggle, he placed her under one of his arms and hold on tight. This always made Dinky go into what he liked to call; the flailing fish defense. Her whole body started to squirm and wiggle, while all of her legs swung in random directions. It never worked however, because as soon as he had her locked under his arm, there was little she could do to escape it.

"Uh oh, looks like I caught you. You know what this means?" Alex said as he stood up to his feet and stepped over to the couch. Dinky didn't answer, though her grunts and gasps of strain to escape him were now turning into small laughs and giggles. He then flipped her over, and planted her still flopping body down on the couch while at the same time pinning her by placing his hand in the middle of her chest. His free hand then took on the shape of a claw, though each finger moved in random wiggles. "Tickle monster!"

"No, no! Not that!" Dinky protested as she desperately tried to scoot herself along the length of the couch to flee from her fate. It was too late however, and Alex dropped his hand to where it reached right up under one of her front legs and began moving back and forth with rapid strokes. This made Dinky let out high pitched squeals of laughter, while at the same time trying as hard as she could to block the tickle attack Alex's hand was giving her. It was no use though, every time she closed off one avenue, he would simply move his hand to focus on another. Even if she did manage to stop him completely on one side, all he did was remove his hand from her chest and do the same thing on her other side. Dinky all the while cried and pleaded for him to stop, but her voice cracked with giggles and laughs that only made him tickle her more.

By now both Alex and Dinky were laughing uncontrollably. Then suddenly, and without warning, a blinding flash of light lit up the entire room through the windows, followed almost instantly by a house shaking crash of thunder. Without even thinking, Alex all in one motion scooped up Dinky into his arms, and then leaped over the couch in a single bound. The way he landed on the floor behind the couch made him give out a pain filled gasp, as he had turned himself to where he would land on his back, with Dinky applying all her weight on his chest when they hit. Almost at the same time, the two poked their heads over the back of the couch, each of them looking around in a small panic. Once more, a bolt of lightning flashed, followed by another ear blasting crack of thunder.

"What in the fu- err, I mean what was that?" Alex exclaimed in a shaken voice.

"What? It's just thunder," Dinky said while rolling her eyes at the shell shocked Human. "The Pegasuses said that the irritation system needed some attention. So they have to make this big storm." As brave as she sounded in her explanation of the situation. Her demeanour was blown when another thunder clap made her duck back down behind the couch.

"Well that's fine and all, and it's 'irrigation' not irritation by the way, " Alex said as he rose to his feet and started walking around their make shift barricade. "It was clear as a bell outside just a while ago," he said with a chuckle. "I guess I will just never get used to how the weather here is managed by a bunch of little winged Ponies." With the excitement of the moment over, Alex returned to the couch where he sat down. He was followed shortly by Dinky who joined him, then proceeded to push herself up against him as close as she could.

"You, you don't mind if I just stay here with you for a bit?" she asked with a wide eyed look. "I mean, in case you get scared of the thunder again. " Just then, another thunder crash happened, making the filly flinch and push even harder into him.

"Sure thing kiddo," Alex said with a laugh as he wrapped his arm around the shaking pony.

-_-_-_-_-_

The massive thunder and lightning strikes had been toned down some; probably because a lot of Ponies had now more than likely complained about window losses. The rain was now in full effect, and was coming down in ten gallon buckets. There was an upside to the storm though. Dinky had now been very easily lulled to sleep thanks to the rhythmic beating of raindrops on the house. She had completely nuzzled herself into his body now, which made it very easy for him to slide her into his arms as he stood up. Ever so quietly he walked down the hallway to her room, where he gently placed her into the small bed. Just for a moment it appeared as if she would wake up, but it was nothing more than a small snort followed by an incoherent mumble.

As Alex tip toed out of Dinky's room, he felt as if his clandestine goal of putting her to bed was a large success compared to other nights when he practically had to bribe the child to go to sleep. A long grin of accomplishment came to his face as he started to walk back towards the living room. This smile was suddenly replaced by a look of shock as the front door flew open with a house filling bang. Alex's first reaction was to look into Dinky's room to see if it would wake her up, the second was to see what it was that caused the door to fly open in such a way. The lightning outside gave his answer in a flash, for as it struck, he saw the outline of Derpy standing there on the porch, shaking herself off.

"Hey there Derpy!" Alex said in a quiet greeting as Derpy came walking in, still dripping wet from head to hoof. "So how did the date go?"

"Arrgh!" Derpy hissed out with a clenched jaw as she blew past him with heavy hoof falls.

"That good huh?" Alex could almost feel the tension over come him like a giant wave when she walked past him. For a moment he just let her go down the hall into her own room, it was only when he heard her toss her saddle bags onto one of the tables; which caused a rather loud bang did he decide to follow her, and close the door behind him.

"Want to talk about it?" he asked as he sat down on her bed, watching while she started to dry her mane with a towel.

"No!" Derpy barked out with a muffled voice, as the towel was now completely over her head. "Maybe," she said, throwing the towel over her shoulders. "Oh, I don't know," she huffed as she quickly sat down on her haunches and let out a long sigh. She then slowly turned her head to look over at him. This made Alex had to stifle a laugh, for the vigorous thrashing she had just given her mane made it to where it was sticking out in all random directions. "Alex, am I pretty?"

This made Alex have to close his eyes and try not to focus on the image of her mane sticking up like that, added on to the fact that her one eye kind of slid upwards when she asked the question. It was all he could do to not burst out in laughter. He could tell however that his silence was having probably a worse affect on her than laughing, because all she did was just hang her head down and let out a long heavy sigh.

"Oh come on now," Alex said as he came up off the bed and walked over to her. He fell to his knees behind her, then took the towel in his hands where he started a slow dry job along the back of her neck, and along her shoulders. "You know you're pretty. Lots of guys think so." By now his toweling motions had made it down to her back. He was careful here though, he knew that getting to close, or touching a Pegasus's wings could be seen as a sexual advance.

"Yeah, just none of the ones I go out with," Derpy said with a mocking tone. Though she was more focused on the wonderful feeling of having his hands on her right now, and the tingle inducing sensations of having her body rubbed.

"Well you have been going out a lot here lately. Guess you have had been having a bad luck streak with stallions too." He finished drying her off, but much to her surprise, he didn't move away. He just sat there behind her, and even brought his hands up to start giving her shoulders a soft massage. Derpy was now very happy that she was facing away from him. Feeling his touch made her almost fall over, and her eyes completely crossed while her tongue poked itself out from her mouth.

"Th-they weren't ahh all bad," Derpy stuttered while pushing herself harder back into him. The thought came to her that maybe he knew that she was in heat, maybe rubbing shoulders like this was a way Humans let other Humans know they wanted to rut. Even if it wasn't, she never wanted him to stop.

"Really? Let's see here. There was MIrror Pool; he liked looking at himself more than you. Oh, Rush Job, yeah he was the one that wanted to get married, have kids and have a big house by the end of the first date. Ah yes, and Dire Straits, I'm not even going to talk about that one, poor guy." By now Alex had found that his massage was turning into more caressing than anything. His hands had moved up Derpy's neck, and was now sliding his fingers through her thick wet blonde mane.

"What about Prickly Pear?" Derpy asked in almost a moan. Her eyes were now closed, and she found herself leaning further backwards to get his hands to press harder into her.

"Seriously?" Alex responded with a short laugh. "He has the word 'prick' in his name. That date just had doom written on it from the beginning."

"You don't like any of the Ponies I date huh?" she asked while turning her head around to look at him, making sure it was the side her good eye was on. She regretted asked it though, because it made him completely stop touching her. She was interested in the look he was now wearing on his face; one of an odd thought process, like he wanted to say something.

"None of them just seem right for you I guess." After saying this, Alex just leaned backwards, sitting on his feet and letting his hands drop down to his thighs. Derpy then spun around to where she was now face to face with him, she did like how when he was sitting like this they were pretty much eye to eye.

"Okay, so you tell me. What kind of stallion seems right?" When she asked the question, she made sure that she leaned in just a little bit, to where the tip of her muzzle was no more than a few inches away from his mouth.

"Don't know. I guess one that will tell you that you are pretty without having to wait for you to ask. One that wants to be around you even if it means having to come a long distance to do it. One that doesn't run away when they find out about Dinky." Alex found himself having to swallow very hard when he realized what he had just said, and who he just described. That's when he caught himself looking directly into those massive gold eyes, and he knew he had to be somewhere else before he made a fool of himself. "So, umm, I think I am just going to crash on the couch. I'll let you finish getting cleaned up." With that, he stood up as fast as he could, and started walking towards the door.

"Wait, really, what?" Derpy said with a violent head shake; one that almost made her eyes go straight.

"Yeah," Alex sighed out. "Storm's pretty heavy right now. I really don't think walking to the transport back to Earth would be a good idea." He gave the stunned pegasus one more small smile, then started to walk out the door, closing it behind him.

"Yeah but, you, and, shoulders, with the mane, rubbing and stuff!" Derpy could not actually believe this was happening. In all her years she had never been teased this bad ever, and she could honestly not find the words to properly show her frustration. "Towel?" Was the only word she said right before the door closed in front of her.

-_-_-_-_-_

As much as he wanted it to, sleep would not come to Alex. He tossed and turned there on the make shift bed that was the couch, constantly going over the conversation he had with Derpy. It was all true, he didn't like the stallions that she tried to date; none of them knew her like he did. To most of the Ponies, Derpy was just a silly mailmare that had trouble seeing things, and because of it, it would sometimes mess up her deliveries. To him though, she was a strong, and willful single mother that would do anything to get by and take care of her family, even if it meant humiliating herself from time to time. Plus, all in all she was very cute, and from time to time he found himself thinking of her more often than not.

Over and over again these thoughts came and left his mind. Then he heard the sound of hoof steps coming down the hallway. It was almost pitch black in the house now with all the lights turned off; save for the occasional bolt of lighting that would light up the dark room. That's when he saw the familiar silhouette of Derpy's frame come into view. He thought nothing of it at first, as she was probably just coming into the kitchen to get something, and he decided to remain silent. It was then he saw her slowly start to make her way towards the couch. He had no idea what she was doing, or what she wanted. She didn't call out his name to see if he was still awake, or even say his name to wake him up. It wasn't long until he could hear her shallow breaths as she stood there at the couch's edge.

An almost earth shattering wave of nervousness came crashing down on Alex's body. He heard Derpy slowly stretch out her wings, then ever so gently lift herself up into the air where she maneuvered to where she was hovering over him. Then just as gently, she lowered herself down with a level of skill that he never knew she had. So much so that if he had actually been asleep, she probably wouldn't have woken him up when she landed. He didn't know what to say, words would not come to him as he felt the Pegasus place her hooves on either of his sides so she wasn't stepping on him. It was when he felt her lean down and take the bottom of his shirt in her teeth, and start to slowly pull it up did he have to stop a full body shake, and air splitting gasp.

Once more with delicate motions, Derpy lowered herself down to where her body was now resting on his tensed legs, and her head was right at his now exposed stomach. What started happening next made Alex's eyes almost pop out of his head when he felt what she was starting to do. It started soft at first, the feeling of her barely puckered lips begin to plant small kisses around his belly button. The kissing became more and more intense, he would even feel her warm tongue come out every so often and trace a circle around his navel. He still didn't know why he hadn't said anything by now. He was technically getting molested in his sleep, but he honestly didn't care. Her lips and the soft fuzzy tip of her nose felt wonderful, so much so that her kisses and licks were starting to get a reaction out of him. He knew he had to say something though, because now he felt her kissing even lower, and he felt her front hooves slowly trying to pull down on his sweat pants.

"Derpy," he whispered out in the most calm, and least abrasive tone he could muster, trying as hard as he could to not startle her. He knew that she heard him as she came to a dead stop upon hearing her name, but she did not answer. "Derpy?" he said again, now in a full volume. Still no answer, but now he could hear something that sounded like a quick sniff; almost like a weeping noise.

"I'm, I'm sorry Alex, I really am. It's just that it has been almost four days now. No stallion wants to mate with me it seems. And you said all those nice things, and gave me a massage earlier. I dunno, it just seemed like maybe you wanted to maybe." She stopped talking before finishing, and this time he could actually hear her stop herself from crying by taking in a long sniff through her nose. "Please don't think less of me okay? I will just go back to bed." With that, she attempted to try to crawl off of him, though she was immediately halted by Alex's hand coming down to grab her by the leg.

"Wait, Derpy," Alex said in almost a shout. He felt a rush of cold run across him now, as he really didn't know what to say next, and all he could do was let himself state the obvious. "You're in heat? I'm sorry, I didn't notice."

"Yeah," Derpy said with a small laugh while still sniffing heavily. "I know when most mares go into heat they act all fun and sexy. It really gets the stallions, and even Human's motors running. Mine have always been real subtle, and they make me get all irritable and snappy. Lucky me, huh?"

"Here, let me turn on the light," Alex said while reaching for the table behind him to turn on the lamp.

"No, wait!" Derpy shouted making him halt his actions as a bright flash of lightning filled the room for a second. "L-leave it off okay?"

"Okay. But why?" Alex asked while returning his free arm back to his side.

"Well, it's just, you know. With the lights off I don't look, well, I don't look all derpy, I guess. Here in the dark, I can be just a normal mare. One that doesn't have the funny hair a lot of the time. And one that doesn't have the silly eyes. So please, leave them off."

"Oh, Derpy," Alex sighed out with an almost frustrated voice. He knew that there were Ponies, and even Humans all around town that would make fun of her behind her back, but he wasn't about to let her do it to herself right here in front of him. He quickly sat up, and placed himself against the back of the couch. He then reached down and took a hold of Derpy underneath her front legs, and pulled her up towards him. The little mare gave little to no protest as he pulled her towards him, then manipulated her so that her back was now lounged against his chest, where he let her head come to rest on his arm. His free hand then found its way to her chest, where he started a slow, and gentle scratching motion.

Derpy suddenly found herself melting into his body. It had been so very long since she had been held like this by anypony, and it seemed that just getting a little bit of attention made the fire that was her heat subside just a tad. Though it came rushing back in spades when she felt his fingers start to scratch, gently digging into her chest, and she just let the wonderful feeling of being touched in such a way overtake her. That's when she started to breathe a little more, and lift her head up just a bit so she could start to nuzzle her nose into his bare neck. Much to her delight, Alex must have really liked what she was doing to him, because as soon as she started to rub herself onto his neck, she felt his palm flatten more, and the scratching turned into a series of long rubs all across the full of her chest.

"I wish I had big boobs," Derpy said suddenly, a statement that made Alex have to let out a burst of laughter. Even in his laughing, he still did not let up on the massage he was giving her.

"What?" Alex asked while still laughing at the seemingly random statement.

"Yeah, I would like to have really big knockers. I notice all the Human girls that come to town. Some of them have really big boobs, and all the guys like to look at them." She then looked down at her chest, and the flash of a distant strike of lightning let her see him still caressing his fingers through the short soft hairs of her coat. "I mean, what you are doing right now. If I had boobs like them, that's what you would be rubbing. You would be squeezing my boobs."

Alex felt almost guilty for a moment. While it was true that he was massaging her like he would a Human girl, he never really thought it would be considered coping a feel. He always thought that Ponies liked to have their chests scratched like this. Never once did he think to realize that they knew that's where a Human woman's breasts would be. It made him slow down for a second, as he didn't want Derpy to feel uncomfortable, or think that he was rubbing her there just because he wanted her to have big breasts as well. His train of thought was brought to a halt however, as she started to speak again.

"I do have them you know; boobs I mean. It's just that they are a lot further down, and if you, umm, wanted to feel them. You would have to go lower." She could feel herself hold her breath after the rather obvious invitation she just gave him. She felt his hand come to a slow halt, and rest there on her chest. It seemed like the seconds turned to years for her as she waited to see if he was going to do what she wanted him too do. A small smile started to stretch over her lips, and her eyes fluttered closed when she felt his hand slowly turn to where his fingers pointed downward, and his hand began to snake its way further down her body.

Alex knew he was in danger of getting lost in the act of touching her like this. Every part of her seemed to be just as warm and soft as the last part he touched. Her chest felt so very nice on his hand, but the silk like fibers of her underbelly turned out to be even more inviting for him to stroke and caress his fingers through. The reaction he was getting from her only seemed to push him on as well. It seemed the lower he went, the more her body began to stretch and lengthen itself. Tensing up, while at the same time relaxing into his body. When he heard the Pegasus take in a fast and sharp gasp, he knew that he had reached the spot she wanted. There on the lower part of her stomach was two wonderfully soft mounds, each topped with a small erect nipple that only became stiffer as he slowly brushed the tips of his fingers across them.

"Oh Alex, mmph!" Derpy gasped out the instant she felt his hand graze the boundaries of her teats. These gasps quickly turned to sharp little moans as she felt him take one of her mounds into his palm, and start to slowly but firmly begin to roll it around his hand. It was when he took one of her nipples into his fingers and play with it did she let out an actual room filling moan of pleasure. She then felt him lean his head down, while at the same time lift hers up, and she moaned out again not from the feeling of being fondled, but from the feeling of having his lips press hard against hers.

Into his mouth she moaned again and again as his lips locked firmly onto hers, and his hand continued to play, squeeze and caress her excited teats. All the while her back legs squirmed and slowly kicked back and forth, while at the same time her front legs reached up to grasp at the back of his head, and pull him deeper into their ever increasing kiss. She was very happy to hear him let out his own soft moans too. Especially when she tentatively pressed her tongue to his mouth, and loving it when he parted his teeth to let her in, so that she could start playing with his tongue. All this combined turned Derpy's heat into a raging inferno; the kissing, the squeezing and fondling, the sound of his and her own moans. It was now more than she could take, and she had to have more.

"Alex!" she gasped out, breaking the kiss, and taking in a long inhale. "T-touch me more! But lower okay? Move your hand lower." He didn't say anything in response, but she felt that she clearly got the message across when she felt him remove the grasping pressure from her teats, and start to slide slowly down. This did make her completely collapse into him, and her legs started to spread to allow him access to her most intimate of areas.

"Hmm, you want me to touch you lower huh?" Alex said with a devious sounding tone, and a smile to match that grew on his face, unseen there in the dark. All Derpy did to respond to his question was just shake her head up and down, while settling herself deeper into his body. His hand was almost there, his fingers threatening to part the valley of her pussy lips. This is when he decided to be brave, and tease the little mare. "How about, right here?" Right after he said this, his hand darted past her dripping loins, and quickly took hold of her inner thigh, where he started to squeeze and tickle her.

"No!" Derpy laughed out with a squeal while her leg shook and kicked, trying to unlatch his hand from her thigh. "That's too low! You need to go higher now!"

"Oh, oh I see. Well here let me try again." With just a single finger tip, Alex started to drag a trail back up towards where she wanted him to touch, making her take in several gasps the closer he got. He was now glad that the lights were off, because the twisted joking face he was wearing would have given him away the second she saw it. "Okay, let's see. How about right here!" Once again his hand jumped up her body, and landed right above her teats where his fingers started to dig rapidly into her soft little belly.

"Alex, no!" Derpy howled out as her laughter ran freely from her mouth, and filled the room around them. He was not one to let a joke run to long however, so when he felt that her joy inducing laughter was just about to reach its apex, he moved his hand down to her pussy, and squeezed hard, while his middle finger pressed hard into her swollen clit. This made her laughter come to a screeching halt as she took in a passion filled gasp from the sudden pleasure of finally being touched where her fire burned the most. "Oh, mmm, ah ha! That's the spot. Touch me right there!"

Even before he received her moaning approvals, Alex had already begun to slide his long single digit between her pussy lips. He started slowly at first, making sure every pad of his finger was in full contact with her wet skin the entire time he stroked her up and down. It wasn't long however before the motions of his hand started to increase. Her body language drove him on, the small sudden jerks her hips gave every time the tip of his finger threatened to enter her, the way she raised herself up to make sure that his finger was in the fullest contact. To him all this combined with the breathy gasps and moans she was making made him glad he was wearing sweat pants, as his own arousal was becoming more and more apparent. This was something that the writhing mare in his embrace picked up on as well.

"Mmm, Alex," Derpy moaned out as she felt the hardness of his cock pressing into her body. She couldn't help but reach down between them, and start to rub his swollen member as much as she could with her hoof. "Am I, I turning you on? Do you like feeling me?"

"Oh god you have no idea, Derpy," Alex cried out, finally letting all the emotions he had bottled up for so long pour out into his voice. "You're so pretty, and sexy. I have wanted to be like this with you for so long!"

"Yeah?" she hissed out as she lifted her head up to start kissing on his neck. "We can do more too. So umm, you wanna maybe go back to my room?" Her question was answered not by words, but by Alex suddenly picking her up in his arms, and standing suddenly. Unfortunately he didn't realize how awkward a mare's body could be, or how heavy they actually were. So almost as soon as he stood up, the inability for him to catch his balance made him flop right back down. This made them both let out loud laughs. She did like how he tried to recover by stealing a kiss from her.

"Let's try that again," Alex said with a small laugh and an embarrassed tone. Derpy did something that truly made him realize that she was from another world. He felt her hoof come up and gently brush him on the face for a moment. She then rolled off his lap, and he could hear the sound of her wings starting to flap. That's when he saw the dim outline of her figure raise up off the ground and hover there in the air. He then felt the soft touch of her hooves reach out and gently grasp him on the shoulders, pulling at him, and letting him know to follow her up.

All to quick to follow her lead, Alex rose fast to his feet. As soon as he was standing, Derpy fluttered as close to him as she could. She placed her front hooves on his shoulders, while her back legs wrapped themselves around his waist. Alex then let his own arms wrap around her own body. One arm placed itself around her back, right underneath her wings that where still flapping occasionally. The other slid lower, becoming a rest for her ass to place itself on. Soon enough, the two were completely latched onto one another, she supporting herself with her legs, and he giving even more support with his arms.

"Derpy, I just, umm. I just wanted to say-" Alex started to say, but he was cut off when Derpy placed one of her hooves up to his mouth, and gently pressed into his lips.

"Shh, rut now, talk later," she whispered out, making Alex let out a small muffled laugh. She then pulled her hoof away from his lips, and leaned in to replace it with her own lips. As soon as their mouths made contact, Alex began walking across the room, and down the hallway towards Derpy's bedroom. It seemed with every step their kissing became more and more intense. Derpy started to paw, and rub her front hooves up and down his shoulders, neck and back. While at the same time her tongue pushed its way into his mouth to lick and probe as deep as she could.

Alex wasn't sure how he found his way down the pitch black hallway so easily. He knew for a fact that it was littered with random items; ones that mostly consisted of Dinky's toys. He almost thought a couple of times that the storm outside was on his side. Every now and again a large crack of lightning would be bright enough to give him just a glimpse of what was ahead of him, despite the fact that Derpy was completely attached to his face. Soon enough however, they had made it to her room, and Alex was all to quick to place his knees on the mattress, while at the same time laying Derpy down on her back.

"Yeah, come on, come on," Derpy whimpered out when she felt him rise up and start to remove his shirt. She couldn't stop her body from reacting as the thoughts of him being inside her started to run rampant through her mind. Imagining the full length of his hard member thrusting in and out of her was making her hips twitch and gyrate. She then heard the sound of his sweat pants being pulled down, and she had to let out an alluring moan to let him know her patience was now being pushed to its limit. "Alex, please. It's been so long," she pleaded at him when she felt him hover over her, while at the same time skillfully removing his pants entirely.

Alex had no idea what to say, so many times had he thought of being here with her, but he had no idea she would be so seductive, so very sexy. He wanted to say something hot to her, something to let her know how gorgeous he thought she was, but his heart was pounding so hard in his chest, and his mouth had become so dry so quickly. He just didn't want his voice to crack while trying to sound sexy for her. He did want to see her though; while making love in the dark with a raging storm outside was hot enough. He wanted to see that grey coat, that adorable blonde hair, and those forever deepening gold eyes. That's when as he was moving down to make it look as if he was about to mount her; he quickly reached over to the night stand, grabbed a hold of the lamp, and clicked on the light, filling the room with it's dull glow.

"Oh no!" Derpy cried out as a look of shock plastered itself onto her muzzle. Her reflexes were just as fast as his movements however. Only a second was able to roll by before she was able to place a hoof over each of her eyes. "Alex, turn it off, please!"

"Oh come on, Derpy," he pleaded with a small giggle. "Move your hooves."

"No!" Derpy said while shaking her head back and forth in protest.

"Please?" Alex responded, sticking his bottom lip out, even though he knew she couldn't see his mocking sad face.

"Nuh uh!"

"Derpy!"

"Never!"

"That's it! Give me those legs!" With that, Alex reached down and took hold of both of her front legs in each of his hands. He then started to try to slowly pull her hooves away from her eyes, but they were not even close to budging. He applied even more of his strength, but all Derpy did was just pull back, easily thwarting his efforts. For a brief moment, Alex paused and let out a short frustrated breath through his nose as he looked down at her. He then increased his grip, and pulled as hard as he could, letting out a continuous strained grunt, one that was echoed by Derpy as she pulled back just as hard to stop him. Before he knew it, he was now lifting the whole of her body off the bed, but there was no progress in removing the blockade from her eyes. That's when he just let go of her, letting her fall back to the bed, making her let out a quick 'oof' sound when she hit.

He knew Derpy was small, but he often forgot that she was still a Pony, Ponies were closely related to any other kind of equine. This meant that while she appeared to be smooth and soft. She did have a muscle strength far greater than his own, and he might as well have been trying to bend steel bars with his bare hands. A small smile edged over his lips though. Since he knew now that feats of force were not going to get him to his goals, he was going to have to use the 'honey attracts more flies than vinegar' tactic. That's when he leaned down, and started to nuzzle his way between her legs, and give her a small, but deep kiss on the lips.

"Let me see your eyes, Derpy," he whispered out as he continued to give her little kisses.

"No! You'll think I am silly, or I will make a funny face or something. And then, then you won't want to do it anymore!" As much as he hated to hear it, there was a tinge of sadness in her voice. The whole ordeal was making her upset, and he started to think it would be best to just let her have her way. He had to quickly shake those thoughts away however. It would have been easier to just turn out the lights, but he wanted her to know he didn't care about the faces she made, or what position her eyes were in, he just had to see her.

"You're being silly now!" he said with a commanding tone, though he added in a laugh to let her know that he wasn't becoming mad. "And it doesn't matter if it is bright, or dark. Your eyes are always going to be that way. It's not like I forget what your eyes look like if you are in a dark room." For just a moment, he could feel her body relax, and he thought he saw her hoofs start to move away just an inch or so. "Derpy, I want to see you. If it was in a dark room it could be any mare. But here I can see, and I know it's you, And I will get to marvel in just how beautiful you are." After this final plea, he was very happy to see that his logic had sunk into her, and she was now slowly pulling her hooves away from her eyes.

"Oh, al-alright," she said in a soft, almost defeated voice. She now placed her front legs at her side, then opened her eyes with a few blinks as she looked up at him.

"There you are," Alex said with a deep smile. He brought one of his hands up, and started to gently caress her face, making her push into him. That's when he lowered down, and placed his lips to hers, starting a long, deep kiss that she was more than happy to give back to him.

More and more they pressed their bodies into each others, all the wile never letting their lips break contact. Derpy let her whole body take on a mind of its own. While one of her front hooves was latched firmly onto the back of his head, the other was roaming all over his wide and strong back. While he had to use at least one of his arms to support himself. He was more than happy to use his other hand to do some exploring of his own. He let it flow all over her body; her side, up to her chest where he would dig gently into her coat. Moving further up still to her neck, and eventually running his fingers through her mane. That's when she felt him readjust himself by moving his hips a little higher, and she knew that he was about to enter her.

"Yes, oh yes! Come on Alex, put it in me. I will make you feel so good!" she hissed out after breaking the kiss. She was now rather happy that he had convinced her to leave the light on. Now she could look down past her heaving chest, between her legs, and see the thick rod with the bulbous head moving closer and closer towards her waiting pussy.

"I have no doubt about that, baby," Alex said before giving her another kiss, while at the same time pushing his hips forward, and plunging the full length of his shaft deep inside her. Just as soon as he bottomed out, he had to come to a complete halt. Never in his entire life did he ever remember feeling a woman's pussy clamp down on him so hard. She was wet, tight, and so very hot. It wasn't just the almost insanity causing pleasure of her heated snatch that made him stop. She also let out one of the most sexiest moans he had ever heard. A full blown gasping cry, coupled with a breathy whinny, it was so exotic that he couldn't stand it. This is why he had to stop deep inside her, he knew that if he even so much as moved, he would blow buckets of cum inside her.

"W-why did y-you stop?" Derpy said with a sudden panic in her voice. "Is something wrong? Does it not feel good?"

"Oh, D-Derpy," Alex hissed out in her ear. "You f-f-feel so good. I just wasn't ex- ahh- expecting it to feel this wonderful. Just, just give me a moment, okay?" This new information now made Derpy get a little devious smile on her face. She now had the opportunity to get back at him for the tickling earlier, and the whole light fiasco as well.

"Hmm, really? Does it feel that good inside me?" she said with a low breathy voice, loving how all he could do was nod his head quickly while trying to keep his concentration. "What about if I do this?" Right after saying this, she clamped her hind legs onto his hips, while lifting her own hips off the bed, then slowly rotating them to make his cock start stirring inside her, this in itself making her moan out in his ear.

"Ah baby, wait, please!" Alex laughed out in a groan. He didn't know how he was able to escape her. Maybe the angle was just right, or she loosened her grip on his hips. However, he was able to extract himself quickly from her vice like pussy, making her moan out in protest. He then gave out a relieved sigh, as the cold air hitting his dick seemed to calm him down, and give him the time he needed to prepare for the next time he entered her.

"So mean! Put it back, I want it!" Derpy cried out as she gave him a small mock kick to the chest with her front leg. She decided then that she literally wasn't going to take this laying down. While gripping him tighter with her back legs, she reached up, and gave him a hard push, making him roll over to his own back, bringing her with him, and placing her on top of him.

"Uh oh," Alex said with a laugh. "Looks like I am in trouble now."

"You bet you are!" Derpy said while giving him a lidded look with her eyes, and moving her hips into position over his tall and straight standing cock. She wanted to plunge herself down onto him, ride him as hard as she could, but she decided to have a little mercy. That's when she ever so slowly placed the head of his dick back inside, making her throw her head back in a quiet groan. Then just as slowly she began to lower herself down, taking him in inch by inch, loving the way he filled her up, and loving even more the way his whole body tensed up, and he let out a long moan through clenched teeth.

She had to restrain herself from going wild on him now. Her movements where a tortuous combination of sliding her hips back and forth, then up and down to take in varying lengths of his pulsing cock again and again. The room began to fill with the now completely joined pairs moans and gasps. Each of them taking in sharp breaths every time the other moved their body to increase and prolong the pleasure of their deep love making. She loved how Alex had now taken her front hooves into his hands, giving her the support that she needed to grind and thrust on him as hard, or as easy as she liked.

"Ah, mmm, oh Alex. You feel so good inside me," she moaned out as she started to rotate her hips a little faster. "You're so nice and hard. Mmm yeah, you're going so deep." She then arched her back, and placed one of her front hooves back to rest on his thigh. Her other hoof then found its way to her mouth, where she looked down at him, and started to give it small bites and nibbles while her hips really started to grind on him.

"Oh g-g-g-god D-Derpy!" Alex cried out. Hearing her say those ecstasy filled words, then seeing her chew on her own hoof was more than he could take. He felt his balls tighten to the utmost, and he knew that there was nothing that could stop him from blowing his load. He wasn't about to let this end without getting her off though. He just knew he had to act quick, because there was only seconds left before he had to release. He suddenly rushed his hand down between her legs, where his thumb pressed as hard as it could against her clit, and he began stroking her up and down. His other hand easily found its way to her teats, where he started to rub and pinch at her swollen mounds, and hard nipples. Then in one final act, he began to pound his hips upwards, thrusting his cock as deep into her as possible.

"Alex, Alex, yes yes, oh yes! That's it, uh huh uh huh uh huh, oh right there! Touch me, rut me!" Derpy cried out when she felt the wonderful assault on her body. Her hips took a mind of their own, thrusting, grinding and jumping all about to make sure every part of her soaked and dripping depths where being stroked by the thick shaft of his pulsating dick. Even her hoof slammed itself down onto his hand, making sure that he could not pull it away, and he had to continue to play with her clit.

"Can, can I cum inside you, baby?" Alex asked with a clenched jaw as he continued to pound into her. He knew he could, and he even knew that if he didn't it wouldn't help her heat any, but he so wanted to hear her say it regardless.

"Uh huh, yes!" Derpy moaned out as she fell forward, smashing her lips to his, while her hips bounced up and down, pumping him, and milking his cock for the searing juices she craved for. "Come on, let it out, fill me up! Oh Alex, I'll cum with you if you do!"

"Derpy! I love you!" Alex yelled as her final lust filled words drove him far beyond the edge. His hips pushed up hard, as his whole body became rock hard. He then started to let out short almost pain sounding grunts as he proceeded to jet rope after rope of his burning hot cum deep into her waiting pussy. The intoxicating feeling of having his load being splashed into her was more than enough to send Derpy flying into a body ravaging orgasm of her own. She buried her muzzle into his neck, crying out in pleasure filled muffled screams every time she felt his cum fire into her, every thrust causing another crashing wave of pleasure to ripple itself all through her very being.

Almost as if the storm outside was right there with them in their sexual bliss. A massive lightning crash came down outside; one that caused a window shaking thunder clap, but more importantly made the lights flicker, then completely go out as Derpy and Alex finished their mutual orgasms. For a time, all was quiet in the room, save for the continuing storm, heavy breathing and hard swallows of the Human and the Pony that were still held tight in each others embraces, enjoying the wonderful aftershocks of their love making.

"H-hey," Derpy said, being the first to break the silence, and planting small loving kisses up and down Alex's neck.

"Hey to you too," Alex answered while he bent his head to the side to allow her to kiss more of his neck.

"So umm, did you know, mean it?" She asked, now lifting her head to where she knew she was looking at him, even now in the blackness of the room. There was silence for a time, and she got the impression that perhaps he didn't recall what he just said. "You know, when you said that you, loved me." Still there was no answer, just the small sound of him letting out a long sigh. "A-Alex?" she said, trying very hard to fight off the cold shiver that was trying to work its way down her spine.

"Oh of course I do!" Alex bursted out with a laugh. "I mean come on, Derpy! I am a professional architect. But I use the excuse of coming her to foalsit Dinky for what? The three bits that you give me? Ones that I either just slip back into your saddle bags, or give to Dinky."

"So that's where she's been getting that money," Derpy said, now finally realizing how her young daughter was able to afford her own toys all of the sudden.

"Look, I come here from Earth almost every single day. I stay over when I can. Then I go back to Earth to do what little work I can before I can come back here, to you." He then reached up and took her head into his hands, pulling her down and giving her a long kiss. "Yes, I love you, I love Dinky. I want to be with you. I don't care if it's here in Equestria, or back on Earth. I want nothing more than to be with you, take care of you, give you every thing you need." After saying all this, Alex took in a deep breath, then let out a massive exhale. "Ah man, it feels so good to get that out! Not telling you has been driving me nuts."

"Alex," Derpy said through the unseen smile threatening to break her muzzle.

"Yeah?" Alex responded while wrapping his arms around her body, and giving her a long squeeze.

"You want to, maybe start staying here more often? It's just that I suddenly can't stand the thought of you being away. Or maybe Dinky and I can get the papers needed to come to Earth. Because I love you too, like, a lot, and I think I have for a long time as well. I am sorry I didn't say anything sooner." The second he heard this, Alex leaned up and gave his mare the deepest kiss he could without actually causing her harm, and he couldn't help but let out a long moan when he felt her press just as hard back into him.

"Can I start calling Alex Daddy now?" Dinky said, standing there right at the bed's edge.

"Jesus!" Alex screamed as he almost threw Derpy hard enough to bounce off the bed, making her let out a panicked cry of her own, while he did a mad scramble to get under the covers to conceal is naked, and sex juice covered body.

"Dinky, sweetie! How long have you been there?" Derpy asked while she recovered from being spiked to the bed.

"Just for a few seconds I guess. I heard some scary sounds, like spooky moans and stuff." This made Alex almost bust out laughing, though he was very thankful the child's imagination was there to stop her from realizing what she actually heard. It was more the gentle, but swift kick from Derpy that halted his outbreak of histarics. "Then the storm made a big thunder crash, and my night light went out, so I kinda got scared, so I came in here. I heard you guys talking, and you said you two love each other, and I know that if Mommy loves you enough to let you sleep in here, that means you can be like my daddy now."

"I umm," Alex started to say, but he suddenly felt he couldn't speak as he was being overwhelmed with a rather large set of emotions. "I, I think I would like that," he said, not caring that his voice started to crack as he spoke. "Yeah, I think I would like that a lot actually."

"Yay, Daddy!" Dinky cheered. "I am going to go get my blanket so I can sleep in here with you. I don't want the spooky noises to come back." Dinky then rushed out of the room, trotting happily down the hall into her own room to get her favorite blanket.

"Are you sure?" Derpy asked while sniffing back the tears that had now formed in her eyes.

"Oh yeah," Alex answered as he reached up and wiped away the tears that were already falling from his own eyes. "I don't think I have been so sure about anything my whole life." After hearing this, Derpy leaned in and gave her new mate a long deep kiss. She was about to try to snuggle up to him, and once again profess her love, but Alex once more fell into a sudden panic.

"Pants!" Alex shouted as he lept out of the bed, and tried to feel his way around to locate the garments in question. He started to silently curse under his breath when he heard the small clopping of Dinky's hooves coming back down the hallway. It was then Derpy was able to locate the sweat pants. She took them in her mouth, and threw them perfectly into his face, where he pulled them away, and tried as hard as he could to get them on in one jump.

"What are you doing?" Dinky asked as she came strolling back into the room.

"Hmm, me? Oh nothing, just doing some, err, jumping jacks, I guess. Yep, just that." He didn't know if the little filly bought it or not, but he did hear her jump up on the bed with her mother, so he figured he was in the clear.

"That's silly. You're supposed to do that when you wake up. Not before bed," Dinky said with a some what judgemental laugh, one that Derpy joined in on. Alex just shrugged before he let out a laugh of his own, and crawled back into bed, where he got to experience the most wonderful feeling of sliding up to Derpy, placing his chest deep into her back, as Dinky placed her back to her mother's chest. His arm fell over the Pegasus's side, and took a hold of her hoof while it pulled Dinky in close.

"Yes, come on in here, I want to give my precious some cuddles," Derpy said as she started to give Dinky several kisses on her cheek.

"Yeah well. People in Hell want ice water, so," Dinky said with a innocent giggle.

"W-what!" Derpy gasped out when she heard her foal say something so harsh.

"Oh shit," Alex sighed out as he felt Derpy's hoof start to squeeze down on his hand, letting him know that she knew full well that he was responsible for Dinky's sudden abrasive talk. He just really hoped that he didn't get made fun of too much by his friends and family because his hopefully soon to be wife could beat him senseless. He just shook his head and let out a laugh, even if they did, he couldn't honestly care less.

Author's Note

Yikes! That was a long one huh? The reason why this one was so long is Derpy is probably my favorite of all the mares. So much so that this chapter may have been a little too self insert-ish for anyone that knows me, and knows I write clop, which is no one, so I am in the clear. She is an ultra cute, super adorable and massively sexy mare that makes my heart and fun parts go all a flutter, and I probably put a little more in her chapter than I did, or will with the others. Anyway, I hope you enjoyed reading one of my more personal fantasies.

The Mare in the woods

Justin has a secret; one that he has been keeping from all his friends. Every time he comes to Equestria he makes sure to go out of his way to travel to the Everfree Forest, even when all of his friends try to make him not go. What is he hiding in the dark woods? Why does he appear to keep on getting sicker and sicker?

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A large and vivid display of fireworks erupted in the sky above Ponyville. The loud reports, and bountiful firey colors made all the Ponies, Humans and even some Griffins in attendance let out a long choir of 'ooos' and 'ahhs.' The occasion really was nothing super special, though the amount of detail put into the celebration would make the passer by think that this town was celebrating some great event. In all honesty, it was nothing more than Pinkie Pie's over attentiveness to the smallest details. It was a young colt named Firework's birthday. So Pinkie thought it would be fun to use every firework in town as a theme.

When word got out the the premier party pony of Ponyville was throwing a fireworks display, it was safe to say that all those that even took it as a rumor made quick travel to the small town just to see if it was true. All were more than pleased to find out that indeed Pinkie was using magically enhanced explosives to light up the sky, but none could be happier than the colt who by now had gotten way more presents than he ever thought possible from unknown party crashers that didn't want to seem rude. There was one party goer however that seemed to be more interested in the time on his phone than the brilliant show in the air.

"Okay Justin, that makes thirty," a young Human man said as he came walking up to the clock watching man, handing him a cup filled with Apple cider.

"Thirty what?" Justin replied, still not looking up from his phone, but taking the drink as it was handed too him.

"You have checked the time now thirty times over the last forty five minutes. You in a hurry or something?" This made Justin put his phone into sleep mode, then slip it into his pocket while taking a long drink from the savory cider.

"Nah it's nothing. Just want to make sure we don't miss the portal back to Earth. We'll have to wait twelve hours for the next one if we do." Justin then gave his companion a small smile, one that turned more into a grin when he saw the man's face light up a bit. He had just recently met this man who went by the name of Perry. He was a decent enough fellow, one that was fun to hang around with and talk to. It was just that Perry had a kind of bad habit; Perry was a Heat Chaser. These were Human's that instead of coming to Equestria to experience a new world, filled with alien creatures and new cultures. They came here in search of Equestrian females that were now, or were going to be in their heat cycles. It was an easy way to get a pretty mare or even a Griffin female in the sack with little to no effort on their part. It was a practice that was looked down upon to say the least.

"Hey, another twelve hours here?" Perry said with almost a sinister cackle. "That just gives me more time to find a hot little alien to have fun with." He then gave Justin a quick flash of his eyebrows; lifting them up and down rapidly. With a loud laugh, he clanked his cup into Justin's, before taking a long pull from it.

"Better not get caught doing that," Justin warned with a head shake. "I hear they punish you by either getting kicked by a stallion. Or they just hand you over to the Griffins. They are carnivorous you know?"

"Yeah well. I like it rough. And I have seen a couple of Griffins that can eat me any time they want. If you know what I mean!" Once again Perry let out a big laugh, while at the same time giving Justin a hard, but playful slap on the back. The reaction Justin had however made Perry get a more serious look on his face. Justin almost doubled over and started to cough violently. He took in deep gasps of air before letting out several long and horrid sounding hacks; ones that were loud enough to catch the attention of several bystanders in the area. "J-jeez dude. I'm sorry. I didn't mean to hit you that hard, promise," Perry said with a heavy tone of concern.

"It's, it's nothing," Justin choked out while waving his hand at his new friend in a dismissive fashion. "I think I just swallowed wrong is all." Justin steadied himself, then reached into his pocket to pull out a very used looking rag to wipe his mouth off with. Perry however seemed rather unconvinced.

"You sure? You're looking kinda pale really, now that I look at you. You didn't catch some weird pony disease did you?" This made Justin let out a laugh, but in the process he had to fight off another coughing fit. Perry then reached up and gave his new found friend a gentle shoulder squeeze to let him know he was there. It made Justin just sake his head and let out a small chuckle at the fact that someone as shallow as Perry could show so much compassion.

"You alright Justin?" the still bent over Human heard, making him straighten up a bit to see who was talking to him. The speaker put a smile on Justin's face when he saw who it was however, a normal sized black stallion that went by the name of Thunderlane. The two had become friends over the past few months. Justin worked in the Department of Trandimensional Affairs, and Thunderlane had recently took on a position in the somewhat same version on Equestria's side. They worked close together, and found that they enjoyed each other's company enough to hang out a bit outside of work hours.

"Hey Thunder, yeah I'm fine," Justin replied with another wave of his hand.

"You don't look fine. Have you been losing weight? You look kinda pale," Thunderlane responded while looking Justin up and down.

"Thank you!" Perry exclaimed while throwing his hands up into the air. Being double teamed like this just made Justin let out a long, annoyed sounding sigh. He was about to defend himself again, but he saw another familiar face come walking up to the growing group.

"Hi guys!" A cheerful sounding woman sounded out with a big wave. She stopped in front of Justin, but remained at Thunderlane's side before leaning in and giving a big hug to Justin. She then pulled away, and looked him over with a confused twist on her face. "Do you have the flu? You don't look so good."

"Thank you, again," Perry said with a laugh.

"Told you," Thunderlane added, giving Justin a solid stare.

"I'm fine!" Justin said with a controlled shout, though he did have to bring the rag up to his mouth to stifle a quick cough. He saw that the trio were all about to join forces against him. So he thought he would quickly defuse the assault with a stream of introductions. "Perry; Thunderlane, Thunderlane, Perry, Anna, Perry, Perry, Anna." The fast tongued line of names had the desired effect, as the group members all now started to exchange pleasantries with one another.

"I just came over to say hi really fast anyway, Justin," Anna said before looking down to Thunderlane, who in turn looked up at her. "I saw Thunderlane, and thought he might like to go watch the next firework display from that hill we saw earlier." This small exchange made Perry look at Anna, then to the stallion, then back to Anna to confirm they both looked a little starry eyed.

"Sounds good to me," Thunderlane said with a long grin.

"Yes, yes, go. The less of you that are here. The less I can be bugged." Justin made a fast waving gesture to signal for the pair to leave. Both Anna and Thunderlane let out a laugh, while Anna gave Justin another hug before starting to walk away.

"See you at work Justin," Thunderlane said as he began a quick trot to catch up to Anna's side. Perry now had his arms crossed while looking at the two leaving, though he was able to glance Justin once again looking at his phone.

"Thirty one," Perry said, making Justin whip his arm down to place the phone at his side. "And what was that all about? He made a quick pointing movement at the woman and stallion walking away. "They're not dating, are they?"

"I guess," Justin responded, getting a rather disturbed look on his face at the obvious way Perry felt uncomfortable about seeing a Human girl with a stallion. "I mean, they just met a few weeks ago. They've been out a couple of times. Why?"

"That's just wrong," Perry said with a slow head shake followed by a sigh. This made Justin's jaw drop, while his eyes became wide with disbelief.

"Oh you're joking!" Justin said with a laughing shout.

"What?" Perry said with a shrug of his shoulders. "I don't think Human women should date stallions."

"You're here to have sex with mares, you asshole!" Justin's temper now was starting to flare, but he still found the whole outlandish double standard to be too hilarious to not let out another laugh.

"True, true, but hear me out," Perry said while raising his hands up in a way to calm his friend down.

"Oh, this should be good," Justin said with a sharp sigh, and a quick eye roll.

"It is, now listen. Okay, look. Now I can't complain when it comes to having. A big, you know." Perry then made a gesture towards his crotch, making Justin roll his eyes again. "But these stallions, man. These guys are packing a serious gun. I mean it is almost embarrassing. It's like a freak show down there!"

"I get it," Justin said with a sigh. "Hung like a horse, ha ha,"

"Exactly! Now Human girls, they're just not used to getting shanked like that. So one or two may seem harmless, but then those girls tell their friends, their friends go get a stallion of their own, so on and so forth. Pretty soon, there's isn't a Human girl anywhere that wants a Human man cause they are all now addicted to the stallion D! World population drops, and then, bam! The Ponies have a nice new empty planet to move into because the Human race has been banged out of existence." Perry now got a sad look on his face as he looked down to the ground, and shook his head. "All thanks to the stallions and their giant hogs." Justin just blinked a few times after hearing Perry's end of the world scenario. He then took in a deep breath before speaking again.

"So, according to you, and your apparent mass amount of wisdom and intelligence. You think that the Ponies are going to take over the Earth, by simply having their stallions have lots of sex with our females?" This made Perry just shake his head up and down in agreement. "I see, okay. You are an idiot. I now feel very sorry for your brain for having to think of anything that stupid. Everyone, including myself that was forced to hear that is now dumber because of it. It made no logical sense, and may God have mercy on your soul."

"Pfft, whatever, man," Perry said, trying to not let it be seen that his feelings were hurt. "You'll see. Next twenty years or so when there's no more Humans around." Perry didn't even want to finish his thoughts now. He just crossed his arms, and let out a sad little huff to show his frustration. He did get a new look of concern however when Justin started to let out a few muffled coughs through the rag he was holding up to his mouth.

"Well have fun with your conspiracy theories," Justin said while pulling the rag away from his mouth. "I need to bail." With that, Justin started to walk towards the edge of town, heading right for a path that led directly into the Everfree Forest.

"Whoa, whoa, whoa!" Perry shouted while grabbing at his friend's arm. "Now I know you are sick. You're not going into Everfree are you, alone?"

"Yes," Justin said while pulling his arm away. "I'll be fine, I take a short cut through here all the time to get back to Canterlot faster."

"Dude," Perry said with a twisted glare and a pointing finger back towards town. "There's like a train station right there, or a hot air balloon. And you're going to hike your way through a dark forest with like lion scorpions, and wolves made of trees and shit?"

"Uhh, yeah, I think you mean manticores and timberwolves. Look, it's rare they even get near the paths I take. Besides, that train hurts my ass, and I have never been comfortable flying in a contraption made of fabric and wicker that is propelled by fire." That's when Justin spied something that would be the perfect way to get Perry to leave post haste. There was a cute looking Earth Pony mare with a dark blue coat, and a green mane and tail that was sitting close to the crowd. She was however making rather suggestive movements with her hips. These tell tale flank movements were some of the more obvious signs of a mare in her heat, and trying to lure in a stallion. "I think that blue girl over there might want to meet you. Better hurry before someone else sees her."

"Damnit!" Perry growled out when he saw the mare Justin was pointing out. "Okay look, you stay here. I will be right back. I'm serious, don't you move, Justin!" Not even a full second passed before Justin started to walk once again towards the darkened tree edge. He couldn't help but laugh when he looked back to see that Perry had all but forgotten about him, and was now putting on a special strut in his walk as he fell hopelessly into the mare's silent siren song.

_-_-_-_-_-

Justin walked with cautioned steps down the overgrown and vague trail. It was one that hadn't been used by anyone in a very long time, Ponies or otherwise, but it was the one that he needed to take. Even these, the most outer workings of the Everfree were quite a frightening sight to behold. The trees were gnarled and twisted, the grass was a sickly looking dull green, and the soil beneath his feat was black as night. There were even mud puddles that were randomly tossed here and there, even though he couldn't see any water sources, or remember it raining.

The light of the outside world seemed to be just as scared of this place as any other person. Even though he knew it was only early evening, the interior of his surroundings made it look much later, like he was in a place of perpetual darkness. Every now and again he would here a snap of a branch, or a sudden rustle of a bush. It was never in front of him, always behind; making him have to swing his body to make sure nothing was trying to get a drop on him. That's when he heard a sound that sent a freezing shiver up his spine, and a lump form in his throat that he had to use all his will to swallow down. It was the sound of a very large animal growling, and it was getting closer.

"It's fine, it's fine, it's fine," he repeated over and over again while at the same time increasing his foot speed. "Probably just a cute little animal that makes itself sound big. Yeah, that sounds right. Cute little animals would need something like that to survive in this place." His thought process did start to make him feel a little better. He was even able to crack a smile at the thought of a small fuzzy bunny like creature that was able to make such a loud growl, it probably looked ridiculous. He turned around once again to see if he could see the creature he had envisioned in his mind. However, that is when a massive timberwolf leaped out from the thick bushes, and started running as fast as it could towards him.

"Oh, fuck!" Justin cried out as he felt every nerve in his body come to life. His legs turned him into a living rocket, he barreled down the path, ducking and dodging low hanging tree branches, stones, and all other types of obstacles that seemed to purposely get in his way. He couldn't help but look back, and he wished that he didn't. The massive creature was gaining ground on him with every long stride it took. Its doll like green eyes glared at him with a hungry gaze, and even though it was not yet in striking distance, it chomped and bit at him with quick barks and growls.

The faster Justin ran, the more his heart began to sink into his chest. He knew there was no way he could out run a predator of this size and speed, and now something that would slow him down even more came into view. A deep and wide ditch was now splitting the trail he ran down. It wasn't some small dugout in the dirt that he could simply hop over. It was a massive crevase in the ground that would force him to use what little energy he had left to clear it. Never the less, his will to survive pushed him forward, and with a great leap and a loud yell, he threw himself into the air.

It wasn't the most graceful of landings to be sure. He hit the ground in a dive, and forced himself to go into a tight ball as he rolled and skidded across the ground. He almost thought for a moment that he would be able to recover from his death defying leap, but then the worst thing happened. A massive coughing fit suddenly over took him, bringing him to his knees, which in turn caused him to fall completely to his stomach, then roll over onto his back. He did this just in time to see the timberwolf clear the ditch with ease, then land right on top of him. All Justin could do now was close his eyes, and place his arms over his face in a futile defensive move.

Instead of being torn to pieces like he was expecting, Justin started to hear something he never though a wolf from any world could do; it started laughing. The laugh continued to grow, making Justin remove his arms away from his face to see that the wolf had thrown its head back, and was now very much amused at his predicament. He was even more surprised when the whole of the wolf's body ignited in a bright green flame, and the laughing became a distorted, and feminine version of itself. Soon, what was standing on top of him was not a timberwolf at all, but a tall, slender and sleek Changeling with a long crooked horn, flowing deep sea blue hair, and cold looking green eyes.

"Goddamnit, Chrysalis!" Justin screamed as the adrenaline fueled anger inside him pushed his voice out. "You almost gave me a fucking heart attack! what are you trying to do, kill me?" Without saying a word, the Changeling Queen placed her holed hoof over his mouth, and pressed hard enough to bring his scolding to an immediate halt.

"Be silent, Human!" Chrysalis commanded, making Justin hold his breath at the sound of her almost metallic sounding voice. "You are over two hours late! You made me wait in this pitiful forest while you galavanted, and played with those pathetic little Ponies!" She then removed her hoof, giving him a sly gleam from her somewhat glowing eyes. She slowly lowered her head, and ever so gently placed her lips to his. "And besides," she said while pulling away from him before he could get to much into the kiss. "Your heart is mine. If I feel the need to attack it. Then that is what I shall do."

"It is your heart, my Queen," Justin said with a sly grin on his face, agreeing with her comment that his heart was hers to do with as she wanted. "Now if you would just let me show the Ponies and the Humans, that Changelings are capable of showing the kind of love we have. Maybe they would call off the hunts." This made Chrysalis let out a sigh as she sat there on top of him. Making a very conscious effort to not let him get up.

"Perhaps," she said bringing her holed hoof up to her chin in a deep thought. "Though I do doubt that Celestia and her band of Alicorn do gooders would have forgiven me so quickly for my attack on Canterlot." Justin was about to try to add more reason to his desire to let everyone know that he had been spending time with, and even fallen deeply in love with the Changeling queen. Chrysalis saw his lips start to move however, and quickly placed her hoof back over his lips. "Bah, it doesn't matter right now! I am still angry at you for making me wait for a such a long time. Her eyes fell closed to the point that the glowing irises became small green slivers, and she lowered her head down while removing her hoof once again. "What am I going to do to punish you?"

Before Justin had a chance to say anything to her, Chrysalis pushed her lips hard against his. He did like it quite a lot when she became so aggressive towards him. The way she pushed down on his body with hers; the way that she let out the smallest of breathy moans as their lips tangled into one another's. Sometimes he had to stop himself from letting out a laugh or two at the fact that this dark Changeling queen probably thought that she was heavy on top of him. In all honesty, because of her light, airy and slender form, she weighed really no more than a normal Human girl. He would never dare say any of these things to her however. Over the course of their relationship, he found that she could be just as spiteful as she was beautiful.

All these thoughts that ran through his head started to slowly fade away the more and more their kissing intensified. Their lips never once parted, only taking a top or bottom lip between the others; pulling on it, or biting on it. All the while their lips petting and played with one another, Justin would start to let his hands roam on her body. He would begin at her hooves, making sure his fingers traced out small circles inside the odd, but very exotic holes that perforated her legs. Next, he would move his hands slowly about her body. He found that the bare green section of her torso felt very weird to the touch, but when he used his finger tips to caress around that area, Chrysalis would react by letting out small gasps and moans.

"You know, Chrysalis," Justin said while pulling away from their kiss just enough for him to speak. "I am serious. We have been doing this for a long time now, and it is always the same. I have to make up some excuse on why I have to leave and go to some creepy, dark location by myself. Someone is going to catch on eventually. So let's start making plans to maybe, you know, let everyone know that you have changed. At least a little bit anyway."

Chrysalis tried to not roll her eyes at her present mates once again attempts to bring her into the folds of Equestrian, or even Earth's society. Every time they had met here recently it was a topic that always came up. Normally, she would find some way to change the subject; a small divergence into Changeling history or culture would do the trick. Right now however, she just didn't have the mental capacity to come up with new stories. It just so happened that her heat had started, and all she could think about was rutting him into the ground. She didn't want to appear vulnerable though, the last thing she needed was Justin thinking he could gain some form of control over her due to her body's needs. That's when she took in a deep sigh, and looked down into her Human lover's eyes.

"There you go, talking again," she said as a long fang filled smirk came over her lips. "I am going to have to find something to keep that little mouth of yours busy." A long lopsided grin slithered its way across her muzzle as she said this, making Justin smile, but swallow hard from the look on her face.

"Well, I just-" This was all he had time to say. Chrysalis had now slid her entire body forward, while at the same time placing her back hooves on either side of Justin's head. Before he knew it, her dark skinned and damp pussy was mere millimeters away from his face, and he had no time to object before she lowered herself further, and pressed down onto his mouth.

"Mmm, now, be a good little Human, and put that tongue of yours to good work!" As soon as she spoke these words, she began to slowly rotate her hips, pressing herself harder onto his lips. It was then that she felt the spine shocking pleasure of his tongue licking into her folds. Her whole body tensed; her eyes became wide, and she sucked in a massive amount of air with a moaning gasp. In just seconds she felt him sucking and licking her. He beat his tongue between her pussy lips, making a large effort to make sure his upper lip stroked and prodded at her clit as his tongue poked and snaked into her ever wettening canal.

Justin couldn't get over just how wonderful she tasted. He had gone down on women before, but none of them tasted as intoxicatingly sweet as this Changeling mare did. He often wondered that if all mares tasted like this, or if it was Changelings, or maybe just her. Whatever the case was, he felt like a parched man who had just found an ever flowing, inexhaustible fountain, and he was going to drink from it for as long as he could. He her felt starting to get into it now. Her moans started to become louder, more frequent. Her hips were gyrating in small little circles, while every now and again twitching whenever he would give the length of her pussy a long full stride. His own moans muffled by the mass of her body pressing down on him, he reached up, and took hold of her flanks with his hands.

Chrysalis had to admit, he was very good with his tongue. The way he would lash it up and down, then side to side before putting as much of it inside her before starting all over again was making her act like the horny little Changeling her heat was turning her in too. Before long, she felt the wonderful pressure in her loins start to build, and she knew she would be cumming on his face in no time. She wanted it to last though, but the way he attacked her pussy was proving to be a losing battle and she was getting closer. She tried to pull away, removing herself from his licking would give her some time, but Justin would not allow it. As soon as she tried to lift up, all he did was press down with his arms, forcing her hips down, while at the same time leaning up with his head to ensure his sucking could not be interrupted.

"Ahh, ahh ooh, J-J-Justin wait! It, it feels too good!" she commanded with her moaning and gasping metallic voice, but her plea fell on deaf ears, and Justin just continued to ravish her pussy. His tongue swirled now, lapping up any and all juices that tried to escape her. Then, as he heard her begin to moan louder than ever, he latched his lips as hard as he could onto her clit, where he sucked, and tugged with gentle force. This final attention to her heated nethers was all she could take. "Oh y-yes! Ooh, I'm cumming!" she cried out as she threw her head back while her back arched, and the searing sensation of her orgasm began its assault on her body.

Never once did Justin let up while the mare on top of him shook and quivered in her release. The taste of her juices now flowing freely from her body that filled his mouth only made him suck and lick her harder. He could hear her lust inducing cries and moans coming from her, he could feel the way her hips humped themselves onto his face, and he could feel her front hoof reach underneath her to stroke and rub his head. Finally, he felt her begin to calm down as her orgasm started to subside. Her hips still jumped when the sensual shocks randomly hit her. Her voice was still a series of satisfied gasps and cries that let him know that she had been pleasured to the best of his ability. It was then she could take no more, and had to almost throw herself off of him, winding up on her side there on the forest floor.

He could hear the heavy strained gasps coming from the Changeling lying next to him, though he did not turn his head to look at her right away. Right now, he felt that he was just as much out of air as she was. In fact, now that he thought about it, if that session had gone on for any longer, it might have been him that was calling out for her to stop. Never the less, he remained silent for a time, taking in a long draw of air through his nose, before letting out a deep exhale. Then his head turned, rolling to the side to finally look at the dark creature beside him. She lay there on the ground, her chest heaving, her back legs stretched out as her long tail whipped and twitched. His eyes fixed themselves to her face, the long features covered mostly now by the stringy strands of her mane that had fallen forward. It was her eyes though that captured him; those deep half closed pools that seemed to glow as they stared back at him.

"You're so fucking sexy, Chrysalis," Justin said with a small laugh. He took in another deep breath, then reached over and took her hoof into his hands, giving it a tight squeeze.

"Am I now?" Chrysalis responded in a raspy tone. She then visibly licked over her fangs with her forked tongue, letting him know that she knew full well that what he said was very much true.

"Oh yeah," Justin said while raising up to a sitting position. "And, you're in heat too," he said this while pulling his shirt off of his body, shaking lose the large amount of the forest floor that was stuck to it.

"Don't sound so sure of yourself, little Human," Chrysalis taunted, though she did nothing to stop him as he came to his knees, then moved himself to where he was behind her while grabbing her back legs, and rolling her onto her back. "Just because a mare wants to mate doesn't mean she is in heat, Changeling or otherwise."

"Well, that may be true, but I think your body is letting me know." His hands had now started to slowly rub her legs, paying the most attention to her thighs before letting them go to start undoing the buckle of his belt. She knew she was caught now, her body did betray her. Her eyes were fixated on that place between his legs, she could feel herself almost salivating for the feeling of him pushing his whole length into her. Her hips even acting seemingly with a mind of their own. They would quiver and jump at the sound of his belt being removed, even more when she saw him pulling down his zipper.

"Oh how very astute of you, my love. You can figure out that a mare wants to mate with you after she has made you lick her to orgasm. You must be the envy of all the great detectives indeed." She did love to tease him whenever she got the chance too. He was rather thick skinned when it came to such things, and she knew that her piercing words would be taken lightly. She was about to continue with her harsh word play, but that is when he pulled down his pants, and revealed the long, thick and now very hard shaft of his cock. Once again her hips rolled to entice him, inviting him to take her right there, she even let out a sultry little moan while biting her bottom lip.

"Come, your Queen wishes to feel you inside her," Chrysalis whispered out as she held her front legs outwards, then giving a small gesture with her hooves letting him know that she wanted him to mount her.

This was all the incentive that Justin needed. Seeing that long, slender and gorgeous black mare there on the ground wanting him to rut her caused his cock to come to full attention. With a slow crawl, he placed himself over her. Both his hands came to rest on either side of her long neck where he stiffened his arms. His hips began to lower, and he felt the wonderful heat coming from her soaked pussy as his shaft made contact, making her let out a quiet gasp. Back and forth with deliberate strokes he moved his hips. He loved how her front hooves came to rest on his shoulders, then tighten every time the head of his dick brushed against her swollen clit. Only after a few thrusts of his hips, he could no longer stand it. He angled himself just right, then pushed himself into her waiting snatch.

"Ooh! Mmm that's right, love." Chrysalis moaned out as she felt him enter her. Her hooves gripped tighter on the tensed muscles of his back, then she pulled him down easily to where his face was nuzzled fully into the coat of her neck. This gave her the opportunity to reach up, and take his ear lobe into her mouth, giving it a small bite with her fangs. This made Justin give out a muffled moan, followed by a full body shiver that made him plunge as deep into her as he could.

"D-damn, Chrysalis. You're so hot, feels so good!" Justin said as he started to kiss up and down her neck as much as he could.

"Mmm hmm," Chrysalis said while running her long legs down the length of his back to grab at his ass, and pull him towards her. "I love having you so deep in me. Now, please me, my little Human toy. You know what your Queen desires." Once again, Chrysalis took her own bottom lip into her mouth when she felt him raise his hips, pulling out of her till just the tip of his thick member remained. She then let out a moaning scream the instant he drove himself back down, penetrating her as much as he could.

The pair quickly found a rhythm with their hips that put them on a path of quick satisfaction. Chrysalis would rotate her hips round in long slow circles, while Justin gave her fast short thrusts with ever deepening pushes back and forth. Before long, both Human and Changeling were doing all they could to indulge themselves in the other's body. Justin had now resumed his former position of using his arms to hold himself up so that he was hovering over her. He would take one hand and use it to caress her upper body. Moving it along her neck; tangling his fingers in her stringy mane, even running the fingertips to her muzzle where he would invite her to suck on them.

While taking his fingers in her mouth, Chrysalis also used her own limbs to explore the body of her thrusting lover. Her front hooves would slide and massage all about his back, making a detour randomly to do the same to his heaving chest. Her back legs clamped down on his hips, and would pull him into her every time he thrust his throbbing cock into her. She would only release him when she felt him pulling out, only to assist his thrust once again by pulling him down with a crushing force. It wasn't long until the wonderful bloated head of his dick was striking at the most sensitive of spots inside her, and she knew that he would soon drive her over the edge.

"J-J-Justin! Th-that's it, love. Right uhh there!" she moaned out as her forelegs fell to the ground, grasping at the dirt floor under them. Her ecstasy filled words had the desired effect on him. Justin began to pump her faster, giving her the full length of his shaft until it hit the one spot that made her hips jump, and her breath escape in hard gasps and inhales. "Yes, y-yes. Come on uh huh, uh huh," she whimpered in a low whisper that was only meant for his ears as she reached up to tug and bite at his lobes once more. She couldn't maintain this for long however, and as the lightning strike of her orgasm blasted its way through her body all she could do was slam herself to the ground; arching her back, rolling her head from side to side and gripping hard at the ground under her.

Over and over again the intense waves of Chrysalis's orgasm crashed down on her. All the while her body twisted and writhed in orgasmic pleasure, she would moan and shout words only known to her. Justin did not let up for one second as the Changeling under him howled out, her distorted voice filling the surrounding forest. He brought himself to his knees, and took her hips into his hands. He then pulled her towards him to where her ass would come to rest on his thighs and he continued to pound his swelling cock into her again and again. Only when did he feel her start to calm, did he do the same, letting his thrust become lighter and less violent. It was then an almost evil smile came over his lips as he decided to play a game with her.

"You know, Chrissy," he said while still moving his hips back and forth, though the sound of that name did make Chrysalis snap her eyes to glare at him. "All these times, I have heard you over and over again make all the commands. I think it would be very sexy to hear you beg for the thing you want."

"Wh-what? You, you're joking?" Chrysalis moaned out, still very much in the thrall of the orgasm that raged its way through her. That's when she looked into his eyes, and saw that devious little glint to let her know the thoughts in his head were insidious to say the least.

"Mmm, no, I don't think I am. I think I want to hear you beg for me to finish." He started to pick up the pace again, moving his hips back and forth while taking control of her hips to pull and push her. The grin on his lips became wider as he saw a look on her muzzle that he had never seen before. It was a look of passion, but with a flash of anger mixed in, and he could even feel her body tighten at the thought of begging before him.

"Oh I do ha-ha-hope you are enjoh-oh-ing this, Human!" Chrysalis rasped out with a pleasure filled growl. "I promise it is going to be the last thing you do ooh ooh, ahh!" Her threat did not have the effect she wanted. All Justin did was start to work his swelled, and throbbing cock into her more, and she couldn't help but let the feeling of it make her react.

"Uh oh," Justin taunted with a gasping laugh. "That doesn't sound very good. I hope I don't get all scared of the big bad Changeling, and have to pull out." To show that he wasn't making an idle threat, he pulled his cock almost completely out to where just the front most of the tip was still notched in her. He even had to use his arms to deflect her legs, so that they could not wrap themselves around him, and force him back in.

"N-no no, wait!" Chrysalis shouted in a small panic. She did have to admit that she was very much turned on at the idea of having to beg for the love she so needed. Nothing had ever made such demands of her before. Every creature she ever mated with was always more than happy to give her the hot thick juices she craved, but now being in such a vulnerable position, she wanted to see what it was like to play the submissive. She would never admit to this though, and she was already developing a plan to punish Justin as soon as she got the chance. "P-pl-please," she said with a quiet voice while giving him a long sad look.

"Please, what?" Justin replied, pushing his hips forward to give her just the smallest amount of his dick.

"I, I want it," Chrysalis said in another small tone. Her whole body shivered as she was rewarded with the feeling of several more inches sinking back into her.

"Mmm yeah. What do you want, baby?" Now more than half of his length was inside her. He could feel the almost skin melting heat of her dripping canal gripping at him; milking him, and trying to pull him in deeper. This was all coming to a head, he felt a delightful shock in his balls, letting him know that the feeling of her beautiful pussy, mixed with the sudden timid pleas were going to make him explode in no time.

"Y-your cum," Chrysalis said while looking away from him with a mock shame on her face. "I'm so hungry, I'm starving! Please feed me. S-s-so cum inside me, and feed me, okay?" That was more than Justin could take. All at once he pushed as much of his dick as deep into her as he could, making them both cry out with passion filled moans. Stroke after stroke he pounded into her, gritting his teeth and digging his fingers into her flanks to prolong the now surging cum that was ready to blast its way into her waiting insides.

"Ah, ah, ah, shit, Chrysalis! Here it comes!" One final push, and he started to let jet after jet of his burning cum splash into her womb. Something started to happen then that Justin had come to recognize as normal with her. As much as his body ignited in orgasmic pleasure, he also suddenly felt cold. His whole body would get a chilling shiver, and he felt so light headed that he had to fight the urge to pass out. The whole experience was far better than any drug he could even think of taking. The feeling of scorching heat mixed with the frosty wave was probably the most addicting feeling he could ever possibly remember.

Chrysalis took in several deep inhales as the beyond wondrous feeling of her pussy being filled with his cum took over her body. Every pump of his hips delivered another hot rope for her to savor and feed on, and she could feel the effects of it already starting to rejuvenate her. As much as the pleasure of being fed filled her to the brim, the still lingering anger of being controlled in such a way was coming back as well. She was going to make sure her little lover paid dearly for making a fool out of her, even if it was a massive turn on, and something she planned on doing more. Never the less, she was going to give him a nice solid kick to the face as a prelude to his punishment, but that's when she looked at him.

His body had slumped over to where it looked as if it would topple over with the smallest nudge. His skin had now taken on a grey clammy color. She could see his chest moving, but the breaths he was taking in sounded shallow, forced and strained. All over his face, and mostly his forehead did a thick beading of cold looking sweat start to form, only several drips rolling down his cheeks where they would fall and plop down onto her thighs. That's when the coughing started, slow wheezes at first; then building to a more harsh sounding rasp. Before long, Justin was clutching at his chest as he desperately tried to hold back the deluge of painful sounding hacks that forced themselves out of his mouth. Chrysalis immediately rose up, and lunged forth. She positioned herself to where she was now sitting on her haunches, and was able to wrap her front legs around him, and pull him into her.

"I, I'm sorry," Justin said in a weakened voice. "You felt so good, I don't k-know why-"

"Shh," Chrysalis cooed as she stroked her holed hoof on top of his head. "It's alright, love. You felt wonderful as well. I have never had any other creature satisfy me in such a way." After saying this, she very slowly let him finish his fall, where she gently placed him on the ground and laid down beside him. "Now, you get some rest. Just push your body to mine, and drift away."

"You, you want me to go to sleep? Right here on the ground of the Everfree Forest?" Even in his dazed state, this thought made Justin let out a small laugh, followed by a quick cough.

"Oh you don't worry about that," Chrysalis said with an unseen fang bearing grin. "With me here watching over you. This patch of forest floor is the safest place in any world, yours, or mine." With that, she felt his body start to relax, as well as his breathing becoming less taxed.

"Chrysalis," Justin sighed out in a dreamy voice. "I do love you," His words trailed off as the uncontrollable sleep finally over took him. The Changeling Queen just continued to stroke his head. It was then she was very happy that he was fully asleep. For soon instead of a hoof stroking at his hair, was now a hole filled five fingered hand. The black mare looked down at her new attempt to take on part of a Human's form. The hands were very tricky to get the shape down right, and the color and texture of their skin was a challenge to be sure. Though the more and more time she spent with him, the closer and closer she got to perfecting the form. Soon, not a single soul would be able to recognize her, or any of her Changeling minions as they walked effortlessly through the portal to Earth.

"And I love you," she whispered to the sleeping Human next to her, still looking at the hand her hoof had become. "I will always love you. I will continue to love you, until the day you die." The black misshapen hand now shifted back to its natural form, and Chrysalis nuzzled herself to where she was laying next to Justin with her head resting on his shoulder. She knew she wasn't lying to him, or even herself, she did love him, deeply. She loved all the mates she had taken. It just seemed like them, Justin was not fit to love a Changeling for very long. His body would fail, and she would miss him when he was gone. However, the almost uncountable populous of Earth promised an absolute smorgasbord of new exciting lovers to take. She really would miss Justin though, and the small single tear that fell down her cheek proved that, as she herself drifted off to sleep.

Author's Note

Guess there are some mares in Equestria you just don't want to get involved with huh? Unfortunately, Chrissy is a super sexy villain that I am afraid any man would fall victim to all too easily. Let's just all hope that Justin comes to realize what is happening to him before it is too late! This was the first of the Alicorns to show up. Expect the others to make appearances soon as well.

Making love to the Camera

Making Love to the Camera

Photo Finish has been feeling down here lately. She is not sure if it is the stress of having to deal with two agencies that are literally worlds apart, or if it is her age catching up with her rush life style. Never the less, she just cannot seem to find "zee magics!" Perhaps a small break is what she needs, or something else.

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The shutter of the camera clicked over and over again. The studio was alive with lighting tools, backdrops and the new Human model that Photo Finish had been able to acquire for her agency here on Earth. There were many mares there in the studio today, all of them silently swooning over the new guy that turned and posed after every click of the camera; all of them but one. Photo Finish laid there on a large bean bag chair, her large rose colored glasses hiding the blank look in her eyes as she stared without goal at the smiling and posing Human. She was so disinterested in fact, that she even allowed her mere assistant to take the pictures instead of her.

The little blue mare let out a long almost annoyed sounding sigh when she heard another wave of giggles come from the gallery's staff. Her eyes slowly glared at all the pretty ponies that stood in the back, each of them letting their minds go to dirty places every time the Human gave a wink, or flexed his muscles. She even noticed several of their flanks start to sway back and forth as the fantasies in their heads went from dirty, to down right naughty. She knew why she was in such a foul mood however. Her heat had been going strong now for over a day, and not one stallion had even approached her. All of them came sniffing around for these younger, tighter little mares that were enjoying the high life here on Earth, and that was the last straw.

"Enough!" Photo shouted as she kicked her self up from the bean bag, landing on her hooves to stomp her way across the room. This small outburst was more than enough to bring every thing in the room to a dead stop as all eyes turned to see what Photo Finish would say.

"What's the matter Mistress?" the mare with the camera asked, a little confused by the shouting. "Have we not captured 'the magics' properly." This little remark made Photo turn a cold eye towards her assistant. She may have not have been trying to sound uppity when she said it, but the tone in her cute little voice struck Photo in all the wrong places.

"Zee magics my dear little ashsistant vere never there to shtart vith. Und I do not remember askink you for your opinion un vhy I shaid shtop!" Every mare in the room, and the Human had now become still as a statue when Photo spoke, but none more than the mare that was been spoken down to. She couldn't even swallow due to the fear of being yelled at by Photo Finish, and it appeared as if all the bright colors from her coat retreated away, leaving her looking much colder.

"Photo, I, I'm sorry, I didn't mean-" the little now shaking mare tried to say, though she was cut off rather abruptly by another outburst.

"You go!" Photo yelled, making her voice echo on the plain walls of the studio. This broken command turned the assistant into a quivering flash while the camera fell to the ground. All the other mares seemed to have thought that the order was directed at them as well as they all now scattered in different directions to try to find the quickest way out of the room. In just the span of a few seconds, the only two bodies in the room were Photo Finish, and the very much bewildered model.

For the longest time he stood there, his eyes darting from side to side as he watched the fleeting remains of his admirers vanish, leaving nothing but the sounds of slamming doors behind them. "Well, umm. That's one why to end a photo shoot I guess," he said with a nervous giggle. The remark was meant more to try to get a reaction out of his new promoter and boss, but all she was doing now was just staring at the camera there on the ground. Another long awkward pause came over the room now, and he did not know honestly what to do. "So, Miss Finish? I just want to say th-"

"She vas right you know?" Photo interrupted while picking up the camera with her hoof. " It vas shtupid of me to trusht a child like her to handle zis! Zee magics vere indeed not there at all!"

"Oh, I don't think she was doing all that bad," the Human said with a little braver tone. "I have had worse shoots." This made him think back to a couple of his earlier career opportunities. Ones that were for local town fliers, school papers, and even some private sessions that he didn't want to think about. After this the two remained in silence for a long while. Photo just sat there looking down at the floor, while the Human model wondered what to do next. She didn't look really mad, she definitely wasn't happy though. He started to say something, then quickly shut his mouth. Again he opened his mouth to speak, but no words came out. He heard her let out another sigh, which prompted him to do the same, though his was more out of frustration than anything. After this, he just shook his head and decided to get it over with. "I'm sorry, Miss Finish. But is there something you need? Is there anything I can do for you?"

The words that came from the young man's mouth made Photo's ears perk up only slightly. She still would not look up at him, but there were now many several different ideas racing through the photographer's mind that made her get a slight blush under her coat. She felt almost guilty after this, having sex with a client; an employee even was just bad business, and it often brought bad things to the table. "Your name ish Aaron, correct?" she said while finally looking up at him through her rose colored glasses.

"Yes ma'am!" Aaron responded with a big picture perfect white smile, and a chipper tone.

"Firsht off you can shtop callink me ma'am, or Miss Finish. I am not so old that I deserve to be treated like some old nag." As soon as she said these words she knew that it probably came off to be much more harsh than she intended. She just wanted to be called by her name, but the look on Aaron's face made it look like he had just burned down a school building. She thought about apologizing, but the heat inside her had turned her mood sour, and she didn't feel like dealing with some young dumb model. "You can leave now. That ish vat you can do for me," she said while knocking the camera around with her hoof.

Aaron swallowed hard when he heard her command. He didn't want to leave, he didn't want to have to go back and tell all his friends that this is how his photo shoot went. "But Mi- err, Photo Finish I-"

"You go!" Photo shouted as she stuck her front leg out to point at the door across the room. Aaron let a long disappointed grimace creep over his face as he slowly raised his hands up into a defeated pose, then let them fall to his sides while turning away to head towards the dressing room. As soon as he was gone, Photo decided to just lay down on her stomach right there on the floor. It was odd for her that if she turned her head only slightly, she could see into the view finder of the camera there with her. It almost made her laugh as everything in the small window looked so very tiny, just like she felt now. She felt her eye lids get heavy, and the thought of sleeping away this state was better than anything else. So she just closed her eyes, and drifted away.

-_-_-_-_-_-_-

A loud and sudden thump snapped Photo out of her depression induced nap. Her head sprung up from where it was resting on her hooves before jerking in all directions to see where the sound had come from. When her focus finally came back, and her eyes adjusted, she saw that Aaron was standing there over her with a rather stern look on his face. She looked down and saw that the object that had made the bang was a thick photo album with a black and white head shot of Aaron on it.

"Vhy did you jusht shtartle me like zat?" Photo said with a confused warble in her voice that shifted from angry to sleepy.

"Well for one, you shouldn't sleep on the floor like that. It is bad for your posture." As Aaron was saying this, he lowered himself to where he was sitting in front of the mare with his legs crossed. "Secondly, I wanted to show you these pictures I have collected." Aaron then flipped open the binder to show a few more head shots, different poses and expressions. There were some in there that made Photo blush under her coat as it was pictures of him in either underwear, or nothing at all.

"I, I have sheen your verk before, Aaron," Photo said while turning her head slightly away to put more concentration into trying to cool down the fire that was building between her legs. "It ish vhy I hired you in zee firsht place. You do not have to show zem to me again."

"That's true," Aaron said while still flipping through pages randomly. "But this is the first time we have really had a chance to talk about it." The two remained silent for a few seconds before Aaron decided to break it. "I was going to quit modeling you know." This statement made Photo's ear twitch, and her eyebrow raised under her glasses. "Yeah, I was getting really frustrated with the modeling world I guess. My parents wanted me to be a lawyer; even got into law school." This small confession made him let out a chuckle to himself, and even though he was smiling, Photo could almost hear a small tinge of sadness in his tone.

"Und vhy didn't you go?" Photo asked as her interest in his story started to rise.

"Well, because of you really," Aaron answered with a small much more noticeable blush of his own. This made Photo turn her head slightly to the side, though a small smile came over her muzzle. "Other photographers, they are good and all, they have even made lots of people famous. It just seems that, that is kinda the thing, you know? Get noticed, get famous, get rich; I never really had much need for recognition and money."

"I have made lots of Ponies, und even shome Humans famous, Aaron." Photo said, still not really getting what he was aiming at.

"Oh I know!" Aaron laughed out as the smile on his face grew larger. "It's just that, well you seem to see something else in people that others don't seem to. You see more than just nice bodies, or pretty faces. You even turn down models that others would jump at the chance to discover. So when I heard that you were interested in me." He gave a small shrug before continuing, "I kinda thought there was something more to me than I thought, and other people didn't see."

After hearing this, she was sure that her light blue coat had no chance of hiding the deep red flush that washed over her. She had heard probably every compliment there was to give out. However, she had never heard anyone, or anypony just come out and say that she was the reason for them defying their parents and giving up a very prosperous job for just the opportunity to work with her. Giving up those things to become a model; that was a story she had heard a million times, but just to be with her, that was something new.

"Aaron, I jusht don't know vat to shay," Photo said with an almost schoolgirl like inflection in her voice.

"Ah don't worry about it, Photo," Aaron replied, giving her a long smile. "You just seemed really down is all. I thought it would be nice to cheer you up a bit by letting you know what it means for me to work for you." After he said this, Photo had to use all her willpower to not just leap at him that very moment and do whatever it took to ravage his body, and use him to quell the heat in her loins. She knew she shouldn't though as she wasn't even sure that this Human even liked mares. That's when she saw a picture in his portfolio that made her let out a gasp. It was a picture of a pony, but a pony she had taken a picture of years ago.

"Vait!" she called out before he could flip the page. "Vhere did you get zat picture?" she asked while placing her hoof on the picture in question. It made Aaron smile when she did this, he knew that she would recognize it as it was one of her earliest works.

"Look familiar?" he said with a sly grin.

"It does!" Photo replied. "It ish vun of mine firsht verks! I jusht can't believe zat you have it."

"Yeah well, I have always been a fan. I was in Equestria and saw this in an old run down gallery. I kinda feel guilty though, I knew what it was, and didn't tell the owner. The stallion at the gallery sold it to me for only a few bits." The two sat there and looked at the picture for a bit longer, though once again it was Aaron that broke the silence. "Photo, if you don't mind. I have always wanted to know why you never got into modeling?" This question made Photo get an odd look on her face. It wasn't one of sadness at all. Just a long blank gaze as if she were looking at something in the distance.

"Vell," she started before taking in a deep breath. "I can't shay zat I never vanted to be un model; I even tried more zan once. But zere vas always a prettier mare before me. Always shomepony else zat vanted it a little bit more zan me. I got frushtrated, und decided to let it go. But zen I found zat I vas a great photographer! Und zat led me to be more famoush than any model! I vas zee von zat all zee mares vanted to be around!" This made Aaron let out a small laugh along with his smile, one that grew much larger as the idea that had been building in his mind rose higher to the top of his thoughts.

"You know. I have lots of pictures that Photo Finish took." The look on his face now could almost be described as, wolfish. "But I don't have a single picture, with Photo Finish." That's when he reached down and picked up the camera, then shook it slowly back and forth to silently suggest his idea.

"Ack!" Photo sounded out as the idea of her picture being taken in this state made a shiver of dread wash down her spine. "Don't you dare! I have no makeup on, mine mane is a shambles!" She tried to reach for the camera he was holding, but he was quicker and pulled away while at the same time pressing the button that suddenly filled the area with a bright flash.

"Aww, oops. Silly me, I have such butterfingers!" Aaron said with a deliberate mocking voice of remorse. "I better not do that again. I might ju-" Another flash of the bulb went off, making Photo let out a gasp of laughing anger. "Oh whoopsie! There I go again, clicking buttons."

"No, please shtop!" Photo pleaded with a nervous giggle. "I musht look dreadful! Give me zat camera!" After making this demand, Photo lunged forth with intentions of snagging the camera out of Aaron's hand. Her leap was much to forceful however, and instead of just swiping at the camera, she plowed herself into his body, knocking them both to the ground. She was all to quick to realize what position they were now in. She was laying on top of him; he underneath her, all the while wearing a warm smile as he looked up at her. "Oh, umm, excush me, Aaron," she said while slowly starting to crawl off him, desperately trying to not let the building lust inside her get the better of the situation. That's when Aaron reached up, and placed his arm on her back, pressing down so that it would stop her from moving.

"You don't, you know," he said as he felt her whole body tense up the second he touched her. "Look dreadful I mean. I think you look amazing actually. Now that I think about it, I think you are quite beautiful really." The second he said this, he felt almost all of the air in her chest leave her body in one long slow gasp. She then started to lean forward while at the same time wetting her lips slightly with just the tip of her tongue. "You know," Aaron said before she could move any closer to him. "Something occurred to me just now. I have never actually seen you without your glasses. May I take them off?"

Photo couldn't help but let a small grin come onto her muzzle when she heard him ask to remove her glasses. It just seemed so trivial to her as her eyes were nothing special, but she often forgot that Humans spoke fondly of mares eyes. "I shuppose sho," she said with a small laugh. This was all the permission he needed to act. He reached up and slowly took hold of the black framed rose tinted shades, and pulled them gently away revealing her massive light pink oval shaped eyes.

"Very pretty," Aaron said in a soft and kind tone. The compliment made Photo smile while at the same time looking away, only to look back at him. She was about to say something back, but her face suddenly contorted into a look of shock when she heard the click of the camera, followed by another bright flash. Before she could let loose with another volley of objections, Aaron quickly sat up almost making her roll completely off him. "Now," he began as he came up to his feet. "Let's do this properly." He turned his head from side to side, then snapped his fingers together when he spotted the same bean bag chair that Photo was resting on earlier.

"Ah ha! Here we are." He walked over to the big soft chair, then knelt down while patting his hand on the cushion. "Why don't you come over here and sit down."

"Oh, very vell," Photo said with an amused sigh. She really didn't want to fight it anymore, and the idea of someone taking her picture for once seemed nice. She slowly walked over to the bean bag, then climbed up into the cushion before coming to rest on her rump and looking up at him with an almost bashful stare.

"How lucky am I huh?" Aaron said as he put the camera up to his eye, aimed for just a second, then clicked off a picture. "Never in a million years would I have thought I would be the one being able to have a private photo shoot with the one and only Photo Finish!" Once more he clicked the button, making the camera flash to capture the pose Photo was sitting in.

"It has been sho long since I have had pictshurs taken of me," Photo said as a new sense of comfort began to come over her. The more and more clicks and flashes of the camera Aaron made, the more and more she started to get into it. She would change her pose with every new flash, trying to alter the expression on her muzzle. She would go from cute to stoic; distant to focused, and everything in between. It was when she gave a very saucy and seductive glance at the camera did Aaron take it away from his face.

Photo stopped posing when she saw Aaron remove the camera, she even got a worried look as she thought he might mean to stop. "You know, Photo," Aaron said, getting a look on his face that almost gave away the devilish thought in his head. "Seeing you without your glasses is nice and all. I was kinda wondering what you would look like if you took your dress off as well." Photo was practically sure that this forward and sudden request had turned her blue coat red with a kinda of school girl like embarrassment.

"Oh, Aaron," Photo said trying not to sound so overly flustered that her voice might crack. "It's not that I don't mind. But mine figure isn't like you vould think. I don't have the tight und shlender body shome other mares have."

"Hmm, I don't know about that," Aaron said as he slid over towards her on his knees. "I bet you have a really nice figure. One that's nice and soft; probably even really sexy." Aaron then placed the camera down on the ground, and reached over slowly where he took the bottom of her dress in his hands. He began to pull it upwards, making sure not to crumble or wrinkle it as he pulled. Photo was only to happy to assist by lifting her front legs up over her head, allowing Aaron to remove her black and white dress. Aaron smiled when he heard the mare before him let out a little gasping moan when she was completely freed from her garment, and was all to quick to see that her breathing had become long and heavy, making her chest heave up and down.

"Vat now?" Photo asked, having no control over the new breathy tone in her voice.

"Don't know," Aaron replied as he placed the dress over to the side, then took a few moments to look all over the Pony's bare body. "Why don't you give me a little show?"

"You vant un show?" Photo asked with a raised eyebrow, and an ever growing grin on her muzzle.

"Mmm hmm," Aaron responded, picking up the camera again, bringing it to a readied position to let her know she could do whatever she wanted. Photo just sat there and thought for a moment, her eyes then narrowed to a sulky gaze before she jutted her chest out, lifting up one of her hooves, and tilting her head upwards to perform a proud looking pose. As soon as she did this the camera sprang to life. Aaron took picture after picture of her pride filled pose, shifting his weight from side to side to get every angle possible. "Good, that's real good, keep going!" he said with a voice of encouragement to let her know the show was off to a great start.

"Alright zen. How about dis?" She placed her hoof back down, then turned only slightly to show him the curve of her back. With a quick jerk of her head, she faced him again, making sure her eyes had become half closed, and her lips puckered only slightly to become a pouty gaze. She then reached up with her furthest most front leg, and placed her hoof to where it was just touching the bottom of her chin; completing the shy mare look.

"Oh wow!" Aaron mused, clicking as many pictures the camera would allow him too. "You look amazing. Now, get a little sexy for me." Photo was too far gone to put up any resistance to his request now. She did want to do something sexy, she wanted her body to be photographed like all those models she had done before. Now she was the one in front of the camera. She was the one that was having someone ogle her and want her to pose for them. Being lavished with all this attention was almost enough for her to ignore the raging flames of her heat. She knew it was just a deterrent however. She knew that she had to breed, and she wanted to breed with him.

"Shomthink shexy? Vell, I think you vill like dis zen." She turned herself to where her back was completely facing him. She then laid down on her stomach, before shifting her weight ever so gently to the side before slowly extending one of her hind legs towards him, while keeping the other one tucked under her body. This new pose gave Aaron a full and up close view of her ample flank and rounded ass. Her head once more turned to where she looked at him with half lidded eyes, all the while gently biting on her bottom lip. Aaron took only one picture of her in this new pose, trying not to look too stunned by the blue mare's beauty laid out before him.

"I, I do. I like that one a lot," Aaron said with a slightly shaken tone. "I think I have one I would like even more though." He placed the camera down on the ground, then he reached over and very gently pushed on her body, letting her know that he wanted her to roll over on her back. Photo couldn't stop the gasp that escaped her throat when she felt his hands take a hold of her. She melted at his suggestion to roll over, placing one of her front hooves on his shoulder, while the other started to rub on his chest. This didn't last however, as he took both her front hooves in his hands, then slowly pushed them to where they where over her head, and prompted her to grip at the bean bag under her.

His hands began a slow crawl down her body after this. Taking only a moment to graze his fingers through the strands of her pure white mane before using his finger tips to dig into the coat on her neck. Her breathing became rapid short gasps when the palms of his hands hit her chest, only to travel further to her stomach where he was just inches from groping the erect nipples of her teats. She had to unsuccessfully stifle a moan however when his hands took a hold of her thighs, where he pushed them apart. This made him lick the outside of his teeth through closed lips when he saw Photo's ready and willing pussy. She was very wet, so much so that the silk like coat of her underbelly and inner thighs had become moist with her juices.

Aaron then sat back, placing all his weight on his shins as he rested on his knees, looking at the exposed mare before him. He reached blindly for the camera that was at his side, all the while taking in how she looked at him with those narrowed unblinking eyes. The only movements she made was the constant shallow gasps for air that made her chest jump up and down, and the ever so subtle gyration of her hips. "You, you look gorgeous, Photo," Aaron said as he finally got the camera in his hand where he brought it up to his face to take the picture of her in this the most vulnerable of poses.

"Aar-Aaron, please," Photo gasped out, letting him know in just those two words that she was at her limit, and could no longer stand the pressure that had built in her body; she wanted him to take her.

Hearing the lust filled plea that Photo gasped out made Aaron's heart skip a beat. He could feel the excitement of the moment driving his own passion through the roof, and he knew there was no way that he would be able to stop himself from taking this little mare right there where she lay. That's when he brought the camera up to his face, and was about to take the picture of her laying there, legs spread, silently begging to be bred. He paused however, slowly he moved the camera back down to his side, then dropped it to the floor. He didn't want to take the picture. If he did that, then there was a chance that someone might see it, and he didn't want that. He wanted this moment all to himself, for his mind to remember alone.

Almost in a violent manner did Aaron start removing his own clothes. He could hear small fabric tears of his shirt as he ripped it off his chest. He mentally cursed himself for wearing a belt with button fly pants instead of a simple pair of sweats he could just jump out of. All of this however became nothing more than background thoughts as he looked at Photo. She was now letting out inviting moaning gasps, while her white tail flicked and whipped in all directions showing that the actions of her body were not entirely her own. The last straw for him was when he finally got his pants off. She took one look at his now rock hard cock, and let out a little whinny that seemed to ignite every nerve in his body to new heights.

He forced himself not to just clammer on top of her and thrust himself inside her dripping wet pussy as hard as he could. The glistening folds of her open lips looked too good to pass up, and he knew he had to have a taste. He dove forward, placing his hands on the soaked coat of her thighs while at the same time turning his tongue into a fleshy battering ram that collided with Photo's now swollen and stimulated clit. The result of this sudden assault was him hearing her let out a room filling, and ear piercing scream of ecstasy as her back became a full spine bending arch as she tried to push her pussy as hard into his face as she could. He was only encouraged to continue when he felt both of her front hooves come down and start caressing the top of his head, letting him know that she was more than enjoying the sudden lashings of his tongue.

"Uh huh, uh huh uh huh, ack! Oh Aaron, l-lick me more!" Photo cried out as she completely surrendered herself to the brutal crashing waves of pleasure that his tongue and mouth were creating. Every poke, prod and lash he gave her only made her cry out more. He would swirl the tip of his tongue all around her clit, making her hips bounce and rotate. It was when she felt him slide inside her as far as he could go that she knew that she could not last much longer. "Ahh, Aar-Aar-Aaron! Jusht like zat, ahh, it feels sho good!"

Her words drove him, and he knew that she was about to cum for him. The thought of feeling her fill his mouth with the searing juices from her pussy was almost too much to bare. Tasting her as she climaxed was something that made him want to explode right there. He wanted something else more however. He wanted to make her cum while thrusting in and out of her. He so desired to feel her inner most walls clamp down on his shaft as he drove her over the edge. That's when he pulled himself away, almost feeling as if he had to force himself to do so. He gave her throbbing clit one last kiss, before moving up slightly to take one of her teats into his mouth, and give it a hard suck. He couldn't help but let out a devious laugh though, the second he stopped caused a torrent of complaints and objections from Photo.

"Oh no, vat are you doink? Ahh, you, you can't shtop now! Oh please Aaron, m-make me cum!" She felt as if her desperate cries fell on deaf ears, and even worse she felt like her whole body would catch fire if she did not get to climax soon. She knew that she had the strength needed to push him back down to her now flowing pussy; force him to finish her off if she so wanted, but the feeling of him sucking on her teats felt almost as good. Her hopes then started to rise as she looked down and saw him begin to kiss up her body. His lips playfully kissing and nipping at her coat covered skin, his hand blazing a trail through the coat of her heaving chest. All this while he slowly slid higher and higher, promising that he intended to mount her.

He finally reached a point to where their eyes met. Only for a brief second did the two stare at one another, before they both slammed their lips together to start a primal kiss that caused them both to let out guttural moans of passion. Photo however broke the kiss and let out a long deep groan when she felt the maddening feeling of Aaron's cock press itself onto her pussy. His hips pushed forward, using the steel like rod to part her lips, and start to slowly slide back and forth.

"You are so beautiful, Photo," Aaron hissed as he notched the tip of his cock at her entrance. "Mmm, I'm putting it in."

"Ahh yesh! P-put it in me! Und now, vee vill shtart, zee ruttink!" After she said this, Photo's entire body went tense as she felt Aaron push his hips forward, slamming himself as deep into her as he could go. Both her front and back legs became vices; the back set clamping themselves around his hips, while her front ones wrapped around his chest. There she began to pump her hips up and down as the feeling of finally having a long thick hardness inside her turned her into a lust fueled mare of ecstasy. Her moans and teeth clenched screams filled the room over and over again as Aaron too pounded himself in and out of her. He gave her full strokes of his pulsing cock, each time threatening to pull out of her before she could bounce her hips up to catch him just before he drove back down into her. It was more than her heat driven mind could take, and only after a few hard thrusts, she was flying over her edge. "Aaron, I, I, I, ahh, aah, unngh!"

"Yeah, yeah, that's it ahh! Cum for me!" Aaron growled out into her ear while continuing to slam her hard into the bean bag with every force filled thrust of his hips. His order was all too quickly filled, for as soon as he made the demand, he felt Photo's already tight slick pussy walls increase their grip on his cock as her orgasm began. The feeling was far better than he could have ever possibly dreamed. Her insides conformed to the contours of his shaft like a velvet glove, and he could actually feel it become harder to move in and out of her. The feeling of having her cum was only amplified by the wondrous sounds she made as each new wave of lava hot pleasure struck her. She spat out incoherent words towards him, letting out grunts; moans, groans and those sexy little whinnies that he knew only mares in the throws of passion could make. The whole experience was intoxicating, and he could feel that just this short amount of love making was pushing him harder towards his own orgasm.

"Its wunderbar! Aaron, you have no idea," Photo gasped out in strained breaths as the blurred vision inducing orgasm started to come to a slow halt.

"Not over yet," Aaron said with a sly grin. That's when he pulled completely out of her, but before she could even think about protesting, he took hold of her, and rolled her over to her stomach. It was the soft little whine that made him become even harder when he reached down and grabbed her by the flanks, making sure to give her cutie marks a firm squeeze as he pulled her ass up towards him.

"Mmph, oh yesh! Aaron, I, I'm yours, do vith me vat you vill!" Before he had a chance to, Photo raised her tail and flipped it to the side to allow him access to slide back into her. She felt him place just the tip of his cock into her fire hot pussy which made her crook her head to the side so she could look up at him with pleading eyes, letting him know that she was his to play with. Her head then snapped back forward and she buried her muzzle into the fabric of the bean bag as she felt him plunge deep into her once more. Even though this position was more familiar to her, the unique shape of his cock felt like it was hitting a whole new set of wondrous places inside her. Muffled moans and pleas came from the bean bag as Aaron plowed into her again and again. The room was now an echo chamber of his grunts along with the lewd sounds of his hips slapping against the plump round cheeks of the mare's ass.

Aaron's fingers dug hard into Photo's flanks, all the while pulling her backwards while pounding his hips forward. He knew he was done for when he felt her press back against him, and start to rotate her hips all around, using his throbbing cock to stir inside her, hitting all the places they both desired so much. The sharp tingle in his balls let him know that he had passed the point of no return. He closed his eyes and leaned his head back as louder and louder moans escaped through his clenched teeth. He could hear her crying out over and over again as they slammed their bodies together, and almost before he knew it, he was spewing his cum deep inside her.

"Ahh ahh aah! Yesh, yesh, oh yesh. I feel sho full!" Photo screamed while Aaron pumped thick hot ropes of his burning seed into her deepest reaches. Every shot into her made her body twitch as she pawed her front hoof a the bean bag, trying as hard as she could to get traction so she could push back towards him and keep him as deep in her as she could. Time for the joined pair seemed to come to a halt. Neither one of them able to tell what was up; what was down. All they knew was that they were there together, and neither one of them wanted to leave this place they had created with one another.

It felt as if Aaron had emptied his entire being into her, and whatever energy he thought he had, left him like a speeding train. With a long exhale, followed by a laugh, Aaron removed himself from his mare, and fell to her side on the bean bag. Photo was all to happy to feel him wrap his arm around her, and pull her close so that she could now cuddle her head onto his heavy breathing chest. Both of them gave out a simultaneous sigh before Photo cocked her head upwards to where the two could share a long soft kiss.

"Vell, I bet you could have never have done zat in law school!" Photo said with a very much more chipper voice than she had used before. The comment did make Aaron bust out into a rather deep belly laugh while he hugged her tighter into his body.

"No!" he gasped out, still laughing at her words. "No, I don't think any of the girls at law school would have done that." He knew that there were of course some pretty loose women in law school, but he did doubt any of them could have made him feel as good as this little mare just did.

"Sho, you knew I vas in heat huh?" Photo said while giving him a playful tap on his bare chest with her hoof. It made Aaron get a small smirk on his lips, before he leaned his head up and kissed her once again.

"I have dated a few mares before, so I know the signs." After he said this, he could see that Photo maybe started to think that this was just a pity rut; something stallions give mares that can't find a mate, or are considered unattractive. "Oh but hey! Don't think I did this because I just wanted to sleep with a famous mare, or that I think you couldn't find a stallion or another Human. I, I, umm." Aaron felt a sudden blush run over his body, and he had to give a hard swallow before speaking again. "I really like you, Photo. I mean like, a lot. So what do you say? You maybe want to try dating an lowly upstart model like me?"

"Vell," Photo said as she tried to hide the ear to ear grin that was forcing itself onto her muzzle. "I zink it vould be wunderbar. But you know, I am not un young mare. Do you zink you could date an old nag like me?" This made Aaron roll his eyes as a happy chuckle came from his mouth.

"I kinda prefer it really," he said, making Photo's ears twitch as her eyebrows raised up. "Yeah, the other mares I mentioned, they were kinda older too. But I mean really, it doesn't matter to me. You are an awesome little Pony, and I am very glad I met you." The two once more let out content sighs before leaning towards one another and giving each other a long passion filled kiss. Photo then resigned to the numbing warmth that had over taken her body as she laid her head down on Aaron's chest. She snuggled herself as deep as she could into him as she felt him tighten his embrace on her body, and with a small moan, let herself pass into sleep.

Author's Note

Err, merr, gerd! Accents are so hard to do lol! Sorry about the wait on this one guys, I actually had to do some pretty serious research into writing a German accent. It was a first time though, so if you find any inconsistencies let me know. New chapters will more than likely be up after the new year as the Holidays ran me ragged. Hope you enjoyed this one!

Would like thank Lightning Ace for helping out with this chapter by giving me some ideas. Be sure to head over to his user page and let him know what you thought of the chapter!

Drunk and Horny!

Humans living in Equestria is a common thing, but Humans raised in Equestria is something of a rarity. Robert just happens to be one of those Humans. One thing Robert can't stand is Heat Chasers. Those Humans that prey on mares in their most vulnerable state. He is however going to find out that no good deed goes unpunished as he saves a particular Pony from a predator.

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Glasses and mugs clashed together as all the patrons of the small Ponyville tavern shouted in celebration. The sounds of multiple parties laughing out loud filled the air, and the constant incoherent white noise of dozens of conversations filled every ear of all those in what would normally be a room meant for a small gathering. This was a promotional gimmick that had been set up by the tavern's owner; a New Year's Eve party. Not an Equestrian new year, but an Earth new year, and it had done exactly what it was meant to do; bring in the crowds.

While almost every party goer was fully invested in the swing of things, there was one among them that didn't seem to like what had happened to his normally quiet watering hole. A tall skinny looking Human man sat there at the bar. His face puckered in a somewhat sour gaze while looking blankly at the back wall behind the long counter. The owner and head bartender couldn't help but notice that one of his regulars seemed to be in a bad spot, and decided to take it upon himself to try as hard as he could to get the frown to turn into a smile.

"Oh come on, Robert," the stallion behind the bar said as he brought the Human a full mug of fizzy hard cider, plopping it down in front of him. "You need to get into the party! Just look at all the Ponies and Humans!" He made a wide sweeping gesture with his front leg, one that spanned the entire tavern as to showcase the over crowded room. "There are even a few Griffins in here somewhere!"

"It's too loud," Robert commented, but still taking the free drink without thought.

"What?" the bartending stallion asked while putting one of his hooves up to his ear.

"I said it's too loud!" Robert repeated again, though this time he was sure to lean over the bar and practically yell the phrase directly in the stallions ear. An action that made the stallion have to recoil from the sudden sharp pain of being screamed at. The outburst also made several others close by take notice of the comment, all of them reacting in different ways to show either agreement, or indifference.

"Well of course it's loud. We've never had this many customers in here at one time! Celebrating Human's New Year is the best idea I have ever come up with! I am just sorry I didn't do it sooner like all those other places in the bigger cities do." This didn't help much as Robert just rolled his eyes, then returned to his drink.

"If it is their new year, then they should go celebrate it on their planet." he scoffed, though the stallion in front of him couldn't help but laugh a little at the irony of the back handed statement.

"You know, it is kinda your planet too. I mean, you are a Human and all." the stallion just shrugged his shoulders after making this remark to show that it was just an observation.

"So?" Robert said with an insulted tone. "I was born here, I have been to Earth twice my whole life!"

"I know, I know," the stallion said with a chuckle while at the same time putting up his hooves in a surrendering posture. He knew all to well Robert was born in Equestria. It was hard to not notice really as he showed all the signs. Humans born, or living in Equestria had certain traits about them, a result of being exposed to Equestria's air, and inherent magic for prolonged amounts of time. Their hair could take on odd colors, or shimmers; their skin would become different hues if looked on in the right light, and their eyes seemed to have a dim back lit glow behind them.

"Let's just settle up," Robert said as he rose from his stool and started to fish into his pockets for the bits he needed to pay the tab.

"Aww, you're not going to hang out?" the bar tender said with a mock pouty look. "I was going to try to get a game going after we got closed up. I still need a chance to win back those bits you got from me the other night!" Robert didn't respond to this though. He just let out an unheard sigh, and continued to place a few extra bits on the counter in the form of a tip. The stallion was about to tease his friend a little more, but then something caught his eye that made him think that he should probably just let him leave.

Another Human came very much strutting into the bar. He was as proud looking as an over dressed peacock, his clothes obviously selected from some of the most vibrant selection he could possibly find. His short hair was slicked back, and the smell of cheap over the counter cologne immediately filled the nostrils of any person or pony unfortunate enough to get in whiffing distance. Many other stallions and Humans took quick notice of the new arrival, but the bar tender wasn't worried about them. Most of them just gave this new Human a snide glare, or just chuckled at his over the top demeanor. The owner was more concerned about the dagger filled stare Robert had gotten in his eyes.

"What in the name of the Sun is he doing here?" Robert barked at the stallion behind the bar. "You told me 'they' weren't allowed in here!" Robert's tone had become more accusatory than anything now, suggesting that the bar tender slash owner had gone back on his word to keep 'those' kind of Humans out of this place.

"Come on, Robert," the bar tender said while holding up his hooves. "Everypony is here to have a good time tonight. Just let everypony enjoy the party, kay?"

"Ponyfeathers!" Robert growled through clenched teeth as he rapped his fist down to the bar before stomping off in the offending Human's direction. The bar tender tried to get his attention again, yelling his name several times, and even holding up a bottle of the good stuff as bait to try to get him to abandon his new quest to get rid of the known Heat Chaser. Nothing worked however, and the stallion just let out a defeated sigh before taking a long pull from the bottle himself.

* * *

"So that's when I told him: Hey, I didn't know blue was your favorite flavor!" This comment made a small collection of Ponies and Humans all let out loud laughs told by the new addition to the impromptu group that had formed near the wall. Though one of the ponies was a little louder than the rest. She was a mono toned wine colored mare with a deep red mane and tail, and a set of dashing, although drooping eyes. The Human that was telling the story was all too quick to pick up on the laugh that stood out from the others, and soon as he saw the tipsy looking mare, a long and devious grin came over his lips.

It wasn't because she had laughed the loudest, or even that she may be the drunkest out of all the mares in the group. It was a set of very subtle body tells that she was giving off. The way her eyes would flutter when he looked at her; the way she over exaggerated every small movement of her body, the way her hips and tail would sway back and forth, all the way down to the way she would make small stamping motions on the ground with one of her hooves. All of this let him know that she was the mare he was looking for; the one that was in heat.

"Well hey there, gorgeous," the over dressed Human said as he slid right up next to the mare his sights had now locked onto. "And just what is your name? I bet it is something really sweet looking at that nice little cutie mark you are sporting." He was now looking directly at the mares hind quarters, mentioning the bunch of grapes set to a single strawberry.

"Ber -hic-, Berr -hic-, Berry Pun -hic- ch," the little mare giggled out, now completely letting this small time stalker know that she was probably going to be the easiest mare he would ever have the opportunity to get. "And just what is -hic-. And just what is -hic-. Who are you?" Berry asked as she too started to inch a little closer to the friendly looking Human. Though both the mare and the Human got a sudden look of shock when a new person put himself between the two.

"Perry," Robert said as soon as he had successfully interrupted the Heat Chaser's attack plan.

"R-Robert!" Perry shouted in surprise as he took a generous step backwards from the new now very angry looking Equestrian born Human. "H-hey there, buddy! I didn't know you would be here. How are you?"

"We're closed, Chaser," Robert stated while taking a step towards Perry as soon as he took one back. It wasn't his intention to be frightening however, just merely to put distance between the hunter and his prey. Perry though was not about to let a sure thing get taken from him so quickly, and decided to try to buck up against his new aggressor.

"Closed huh? Well then what are all these people doing here?" Perry demanded as he took a very small step towards Robert in an effort to regain some of the ground he had lost from Berry.

"Drinking and having a good time," Robert said with a small chuckle and taunting smile, crossing his arms over his puffed out chest.

"Yeah well, that's all I am here to do too. So, if you will excuse me." With that, Perry tried to end the heated meeting by simply taking a few steps to his side, and attempting to walk right past Robert. His simple escape plan was circumvented however as Robert held out his arm, and firmly planted his open palm onto Perry's chest.

"No! You are here to take advantage of the temporarily weak willed, and emotionally vulnerable mares of my town. And I am not about to let you get away with it again." Things had gotten very quiet now in the general area of where the two Humans were having their stand off. Normally Perry would try to be a little slicker when it came to being accused of being a Heat Chaser. Now however, he could see several other stallions starting to make their way over to where the argument was taking place. Ponies weren't inherently violent by nature. The stallions though tended to not know their own strength a lot of the time, and there was more than one case of a Human getting severely hurt fighting with one.

"You know what? Fine!" Perry said as he tossed up his hands to the air, and took several retreating steps towards the door. Before completely abandoning his goal of getting an estrus imbued mare in the sack, he looked over at Berry Punch, giving her an apologetic shrug before turning around and striding towards the door. Robert and his silent supporters all just watched to make sure the fleeing Human did in fact leave. Each one starting to return to their own activities when they saw Perry call a carriage, and climb in while slamming the door in frustration behind him.

Robert just looked over at the bar tender who was now shaking his head, while letting out a slow sigh that showed he wasn't the happiest with how the situation at hand turned out. For a quick moment Robert felt a small flash of guilt come over him for making a spectacle like this in front of everyone, so much so that he gave his friend behind the bar a small nod to show that he was at least a little sorry. He decided that this was as a good of a time to leave as any, and started to walk towards the door. What he did not see however was the blazing glare from Berry Punch as she sat there watching him leave, her teeth clenched, and her hoof tapping randomly on the bottle she had been drinking from.

* * *

Back at his small one bedroom apartment, Robert was about to settle down and try to forget as much as he could about the events that unfolded earlier. He had completely stripped himself of all his clothes, save for the loose fitting pair of boxer shorts, and was now snuggling himself into his bed. Sleep was mere moments away, but then the sudden awaking sound of someone almost smashing his door in brought him almost flying out of his covers.

Once again the massive knocks came crashing through his home. It sounded like a raging storm was doing its best to come inside, and the only thing holding it back was the small fragile hinges that were threatening to give up, and let go. The actual storm was the one that was Robert's temper however. Every new series of smashing knocks made him let out a mumbled curse as he stomped his way towards the door. The door received one more good pounding before Robert was able to make it there to open it, this time the person beating on his door did it hard enough to knock several decorations off of the adjacent wall. That is when Robert took hold of the handle, and ripped on it as hard as he could.

"What?" the temper flared Human screamed as the door flew open hard enough to cause a small wind large enough to move his hair. What he saw made his heart sink a little as he viewed the wine colored mare standing there still trying to knock on a door that was now open.

"Well -hic- well -hic- well!" Berry stammered out as she tried not to completely fall through the door. "If it isn't Mister come to the rescue hero Mister hero guy, Ro -hic- Rob -hic- Ricky!" Wide eyed and dumbfounded, Robert quickly brought the palm of his hand up to his face with a hard slap. This momentary lapse of attention gave Berry all the time she needed to just stagger past him into his home.

"What are you doing here, Berry?" Robert asked, deciding to let her come in as she was probably safer in here than walking around Ponyville all night.

"Hey!" Berry responded as she swirled around on her hooves, almost completely falling over in the process. "Don't you: Doing me no where Berry me, mister! I have a bone -hic- to pick -hic-. I have a bone picking for you!"

"You do, huh?" Robert said, really trying not to laugh, but her sloshed antics was making it very hard. "Okay, and why do you want to pick a bone with me?"

"Because you're mean, and stupid. Yeah! You're a mean -hic- mean and mean." Even in her completely drunken state, Berry could see all to well that she was not getting through to him, so she decided to be a little more forward. "You chased off my stallion!"

"I did what?" Robert shouted with a voice of surprise that somehow he was being villainized for some reason. "You didn't even have a stallion! That Heat Chas-" He stopped himself before he finished, knowing now that this was all about her being mad at him for coming to her rescue. "Oh I don't believe this!" he shouted while tossing his arms up into the air.

"Yeah well, believe it!" Berry shouted back, falling towards him with a fast set of saving movements from her hooves. "Nopony told you to save -hic- rescue -hic- help me!" Robert just shook his head from side to side, still not coming to terms that he was the one that was in the wrong here.

"There were plenty of stallions there tonight. Any one of them would have helped you out if you are in heat." His normal sense of logic didn't have quite the affect on her as her eyes became glossed over and narrowed.

"Oh well thank you Mister Obvious! I guess I am just too dumb -hic- too stupid -hic- not smart enough to know there are guys in the room!" She then tried to let out a loud scoff, one that turned more into a large burp. "If I want a stallion I'll get one! I don't want to get knocked -hic- have kids! That's why I was looking for a Human!"

"Jeez," Robert said with a rolling eyed chortle. He crossed his arms, and shook his head at the idea that Berry was one of those mares that only had sex with Humans to completely remove the chance of having a foal.

"Yeah well, -hic- 'jeez' yourself, Ralph. The way I see it, you owe me a rut!" A new look came over Berry's face; her eyes became dilated, she started to lash her tail from side to side, and even her tongue had come out to lick at her lips. This new bit of information made Robert have to take a step back as he suddenly found himself in a rather awkward situation.

"I beg your pardon?" he said, still trying to process how he was now the one that was supposed to help her with her needs.

"Yep, you got it, Ro -hic- Rob -hic- Richie!" As soon as she finished saying this, she spun around to where she was facing away from him. She then dropped her head to the ground while at the same time pushing her ass as high in the air it would go, flipping her tail to the side, completely exposing her waiting nethers. "So come -hic- come on, rut me, put it in me! Use me like a blow up doll! Put my legs behind your head and wear me like a feed bag!"

"Oh for the love of Celestia!" Robert shouted as he twirled on his heels to get the sight of the mare's wet pussy out of his sight. He hated admitting it to himself, but she was very pretty; beautiful in fact. She was though very much drunk, and doing this now would completely go against everything he was taught, and believed in when it came to mares, and drunk women combined. "Berry, I'm sorry, but I just don't think having sex with you right now is the right thing to do." There was no answer from this. "Berry?" he asked as he slightly turned his head over to see why the mare had become so quiet.

The ever so faint sound of a long delicate snore could be heard now in the silence. This made Robert completely turn around to see that Berry had passed out right there on his floor with her rump still held high in the air. Robert once again let out a sigh, and then mumbled something under his breath at the sight of the drunken pony before him. He couldn't just let her sleep like that however, and decided to walk over and gently pick her up in his arms.

"I'll have two more rounds with the bumble bees," Berry muttered out as she was lifted up into the air, causing Robert to laugh at the nonsensical ramblings of whatever dream she was having. Very slowly and gently he carried her down the small hallway. He had to be more careful than anything however. Ponies were a lot heavier than most thought they would be, and even more awkward to carry in a prone state. It wasn't long though before he had reached his bedroom. He placed Berry on the far side, then covered her up with a separate blanket. He himself then crawled in next to her, using another blanket to cover himself. He let out one last sigh, and smiled as he was finally allowed the sleep he so desired to wash over him.

* * *

A warm embracing feeling washed over Robert, one that gently caused him to open his eyes with a sleepy groan. He didn't know why, but his whole body was tense, his sudden awakening would not allow him to fully take hold of the situation, but he felt a wonderful tinge below his waist that made him let out another moan. He almost passed this off as some vivid dream, he laying there in the dimly lit room as waves of more intense pleasure wrapped themselves around his body. Though the more and more he thought about it, the quicker he came to his senses. That's when his still unfocused eyes came to look down to where the exquisite feelings were coming from. There under the covers, he could see a massive lump moving up and down, and the sudden realization that something was under there with him.

He pulled the covers away with a flash, and gasped at the sight before him. Berry had successfully maneuvered herself not only under his covers without waking him, but had also been able to completely remove his boxers, and now had his very stiff cock in her mouth. She was using long and slow sucking motions as she pulled up on his shaft. She would almost let the tip escape her lips, but that is when she would drop her head down to take the entire length of his engorged dick back into her constricting throat. Now that he was fully aware of what was going on, he knew that he should do everything he could to stop it, but what she was doing felt just too good, and instead of saying her name, a long shuddering moan came from him, letting her know he was fully aware and awake.

"Mmm, well hello there," Berry said with a smile as the tip of his dick came from her mouth with a quick pop. Before Robert could say anything, Berry stuck out her tongue, and proceeded to lick up the entire length of his dick. She got to the top, swirled her hot wet tongue around the tip before moving back down to lick his length once more. "I woke up and felt this here was giving me a nice little poke. Hmm, I just couldn't help myself."

"B-Berry, w-wait," Robert stammered, trying as hard as he could to not get caught up in the wondrous sensation of having this sexy little pony suck him off. He even reached down to grab at her head, but found himself more caressing his fingers through her mane than actually trying to pull her away. His other hand took a hold of the bed sheets when he felt her lick down his cock once more, only to place his entire ball sack in her mouth, and give it a hard suck while rolling them around in her mouth several times. Before he knew it, she had worked her way back up, and was now sucking him back into her mouth where she began to viciously bob her head up and down. It was all too much for him to bear, the excitement of being woken up in such a way, feeling that soft little muzzle nestle itself into his pubes while she took him as deeply as possible. All he could do was let out a long throaty grunt as he let himself explode hard into her mouth.

"Mmm! Mmm hmm!" Berry moaned out as her mouth and throat were filled with the thick hot juice that she had been waiting to taste. She swallowed as fast as she could, not wanting to let a single droplet escape her mouth while she continued to bounce her head up and down on his still pulsing dick. Even after she knew he was done pumping his load, she did not let up. She used her tongue to clean him, lapping up all that she could before finally letting the thick member come from her lips, where she placed her hoof around, and start to slowly stroke him.

"W-why did you do that, Berry?" Robert asked with a heaving chest, and strained voice. "I put you in bed with me so you would be comfortable. You don't have to do this kind of stuff." Now that he thought about it, it did seem rather odd that he went to bed with her. Getting in bed with a mare in heat was just asking for it, and now he realized he should have taken the floor.

"Shush," Berry said, reaching up with one of her front hooves to gently press into his chest, while the other still continued to stroke his rock hard cock up and down. "I did it because I wanted it. Because I am in a state right now where I need to be with somepony. Besides." She halted her stroking at this point, and started to slowly slide herself up his body to where her mouth was just inches from his, and her hips where now resting directly on top of his. "You're a nice guy. I know what you were trying to do tonight. I know that other Human would have probably treated me like some nameless mare, and you thought I needed more than that. Nice guys like you should be rewarded more for helping out mares like me." By this time her hips had moved in such a way that her very much ready and open pussy lips had trapped his cock between them, and she started to rotate her hips in long, circular motions.

"I, I didn't help you tonight to get rewarded, Berry," Robert said, trying so very hard to not notice how wonderful it felt to have her warm little slit rubbing all over him. "You were drunk, he was a Heat Chaser. I can't stand those kind of people." As serious as he was trying to be, his confession just made Berry let out a small gasping giggle as she continued to rub her pussy all over his now very much engorged dick.

"You're so cute," she said while giving him a playful bop on the nose with her hoof. "Well, for what ever reason you did it; to help me, or to get at him. You still owe me a rut, so just lay back and let Berry Punch take care of you." To her it really didn't matter what he said after this, but she was happy to see him give her a slow nod to let her know she could do whatever she wanted. That's when she lifted up her hips just enough to let his cock stand straight up before lowering herself, and taking his full length inside her. "Oh, oh yeah nuuh!" She whimpered when she felt the thickness of his shaft expand her canal, and the round soft tip of his head come into contact with her deepest parts.

"Mmm wow, Berry. That, ahh, that feels wonderful!" Robert moaned out. He looked down and loved seeing her hips moving up and down on him. The sight of watching his cock slide in and out of her was such a turn on, and he started to get more and more into it. His hands began to roam all over her body. Each one taking a different path to touch as much of her as possible. One would massage and squeeze her neck and shoulders, while the other traveled down her side so that he could grab a hold of her round flank. Every motion he gave her seemed to turn her on even more. By now she had thrown her head back, and closed her eyes while her hips began to slam themselves harder onto his dick, followed by short forward thrusts.

"Aah, oh, Robert! Don't st, ah, ah ahh, op! Mmm I love how nuh, you ahh feel inside me!" Berry was now becoming more and more aggressive there on top of him. The heat driven lust inside her was making her start to pound her loins down onto him so much that a series of loud slapping noises were starting to fill the room. A long full body shudder raced itself through her body when she felt him place one of his hands on her chest and start to work its way down. Though it was when his thumb hit her firm clit did her eyes pop open and she let out a full blown ecstasy filled scream.

Robert was sure by now that every person, or Pony in the general area of the neighborhood was fully aware that he was having sex. Berry was moaning at the top of her voice, and even if he did try to slow his own hard thrusts in and out of her, she would only increase her own. He reached up and ran his fingers through her mane, right before grabbing hold of the back of her head, pulling her down as he lifted himself up. Meeting in the middle, the pairs lips crushed into one another and started to feverishly kiss each other as their hips did all they could to maintain as much contact with the other as they could. While the deep passionate kiss did muffle Berry's moans, gasps and screams a little, Robert could tell that the walls were still echoing their rutting, and even the bed was now squeaking in time with their motions.

"Ro-ah-Robert!" Berry shouted as she tore her mouth away from his. The fire in her tightened snatch had reached its limit, and her hips began to jackhammer themselves onto him. "Th-that's it! Oh yes, I'm, I'm cumming! Oh mmph, mmph! Oh please cum with me!" Hearing her call out his name, letting him know that he had brought her to the edge was too much for Robert to take. He pushed on her until she was sitting straight up on top of him, so that he could sit up even more and bury his face deep into the fine silky hairs of her warm and heaving chest. That's when she latched her front legs around his shoulders and placed her chin on the top of his head as she let her body start to quake from the deep hard orgasm that his cock was now giving her.

He could feel her heart beating hard in her chest. Her long and loud moans resonated from inside her and he felt as if his dick would melt away when he felt her cum on him. He knew he could no longer hold back any more, he reached his arms around her, taking her in a powerful embrace as his hips jerked up and down as fast as he could move them. He let out one long bellow, then began to explode into her. Every long spurt he shot into her womb made him dig his fingers deeper into her back, and she only became tighter and tighter, milking his shaft for everything it was worth.

"It's so hot, it's so hot," Berry repeated over and over again in almost silent whimpers. She loved how Robert would shiver every time she raised up off of him, only to take him back in while using her drenched pussy to squeeze him as hard as she could. Before long however, the two started to calm down from their mutual orgasms, and she felt him nuzzle himself harder into her chest. She let out a long content sigh, pulling him deeper into her body with her front legs, and gently stroking the back of his head with her hoof.

Finally Robert fell down to his back, pulling Berry with him to where she was now resting on top of his body. Berry let out a soft gasp as they moved, as Robert's hard dick was still fully planted into her, and every movement sent a post orgasmic shock through her sensitive pussy. The two cradled one another for a few silent moments. Robert would run his fingers through her mane, giving it long petting strokes, and she would push her muzzle into his neck to give him small tender kisses up and down his skin.

"So," Berry said, breaking the silence. You really don't like Heat Chasers, huh?"

"They're jerks," Robert responded while still stroking her mane, and wrapping his other arm around her body to pull a little deeper into him. "They just go around thinking mares and Griffins that are in heat are to be used like their own little sex toys. My dad taught me better." The almost storybook morals Robert had made Berry let out a small laugh. It wasn't used to mock him at all. It was just hearing this come from a male that wasn't from some romance novel or play was rather surreal.

"Well your dad seems like a really nice guy." Berry raised her head up a little so she could look him in the eyes. She didn't want to move too much however, she could still feel him pulsing deep inside her and didn't want to risk letting him slip out. "But you know. Sometimes the mare just wants to have a little fun too. I mean not every girl out there wants to start a huge relationship from just a little rutting. So while a lot of those Heat Chasers might think they are using the mares as toys. Most of them don't realize that they are the ones being used." Robert just thought on this for a few moments. He knew that mares needed to mate when they went into heat, but very rarely did he even think that it was the mares using the males, and not the other way around.

"What about you then?" he asked, looking deep into her light red eyes. "Was this just you wanting to quench your heat?"

"Who me?" Berry laughed out, but she soon saw that the question directed at her was very much serious. "Oh, well, I, I don't know really. I mean I was pretty hammered last night. But I do remember how brave you were at the bar. I even kinda remember coming over here and making a fool of myself." She then saw that the expression on his face had contorted to show a small sign of sadness. "Oh don't get me wrong though. I have seen you around town, and you are very handsome. I just, I umm." She really didn't know what to say, she knew she had come over here last night to have sex. She just didn't think she would be confronted with her reasons why. For whatever reason, her response made a smile come over Robert's lips, and leaned up to give her a small kiss.

"Hey. You want to go get a drink later?" he said while placing his head back down to the pillow.

"Aww, are you asking me out on a date?" the mare responded with a playful shy tone as she turned her head to the side while still keeping eye contact.

"Well, maybe not a date. Just a few drinks, and we can see where it goes from there."

"Hmm, that sounds fun," Berry said as she placed her head back down on his chest. She then popped right back up with a look of shock as if she had forgotten something. "We're still gonna rut afterwards right?" This made Robert bust out laughing, and give her a few small pats on the bridge of her nose.

"Well yeah, of course we are." His words made her let out a sigh of relief, and she let him pull her head back down to his chest.

"Good, that's good. I thought we were going to be all serious or something." This remark made them both let out small laughs, which were then closely followed by large yawns. The mated pair didn't say anything after this. They just snuggled into one another as deep as they could before letting a very well, and hard earned sleep over take them.

Author's Note

Trying to put a fun spin on heavy drinkers is hard to do. Well Happy New Year everyone! I hope you plan on having lots of fun at parties, just remember to drink responsibly, and don't drive!

Starting the new year and getting the holidays out of the way means I will be able to write more chapters. Sorry this one took so long. Hope you enjoy it!

Cello Lessons

When Octavia isn't performing for some of the most both Pony and Human elites, she often finds comfort in teaching others how to play. Now Tavi really likes Tyler, only problem is: Tyler is her student. She couldn't ever dream of breaking the student teacher bond. However, a certain natural instinct will force her to come up with a whole new learning plan when she teaches cello lessons.

[/hr]

Once again, Vinyl Scratch banged her hoof against the solid wooden bathroom door to get the attention of its occupant. "Come on, Tavi," the little mare whined out. "Other ponies want to use the bathroom too!" There was no answer, only the sound of a very heavy, and annoyed sigh. This did not stop Vinyl's conviction however, she once again pounded on the door, this time adding even more force to her knocks. "Octavia, open the door!"

"Go away!" Octavia shouted, finally letting her anger boil over to the shouted command. This did little to detour Vinyl from getting in the bathroom, it even made her get a slithering grin over her muzzle, followed by a hidden giggle.

"Tavi, open the door," Vinyl sang out in a creepy and low tone of voice, the entire time dragging her hoof down the wood of the door to add to the scary voice she was using. "Open the door, or I am going to go pee on your roses outside." This did get Octavia's attention rather quickly. The door suddenly flew open in a flash, as the grey Earth Pony put her muzzle almost completely in contact with Vinyl's.

"You wouldn't dare!" Octavia growled out through visible clenched teeth, her huge purple eyes now mere slivers of themselves as she glared down at her room mate. Vinyl was far from frightened however, she burst out into laughter the second she saw the prim and proper pony's flaring nostrils.

"Oh wow! I wish I had a camera, you should see the look on your face." At this point, Vinyl had to prop herself up on the wall, due to the fact that she was worried she might fall; or be pushed down the stairs. "Come on Tavi, you know I wouldn't pee on your flowers. It's daytime, Ponies would see me."

"Why must you torment me so, Vinyl?" Octavia sighed out, once again regaining her composure to return back to the well educated mare from Trottingham. She then turned back to the bathroom counter where she picked up the fancy looking brush, and started to once again give her long thick black mane full strokes. "Why not go and pester Eric. I am sure you two have a full schedule of making loud, annoying, ear offending sounds together."

"Can't," Vinyl said with a sudden sad sounding voice, and an even sadder looking expression. "His stupid transport got messed up in Canterlot or something. So now he won't be here for like another six hours!" After saying this, Vinyl suddenly noticed something that she had not before. She looked at both the counter, and her friend to see some differences, some details to her grooming that she would normally go through for today. Her mane and tail were very much styled, much more than they would have been if she wasn't going to a concert. All kinds of grooming tools were laid out; hoof files, eye lash curlers and different sizes of combs and brushes. She was even wearing her good bow tie, one that was made from a rather expensive material, and was a deeper shade of pink from her other ones. It was the bottle of perfume that caught her attention the most though.

"Say, Tavi," Vinyl said with a sly tone as she slipped into the bathroom, placing herself behind her room mate so that she could look at them both in the mirror.

"Hmm?" Octavia responded, not really paying attention to the long, devious grin on the white mare's face.

"Aren't you just giving cello lessons today?"

"Yes, just one lesson in fact. Why do you ask?" Octavia did now very much notice the gleam that was in Vinyl's glaring red eyes, and she couldn't help but pause her grooming to look at her friend in the mirror.

"Oh it's nothing really. It's just that you are really dolled up to stay in the house. You also haven't used that perfume since we were in collage. Accent De La Fleur, I think it is called?" Vinyl then started to sniff the air; there was something else there, a familiar scent that was trying to be masked. That's when she saw Octavia give a long solid gulp with her throat as if she had been caught stealing something, and Vinyl jumped back while letting out a loud gasp of surprise. "You're in heat!" she shouted while pointing her hoof at Octavia as if she was accusing her of something.

Octavia spun around on her back hooves, then quickly used her front ones to clamp down on Vinyl's muzzle while letting out a loud and violent sounding 'shush' noise. "Vinyl Scratch, I will thank you to stay out of my affairs! And please do not shout things like that. There may be Ponies outside who can hear that boyish squawking of yours." She then let Vinyl go, and returned back to the mirror.

Vinyl started rubbing her snout with one of her hooves, letting out small giggles that were coming out of a devilish looking smile. "Hmm, getting all dressed up, and you are more irritable than normal. Yeah, you're in heat alright." She was about to let the whole thing go, as Vinyl knew rather well actually that Octavia could become very aggressive towards other mares when she was in heat. Which of course explained why she was just assaulted. The wheels in her head started to turn once again however, and even more pieces started to fall into place. She was all dressed up; there were no stallions that she knew of that had been courting Octavia, none that she was interested in anyway, she only had one cello lesson today, today was Thursday, he came on Thursday. "It's Tyler!" she blurted out as the final bit of information clicked in her brain. "You're going to rut Tyler!"

The revelation came at at cost to the DJ however, as Octavia was quick with a back kick that caught Vinyl right in the top of her thigh. "I am not going to 'rut' anypony!" Octavia shouted, not for a moment looking to her friend who was now bent over, tending to her new throbbing leg. "Tyler is my student, and I would never go as far to break the bond a teacher has in such a relationship."

"Aww, Tavi," Vinyl said with a sweet and deceptively mocking tone of voice. "That's so sweet. I started dating a Human, now you want one too."

"I most certainly do not want to copy anything you do! You glorified party popper!" Octavia actually felt the need raising to choke Vinyl for her constant stream of teasing, but just then, a loud knock came from the down stairs door, and Octavia's heart skipped several beats.

"I'll get it!" Vinyl screamed as she tore as fast as she could out of the bathroom. Octavia was too slow to do anything about Vinyl as she bounded down the stairs at break neck speeds, all the while laughing as she slammed herself into the adjacent wall before darting off towards the front door.

"Oh please, Vinyl!" Octavia pleaded as she hung out the bathroom door. "Please do not tell him anything, or do something to embarrass me! I will do anything you ask." The forlorn little mare didn't know if her begs for mercy were heard or not. All she could hear was Vinyl knocking over something in the front room underneath her, and she knew she would be opening the front door soon enough. All she could do now was try to calm herself as she retreated back to the bathroom, and slammed the door behind her.

* * *

Outside the door of the two musician's house, a young man stood holding a large black case in the shape of a cello. He had a pleasant smile on his face, even though there was no one around to see it. He was dressed rather nice considering where he was, and what he planned on doing. This was always the case though. Tyler would often times go out of his way to make himself look as presentable as possible when he came over to Octavia's home for his lessons. She was one of the most famous musicians in all of Equestria, and even in some parts of Earth, so he always wanted to make sure he looked his best when he was around her. As much as he enjoyed thinking about his lessons, the sound of something crashing from inside the house broke his train of thought.

Just then, it sounded as if someone had slammed themselves as hard as they could into the door. It sounded painful, even on Tyler's end, and he hoped something bad had not just happened. He entertained the thought of opening the door himself, just to make sure that a bad accident had not just occurred. That's when the door was torn open, and Tyler saw who hit the door as Vinyl was standing there, panting and rubbing her head with her hoof.

"Why hallo there, Tyler!" Vinyl shouted, and for whatever reason that Tyler couldn't figure out, she had a long ill intent looking grin on her muzzle.

"Miss Scratch," Tyler responded, giving her a small nod. "Is, umm, is everything alright? It sounded like something hit the door."

"Oh that? Yeah, I fell down the stairs. Then I fell through the living room. Then I fell into the door." While she was more laughing at herself because of the mad dash to get to the door as quickly as possible. She also had to chuckle at the horrified look of concern on Tyler's face when she told him what she did to answer the door. "But don't worry about that! Come in, come in!"

Once again Tyler nodded, then stepped past the unicorn, making sure to not hit her, or anything else with the cello case he carried. He didn't know why, but Vinyl seemed to be rushing him. At this point she had placed herself behind him, and was walking with a rather quick step, so much so that he had to move a little faster than he would just so she wouldn't bump into him. "Will Miss Octavia be here soon?" he asked, making a fast break to the side so that the little white mare could get past him.

"Tavi? Oh yeah she will be down. She's just upstairs, getting ready." As soon as Vinyl said this, she bust out into several loud laughs before having to swallow hard and clear her throat to stop herself from going any further. "So, Tyler," she continued while letting that same grin as before show up. "Don't you just look handsome today. You are totally pulling off the classy nerd thing. Not really something I am into, but I know mares that are!"

"Umm, thank you, I guess?" At this point, Tyler had to wonder if Vinyl had consumed something that was making her act in such a way. She wouldn't stop staring at him; her large red eyes seemed to be trying to size him up for something, and she was giggling at random intervals.

"Yes, so tell me, Tyler. What are your opinions on ear nibbling?" This question Vinyl proposed out of nowhere made Tyler's jaw go slack, and he felt a sudden rush of heat course through him all at once.

"Wh-what?" he stammered out, still trying to wrap his mind around why she would ask such a forward question.

"Oh you know, like nibbling on ears. Not really biting them, but just kinda putting them in your teeth; chewing on them a little." Vinyl could tell she had struck some kind of chord with him. His face was now completely flushed, and he couldn't stop rubbing the back of his neck while at the same time averting his gaze down to the floor.

"I, uhh, I, well, you see I umm, err." Was the only semblance of a coherent thought that Tyler could get out at the moment. He just wasn't prepared to deal with such a question, and he felt rather put out.

"Well, I can tell you that I know a lot of mares, or just girls, mostly mares though, that just love it." Vinyl's own ears gave several quick twitches as she gave out this information. "Pony ears are really sensitive. So if somepony were to nibble them in just the right spot. Well, let's just say I know a few mares that turn into ravaging rut monsters."

"O-okay," Tyler said while adjusting the collar on his shirt.

"Vinyl!" Octavia screamed as she bound down the stairs in a full gallop.

"Uh oh, look at the time. Gotta go!" With that, the white mare sped off towards the door, using her magic to open it before she was anywhere close to it. She could easily feel the death like glare she was getting from her room mate as she made her escape, and couldn't help but let out a full blown laugh as she reached her full gate, slamming the door behind her.

"Urrgh, that mare!" Octavia hissed out, trying to do all she could to regain her otherwise restrained composure. She took in a deep breath, then placed a long friendly smile on her muzzle before turning to Tyler. She took one long look at him and had to stop herself from biting her lip when she saw him standing there properly dressed, clean and well groomed. "Well. Greetings, Tyler," she said as she began a slow strut towards him. "Shall we begin?"

* * *

Once again Octavia looked at the clock on the wall. She couldn't believe that only fifteen minutes had passed since Tyler's lesson had started. To her, every passing second equaled an eternity. Every tick of the clock was just another instance of her having to endure sitting there looking at the young man and his instrument. The way he was dressed, the way he looked every time he pulled the bow across the strings and even the way he smelled, it was all becoming to much to bare. Vinyl was right, she was in heat, she did dress up for the occasion, and right now all she could think about was getting Tyler to play her like his cello.

Tyler was a skilled musician, there was no doubt about that. His harmonics were precise; his trills were near flawless in their execution, and his bow angles never seemed to falter. He did have one minor problem though, his quartertones. For the life of her she couldn't understand why he couldn't grasp this small concept. He would perform a masterful stroke that translated into a long weeping sweep, but as soon as he tried to make a quartertone follow, the sound of his bow losing pressure on the strings would fill the room with a teeth grinding screech, one that made him let out a frustrated sigh almost every time.

"Damnit," Tyler huffed out, letting the tip of his bow fall to the ground, while his head fell backwards to look up at the ceiling. He rolled his shoulders to try to not let the anger boiling up in him take its toll, and he looked over to his mentor for some advice. He was a bit put out to see that the mare was paying little to no attention to him at all. She was just sitting there, letting her gaze move about the floor. "Problema, Maestro?" he said with a quirky smile, knowing he had caught her off guard.

Hearing a foreign language made Octavia snap her ears up, and all too quickly did she realize that she had fallen into her own thoughts for a time. "Oh, oh dear me, Tyler. I am so sorry!" she bellowed out as a flush of embarrassment crashed into her. She was trying so hard to not let her heat take hold of her, so much so that she had just fallen into a trance. She looked at him, and in one quick thought found herself envisioning that she was the one between his legs, and not the cello that was there. Once again she had to shake her head to remove the lewd thoughts, and try to get back into her lesson.

"Non è un problema, mio piccolo Cavallo," Tyler responded, knowing full well that she had little to no idea what he just said. He did notice that her eyes seemed to narrow just a bit, and he could have sworn that her bottom lip was quivering.

"W-what was that?" Octavia asked. She had never heard that language before, and the sound of it hitting her ears almost brought an actual moan to her throat.

"Italian," Tyler responded, while placing his bow down, and relaxing his body a little in his chair. "My grand mother is from Italy. She tries to teach me every now and again. I am pretty sure I said: no problem, my little Pony. Although, I think I said horse."

"Could, could you say something else?" Octavia said while lifting up her front leg in a gesture looking as if she was actually going to touch him. She didn't know why, but the sounds that were coming from his mouth were like a symphony to her ears. every syllable rang like a cool bell, and she wanted nothing more than to hear more.

"Umm, well sure, I guess. Let me think a moment." It was something that he actually had to do. Normally he could pull out some pretty basic stuff to impress people that wanted to hear him speak in his grand mother's native tongue, but now he desperately wanted to make sure he said the exact right thing. Only after a few short seconds however, he let a long smile come over his lips as he knew exactly what he wanted to say to her. "Tu sei una delle creature più belle che abbia mai visto." He felt himself blush a little after saying this, he knew that she didn't understand what he said, but hearing himself say it still felt a little forward.

"Mmph!" Octavia grunted out as she heard the unknown words hit her ears. She could only assume that it was some kind of magic that was making her react in such a way. The way his voice deepened when he spoke, the way his tongue rolled inside his mouth; it was driving her mad. The heat inside her must have enjoyed it just as much as she had as well. By now her loins were a raging inferno, and she feared that if she moved from the spot she had been sitting at, Tyler would see the affects that his words were having on her. That's when she decided she could no longer take it, she was going to have him, she was going to feel him as deep inside her as she could get him, she just needed to figure out how to approach him.

Octavia's mind was reeling in a thousand different situations she could use to get him to bed her like she wanted. The first was the idea to just pounce him right there where he sat. He was a Human after all, and Humans were much weaker than even small mares like herself. It seemed a little too barbaric however, and she didn't want to injure him; so she dismissed that one. She then thought that she could just ask him to mate with her. They were both grown and mature adults, maybe he would appreciate the idea that she respected him enough to ask, but then she feared that it might make her come off as desperate. That's when a light bulb clicked on in her head, one that illuminated an idea of pure sensual origin that it made her have to not moan at the thought of it.

"Tyler," she said while adding in a breathy inflection to her voice. "Something just occurred to me. An idea more than anything, but something I think will aid you in mastering your quarternotes." She did hope that her internal instincts were not betraying her right now. Every passing moment that passed she could feel the fires inside her gaining more and more control. She did however enjoy the bright smile that came on his face when he thought that she was going to teach him something to help him deal with his musical handicap.

"By all means Miss Octavia. I will take any tutelage you have to offer me!" As happy as he was that he was about to receive a set of new instruction from his teacher, he couldn't help but feel a little uneasy. He didn't know why, but her voice was different, it was lower; with a subtle rasp that gave him a small shiver. Her eyes seemed much more intense now than his many other lessons. The piercing violet of her irises made him think that she was staring at him as if he were a meal for her to consume, but it was a look that he could get lost in as she did so.

"Well first off, let us drop the formalities like 'miss' and 'maestro'. Things are going to be getting a tad on the personal side. So why not just call me Octavia?" The little grey mare rose up to all fours, taking a step towards him, not caring if he saw the affects that he was having on her.

"I have heard Miss Vinyl call you Tavi. May I-"

"No, not that!" she shouted with a new tone of dread that her nickname might catch on with him as well. She saw him jump just a little from her shout, which in turn made her return to the sultry seductress she was trying to be. "I mean, I do prefer Octavia. If you don't mind?"

"Of course, as you wish, Octavia." Tyler responded, settling himself back into his chair. Hearing him say her name in such a way caused Octavia's ear to give a sudden twitch, and she could feel her nose wrinkle up as she let out a small giggle.

"Very good," she said as she came to a stop just inches away from his seat. "Now, please place your cello to the side for me." As she issued the request, she could see Tyler's brow contort into one of slight confusion. She thought about telling him again, but just as she was about to speak, he did as he was told, and placed his instrument on a stand to his side.

"Good," Octavia said as she turned completely around to where she was facing away from him. "Now let me see here," she commented to herself. That's when she sat down on the floor for just a second, only to stand up on her hind legs, and place her back to his chest and press herself hard against him.

"Miss Oct- I mean, Octavia! What are you doing?" Tyler shouted in a stunned voice. He was in no way trying to complain about his new predicament, but he still could not believe that she was this close to him, pressing herself this hard to his body.

"Shh," Octavia hissed at the same time her right foreleg came up and wrapped itself around his shoulder and neck where she started to run her hoof through the back of his hair. She then turned her head, and paused for only a moment as she took in just how close the tip of her muzzle was to his lips. "I am going to be your cello now. Think of me as a living instrument for you to play on." She could feel him completely stop breathing, and there was a gleeful panic in his eyes as if to suggest he was hiding from someone and did not want to get caught. "Now hold my leg as if it were the neck of your cello."

Tyler felt like his arm moved of its own accord. He reached over and took a hold of her right foreleg, then ever so slowly started to manipulate it so that it was being held over her head, outstretched like the long neck of his instrument. He had never thought he would ever get to be this close to her before; being in such an intimate position. Her body was so warm against his, her fine coat felt like an exquisite suede material that tickled the bare skin of his arms. Then there was something that he knew would crush him if he allowed it to do so. Her long thick black mane was now in perfect placement for him to take in a deep long whiff. It seemed to pull him in, every strand of her raven colored locks smelled of sweet lavender scented shampoos and conditioners, and he wanted nothing more than to just remain there and be suffocated by that warm flowing river of black. All at once he felt himself become very much aroused, so much so that he had to try to move back a fair bit in his chair so that he would not embarrass himself by pressing his now hardened shaft against her. It was no use however, the second he tried to move, she would only press herself harder to him.

"Hmm, very good," Octavia gasped out, all the while closing her eyes, and pushing back to where she was sure that no daylight could be seen between them. She felt him bury his face into her mane, causing her to clench her jaw from the attention. Then she felt the undeniable feeling of his cock growing and pushing into her. It was at that moment she knew she had him, and he was her's to do with as she pleased. She knew now that she could remain in control, she could have him do whatever she wanted him to. There was just one thing that would tip the tables on her, a particular place that if he were to exploit, she would become a madmare, but this was a place only she knew, and as long as she didn't tell him, it would be fine.

"Well, since I am your cello now, you are going to have to play me as such." She could tell by the long silent pause that he was completely unsure of what that meant. she was fine with it however. This was probably the weirdest situation he had been a part of, so coaching him on what to do next made her smile. "Use your bow, Tyler," she said with a small laugh.

"Oh! Umm, yes, of course." Tyler stammered as he tried to regain some composure. He cleared his throat quickly, then brought the long wooden bow up to right under her rib cage. "L-like this?" he asked, trying very hard not to laugh at the look of him holding a bow up to her in such a way.

"Hmm, a little lower I think," the mare gasped out. She was starting to become so turned on by this little role play of theirs, and she couldn't stop her tail from lashing back and forth underneath them. Her whole body tensed up when she felt him start to drag the bow further down her body. The smooth and polished wood dug into the silken fibers of her under belly, and she had to let out the smallest of exhales when it stopped right above to where her teats heaved and swelled from the notion of being touched.

"H-here?" Tyler whispered out as he pushed his face deeper into her thick mane. He could now feel her right hoof grasping at the back of his head, and his own hand taking her right hoof into his fingers where he clasped them into his palm.

"Low, lower! Oh, you're almost there!" Sudden jolts of electricity fired all through out the mare's body where she heard her command begin to be followed. In the slowest of dragging motions, Tyler moved the bow past the mounds of her teats, closer and closer to the only other place she knew he could reach. She then felt it make contact with the outer most surface of her now absolutely soaked pussy lips, causing her to moan and jut her hips outwards to increase the pressure against her body.

"I, I don't think I understand, Octavia. Please forgive me." He so very much wanted to please her, all of the fantasies of him being with her had started to pummel themselves against the front of his mind, but in his shock of the situation, he could not imagine what to do next.

"I, I'm your cello, Tyler, you must play me!" she gasped out, her hips starting to gyrate from the thoughts of being pleasured by his movements. "Now, you must be precise. If you move too gently, or too light, I will not feel anything. You want me to feel it, don't you, Tyler?" She now turned her head to where she was facing him, her narrowed eyes looking directly into his.

"Yes, Octavia, I want you to feel it." Tyler said with a whimper as he placed the tip of his nose to the tip of her snout.

"That's good. Now you can't be too forceful either. I fear that in the state I am in, it would be painful. You wouldn't want to cause me pain would you, Tyler?"

"I will never do anything to hurt you!" Tyler rasped out in a sincere decree. That's when he knew that he could no longer stand it. He pushed his head forward just the few inches it needed, pushing his lips to hers with a deep throaty moan. His resolve was only strengthened when he felt her push herself as hard into him as he was to her, he loved the sudden muffled whinny she let out as their lips tried to meld into each other. As their kiss grew and intensified, Tyler in one fluid motion pushed with his arm, an action that caused the bow in his hand to part the pony's wettened pussy lips as it gave way to let the entire length of the bow run itself down and across her clit.

Octavia practically screamed into Tyler's mouth as she felt the bow slide effortlessly along her clit. She knew that the sudden outburst must have startled him as she felt him try to pull away. Being something that she would not allow, all she did was pull on the back of his head with her hoof, causing him to moan out and press harder to her. Her vocalization continued with grunts and closed mouthed gasps as Tyler continued to rub the bow of his cello back and forth on her most intimate of parts. His technique was masterful now to say the least. Knowing that if he pressed to hard it might cause her pain, she could almost feel him putting every ounce of his being into his arm to make sure that the bow passed along side her in the must fluid of ways.

"Oh, nuh, ahh, Ty-Tyler!" she called out, breaking the kiss as the desperate need for air forced her to rip her head away and take in a long grab for air. "You, ahh, you're doing wonderfully! Now ju- ahh, just, just keep doing that. Long, mmph, precise, ahh, strokes!" After giving him this last bit of instruction, the lust driven mare completely surrendered herself to his attentions. She let her body melt onto his, placing the back of her head to his shoulder, closing her eyes so she could do nothing but concentrate on the wonderful tortures his bow was giving to her.

Tyler could feel the sweat forming on his brow. His whole body shook, save for his right arm and hand that was doing all they could to make sure that they little grey Earth Pony there with him kept singing those hypnotic notes of pleasure. Back and forth he strode his movements, making sure every new stroke took long seconds to complete before starting the reverse motion. That's when something caught his eye, something that clicked in his mind the second it came into view; her ear. With the way she had pressed herself against him, her ear was now right there beside his cheek. The words that Vinyl said to him before didn't make sense at the time, but now he knew that she was giving him a cryptic hint to be used at a moment like this. Without thinking, Tyler tilted his ever so slightly while still keeping a constant movement with the bow. That's when he took the mare's soft ear flap into his lips, and gave it a gentle nibble.

"Nyah ahh! Oh, oh no!" Octavia cried out as her eyes popped open in shock. "N-not my ahh, my ears! Oh please!" Her half hearted pleas served no rescue from what was happening to her now. Her body's sensations were being assaulted on two fronts now, and both of them gave out cascading waves of electrical ecstasy that bashed themselves into her loins. Her breath was short and weighty, her chest heaved with every new stroke and nibble, and as her hips began to writhe in time with his strokes, she knew that just the smallest of pushes would send her flying into an orgasmic inferno.

It was Tyler's turn now to let the passion of the moment over take him. He had never thought that this reserved and proper mare would become a moaning wild animal with just the smallest of motions on his part. He no longer cared however, as the thought of breeding with this mare was the only image that was in his mind now. He wanted more of her, he knew that he had two of her spots under his control, he wanted more though, and he remembered back to how she reacted when the bow was about to brush her teats. That's when he released his left hand from her outstretched foreleg, letting it fall to her side. His hand then traversed the fine hairs of her coat. He caressed quickly across her chest, slowed momentarily to brush over her stomach. Then with a supple clawed hand, took one of her fleshy mounds into his palm, giving it a long and generous squeeze.

The instant the raptured mare felt his hand grope her swollen teat, she knew she was done for. Her mouth opened, but no sound came out, just a long silent scream that signaled the coming of her orgasm. "Oh yes, oh yes! Ty-ahh ler. That's it nyahh, oh please don't, don't sto- ahh, ahh, aahh!" Like a triggered bear trap, her lean muscular thighs snapped closed, ripping the bow from Tyler's hand. She now felt lucky that he had moved his other hand down her body. For every pulse of her insanity inducing orgasm practically made her leap off the ground while her hips thrust forward in short powerful pumps. Tyler wrapped himself around her at this point, both his arms encased her form, his head dipped down and drowned in her mane as he simply relished in the fact that he was able to bring this gorgeous creature to the brink of lust.

"I must have you," Tyler groaned out as he felt her body start to settle itself.

"Mmph! Then, then take me," Octavia answered back in a strained voice, and between breaths. "Ravage my body. Pound yourself as deep as you can inside me!" She could have sworn that she heard him give out an actual growl after she told him what he could do to her. That's when she felt her entire body get lifted up off the ground as he cradled her into his arms using a kind of strength she was not aware he had. With only a few short strides, Tyler had made it to the staircase of her home. She knew now that he intended to take her to her bed. The thought of being mated on her large soft comforter made her body go limp in his grasp, and she let out an inhaling groan to voice her approval.

* * *

The door of the room was kicked open followed quickly by Tyler entering with his pony prize still in his arms. He was very happy that the bed was right there in front of him now. As dainty as Octavia appeared, she was quite a bit heavier than she appeared, and the fast jaunt up the stairs with her in his arms drained his strength rather quickly. With a playful and short toss, he placed his mare onto the bed, making her let out a deep giggle as she hit the mattress. Never in his life had he wanted to get his clothes off so quickly. Seeing her there on the bed, her long night black mane flowing over the covers, her penetrating violet eyes that glared hungrily up at him, and the way her hips started to gyrate and thrust. This unheard siren song was more than he could take, and he felt himself tearing at a rather expensive shirt so that he could be as naked as she was.

"Mmm, Tyler," Octavia moaned out while biting her bottom lip. She felt flash after flash of heat wash over her body as she laid there and watched him remove his clothing. "You played so well today. Come, enter me. Let me use my body to please you, so I can feel your hot passion filling my depths!" This little series of statements had just the desired effect on him that she wanted. She could see him actually shiver from her lust laced words. His skin flushed with red, and she could see the hairs on his arms stand up due to the goosebumps she had given him. It was then he dropped his trousers, and she saw that he was more than ready to do as she asked. She herself had to give a small blush under her coat at the sight of him. This was the first time she had seen a Human's dick, and she had to admit, it looked very keen to her eyes. It wasn't the size of a stallion's of course, but it had such a unique shape and girth that she just couldn't wait to feel that bloated mushroom head sliding in and out of her.

Tyler felt himself almost hesitate for a moment before mounting her. He wanted her so badly, but didn't want to just pounce on top of her. He wanted to make her feel loved and beautiful, but his cock was pulsing so bad that it actually hurt. The only thing he felt he could do was just fall to his knees. Before Octavia could protest, he quickly pressed his face between her legs, and used his tongue to lap at her pussy. This made the mare cry out as her sensitive folds was lashed and sucked at by his mouth. He only gave her a couple of quick licks, enjoying her thick syrup for just a moment before kissing up to her teats where he took the stiff nipples between his lips and gave them a deep pull; bringing about another set of sharp moans from Octavia's throat. A long series of kisses brought Tyler up to her neck, then across her jaw line; then finally to her lips where they shared a long and deep kiss. He pulled away for just a moment to see her massive glass like eyes looking directly into his.

"Do it," she whispered up at him with a smile as she brushed her hoof across his cheek. "Place yourself inside me. Let me feel you." This was all the coaxing that he required. She saw him reach down with one hand. She watched him take his long thick member into his palm, then notch it at her entrance. That is when she felt him give a gentle thrust with his hips, and she could feel inch after inch of his engorged shaft start to sink into her. "That's ahh, it! That's, mmph, it!" she chanted while wrapping her front legs around his shoulders, pulling him down to where his face was pushed into her neck. She heard him moan hard into her coat as her pussy started to clinch and squeeze at him. She felt his hips jump as she rubbed her back hooves over the firm skin of his ass. All at once he started to pump in and out of her, and her whole body started to quake as she felt the head of his dick rubbing her tender insides without pause.

Like a well oiled machine the two moved in tandum with each other. Tyler thrust himself down, plunging his dick to its root wile at the same time Octavia arched her back to allow him to reach as far into her as he could go. Over and over again the pair did all that they could to please, tease and stimulate the others senses. On more than one occasion, Octavia worried that he might slip out of her. He would pull himself completely out to the point that just the very crown of his cock remained inside, forcing her to almost leap her hips towards him to make sure that he did not remove his stalk from her sucking canal. Tyler then rose up to where he was resting on his knees. He reached down, taking her by the hips and pulling her towards him to where her back legs fell over his arms. He then took hold of her front legs, letting her grab hold of his hands with the bends of her hooves.

"Oh, Octavia! I, I just, ahh, I can't explain how good you feel!" he rasped out, using this moment of readjustment to slow down his pounding hips to just small pushes.

"Mmm hmm," Octavia cooed. "You feel wonderful inside me, Tyler." After saying this, she ever so slowly started to rotate her hips in long deliberate swirls. She could see this had an effect on him, for as soon as she started her ministrations; his eyes closed, and he let out a long exhale.

These final movements of the mare underneath him was all Tyler could take. He just couldn't stand how positively sexy she looked as she moved her hips in such a way to make his cock stir her insides. All at once, he gripped her front hooves in his hands, using her own body as a lever, he then began to literally jackhammer himself in and out of her in hard powerful thrusts. He loved how wide her eyes went, and the way she mouthed sudden short gasps from the assault on her dripping pussy. He also knew this was his downfall, as the perfect friction of their ecstasy powered movements let him know he was going to unleash all too soon.

"I, ahh, I c-can't!" Tyler hissed through clenched teeth as his body tensed. He wanted so badly to cum inside her, to fill her with as much of his burning passion as he could. His natural instinct to breed however was trying to be overridden by his desire to remain inside her as long as he could, to prolong their love making until he felt as if he would die.

"Nyahh, nuh ahh! Oh, oh oh, Ty- Tyler!" Octavia screamed. She felt him slam into her again and again, his hips making lewd and wet slapping noises against her with every new thrust. That's when she heard him cry out to her, she felt his cock pulsing inside her, and she knew that she had driven him to his edge. "Do, do it!" she groaned as she used his grip on her hooves to pull herself harder into him. "Oh yes! Ahh ooh, oh fill, m-me. Please, Tyler?" After this one last plea, Tyler let out a long primal grunt, one more hard push into her, and she finally felt him start to jet the thick gobs of cum her body so desired again and again. "Ah, ah hmmph! Oh, I can feel it!" she bellowed out, letting him know that he had given her just what she wanted.

Tyler fell forward with a loud exhale on Octavia's chest. He so loved how he could hear her heart pounding as he placed his ear to her sweat dampened coat. His cock still twitched and jumped inside her, making her let out little short laughs with every throb. Never in his life could he remember cumming so hard; feeling so satisfied. One more large body shaking wave of pleasure ran its course threw his body, and all he could do was let a long persistent grin come to his lips. He then tried to remove himself from the hot slick sheath of his pony lover, but was quickly halted by Octavia clasping all four of her legs around his body.

"No, wait, j-just wait! Stay inside me a little longer," she said, pulling him as close to her as she could.

"Mmm yes," Tyler responded as he nestled himself into her body. He just let himself sink onto her, using her chest as a living pillow. "I will stay like this forever if you so asked me to."

"I just might you know." she said with a small laugh. "That was exhilarating! I am so happy I chose you to be my mate." An odd sense of guilt washed over her after saying that. He was her mate now, she had used him to quench the fires of her heat. Even still, he was her student, and a rather large ethical dilemma was starting to form in her brain. Whether it was the luck of the moment, or some kind of empathy, she thought that Tyler had picked up on this, as he raised his head just a small amount to look at her.

"I umm, I really like the sound of that; being your mate I mean." Tyler swallowed hard, showing that he almost didn't want to say what was on his mind. "I, I uhh. I don't think I need you as my teacher anymore." He wasn't sure about the look that came over her muzzle after he said this. It could have been that she was picking up on his intentions. It might have also been that she thought that she was being fired right after they had, had sex. "No wait! What I mean is, well this might come off as kinda of weird considering what we just did. But, umm, I would like to ask you out. You know, on a date?"

"Really?" Octavia said as a smile came over her face. As her heat intensified over the past few hours, all she could think about was getting him inside her to sate it. Now that her fires had been put out for a time, and she could finally start to think straight, she actually could see herself being with him, going out with him, even spending time with him other than just sexual interludes. "Well, yes," she said while brushing the pad of her hoof on his hair. "I think I would like it very much to go out with you."

"Oh man!" he huffed out, feeling the weight of anticipation being lifted out of his chest. "I really am so very happy to hear that. In all honesty, I have been wanting to ask you for some time. I just didn't think you would consort with one of your students like that.

"Well I normally don't!" Octavia laughed out. Considering the wonderful sex they had just had, she really didn't want him thinking that she used her male students as a makeshift breeding ground for her sensual desires. Thankfully for her, Tyler decided to let this subject go. He lifted his head up, and gave her a powerful kiss on the lips, one that she returned with a slight moan as his movement upwards caused his still hard cock to slide out of her just a bit.

"So," he said while picking up on her impassioned gasp. "Would you like to have another go?" To show that he was more than serious, he made his hips do a quick twist, stirring himself inside her and making her bite her lip with a groan.

"Mmm hmm! Sounds lovely. But maybe we should perhaps take this to my room? It seems in our haste to feel one another. We kinda used Vinyl's room." This new information made Tyler's head almost spin completely around as he took in all the details of his surroundings that his mind wouldn't allow before. Posters of fellow DJs, CDs, and all kinds of mixing equipment littered the room, letting him know this was not the chamber of a classical cellist.

"Oh, oh no!" Tyler said with a panicked tone. He looked at the bed that they were laying on, and noticed just how messed up the covers were. He then dreaded even taking notice of the wet, gooey, and sticky mess of a love puddle that they were both laying in right now and how it had more than likely completely ruined the sheets.

"Relax!" Octavia laughed out with a comforting voice. "Besides, this serves her right for teasing me earlier today. What is it you Humans say sometimes? Oh yes: payback is a bitch!" Hearing her say this made both of them bust out laughing while Tyler leaned in to give his new lover a hard solid kiss. He then reached under her and rolled himself over, taking her with him, and causing her to let out a delighted giggling squeal as they continued to press themselves harder together in preparation of their next session.

Author's Note

Octavia has got to be one of the sexiest women around; pony or otherwise. That black hair, those sultry purple eyes, and that tortuously cute pink bow tie. She is a mare that men (and women) would crawl across hot coals for!

Would like to thank MLPGodzilla9876 For his input on the Human's name and look on this one. Thanks for the reads and comments all! Stay tuned for more chapters soon!

** "Tu sei una delle creature più belle che abbia mai visto."

"You are the most beautiful creature I have ever seen."

In the Heat of The Sun

Princess Celestia is regal; she is divine, she is beautiful, and she is all powerful. She also happens to be in heat too! Her estrus could not have come at a worst time. With the annual talks between some of Earth's most predominant leaders in full swing, Celestia just can't seem to get some pretty lewd thoughts out of her head. She needs to find something, somepony, or someone to be her personal aid.

[/hr]

The capital city of Canterlot is always alive with energy and activity, but not so much as today. Guards from both the Royal and Lunar factions were all about the streets around the castle, even more walked the halls inside the massive structure. There along side most of the patrols were heavily armed human military forces. This wasn't normal, but the need for extra security was paramount due to the large collection of high priority visitors the city had with in it. For today was the start of the annual trade talks and negotiations between the Equestrian and Earth governments. Presiding over these talks, as always, was Princess Celestia, the royal and regal Alicorn of the Sun, and ruler of all of Equestria.

"No, no, no!" one of the humans shouted from across the massively long table that sat in a chamber that was large enough to fit several normal sized houses in. Every chair on the table was filled with either a human politician, or a pony equivalent from all different parts of Equestria, or different nations of Earth. Though they all just blended together, it was Princess Celestia and her sister that sat at the head of the table that stood out among the others. This outburst from the human made Celestia let out an unnoticed sigh as he was complaining at large due to the fact that his nation wasn't close enough to the portals, and his cities were not getting enough pony tourists.

"I'm sorry, but it is not like we have the ability to move the portals, or even have the power to recreate them." a unicorn said in response to the agitated human.

"Well I don't see you trying either!" the human snapped out in response. "The nations closest to the portals are all enjoying an influx of resources because of the Equestrian nationals either setting up businesses, or simply working somewhere. Why it has been proven that just one pony employee can increase a single business's annual profits by over twenty percent!"

"The same could be said by a human moving to Equestria." the unicorn argued back, though without the angered tone the elderly human possessed, and his quick turn of words made the human scoff and roll his eyes.

"Gentlemen, please," a young earth pony demanded in an effort to calm the constantly escalating discussion. "Scientists on both sides of the portals have spent countless man hours and time in researching the reasons behind them. we just simply cannot comprehend the power that was used to create them, or what is needed to control them absolutely."

"Would you like to add anything to this, Princess Celestia?" another human asked, making the whole room fall silent and look over at the alicorn.

"Hmm?" Celestia mumbled as she popped her head up to see that all eyes were on her. She had just now noticed that her gaze was directed more towards the ground, and she may not have been listening completely as she had a more pressing matter on her mind. "Oh, yes, err. Well, as it has already been stated: the portals cannot be moved, nor would I even attempt to do such a thing. Doing so might risk damaging them, and then no one, or no pony anywhere would be able to benefit from them. And as far as businesses go, well I am afraid I cannot tell the ponies of Equestria where to move or open their shops at."

Many of the those listening to the venerable pony speak all nodded their heads in agreement. Other's however showed disapproval by either just letting their heads hang low, or giving off long sighs or rolling their eyes. That's when a young human stood up and cleared his throat before speaking. "Well, Princess, we could bend you over the table here if you like?"

"W-wh-what?" Celestia shouted at the top of her lungs as a shocked and angered look washed over her face. Her wings spread wide, and she felt herself almost leap from the cushions she was sitting on. "What did you just say to me?" she said in a forceful tone that made a deadly quiet sweep through the room.

"I, I'm sorry, Princess," the human stammered in a shaky voice. "I just, umm, I just said that we could move on to another issue on the table if you like. I'm sorry? We can still keep this issue on the table."

Celestia felt that she would catch on fire from the raging blush of embarrassment that covered her whole body under her shimmering white coat. She couldn't believe that she had exploded like that, and what was worse, she knew exactly why. "Oh, please forgive me! I misheard what you said. By all means, continue."

"As you wish, Princess," the young human said while regaining his composure and turning back to the still dumbfounded audience. "Now, gentlemen and mares. We will be moving on to the issue of expanding portal hours-" His voice faded away into the distance to Celestia's ears. She was still in the throws of shock that she had misheard what was said to her. She knew now that it was probably just some kind of perverted wishful thinking of how wonderful it would be just to be ravaged right here on the spot. Now her jaw actually dropped as that last thought slammed itself into her mind, and she had to physically shake her head to get it out. Thankfully no one seemed to notice her do it, except for her sister, Luna.

While all in the grand room were now paying attention to the new issues being addressed, it was Luna that was glaring at her sister with a distorted look of concern. "You mind telling me what in the name of the Moon that was all about?" the night alicorn said after she leaned over to whisper at her sister.

"It's, it's nothing," Celestia answered back with a tinge of embarrassment still in her voice. "It's just." She tried to speak, but she knew that if she told Luna what was on her mind, she might not hear the end of it. The look on her younger sister's muzzle was all too piercing however, and she knew that she would have to come clean. "It's just. Well, I am in heat. I think it started yesterday."

"Tia!" Luna whisper shouted at her elder sibling in a raspy voice.

"I know, I know," Celestia sighed out, letting her head droop towards the floor. "I lost track, okay? I thought it would start next week, not this one."

"Oh come on Tia! You are not some young filly wondering what the funny feelings are! You should know very well when you are going into season." The two sisters exchanged a long stare towards one another. Luna's showing her annoyence at her sister's lack of responsibility, and Celestia's was more geared towards the fact that she was just called old.

"Well, it doesn't matter," Celestia said while regaining her upstanding posture. "I am the crowned Princess of the Sun. I can take a little heat." While her proud decree made her feel somewhat empowered, it was the sudden muffled chortle that came from Luna that made her sink back into her cushions.

"Yeah right," Luna snickered. "You turn into such a school mare when you go into heat. Besides, there is no way you are going to last four or five hours in here with all these stallions and men about." Even as she said this, she could see an almost animal gleam take hold in her sister's eyes as she looked at the multitude of young and viral males before her. It was like watching a wild predator stalking a pack of poor helpless creatures that knew not of their fate.

"Mmm, you're right," Celestia said as a long and quivering grin came over her muzzle. "Just look at all of them. I bet a couple of them really know how to rut!" Both the sister's now shared the exact same look of shock as these last words rolled out of Celestia's mouth.

"Tia!" Luna whisper shouted again, causing her sister to swoop her head down to look as much as she could to glare at the floor, and get the sight of any male out of her field of vision.

"Oh no, this one is going to be bad, Luna!" Celestia said with a slight voice of fear. She knew that she only said dirty things when the worst of the heats came, and the thoughts in her head were only getting worse.

"I'm sorry everypony!" Luna shouted while standing up to all four of her hooves. This sudden cry made every politician, diplomat and ambassador in the room fall completely still as all looked to the dark alicorn. "It seems my sister has an urgent, umm, an urgent-"

"Sun," Celestia whispered quickly up to her sister.

"Sun! Yes, an urgent Sun related matter that she has to attend to without delay! So let us all take a short-" Luna then suddenly heard Celestia clear her throat at the sound of 'short.' "I mean, long one hour-" another loud cough came from Celestia's mouth. "Or two hour recess!" After finally getting the arduous task completed of telling everyone to take a break, Luna let out a frustrated groan, sat back down in her cushions, then slammed her face to the table.

Celestia suddenly lept up to her own hooves and started to dash towards the door, but not before using her magic to make a brown folder on the table lift up with her magic, making it zoom across the room with her. "I'll read these when I get the chance!" she shouted as she bounded out of the massive wooden doors, barely giving the guards enough time to even open them properly. "I'm sorry for the delay!" she said in an almost cheerful tone as she disappeared down the hall.

* * * * *

Down one of the massively long halls the great alicorn sprinted. Normally she would have enjoyed a nice stroll down these corridors that she knew so well, but now she was cursing them being so big. To make matters worse, they were absolutely filled with ponies. Stallions of all sizes, shapes and colors were roaming around. Each one looking as enticing as the next. Some had long flowing manes, others had finely groomed coats that shined brightly when the light hit it as she passed by. There was just so many to choose from.

She knew she had to be very careful however. Any other mare that was in heat could grab any stallion or human off the street and have a go with them. She had to be a little more precise in her picking. She couldn't get any stallion, she knew all to well that any stallion would jump at the opportunity to get in the sack with an alicorn princess, whether they were married or not. Any normal Canterlot official or politician was out of the question as well. Any one of them would not see the chance to bed her as not a great romantic moment, but nothing more than a political bargaining chip to be used when the time was right. A simple guard would be well enough, but she had tried that once before, and it didn't go very well. Never the less, the fire in her loins was building at a great pace, and she knew relief had to come from somewhere.

Just as all these thoughts were passing through her mind, Celestia turned a corner sharp, and had to stifle a scream at what happened next. "Oof!" a young human man gasped out as he was practically trampled by the massive white pony. Celestia herself was in no danger of falling, but as she looked back, she could see the human was now flat on his back while the broom he was holding came down to strike him in the face.

"Oh, oh no!" Celestia cried out as she came to a screeching halt there in the hall. "I am so, so very sorry. I wasn't looking where I was going, and- Here, let me help you up." Using her magic, Celestia placed the folder of papers down on the ground so that she could put complete focus on getting the man up as gently as possible.

"Oh, it's fine really. You don't have to, whaa!" Before the man could finish speaking, he found himself being engulfed by the yellow field of magic as he was lifted suddenly and placed on his feet. After steadying himself, and giviing himself a quick brush off, he turned to face the pony that helped him up, but suddenly felt a loss of words when he saw just who it was that knocked him over. "P-P-Princess Celestia! Geez, I'm sorry, I didn't mean to run into you!"

"Nonsense," Celestia chuckled out now seeing that the blush running over the man's face made her believe that he would get in trouble for bumping into her. "I was in the wrong clearly. I shouldn't have been running. So, you have my apologies, umm, sorry, what is your name?"

"Tony, ma'am," the man said still trying ot compose himself and not trying to notice all the other ponies and humans that were now gawking at the two talking. "Yes, umm, it's Tony. I just started working here about three weeks ago. I just kinda clean up the place." He gave her a big smile, then bent over to take hold of the broom that he had been using just prior to being knocked over.

"Well, it's very nice to meet you, Tony. And I am sorry that we had to meet in such a, hmm, explosive way. I will let you get back to your duties." With that, Tony just gave her a quick nod, then turned around to continue his sweeping route. Celestia was about to do the same, but her eyes suddenly caught hold of Tony's rather finely shaped buttocks. She had to admit, he was rather handsome, even for a human, and she could tell that under his clothes was a nice slender frame. His sleeves were rolled up partially, and she could see all to well that he was very well toned. In just that moment she realized that she wasn't looking anymore, she was ogling him. More than that however, she realized that he was just what she needed.

"Tony!" she called out, making Tony stop dead in his tracks and swing his head around to look back at her with a expression of shock, and a little terror. The look softened just a bit however when he saw that she was wearing a very long almost devilish grin on her muzzle.

"Y-yes, ma'am?" Tony said while coming to a quick stance of attention before she came to stop in front of him.

"Did I hear you correctly when you said that you have only been here for three weeks?" Celestia asked while turning her head slightly, and giving several big long flutters of her massive dark eyelashes.

"Umm, yeah. Just over that I think."

"Oh, how wonderful! And you're not rich or anything like that?

"W-what?" Tony laughed out. "No, I am afraid I am not rich. I'm just a janitor." At this point, Tony had to look around several times to see if this was some great elaborate prank that he was being set up on. He knew ponies liked their pranks, but this might be going overboard.

"Yes, that you are. But, you don't have any like, high standing friends in pony society or politics?" Once again she saw him start to laugh, but he quickly stopped when he saw that she was being rather serious.

"Umm, no, ma'am. Not much for talking politics myself. I like sports though, if that means anything." For just a moment there was a pause that made Tony feel like he was missing something. "I'm sorry, Princess, but umm, is there something I can do for you?" He wasn't trying to be rude of course, he just wanted to get back to his job. He did feel somewhat uneasy when the question he asked made her grin from ear to ear.

"Now that you mention it. I think there is something you can do to me, for me." Celestia then stepped quickly to where she placed her self at Tony's side, then extended her wing just a little to where she could gently nudge him to start walking along side her. "There just so happens to be a large mess in my private quarters. And I think you are just the man to help me clean it up." After hearing this, Tony gave a little nervous chortle as he cautiously started walking along side the pony princess, taking notice on how the folder that she had sat on the ground now started to float up in the air following them as they headed towards her chambers.

* * * * * *

As Tony stood before the two impressively large wooden doors that led to Celestia's personal chambers, he couldn't help feel a little anxious. There were no guards outside her doors like he expected there would be. He always figured that the Princess of the Sun would always have a personal guard detail at her side at all times, but this made some sense when he thought about it. Either due to all the VIPs that were in Canterlot now needed all the additional manpower the military could afford, or it was just that no one was dumb enough to try to break into the Princess's personal home. Never the less, Tony couldn't wait to see what treasures were behind those doors.

When the doors opened, Tony felt both relieved, and a little disappointed all at the same time. The home that was laid out before him was really nothing more than that; just a normal looking home. There was no vast library that was filled with ancient tomes of long forgotten magics. The shelves were not littered with powerful relics and artifacts of ages long past. There really wasn't even very many paintings on the walls, just a few portraits here and there.

"Do feel free to come inside," Celestia said while looking back over her shoulder, giving him a small narrow eyed wink. Unfortunately this gesture was lost on Tony. Celestia had her head turned in such a way that he could only see the one eye, so to him, this wink looked like nothing more than a simple blink.

"Well, this is a really nice place you have here, Princess," Tony said as he took the invitation and entered the main room to look around more. "I can honestly say it is nothing like I was expecting."

"Ah, the rumors I take it?" Celestia chuckled out knowing full well what he meant.

"Yeah well, I guess the cleaning staff either have you built up in their heads. Or they were just trying to get one up on me." By now he noticed that the large white pony had wondered off from the living room, down a small hall, and turned to enter another room. All without saying much of anything. "So, umm," he started while trying to track her with his eyes, "where is this mess you were talking about?"

"It would be in here." Celestia sang out from the new room she was in. Tony just shrugged his shoulders and slowly started making his way towards her voice, taking in small little details along the way.

When he finally entered the room, his jaw almost hit the floor when he saw what was presented there in front of him. It wasn't the massive room filled with all the frilly adornments one would think to find in a girl's bedroom. It wasn't even the elaborate four post bed that was probably the biggest he had ever seen in his life. It was what was on the bed that put him in a state of silent shock. Celestia was now laying fully stretched out there on the white fluffy comforter. She had taken one of the over stuffed pillows and placed it in between her front legs where her head gently rested, and even though she was mostly laying on her chest, she had turned her body in such a way that her hips were twisted just enough to show an ever so small glimpse of her teats.

"Oh! Umm, err, H-hello there!" Tony stammered while darting his eyes to the ground, and his hand came up to rub his neck. "I'm s-sorry, Princess. It's just when you said the mess was in here. I thought you meant this room." That's when he turned around a fast one eighty, and tried to take a step out the door. Much to his already heightened surprize, the door sprang to life with a yellow glow, and slammed shut before he could make it out.

"Hmm, I must have told a little fib," Celestia said with a seductively cute giggle as she watched the human just stand there with his back to her. "The mess hasn't been made yet."

"It h-hasn't?" Tony said with a cracking clearing of his throat.

"Mmph! No," Celestia moaned out while nuzzling herself deeper into the bed. "You and I are going to make the mess."

"We, we are?" Tony said, then taking a moment to make a very hard swallow. "J-just how are we going to m-make a mess, Princess?"

Celestia had to let out another breathy giggle when she saw the uncertainty in his face, and the nervous inflection in his voice. That's when she rolled more over to her side, still keeping the pillow between her front legs, but maintaining a solid lock on his eyes with hers. "Mmm, there's lots of fun ways to make a mess, Tony." she said as her back legs spread giving him more than a good enough view of the pussy that so many stallions wanted to see. "Would you like an example, hmm?" she gasped out as one of her front hooves started to ever so slowly travel down her heaving chest.

Tony couldn't blink his eyes even if he wanted to. The sight of this regal and divine creature acting in such a way was almost to much for his mind to comprehend. He knew all to well that there were tons of stallions and even humans that thought she was quite the looker, but he never once considered that she herself would have sexual needs. Though sure enough there she was, gasping, moaning, trying her best to seduce him by presenting herself to him in the most lewd of fashions. It was all so surreal to him that he just now was starting to notice that he had stopped breathing.

Even further down her body she let her hoof slide. It was making a wide trail of hairs to rise on her underbelly. When the tip of her hoof came into contact with one of the erect nipples of her teats, she let out a room filling gasp; one that made Tony jump a little. She gave him a big grin when she saw his reaction. Him just standing there, looking at her, gazing at her body was really turning her on, and she wondered what he would do if she kept going further.

"Oh, Tony! I'm really getting wet! Mmm, you have no idea!" she declared the instant her hoof came into contact with the outer most part of her pussy lips.

"Stop!" Tony shouted making Celestia freeze in her tracks and get a wide eyed look of surprise. "J-just stop for a moment." Relieved to see that she was doing what he had asked, Tony felt as if he had a few seconds to gather his thoughts and try to wrap his head around what was happening to him.

"W-what's wrong?" Celestia asked in now her more normal tone of voice. She wore a look of concern as she rolled back over to her stomach and chest, horribly worried that she had offended him in some way. "Don't you think I am pretty?"

"Pfft!" was all Tony had to say to that question. "Of course you're pretty! You're one of the prettiest ponies in all the worlds."

"Just not sexy though?" Celestia said to answer him back. This obviously made Tony feel a little off as he started to shift his weight from one foot to the other.

"I, I don't know, Princess. I mean, It's just, I just never thought of you that way, you know? You're this all powerful thing! A great god like figure that can move the stars if you wanted to." Tony tried to think of another way to explain it, but he was never really good with words.

"I am a girl, you know?" Celestia said with an almost annoyed eyebrow raise.

"Well yeah, I know you're a girl and all." Tony nervously laughed out. "Just not a girl, girl. You get what I am saying?"

"I'm a mare too!" Celestia shouted while thumping her front hoof down on the blankets she laid on. "Mares go into heat. When that happens they need somepony to help them or they get very irrateble, depressed, or even start feeling pain!"

"But, but, why me?" Tony said, finally finding the words he had been searching for. "I'm just a janitor! I'm not some rich noble, or brave gallant knight that fights monsters. Why did you pick me out of every other guy in two complete worlds?"

"Well," Celestia started, having to look down at the bed in a kind of thought as she honestly didn't think she would have to explain why she wanted to mate with him. "I guess it is because you are a janitor."

"What?" Tony exclaimed, rather taken back by that simple answer. "You have some cleaning fetish or something?" Celestia was actually very happy he said that. The mood had taken a sudden turn for the worse, and that made her laugh out loud.

"No, no, it's nothing like that. Here, come sit next to me, I will explain." She gave him an innocent look with her big pink eyes, but she still had something of a sultry pout on her lips as she tapped the part of the bed she wanted him to sit on. Still a bit apprehensive at first, Tony took only a couple of small steps towards her, but when he saw the look in her eyes, he couldn't help but give her a smile, then take a seat where she gestured.

"See, you were right for the most part," she began as they both got comfortable. "I am seen as an all powerful pony with god like powers. You could even say that, that part is right as well. I can move the stars, I can cast spells no pony can, and as powerful and grand as these things are, they come at a price to me."

"What price?" Tony asked with an honest voice of interest and concern.

"The price is that I am seen as some all knowing powerful goddess. I am seen as something more than what I am to most, and as a mere political playing chip to others." After saying this, Celestia noticed a rather long and sad look come over Tony's face, and she had to laugh a little. "Now don't get me wrong, Tony. I have been playing this game longer than any other pony has even been alive, and trust me when I say I know how to play it. But sometimes," she paused just for a second to take in a deep inhale, then let out a long sigh, "sometimes I just want to be treated like a mare." It was now her turn to look up at Tony with a sad look, though it made her smile to see him smiling back at her. "So will you?" she asked as she placed one of her front hooves up on Tony's thigh. "Will you treat me like a normal mare? If only just for a little while."

There was a long pause between the two. Tony looked deep into her eyes, and she as much into his. All the while the silence washed over the pair, Tony couldn't help but notice that the pleading mare still had her front hoof on his leg, and was now starting to ever so gently rub back and forth. That's when he realized that he could no more deny the lustful feelings that were building up inside him, and he decided to let himself get lost in this of what so many had probably dreamed of.

"You know," Tony said as he gave her a long grin while placing his hand on her hoof to encourage her to rub him a little more, and a little higher on his thigh. "I will have to admit that it was pretty hot watching you earlier. You looked really sexy." This admittance made Celestia's eyes light up, and an even larger smile stretched over her muzzle.

"Hmm, is that so?" she said, scooting herself closer to him as her hoof came into contact with his upper most leg. She was about to give him the opportunity to watch her some more, but that's when she noticed the massive bulge that was now snaking its way through his pant leg. Her eyes popped open from the sultry gaze she was giving him as they locked onto the ever expanding growth in his pants. "Oh! Oh, my, Tony! Is that what I think it is?" This question just made Tony's grin shift into a more devious one as he knew that she was about to find out about his big secret.

"Mmm, I dunno," he said with a small chortle. "Why don't you find out for yourself." This was all the invitation that Celestia needed to find out what he was hiding in those trousers. In almost a flash, the alicorn jumped off the bed and placed herself on her haunches on the floor between Tony's legs that where now spreading to give her easy access. Tony was trying to unbutton and unzip his pants, but Celestia's magic beat him to the punch. The yellow aura surrounded his pants, all at once pulling down the zipper and undoing the button while pulling down at the same time. Then with one strong pull, his pants were pulled down to his ankles just as one of the largest cocks Celestia had ever seen popped up before her.

"T-Tony!" she exclaimed with a giddy whinny as the massive member bobbed back and forth there in front of her. It had to be at least ten inches long, with a girth that rivaled any stallion. It was thick, meaty and hard, with a round smooth head that had already started to turn colors from the excitement. "I k-knew humans could get big," she stammered while staring in awe at the pulsing shaft in front of her, "b-b-but I just had no idea!" She couldn't take it any more, the sight of the huge dick she had been presented with turned her heat into a lust driven demon, and with reckless abandon, she plunged as much as she could into her wet and waiting mouth.

"I'm glad you appro- ooh ,oh, Princess!" Tony cried out as the wondrous feeling of having almost the entirety of his cock taken into a warm mouth over came him. He couldn't believe how much she was able to fit in her throat. Normally when a girl tried to give him a blowjob, she could only get just the tip and an inch or two in her mouth, but this wonderful pony was taking almost half, and if felt absolutely divine.

With a series of long head jerks and bobs, Celestia shamelessly sucked Tony as hard as she could. Violent slurping noises filled the room along with Tony's gasping moans of approval as the mare sat there sucking and licking for all she was worth. She couldn't get enough, she loved the feel; the taste, the warmth of it hitting the back of her throat. She felt one of her front hooves almost move on its own, coming up to wrap her ankle around the remainder of his vein filled shaft. There she began to stroke him in time with her sucking. Every now and again she would remove his cock from her mouth with a loud pop, only to use her tongue to lick all around the head and tip as her hoof gave full on slow strokes up the whole of his shaft. She did this only a few times before thrusting as much as she could back into her mouth, loving the near screams of ecstasy her new found lover cried out when she did so.

"You're, you're amazing, Princess!" Tony gasped. He placed his hand on her head, and for a moment had to take in the fact that her flowing ethereal mane felt wonderful. It was warm to the touch, but still felt like normal hair, his fingers could slide through it like flowing water, and there was almost a tingling sensation running up his arm from the contact. As mesmerizing as it was to feel her mane, the sudden stiffening of his cock and the tight feeling in his balls let him know that this beautiful mare was about to make him cum.

"Ah, ah, mmph! Oh, Princess, wait!" Tony said as all the muscles in his body tensed up to try to prolong the fact that he was about to explode in her mouth. Celestia however had a different idea on how this was going to end. She let go of his dick with her hoof, then leaned down to the base of his shaft where she slowly ran her tongue up the full length.

"Come on," she demanded while pulling away from him just a bit. "I want it! Give your princess what she wants!" With that, she shoved the pulsing member back into her mouth to the point of gagging, and it was all Tony could stand. His hips began to thrust up and down, pumping his dick in and out of her mouth over and over again. He then let out a guttural cry as the pure white mare drove him over the edge, and he began to spurt into her moaning throat.

Celestia swallowed again and again as each pump of his hips delivered another hot load of cum into her mouth. She was amazed on just how much there was, and could only figure that it had been a while since Tony was able to release in such a way, or she had done that good of a job. Which ever the case, all she could do was gulp every last shot he had to give her, letting out pleasure filled whinnies and grunts as he continued to give her his scorching seed.

One final thrust of Tony's hips was all he needed to finish ejaculating into this glorious pony's gullet. He vocalized his intense pleasure with a laughing sigh before falling backwards onto the bed. "That was," he started to say before he realized that he couldn't even begin to describe how good that was. He then felt the bed start to rustle some. Looking down his body, he saw that Celestia was now climbing up to join him on the bed. Though she was not going to rest beside him, she was moving in such a way to ride him.

"Mmph! I am glad you liked it," Celestia said with a long grin on her muzzle. Buy this time she had completely clambered on top of him, and before long, the tip of her muzzle was just an inch away from his lips before she slowly rested her body down onto his. "I do hope there is more where that came from though." She whined with an adorable pouty look on her face when she said this, poking her bottom lip out in a playful fashion.

Tony didn't say anything at first. He just really wanted to live in the moment of having this massive mare resting gently on top of him. She was heavy, but wasn't crushing him, she was warm, and her coat was so soft that it tickled at his bare skin. The feeling of her long flowing energy like mane and tail flicking about was like he was being struck by a million pleasure filled lightning bolts. All at once he knew why so many ponies and humans thought she was a goddess. Because as of right then, he felt like he was in heaven.

"Don't worry, Princess," Tony said with a ragged voice. "We are not even close to being done. I just need some time to get some strength built up. Takes a lot out of me to get this thing up and running." This obvious reference to his dick made both of them laugh out at the same time.

"Well, maybe I can help a little bit, hmm?" Celestia said as she started to wiggle her flanks back and forth, rubbing her dripping wet crotch on his semi flacid cock. She was more than happy to feel his hips jump a little as she ground herself onto him, but she couldn't help but let out a long passionate moan when he lifted up his head and pressed his lips hard to hers. She pushed back into him, forgetting for a time that she wanted him inside her. The feeling of having a set of warm lips to kiss was just to good to pass up, and she wasn't about to let the opportunity slide.

Again and again the two pecked at each other. Tony's hands would not stop roaming endlessly over the long swan like neck of his pony lover, while at the same time Celestia's hooves where rubbing up and down his shoulders. The kissing escalated to where now their lips were locked hard onto the other's, both of them having to breathe through their noses to get enough air to breathe. That's when Tony felt the indescribable sensation of Celestia's tongue pressing into his mouth. Without hesitation, he let her in. His own tongue jumped to life, smashing into hers to where they started to glide along the lengths of one another. He couldn't take it anymore, her mouth, her tongue; they both tasted wonderful, and he just had to see if the rest of her tasted just as sweet.

With a solid nudge, Tony's arms wrapped around as much of her barrel as he could, while at the same time pushing to where Celestia was now the one on her back. He broke away from their kiss as he started to nip and press his lips to her neck, making the mare whinny and gasp from the sudden burst of energy he had coupled with the new attention she was receiving. Further still he lowered down her body. He planted kiss after kiss on her heaving chest, raking his finger nails through the pure white coat of her sides. Passing her rib cage he started to use his tongue to now give small laps that caused her to let out shallow yelps and tickled giggles with each one.

He had to stop for a moment when he reached her belly. For that's where he came face to face with her glorious teats. They showed how excited she was, the nipples on each firm mound stood up and begged for attention. He couldn't decide how to address them first, with his mouth, or with his hands; so he decided to use both. His lips locked hard onto the right swollen mound, while at the same time his hand clasped firmly onto the left. Right after this, he couldn't help but smile at the fact that Celestia let out a room filled moan while her back arched to push more of her teats into him. He kneaded, massaged and sucked her ample fleshy hills over and over again, making the mare under him gasp and cry out moans of approval. He gave each of her nipples one more long hard suck before he decided to move down further. He dropped to his knees, and there before him was the thing he was wanting to taste most of all.

"Oh! Oh, T-Tony," Celestia heaved out, finally being able to catch a few short breaths. She lifted herself up on shaking elbows to look down at him, only to see him moving his face closer to her soaked pussy, and his mouth opening to expose his flat tongue flexing itself. "Oh, yes! It, it's been so long since somepony licked, arrgh nuh!" That's when she felt the unimaginable feeling of his tongue making its first contact with the outer most lips of her moist quivering pussy.

The red hot pony slammed herself back down to the bed, letting out a screaming whinny that made her whole body tense. She now knew that Tony was no slow starter at all. All at once he shoved his face into her pussy, his lips locked hard onto her swollen clit where he sucked it back and forth, all the while his tongue flicking at both it, and her sopping valley all at the same time. She tried to call out his name, she wanted to tell him how good it felt to have his face buried in her nethers, but the words wouldn't come out, just long exhales and nonsensical words of ecstasy escaped her mouth with every new lash from his tongue, and powerful suck from his lips.

While her hips were no longer under her own control as they humped and thrust themselves into tony's face. She was able to finally prop herself onto her elbows again so she could look down and watch this intoxicating human shove his face into her crotch again and again. It only took a few more hard licks from his tongue to trigger her impending orgasm, one that she so desperately wanted. One of her front hooves reached down and placed itself firmly on the back of Tony's head where it pushed him deeper into her, all the while her whimpering gasps let him know that he was about to make her cum.

"L-l-lick, l-lick it," Celestia grunted, barely able to pronounce the words properly over the noises she was making. "S-suck m-me! Oh, Tony!" Once again she threw herself down to the bed while taking in large amounts of covers in her ankles as Tony licked her over the edge. Her head wailed from side to side, her teeth clenched to let out hissing whinnies and gasps. Her hips bounded uncontrollably up and down, her back legs kicked in the air as the human between her legs continued to lick her, all the while sending countless orgasmic bolts of hot energy all throughout her body.

With closed eyes, Celestia laid there on the bed while gasping quietly to herself. She felt like a massive weight had been lifted off her back, and now for once she could think with a clear head. She placed one of her front legs over her eyes, and just took in the small aftershocks of the orgasm she was just given. Even her last few stallions didn't go down on her like that, and she had almost forgotten how great it felt to be licked in such a way.

"Mmm, Tony," she said with a raspy shallow tone. "That was wonderful! I loved it!" She waited a few seconds to get a response from him, but when she didn't hear him say anything, she had to look down to where he was. What she saw made her hips start to gyrate, and her voice let out a wanting inhale. Tony by this time had come back up to his feet and completely removed the rest of his clothes. Seeing him absolutely naked was such a turn on for her, but it was once again seeing his cock at its full strength; hard, powerful, and ready to enter her. "Tony, Tony!" she called out while her body writhed there on the bed, begging to be bred. "Don't make me wait! Oh, please put it in!"

"As you desire, Princess," Tony answered back to her command with a solid voice of determination. with only one step forward he was able to notch the massive head of his bloated cock into the waiting and willing entrance of her canal. This is where his sexual instincts took over. He didn't want to hurt her, many girls he had been with before complained about the length and over all girth of his member, so many times he had to work himself in very slowly to his partner. This time was no different as he gave a simple push with his hips, placing just an inch inside her. He let out a full body shiver when he felt her pussy clamp down, while at the same time Celestia sharply gasped.

"More," the alicorn demanded, looking at him with narrow and lust filled eyes; ones that popped open when she got what she wanted. Another three inches was shoved into her with a hard thrust from Tony's hips. He then withdrew to almost the point of exiting her before giving her the same amount again. "T-T-Tony! Oh, yes," she cried, looking down between her legs to watch the thick shaft spread her lips apart as it sank into her depths. "Come on, lover! Give it to me, all you have!" To show that she was very much serious, she wrapped her back legs around Tony's hips and ass, then kicked hard, making him drive the whole ten inches into her with one thrust.

"Oh, g-g-god, Princess!" Tony screamed as he felt the scorching feeling of her pussy wrap around him, sucking him in to his full length, then grasping at him with crushing squeezes. Never in his life was he able to enter someone with one hard push, he had always shown restraint and compassion to the women that was taking him in. He saw now that this wasn't the case with this gorgeous pony. She could take him; all of him as deep and as hard as he wanted.

Starting slow at first, he pushed into her, loving the weak gasp she rewarded him with for doing so. Again he pulled out to almost his full length, then pushed in fully until he felt his balls come to rest against her body. That's where he rotated his hips, grinding her insides with the thick pulsing shaft of his throbbing cock. Every twist and pump from him made his mare let out a wondrous sound of pleasure. Her deep inhales, sharp exhales, moans and near screams drove him on until he could no longer take it, and he started to slide in and out of her faster.

"Oh, that's it, right there!" Celestia bellowed when she felt him increase in speed. "You're so deep, Tony. You're so hard inside me!" She knew this little bit of dirty talk was really having an affect on him. Her breathy words made him grunt and smile down at her, while she felt the growing shaft inside her twitch with excitement. She was about to offer up some more naughty words of encouragement to drive him on, but they were not needed. All at once Tony started to pound her for all he was worth, making Celestia once again start to babble incoherent words as she to started to rock her hips in time with his plunges.

The pair then became a well oiled machine. Tony powered himself in and out of her, while Celestia did all she could to make sure every slide of his cock was met with the most resistance by squeezing him as hard as she could. Their combined moans and calls filled the room. His deep voice harmonizing with the sweet high pitch groans of the mare that was taking him as deeply as she could. He looked down at her, and she up at him, making him want nothing more than to feel her once again reach orgasm, and cry out his name. That's when he reached under her legs, taking them into his arms right before he went wild and pounded into her recklessly.

"Ahh, ah, yes, Tony! J-j-just li-ohh-like that!" Celestia screamed as she felt him turn his body into a jackhammer and plow into her without abandon. Her wide eyed expression showed him how unbelievably good it felt to be rutted in such a manner, and her volume increasing bellows let him know that she was being pushed fast and hard to another long cum. The thought of making this divine pony explode with his cock deep inside her was more than Tony could take as well, and as all the muscles in his body tensed, he knew he could no longer hold back.

"G-gonna cum, P-Princess, ahh!" Tony hissed out in warning, still not really sure what he should do when he finally came.

"Yeah?" Celestia called out, as the thought of being bred drove her past the breaking point. "You going to cum with me? You going to fill me up?" That was all Tony could take, those few words were more than enough to make him unleash inside her while at the same time she clamped down as hard as she could to milk him for all he was worth as her own orgasm started to rock her body. Pulse after pulse of Celestia's orgasm sent her into a wailing fit there on the bed. Every new pump of Tony's hips delivered another steaming hot rope of cum for her to savor and use to drench the sweltering heat inside her.

It seemed like an eternity and a day passed before Celestia's deep orgasm started to subside. She was so out of breath that all she could do was just lay there and continue to receive Tony's seed. Before long however, Tony's hips started to slow, and the heaving man fell forward while at the same time grabbing her by the jaw, pulling her up so that he could crush his lips hard to hers.

The sloppy and moaning kiss the two shared continued as they both felt the body numbing afterglow of their mutual orgasms. Before long however, Tony had no choice but to collapse down to the bed beside the still hard breathing alicorn princess. He was going to try to wrap himself around her, to cuddle into her right now seemed like such a natural thing to do. Celestia though had already started to push him onto his back so that she could slide up next to him, placing her head down onto his chest in a position to where she could look him in the eyes. Several minutes of silence passed between the two. All Tony could do was let his hand roam lovingly about her head, neck and muzzle.

"You okay?" Celestia asked with a smile, but a small voice of concern.

"Yeah, just, just a little light headed is all. No one has ever made me get off twice like that." Tony then started to scratch behind her ear, and he gave a small laugh when he felt it twitch a little. "You were amazing, Princess!" he said with a long, deep and heavy sigh.

"Mmm, so were you!" Celestia chuckled while nuzzling herself deeper into his body. She then started to laugh, which got an odd look from her human mate.

"What?" Tony asked with a smile, wanting in on the joke.

"You know, I think we are past normal formalities. You don't have to call me, 'Princess,' all the time. You can call me Celestia, or even Tia if you want." She then gave him a playful pat on the chest with her hoof.

"Hmm, I think I would like that," Tony said before making a long pause. "Celestia," he whispered out. The two shared a deep gaze into each others eyes, and they were about to move towards one another to kiss once more, but that is when Celestia saw the time.

"Oh no!" the mare whined out as she unwillingly pulled herself away from the comfortable position of resting on Tony's chest. "I have to go it seems." she said, twisting her muzzle up into a disappointed look.

"Duty calls, huh?" Tony said as he two started to roll off the bed.

"Yeah," Celestia sighed out, "something like that." The two got off the bed together, and Tony was reaching for his clothes on the ground before Celestia stopped him. "Listen, Tony," she began, getting another odd look from him. "In all honesty this was supposed to be just a one time thing. Something for me to get out of the way to get my head back in the game for the summit."

"And now?" Tony said with a look of cautious worry.

"Umm," Celestia stuttered a little before giving him a long smile. "I just don't know about now really. I just think it would really be nice if you were here when I got back this evening. Maybe you would like to have dinner with me?" This made Tony visibly swallow hard at the prospect of actually being asked out on a date by an alicorn princess. Even still, he couldn't keep the massive grin off his face for a second.

"Well sure, Tia. I would really like to have some food with you," he said while shifting his weight from one foot to the other, "but wouldn't you catch some flak for dating, you know, just a normal human janitor?" After he finished that question, Celestia had to let out a laughing scoff.

"Well, I know how they do things on Earth sometimes. But I am the crowned princess of all Equestria. I date who I want to date, when I want to date them." When she said this, she seemed to get a proud stance, and a commanding tone in her voice.

"Yes, ma'am!" Tony said with a laugh. Celestia shared in the laugh, but leaned in to get another kiss as she did so. Tony was more than happy to oblige as he met her halfway, giving her a solid kiss on the lips.

"Be here when I get back?" Celestia asked, once again poking out her bottom lip in a playful fashion.

"I will," was all Tony said as he reached up and gave her a slow pet on her jaw line. One more quick peck on the lips was all Celestia needed before she turned away and headed for the door. She just had to turn around and get another glance of him before going back to the hall where the summit was taking place. Her jaw dropped a little when she saw him start to remove the covers and sheets from the bed. That's when she realized that he was in fact going to clean up the mess they had made. It made her laugh and let out a small giggle as she exited the room, thinking about just how well this might turn out in the end.

Author's Note

Celestia personally isn't my favorite of all the Ponies. I kinda think that she gives off this kind of mom vibe that is really a turn off. Although I can't deny that she has a sexy voice, legs that go all the way up, and an ass that just won't quit!

Really sorry about the long wait on this one guys. My mother is doing much better now, so hopefully I will be getting some free time here soon to write more chapters. Thanks for reading. I hope everyone likes Gilda, because she's up next!

Table of Contents, Prologue

Table of Contents and Prologue

What follows here is a series of links that can take you to your favorite chapter along with a short prologue on the world that this is all taking place in.

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Chapter 1: Scratching Vinyl's Itch Vinyl Scratch

Chapter 2: Roleplaying with Rarity Rarity

Chapter 3: Spitfire is all Wet Spitfire

Chapter 4: Fleur Plucks a Cherry Fleur De Lis

Chapter 5: Dirtyshy Fluttershy

Chapter 6: Baking Pinkie's Pie Pinkie Pie

Chapter 7: Sad, Silly, Sexy, Storm Derpy Hooves

Chapter 8: The Mare in the Woods Queen Chrysalis

Chapter 9: Making Love to the Camera Photo Finish

Chapter 10: Drunk and Horny! Berry Punch

Chapter 11: Cello Lessons Octavia

Chapter 12: In the Heat of the SunPrincess Celestia

...More chapters to be added soon!

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Prologue

When I decided I wanted to write clop for the fandom, I knew I didn't have the time or patience that many other great authors did. I also just couldn't decide on which of all the mares I wanted to use for the story. There were just too many to choose from, and finding the right cast for a full on story seemed an impossible task for me! So that's when I decided that I would use them all. In the narrative of the long shot story, I found a way to get as many mares into any situation that I wanted, and not have to worry about continuity, plot and character development. Each story could stand by itself, and the reader could pick and choose which of their favorite mares they wanted to read about.

Now of course this doesn't mean that I wanted to write just a fast clop scene either. I really do love the idea of two completely different races like humans and ponies falling for one another, or in some cases just wanting to rut! I felt though that each story should be able to pull the reader in, and let them in on just a very small portion of the lives of the characters in the story. Seeing a couple being able to over come not just cultural differences, but actual physical ones as well is so romantic to me, and my stories try to reflect that.

While I was never planing on doing any world building, I kinda made one by accident. There are portals that led from Earth to Equestria. They are used quite a bit by both sides and are policed and monitored by both ponies and humans. Other than that I never planned on getting into the politics of the two worlds. Just be sure that it is indeed something of a utopian existence. Humans, ponies, griffins and even minotaurs all coexist along side one another on both sides of the portals, and have done so for a very long time.

I hope you enjoy the stories that I have told, and feel free to leave comments or any kind of questions you would like. Kisses!

Author's Note

Sorry that this wasn't an actual story update. I just thought it would be cool to have a nice jumping off point for readers, and a quick explanation of the stories as a whole.