“Wait, so you can figure out flight acceleration vectors in your head just from the data you pull in from your wingtips?” Twilight chanced a look back at her own wings, which flapped slowly as they approached Cloudsdale Colosseum.

“Yeah, yeah, but that’s baby stuff,” Fleetfoot said, flying his fiftieth circle around her. “The core of flight calculus is the same as regular—the functions—and if you’re smart enough to memorize Bright Wings’ constant you can use that with the airspeed you get from your wingtips and put together all kinds of interesting stuff to figure out on the fly!” Fleetfoot snorted and brought a hoof to his mouth. “Literally! On the fly!”

Twilight giggled much more loudly than was apt for a joke of that caliber, but couldn’t bring herself to stop. “Oh… oh Celestia, that shouldn’t be that funny.”

“Well! Finally!” Fleetfoot begun flying backwards so they were face to face, his bright eyes and wide grin visible easily even through the unlit night. “Somepony gets it.”

“Please,” Twilight said, rolling her eyes. “I’ve been waiting for someone to get my dumb jokes for years now.”

“Welp! I’m your stallion!” Fleetfoot put on a goofy smile, though Twilight suspected it was supposed to be sincere.

And what a stallion he was. Since they had left the bar he hadn’t had to ask for a single clarification or definition, and he still exhibited no symptoms of fatigue! Better than all that, she had even learned something from him. To top it all off, he definitely had the body of a Wonderbolt.

No! Bad Twilight! She pouted. Why bad? You should be embarrassed with yourself! He has a great mind, who cares how perfectly taut his flanks are!

“So, did you notice anything wrong with our performance today?” Fleetfoot thankfully broke her train of thought.

“Hrm? Wrong? Not really, it seemed like everything went off without a hitch!”

“Ha! Far from it, though. That’s the reason we’re going back to the coliseum,” he explained. “We had the skyward wind actuator go down right at the beginning of the day and it bogged us down pretty good. Our turns, especially upward, were off by almost 10 degrees.”

Wind… actuator… context clues. “So you weren’t getting wind in from outside the city’s windshields, then?”

“Yup! Real basic stuff.”

Twilight blushed faintly and gave a hint of a smile. Knowing her, it was just as goofy looking as his was.

He continued, tapping his chin as he lectured. “High-performance flying relies on updrafts and downdrafts just like out in the open skies, and we were flying in air that wasn’t moving much. Kinda like swimming in a swamp, if you really need a comparison. I took a look at it after the performance and got some data; it looks pretty simple to fix, like the crystal inside is drawing too much power and mis-resonating.”

Twilight touched down onto the cloud pathway that lead into the coliseum. “And so we’re going to fix it.”

“Right!” He landed next to her and gave her an excited nod. “Well, that is if the doors are open. I should warn you, though, the coliseum at night can get kinda spooky.”

“Spooky, huh? Fleetfoot, do you know of the tale of Nightmare Moon…”

Cloudsdale colosseum at night was anything but spooky. Soft yellow light poured down from the top of the massive arches, creating intimate nooks and crannies behind every alcove. In the absence of the blinding daylight sun Twilight could see arteries of rainbow power beneath the clouds at her hooves pulsing with solar-magical energy, and if she looked out into the arena she could see the pulses of power pumping through the enormous structure in waves.

“Rainbow-powered technology is fascinating,” Twilight mused to Fleetfoot, who walked softly beside her. “Just look at those waves!”

“Actually, that’s kind of troubling to me,” Fleetfoot said, looking out over the same scene as Twilight with a furrow in his brow. “The power shouldn’t be on—and it wasn’t while we were flying here, or you’d see those pulses of energy from way far off. Someone turned it on right when we landed, and we’re lucky they did, too, because my key-card wouldn’t have worked otherwise!”

Twilight hardly heard his words, still fixated on the beautiful rotation of soft light. “Well, I think it’s fantastic. It makes this whole thing feel like… you know…” She kicked a hoof against the cloud below. “An adventure. Or a mystery.” Her fur bristled as she said the words, and suddenly she felt full of energy, like she had to run. “Come on!” she called, and galloped away with a skip in her step.

Fleetfoot just stared as Twilight dashed away, but in a couple moments he was caught up right beside her. “Well, if you’re that excited to see the crystal, Princess. I’d be excited too if it was my first time!”

Twilight shot him a half-glare and a grin, bumping into him as they ran. “Sssshut up! I told you not to call me that. We’re friends.” Her heart beat against the words.

“My apologies,” he said, though his grin betrayed his words as he ran ahead easily on his strong legs. “Princess Twilight Sparkle of Friendship, Bearer of the Element of Magic. Kind of a self important title, don’t you think? You don’t even seem very magical to me.”

Twilight harrumphed at his teasing. “Well you should learn to heed a Princess’s wishes!” Her horn briefly glowed purple and a zipper appeared over Fleetfoot’s mouth, quickly zipping shut.

Fleetfoot’s eyes widened and he stumbled in shock, falling and rolling over himself until he came to a soft ‘plop’ against the clouds below.

Twilight stopped, standing over him, smirking her victory in full.

Then they both started laughing. More Twilight than Fleetfoot, whose laughs were muffled by the zipper enclosing his mouth.

Twilight offered Fleetfoot a hoof, and he took it, pulling himself up so they were face to face. They shared a gaze for the longest of brief moments, and a part of Twilight wished she hadn’t sealed his lips away.

“So this is it, huh? Why bother building a stairwell if everyone in Cloudsdale is a pegasus?” Twilight asked, looking up the spire like it was a behemoth.

“So it’s enclosed. These spires don’t power down even when the rest of the buildings do—if anypony flew through the walls of these clouds, they’d be scorched by the flowing power.” Fleetfoot explained, taking the first step up the spiraling staircase.

Twilight blinked. “Wait, really? Isn’t that kind of… you know, cruel? What if someone got stuck in between? Or they didn’t know?”

Fleetfoot seemed to ponder it for a moment, but ended up just shrugging. “Rainbows aren’t electrical per-se; they’re magical, and solar. Force and heat. You’d be blasted to the floor before you could recite Celestia’s name. Really, the components would take more of a hit than a pony would.”

Once Twilight had a feel of the stairwell, she looked up to Fleetfoot, and gulped. Fleetfoot’s tail was extremely short, like most fliers, which gave Twilight an entirely unrestricted view of what usually hid underneath. She felt a rush of excitement and warmth pump through her, but couldn’t bring herself to look away, no matter how many ‘Bad Twilight!’s her conscience gave her. His sheath was a deep crimson, darker than his auburn coat, and his twin, sumptuous balls bounced as he walked.

Twilight gulped, not accustomed to the saliva gathering in her mouth. She wanted to walk closer, perhaps rub up against his side, but the stairwell was not large enough and so she had to settle for her position of relative torture.

She was glad her back end was as far away from his nose as it could be; she felt herself starting to get excited, rubbing against herself as her legs pumped back and forth.

A part of her wanted to just be able to say ‘Hey, you’re hot, like really, really hot and I’m going crazy over here and I like you and I think you like me so can we just skip the months of dating and I need you please oh Celestia.’

Another part of her wondered why she couldn’t. She was pretty, as far as Rarity had told her, and she was a Princess. And it was safe. So why couldn’t things be that simple?

She sighed and finally turned her eyes away, to the ground. The rational part of her—nearly snuffed out entirely, but still alive—knew that it would trivialize the whole thing. Cadance would scold her. Love is what makes sex enjoyable, she would say, not just sex. There has to be a story behind it.

But that didn’t stop her from wanting to pounce on Fleetfoot’s taut muscular flanks and ride him until the sun rose over the horizon.

“Beautiful,” Fleetfoot uttered as he opened the panel to the actuator. “Just beautiful.”

“U-Uh huh…” Twilight said, her eyes on Fleetfoot.

“Great, since you’ve got your magic and I don’t have an oscilloscope, do you think you can get the wavelength of this crystal as I’m tweaking the power?” Fleetfoot said, bowing to the ground and opening another access panel with a number of valves and a limiter below it.

“Sure, easy peasy,” Twilight said, lighting up her horn. As her magic wrapped around it she began to feel the vibrations of the crystal itself through her horn. A nasty, awful part of her wondered… what would it take to get the rest of her body to feel the vibrations. She pushed the envelope of her magic and…

She gasped. A lightning bolt shot through her body, and her entire form began vibrating at a beautiful speed. With a cheek-biting degree of self control, she pushed the envelope down, to encapsulate only the area she needed it to. The amplified vibrations wracked her nether-lips, rubbing against each other at a pace that, were she not gritting her teeth, would force the tongue straight out of her mouth.

She dropped her flank to the ground, assuming a sitting position with the tail-end of her firmly against the clouds below. She knew that if she kept this up the small access room would be filled with her scent in a matter of minutes and she’d be a dead giveaway—as if she weren’t already—but she could not bring herself to stop.

A small, repressed, but ever-growing part of her giggled. Maybe it wouldn’t be such a bad idea to fill this room with her scent. Maybe he would notice… and that might not be such a bad thing.

She pressed herself against the ground, the fluff of the clouds below parting her nether-lips and coaxing a sweet drop of her marecum onto the floor. She gasped softly as the thought crossed her mind—a veritable pool of her own lubricant slathered across the floor, or even better, along the shaft of another.

“What’s the readout?” Fleetfoot asked, glancing back at her.

She snapped as best she could back into the position she was in before, standing upright, and clearing her voice. “Uh… seventy eight.”

Fleetfoot nodded and turned a dial. Her own marecum ran down her inner-thigh in an agonizingly slow drip.

Twilight felt in almost gross detail each and every click of the notch, the resonance of the crystal and the vibration held therein, increasing just barely. She gasped—Fleetfoot held the controls to this magnificent, magical vibrator. She was subject to his every whim. Maybe… just maybe if he realized, he would oblige her, crank it as high as it could go, and send her into blissful heaven. Then he would leap atop her, bury his muzzle in her neck, unable to contain himself any longer and—

“What now?” He asked from across the room.

“E-Eighty F...F-Four.”

“Alright. This last one should do it. Hang tight.”

Oh please no don’t say we’re done whatever you do I need this I’m losing my—

“And… we’re good. Great job!” Fleetfoot said, standing up and turning to her with a smile.

She snapped her magic away in the brief moment that her wits were surprised about her. She could feel every breath pour over her tongue. She was lucky that she could not yet really smell herself in the air, but she knew that would change quickly.

“G-great! W-wow that was… exciting…” she managed, taking a step back.

“Oh, that’s not even the fun part.” Twilight’s ears perked up. “We didn’t come all the way up here just for a silly crystal.” She could feel the tension inside permeate her to the core, through her flesh and all the way into her bones.

Fleetfoot flew to the top of the small room and motioned to a panel in the ceiling. “Now we get to fly all the way down.”

A thousand screams sounded inside Twilight’s mind, and a lock of hair bounced out of place. “Great!” she said.

She followed him—as far behind him as she could manage—to the roof of the spire, and looked out over the coliseum. The same ring of rainbow light raced around the walls of the structure but she couldn’t pay even a bit of attention this time around.

“Keep your wings outstret—”

With an audible “pomf” her wings shot open.

“Good! But be really careful. Flying up high is a lot different than flying even near the floor of Cloudsdale. If you let yourself start to fall, you won’t be able to flap hard enough to regain your balance. If that does happen, don’t worry, I’ll catch you—” A part of Twilight was already scheming, but decided her life wasn’t worth betting on being in the hooves of Fleetfoot for a couple seconds. “Just keep gliding and you’ll be fine.”

“Uh-huh.”

“Hey, Twilight, are you okay? You seem really… distant all of a sudden. Sure you’re okay with the idea of jumping off an eight hundred foot spire?” Fleetfoot waved a hoof in front of her face.

“Naw, I’m fine!” Twilight lied through her teeth as she popped a cheerful smile. “Just a little spacey all of a sudden—I was just thinking about my dragon friend, Spike. He’s all alone back in the hotel. Too young to go pub-crawling.”

“Ah, I see. Well, get your wits about you, then! Let’s go for a plunge!” Fleetfoot’s wide wings stepped open and he walked to the edge of the tower. Shaking her head, Twilight did the same, looking down all the way to the ground. It occurred to her, briefly, that she should feel afraid, or at the very least enthralled, but it was as if she was watching the events of another pony’s life, completely detached from any reality that was not affixed to Fleetfoot’s flank.

“On three. One. Two… Three!”

She jumped without really thinking. Reality came back quickly. The wind battered her senses. She screamed and stretched her wings out for dear life.

And they caught air.

The sudden rush of free-falling thirty feet was still about her, though, and her heart raced like a living motor about to overheat. The wind whipped her mane about as she glided, but it blew behind her, whipping at the back of her neck and at the bridges of her ears. Out of all things she might expect to cure debilitating arousal, she was relatively surprised to find out that jumping from a very tall place only really worked for a couple of seconds. She began to look around, and her eyes found Fleetfoot above her, his wings outstretched and his limbs splayed out just far enough away that she couldn’t get a glimpse of his finer features. She wondered what a sheath would look like while flying, but even the image of a sumptuous roll of flesh flopping ungracefully in the wind seemed to spur her onwards.

She curled her wings up slightly, and rose, until she was just feet in front of him. It turned out that his sheath was not, after all, flopping in the wind—it seemed as if it was pressed firmly against his underbelly, as if it were painfully erect, but without the gorgeous hunk of meat that came with the erection. The implications that a pegasus could control the stiffness of his member for flight—and other activities—were more enthralling than if she had discovered a benevolent hive of changelings. His balls were pulled against him, contracted as if they were tense, desperately needing attention.

Twilight licked her lips. Even if Fleetfoot hadn’t been distracted with the sights of Cloudsdale from above, she couldn’t have looked away. Her loins burned like a portal to the land of sin itself, and she’d be damned if she didn’t indulge before the night was over.

She curled her wings up again, catching air and rising above Fleetfoot, until she was a safe distance behind him. She saw their landing spot—the vast, open field of fluffy nimbus affixed below the coliseum's flight-space.

After only about a minute more, she saw him land and, in the most beautiful stroke of fate she’d experienced all night, flop down onto his back to look up at the stars.

Her tongue dangled from her mouth. She flared open her wings to slow her landing and made a beeline for the underbelly of her dreams. He saw, but it was just barely too late to save him, and, with a resounding thud she landed atop his body and pressed her lips to his own.

“MmmmMMPPPPH?!”

Twilight’s tongue shot into his mouth and he about near swallowed it. She ground her body against his own and moaned like a caged animal set free.

His hooves slammed against her chest, and her face was pulled away. “Twilight, what are you doing?!”

“Mmm… oops.” She giggled, and laid her head against his chest. “Only what I should’ve done hours ago.” She purred, and licked a long line up the fur on his chest.

“Twilight, you’re in heat, aren’t you. Damn, I should have seen this coming from a mile a way… of course the guys would be stupid enough to…” He groaned, and pushed Twilight off his body.

“W… What’s wrong?” Twilight pleaded, eyes wide. “Don’t… don’t you like me? Aren’t I pretty enough?”

He stood up and turned away from her. “Yes, Twilight, you’re beautiful—you’re an alicorn for Celestia’s sake.”

“So…” Twilight buried her head in her hooves, the beginnings of tears forming on her eyes. “Are… are you gay?”

“Ugh, this is so typical of Surprise. No, I’m not fucking--” His body tensed, and he took a deep breath. “No, I’m not gay, Twilight. Surprise and the others are always trying to get me ‘laid,’ like I should care more about sleeping around because I’m a Wonderbolt than actually doing my job. You’re fine, Twilight, but I don’t want to rut you, not after one night—I hardly even know you!”

“But I know you! You’re hot, and smart, and you know calculus, and you like machines, and magic, and you’re hot, and you can fly, and you’ve got a great job…” Twilight pleaded, slamming her hooves impetuously against the fluffy clouds below.

He turned and stared her dead in the eyes. “Oh yeah? Have you ever thought what it’s like to be me? To have a bundle of mares who all want to get in my pants because I’m a Wonderbolt? What would I ask you about on a date, Twilight? What kind of music do I like?”

“Is that important?!” Twilight bellowed, rolling over onto her back. “I just need to get rutted so badly, even if it’s just for this one night, so who cares about frivolities?! Who cares about dates and music and who you are. It’s just simple chemistry! Why does it have to be so complicated…”

He stared at her from above. A long silence passed over them, the chilly night wind blowing over their solitude.

“I thought you of all mares would understand, Princess. Maybe you would when you’re not in heat. I can’t really blame you.” He turned and flared open his wings. “Good night.”

Twilight ran. She didn’t know why she ran, and she didn’t know why for two reasons: one, because Fleetfoot had done nothing wrong, and two, she realized she could teleport, and promptly prepared to do so so, back to where she had come from, back to where her friends might be and where she might find another who might be willing to give her what she needed.

She lit up her horn and disappeared.

A rush of wind assaulted her senses for the second time that night, and as the purple flash of her magic faded away, she struggled to open her eyes against a gale-force wind.

The Sky High Pub was a speck of a building beneath her, but growing at an alarming rate.

She gasped, or gasped as much as she could at 40,000 feet above Cloudsdale.

She flapped her wings, hard, as hard as she could, but could not catch air. They whipped against her like a pair of wet saddlebags. She could fire up her horn and teleport again, but she knew that the velocity would carry over and no matter where she went she would slam into the ground at the same force.

She did what she could; she started screaming, before realizing it was futile at such a speed. She lit up her horn again, as bright as she could, directing her magic nowhere, hoping that the illumination from her magic alone would catch the eye of some errant pegasus.

Tears formed in the edges of her eyes, only to be torn from their mother at the first gasp of life. Somewhere she had read that casting magic under intense emotional duress was a good idea to mess something up. She had decided to do it while she was in heat, while her magic was listening to her body rather than her mind.

And she was going to die for it.

Soarin sat outside the door to his apartment, puffing on a cigarette and staring into the stars. He always needed a cigarette after a couple rounds, and kept a box of them sitting around for just the occasion. He tried to convince himself that it wasn’t a habit, but the frequency with which he found himself outside after a romp in the blankets was enough to make it seem like he was lying to himself.

She cried. He hadn’t expected her to cry, and figured if she had, it’d be on the first go. She cried and slunk away into his bathroom, and if it had been the first time, maybe he’d try to comfort her, to be the Stallion he was years ago.

He had no ill-will with that part of himself. They’d simply just parted ways—it was more convenient that way.

A falling star caught his eye, and he smirked. His dad used to tell him to wish on falling stars, but he reckoned that there was nothing he really wanted to wish for, anymore. He resigned to wishing that someone else would take the wish—it’d be no good to waste it, his dad would have said.

The falling star didn’t burn out, however—it streaked down slowly from the sky, and looked as if it were growing bigger all the while. It occurred to him that falling stars didn’t usually glow purple, either.

He squinted his eyes. Were falling stars usually pony shaped?

A pair of strong hooves took hold of Twilight from underneath, and the rush of wind reversed direction. She didn’t bother to open her eyes to check if they were real. She just clung to the warm body beneath her and let the tears flow freely.

“...Twilight Sparkle?”

She sniffled, and nodded. The voice had come from right where her muzzle was.

“You can let go now.”

“You know my name? Are you the gatekeeper?” She shook her head. “Am I dead?”

“No. I caught you.”

She opened her eyes and looked up. “Oh.” She blinked, twice. It was a face she recognized. Soarin. “I’m… alive?”

He nodded, smiling. “I caught you.”

“You caught me?”

He groaned and rolled his eyes. “Yes, I cau--”

“You caught me! You caught me!” She wrapped her hooves around him and squeezed as tightly as she could. She made the mistake of burying her muzzle into his fur and breathing in, inhaling the musk of a Stallion that had been sweating profusely.

It smelled like eternal bliss. “You… caught me…” she murmured again, burying her muzzle into his neck.

He shivered as she threw herself against him. “Babe, you’re freezing cold…”

“Am I?” She thought for a moment. The adrenalin rushing through her heart fizzled out and her senses returned to her. “Oh Celestia, I’m freezing cold!” She wrapped her limbs around Soarin like he had just saved her life and shivered into the relative warmth of his body.

“Yes, you are. Let’s get you inside…” Soarin looked back to the dark of his room. “Uh, Twilight, please stop glowing now.”

Twilight waited patiently outside Soarin’s apartment as he ran inside, attending to the task of making sure of something vague she didn’t care much about.

What was important was that she was waiting patiently outside Soarin’s apartment.

He walked back out, a smile on his face, and made a gesture of approval.

Twilight pouted her best pout. “W-Wait… can you carry me, please?”

He shrugged. “No problem, so long as you’re willing to tell me why you were falling from the sky.” He kneeled down, and Twilight crawled atop him.

“I messed up a teleport. Really bad.”

“Ah. Weren’t you with Fleetfoot.”

She groaned. “That’s why I fudged the teleport up really bad.”

“Didn’t go well, I presume?”

A deep sigh sounded out as they walked into the dark of Soarin’s apartment. Twilight was hardly even cognizant that it was her who had sighed. “I don’t want to talk about it.”

“Fair enough.” Soarin didn’t bother to turn on the lights, his green eyes meeting Twilight’s. “Hey, Twilight, do you believe in destiny?”

Twilight cocked an eyebrow. “See these wings on my back? They’re an ‘inconveniently useless when I most need them’ side effect of destiny.”

“Ah. Alright. Well, make yourself at home,” Soarin said, though Twilight was still curled up on his back.

“Sure. Bring me to that couch over there. And then like seven blankets, please”

Soarin crinkled his snout. “I said make yourself at home.”

“See these wings on my back?”

The pegasus rolled his eyes and chuckled. “Whatever you desire, Princess Snootywings.” Nonetheless, he begun walking, and leaned over so that Twilight could crawl her way onto the couch.

“I can banish you. Pseudo-legally.”

“You’d banish the pony that just saved your life?” Soarin pouted, and Twilight tried not to think it was cute.

Twilight smirked and tapped her chin. “Princesses don’t discriminate. Blankets?”

Soarin tapped on the magical fireplace that sat a couple feet from the couch. “Sorry, but, I’ve only got one extra. The others are… in the wash.” He tossed a blanket over her and sidled in next to her on the couch, giving her a comforting smile.

Twilight blinked, and smiled back, wrapping the blanket snugly around her with her magic. “So… really. Thanks for saving my life. I don’t really know what else to say...” Her eyes flicked down the sizable frame of his body. “Or what to do.”

“I don’t believe in debts,” Soarin said, scooting closer. “I think there’s some reward that comes naturally from saving a beautiful mare from her untimely death. If anything, the world should be thanking me.”

Twilight flushed red. Was he… She shuddered. He likes you pounce on him don’t give him a chance to get up you need this no NO—she couldn’t risk that again. She’d just… take it naturally, and hope that things went well. Don’t seem desperate.

Her eyes met his, and she realized that she had been talking to herself in her head for a good ten seconds instead of responding. She opened her mouth, but he placed a hoof over it, bopping her snout.

“Ssh. It’s fine. Just relax. Would you like something to drink?”

She blinked. She certainly didn’t need anything to drink, but there was a chance that if she had something then he would oblige himself as well. “Sure. I’ll have… um… the hardest that you have?”

He raised an eyebrow, a wide smile passing over his face. “Adventurous, aren’t we, Princess Snootywings?”

She looked away, directing her eyes to the fireplace. “N-No, I just need something to… warm up.” Her tail flicked of it’s own accord, though it was hidden under the blanket.

“I’m just teasing you,” he said, standing up from the couch. “I’ll be back in a second.”

She watched him as he went—his black sheath had some blue fuzz on it and hung, swaying back and forth like a pendulum that seemed to glisten in the firelight. It sent her insides into a frenzy, and, just as he turned the corner into a dark hallway, she had a hoof between her hind legs.

She pressed open her nether-lips gingerly, and a stream of her own lubricant poured forth onto the flat of her hoof. She couldn’t stifle a moan—she had never been this wet before in her life. She smeared it all over her nethers, twitching as the edge of her hoof clipped her flared labia, coaxing a dripping wink from her aching pussy.

“Twilight,” she heard a voice hiss from behind her. A hoof landed on her shoulder.

Twilight nearly screamed in shock but a cyan hoof muffled her. Rainbow Dash popped her head up from the side of the couch, her eyes wide and her hair disheveled. “Twilight, you’ve got to get out of here,” she whispered.

“Rainbow?! What are you doing here?” Her face went blank as she connected the dots. “You… and he… were?”

Rainbow nodded as if it were nothing. “You’ve got to get out of here. All that stallion wants from you is sex.”

Twilight’s eyes widened, and she felt a flush of fire pump through her body. “R-Really?”

“Yes, that’s what he does, brings a mare home every night. I just know it. If you weren’t royalty he probably wouldn’t even know your name.”

Twilight couldn’t suppress her smile as a giddy glee overcame her. “Perfect.”

“What?!” Rainbow’s face went blank as she connected the dots. “Oh… oh, no, Twilight, y-you can find a better stallion, I swear, just…”

Hoofsteps echoed from the hallway. Rainbow’s eyes widened and she left at once, quickly slinking over to the bathroom and shutting it without a sound.

Twilight wore a sultry smile as Soarin stepped back into the light of the fireplace, two drinks and a nearly-full bottle of something spectacular resting on his back.

“Here you go,” he said, returning her smile and hoofing her glass over to her. She batted her eyelashes and brought her glass to her lips, taking a sip of the liquid.

It tasted like fire that, under any other circumstance, would have revolted her. But she was willing to put aside her silly screaming tastebuds for the pursuit of what she wanted. Soarin smiled and watched her swallow nearly a quarter of the glass, shaking her head and stifling a cough as she finished.

“So...” he said, sitting down in earnest so that his body lay sprawled across the couch. His face was now much closer to hers—Twilight took another long sip. “Is it much fun being a princess?”

“Fun?” she said, lowering herself so she could look up into his eyes or over his body, hoping to get a peek past his forelegs. “There’s a lot more paperwork than you’d think.”

“So you don’t get out much?”

“Not much. But I’m out now.”

“I’ll raise a toast to that,” Soarin said, grinning and raising his glass, half-full of golden brown liquid.

Twilight raised her own glass. It was empty, save for three ice cubes at the bottom. “You’ll have to fill mine, first.”

“Of course, Princess.” He raised the bottle and filled her glass again, then rose his own, clinking it against hers. “Well, you sure don’t drink like a kissless virgin.”

Twilight blinked, glad her mouth was occupied on the rim of her glass. She half-stifled a surprised cough as she lowered it. “K-Kissless virgin…?”

Soarin gave her a wicked smile. “Just teasing. It’s just a silly rumor I heard through the grapevine.” He leaned forward, cocked his head, and let an ear droop down. “I mean, it is just a rumor, right?”

Twilight’s face went red, and she could do nothing but stare into Soarin’s green eyes as he scooted closer. Her mind jumped back to just an hour ago when she had pounced on Fleetfoot and nearly force-fed him her tongue. “W-Well, not kissless…”

Soarin raised an eyebrow. “Oh? Fun… so, gonna give me the details? Who was it?”

“It was…” she paused, and had to take a minute to let her mind catch up, slugging behind in the beginnings of an alcoholic haze. “Well… I kissed him and… I didn’t know it, but, he wasn’t a fan of me.” She buried her head between her hooves. “I… I nearly died of embarrassment.”

“So, you’ve only had one kiss? And hardly that, really. That’s… disappointing.”

“...Disappointing?” She looked up from between her hooves and gave him a worried look.

“Well, no—just, tragic, I mean. A mare like you shouldn’t have to worry about getting rejected.” He sighed, and took a sip of his drink, his eyes lazily wandering around the cozy room. “I’m disappointed for you; it’s sad to think that you’ve never felt what a real kiss is like.”

She shuddered, begging his eyes to return to hers. They seemed to be deliberately tracing around her, just about to fall over her form before they jumped away in the next instant.

“Hey… you saved my life, right?”

“As I understand it. Unless you have some gravity-reversing spell you conveniently forgot about.”

Twilight blinked. Did she? The fog of alcohol was making it very hard to remember. Probably not. “You saved my life, and I’m a princess. Doesn’t that kinda make you… you know. My knight?”

Soarin cocked an eyebrow and smiled. “In shining armor?”

She crinkled her snout and shook her head. “No, no shining armor. Please. Just my knight.” She scooted closer to him and, spurred on by the liquid courage that ran through her veins, laid her head on his outstretched hooves and looked up at him. “You missed a step, though.”

Soarin tickled her chin with one of her hooves. “Oh…? And what’s that, princess?”

“W-Well, you forgot to ask for your reward; if you save a princess, you get the honor of one kiss.” Her face was flushed red, but still she crawled closer, nuzzling herself into the fur on his chest. “They… they say that, after kissing a princess, any other kiss will pale in comparison.”

Soarin leaned his head down atop her own, skillfully avoiding the horn that protruded from it. He whispered directly into her ear; “Well, lucky for you, I’m a stallion who doesn’t have a clue about the future anyways.”

Twilight shuddered, and took a nice, long breath of his musk. She nuzzled her way up his neck, and into the concave of his chin. He ran a hoof up her neck, playing with her fur as it stood on end, finally resting it beneath her chin.

Soarin guided Twilight’s face with his hoof until it rested in front of his own. He wore a confident smile, and ran his hoof over her cheek, and through her bangs, pushing them out of her eyes. Twilight closed her eyes, letting her eyelashes tickle his cheeks.

She was shaking, almost fitfully, and she didn’t know why. She could taste his scent on the air, and could smell his essence as his breath fell over her muzzle.

She felt his lips press into her own, and reeled as the firm, pillowy flesh overtook her senses. She let out a squeak of a moan, tensing her hooves against him and leaning into the kiss. He wrapped his hoof around her neck and tilted his head. Soarin’s warmth seemed to flow into her, and, after a moment, he parted her lips with his own and let his tongue trace a long, slow circle around the edges of her mouth.

With a shudder that lasted just as long, she brought her tongue to meet his own, reeling at the warm wetness of the dance. She desperately wished she had enough hooves to wrap herself around him and quench the thirst that dripped from her nethers. She moaned deeply into him and thrust her tongue deeper, reveling in the sloppy messiness of the act.

They kissed for what couldn’t have been more than two desperately passionate minutes, before Twilight pulled her head back and opened her eyes. In a moment, Soarin did the same, and Twilight received the approval she had been looking for in the fire that glowered within them.

She pressed her snout against his fur, into his neck again, and let her tongue explore the contours of his barrel, kissing sloppily as she made her way down to where his forehooves met the front of his chest. She pushed her snout into the crook under his body, and, understanding, he raised himself up so she could crawl beneath him head-first.

She pushed her way under his form until her snout nearly rested against his sheath. He settled down atop her, letting his forehooves push down the length of her body, resting on the curves of her flanks, atop her cutie marks. Laying himself atop her, he let most of his weight fall onto his propped-up hind legs.

Twilight could wait no longer. She licked up the length of his sheath, shivering as the thing twitched against her wide tongue. He smelled of sweat tinged with vitriol and alcohol, though the latter could only have been her own breath. She felt his sheath pulse as his hardness rose from inside it, but, before it could, she rose to the tip of it and ran her tongue sloppily in circles around the inside until a stiff protrusion of meat pushed up, through her swirling tongue, and into her mouth.

Soarin groaned and shook above her, letting his hooves press into her flanks, massaging them as she swallowed his emerging member. Twilight hardly even noticed; she licked for her own pleasure, every flick and swish of her tongue feeling as if she was attending to her own drooling cunt. Wrapping her mouth around the tip, she suckled, and soon felt tip flare against her tongue and cheeks. She pushed her mouth a bit down the length, his length rubbing up against the warm folds of her tongue, and moved her hooves up to the base, squeezing gingerly.

Soon, though, Twilight found herself needing air, and pulled off Soarin’s member with a wet pop. She looked over her handiwork; Soarin’s cock was fully erect, riddled with veins across it’s white-and-blue splotches. She squeezed her hooves and watched as it throbbed upwards, smacking into his barrel with a wet smack and a groan from Soarin behind her. It was positively dripping with saliva—her saliva—and glistened in the lowlight of the fire. A drop of precum oozed from the tip and Twilight could contain herself no longer.

She pushed herself forward again, letting the width of her tongue run up the length of the member from the base, and over the flat of the tip until Soarin’s spunk was in her mouth. It tasted heady and full, deliciously bitter—Twilight moaned as she lapped it up in earnest. She moved her mouth to his low-hanging balls, and gingerly took one between her lips, sucking ever-so-softly as she ran her hooves up and down the base of his shaft. She giggled when his cock throbbed, slapping into his belly and thumping her mane as it came back down.

“B...Babe,” Soarin said, fighting back his pants. “Trust me, I ain't gonna complain if you wanna suck those like that all night, but it’s not gonna really get me anywhere. Besides, I’m dripping into your mane…”

She sucked in a tense breath at the thought, and, though she couldn’t feel the drops of precum as they got lost in the purple strands of her hair, the thought alone was enough to wrack her body with a long, needy shudder. She moved her mouth back to the tip and let her tongue loll out as she wrapped her lips around it, shivering as the precum that had gathered there dripped into her mouth. “Mmph... Nowph you’re dripphen intho my moufh,” she mumbled, her voice bouncing all over the place like a giddy schoolfilly.

Wrapping her lips around Soarin’s cock again, she figured it was time to stop messing around. Soarin squeezed his approval into the mounds of her ass, kneading them as she pushed herself down onto his cock. She felt his first medial ring push through her lips, and figured it was about all she could take, bobbing back up and letting her tongue drag up the length as she did so.

“Y...Yeah, that’s good… Just… Nngh…” he mumbled, lying his face down above her tail. She bobbed again, this time sucking with her cheeks as she came back up, and Soarin gave her a low grunt of approval.

It struck her as a bit odd—all night all she could think about was getting rut and here she was, throat-deep in a stallion who was giving her nothing back, and quivering and shuddering all the same. Images of swallowing his load, or being covered in spunk sent an ecstatic thrill through her body. And every groan and shudder that came from Soarin only pleased her more; it validated her in a way she couldn’t put into words, even if she wasn’t drunk.

She popped off his cock and breathed in air, kissing the tip of it with her lips and tongue as she rested her muzzle against it. “Are you close?”

He chuckled. “Not… Not quite. I’m getting there, though. Why, you want to sw--” He gave a mixture of a growl and a moan that cut off his words as Twilight bobbed back down over his length.

It was sloppy, no, more than sloppy. Saliva and other liquid piled up behind her lips, soaking his member as she came up from a bob. Strands of her spit stuck to her chin, and even to her hooves as she rubbed him up and down. She heard soft squelches with every bob as soaked skin rubbed against something or other.

His balls, at some point, started to sway, and she realized that Soarin was rocking his hips ever so slightly against her as she sucked, feeding her more and more of his length without her even realizing it; she was able to swallow more than half of it, now.

Soarin gave a deep groan, and gave one of her cutie marks a light smack. “Oh… fuck. I swear, if you weren’t so good at this I’d be… I’d be balls-deep in that cute little dripping pussy of yours…”

Twilight moaned, and pushed herself deeper onto his cock, hearing and feeling her nether-lips squelch open as she winked. She felt his member push against her throat, but she was used to the feeling by now, and simply readjusted herself to fit more down her mouth.

She lit up her horn, and wrapped her magic around his swaying balls, pulling them out and squeezing them against his body one after the other. He moaned a curse, and Twilight felt his cock twitch against her tongue as she bobbed down on it. His hips began rocking more erratically, jumping forward or twitching back, no longer the smooth motion that she had grown accustomed to. She started swirling her tongue over the tip before she bobbed back down with every push.

Soarin’s kneading had given way to nipping, or slapping and his lungs flared against her back in unison with his tip flaring against her throat. His moans had become grunts. She could feel her ass jiggle as she moved her whole body forward to suck as much of his cock as she could manage. He abandoned all pretense and fucked her mouth earnestly, pinning her to the couch with his weight atop her.

He buried himself as deep as he would go in Twilight’s muzzle.

And then he came in her mouth.

A thick, heavy spurt of cum sloshed into the back of Twilight’s throat. Soarin pulled back and slammed into her again, filling her with rope after rope of salty, bitter, delicious spunk. It covered her throat, her tongue and everywhere in between. She moaned against his shudders, lapped up as much as she could, but could not bring herself to swallow as he pumped more and more into her narrow mouth.

She pulled off, feeling a shot of cum adorn her lips as she did so, and let his cock rest against her tongue as lines of batter covered her mouth and muzzle. She massaged his cock with her hooves until all he gave her was deep, wet exhales and dribbles of cum that ran down her tongue and onto the couch below.

His legs buckled, and he leaned down onto his forehooves to refrain from crushing her. “Myah…” she mumbled, trying to form words but having little success with a full mouth.

“What?” Soarin whispered back, between laboured breaths.

She rolled in her tongue and gulped down the pond of cum that had gathered in her mouth, quivering as it slid down her throat. “More. I n-need you to rut me right now,” she whined, squirming underneath him. “Please…”

“Twilight, babe… I don’t know if you know how this works, but I need some time to recharge.”

She lit up her horn, wrapping Soarin in her magic, and concentrated, gritting her teeth as the magic built slowly within her, but the spell went off without more of a problem than an easily-ignorable headache.

Suddenly his legs were steady again, and his limp cock had been sucked back into the sheath. “W-Woah… what did you do to me?”

“Localized time reversal,” she said through a gasp, grinding her wetness into the drenched couch beneath her. “Now, please… please…” She crawled forward and sunk her mouth over the tip of his sheath, fitfully sucking and licking it.

“You don’t need to do that. The view from back here is good enough” Soarin said, taking a deep breath and lifting himself up from her. “And you don’t need to ask me twice.”

Twilight lifted her hindquarters and looked over her shoulder. Her nether lips were still dripping down onto the couch; a pool of her lubrication had gathered in one of the divots in the couch, the rest of it smeared across the leather like someone had badly mopped up a spill.

“Oh, no,” Soarin said with a grin, planting his hooves on the round of her ass. “Not in the air quite yet. I think we’ll make use of the little mess you’ve made…” He pushed her flanks downwards, back into the swamp of her own desire, and positioned himself behind her, his cock growing rapidly as he looked down upon her, a bestial glint in his eyes.

He leaned forward, picking up Twilight’s front half until her cunt was parallel to the soppy leather couch, and rested her back against his chest. He positioned his member below her pussy and pushed slowly between the couch and her pussy above.

Twilight shook and writhed as he pushed her nether-lips apart slightly as his member slid below them, a flood of desire that had built up behind them drooling down and soaking his cock. He planted rough nip-kisses up the length of her neck and placed his hooves on her stifles, pushing her thighs so her pussy ground into him.

He growled into her ear: “Tell me what you want, Twilight.”

She shuddered, her sensitive lips quivering against his cock as it brushed up against them. “P-Please… don’t tease me, I… I just want…” She took a deep, shuddering breath. “I can’t take it, I need you inside me.”

“Need me?” He ground his cock into the passage again, roughly. “That sounds like something a naughty pony would say…”

She nodded her head quickly, eyes squeezed shut. “Y-Yes, I’m a…”

He spanked her with the flat of one hoof and ground her pussy into him with the other. “You’re a naughty pony, alright, dripping all over me like that.” He ran his tongue up and down her neck. “I know what you want… you want to get rutted, don’t you?”

She shuddered at the word. “Mmhm… please,” she whispered. “R...Rut--”

He spanked her again, and her words gave way to a deep, guttural moan. She threw her head back over his shoulder and Soarin took the opportunity, biting down on her neck and suckling hard. “Say it.”

“R-Ruh…” He spanked her again and again she moaned. “Rut me...”

“That’s not loud enough,” he growled, pulling his cock back and teasing her entrance. He ran his flared tip around her lips, peeking them open but holding her back with his hooves. “Come on, now, Twilight.”

Twilight bit her lip. “Please, for the love of Celestia,” she screamed, hoping dearly to said goddess that Rainbow had evacuated the building through the clouds. “Rut me, now!”

Soarin bit down on her neck, spanked her again, and shoved his length deep inside of her. She screamed again, a deep, low moan, her netherlips shuddering, squeezing as his warmth slid inside of her. He stayed inside her, unmoving. “Lean forward. Wings out.”

Immediately she did as she instructed, her front half flopping into the couch in front of her and extended her wings as stiff as they would go. Soarin shifted, and she could feel him shift inside of her, and wrapped his hooves around the base of her wings.

Then he rut her.

He growled and slammed his length into her with a beautiful squelch, pushing her lips as far open as they could go. Twilight’s eyes rolled up. Her tongue lolled out of her lips. Soarin pulled back, and, with another visceral grunt, he impaled her again. The folds of her lips quivered around him as he rut her like an animal and lubricant slopped everywhere, coating his cock in a thick sheen and splashing onto his thighs. She winked and dripped every time he pulled out and clenched down on his cock every time he pushed in and she loved every millisecond of it. Hooves tensed against the couch in an attempt to push back on him, to swallow more of his member, but mostly she just revelled in the fact that he was there, atop her, grunting and pulling on her wings and rutting her.

The moans started with just a squeak each time he pushed into her, but grew into breathy exhales of approval, into moans and groans as she writhed and pushed against him, finally evolving into loud, unrestricted screams, thrashing her head and mane back and forth with each thrust, shouting “Yes!” and “Oh, fuck,” and a slew of indiscernible words whenever they rose to the front of her throat. She pounded her hooves against the couch and flapped her wings and winked and moaned as he fucked her in earnest.

Then he stopped. Strong hooves pulled on her forelegs and, without ever pulling out of her, he flipped her over onto her back. She wrapped her hooves around his neck and shuddered as he, teeth gritted and wings straight out, fucked her again. He slammed into her with the same ferocity, sweat dripping down his fur and onto her body. He bent down and bit at her neck, grunting into her ears, and best of all, pushed his mouth against her own and thrust his tongue inside, writhing it around like a being of Discord.

There was only one speed—as fast and rough as he could manage. He pulled out of her, panting, and without a word she jumped up, positioning herself on the coffee table beside the couch and thrusting her ass into the air, wiggling it in the light of the fire. He rut her face down on the coffee table and smacked her ass as he did it. He carried her to the kitchen and rut her on the countertop face up, holding their bodies together.

He pulled out and stared her in the eyes, growling only “Bed,” before she galloped into the bedroom, her marecum dripping down her thighs as she ran. She bent herself over in the dark room, ass up, and he approached her slowly, ceremoniously, and placed his hooves on her flanks.

He positioned himself behind her, dropping his weight onto her as he thrust his cock into her clitoris. She screamed, hardly even hearing him growl “I’m going make a mess of your cunt...” like there was no other natural order they could follow.

He pushed inside her and she moaned all the air out of her lungs. She clenched around him, milking him with her pussy. He slammed into her, past his medial ring, wide enough to have split her open at the beginning of their rut, and then even further. There was no pain; her body wouldn’t let her stop, no matter what the conditions. Her cunt drooled all over her legs and down his cock; she couldn’t tell, anymore, what was sweat and what had dripped from between her legs.

Her body tensed, and shook, and she felt the pressure that had been building all night cumulate and form something discernible, predictable; she looked over the precipice of ecstasy with it, letting it build, swirl, overtake the rest of her senses. “Soarin…” she whispered, before a particularly rough thrust sent her mind reeling. “Soarin! I… MmhmMM,” she couldn’t form the words, but she could tell he knew from the depth of his thrusts, from the smacks to her flanks, from the rough, graveley groans that poured past her ears and fed the beast inside of her.

He rolled his head back and took the base of her tail with one of his hooves, pulling, doing anything to bring himself deeper into her. The tip of his cock flared inside and he leaned his full weight into his thrusts, finally burying the entirety of his member inside of her. His stifles slapped against Twilight’s sopping flanks, meshing together with the gulping sounds of her pussy. Leaning his weight forward on top of her, he took her ear between his teeth, his grunts and moans growing into bestial roars.

She couldn’t take a second more; her nether-lips quivered and shook and the feeling of absolute fullness overcame her.

Just as Soarin buried himself deep inside her with a shudder, she screamed and came. Her body shook and her pussy clenched, swallowing the hot ropes of his seed as they slathered her deep inside. An utter fountain of her marecum dripped down Soarin’s shaft and balls, and down the inside of her trembling thighs.

Soarin did not pull out and thrust again; he stayed deep inside her, his cum filling what little space was left up between her walls and squeezing between his quaking member and her shuddering folds. Gush after veritable gush of dripping batter leaked out from her pussy in spurts, only to be smushed between their fur.

She felt him fill her up and it only made her cum harder, wriggling her body as her nether-lips kissed the full length of Soarin’s shaft. Her hooves curled, and her spine flexed, back arching as the waves of their sex dribbled out of her.

Finally, Soarin’s legs collapsed, and he fell down on top of Twilight, still buried inside of her. Aftershocks shook Twilight’s body and the haze in her mind began to clear. Lying there, with Soarin panting atop her, all his love shared and swallowed, she’d never felt more content.

With a final squelch, Soarin pulled his limp member out of her and let his spunk drool onto the bedsheets below. Twilight shivered and smiled, wrapping her hooves around him and closing her eyes, feeling every drip of his love pour between her gaping folds. She pushed her legs together and let out a soft moan, the warmth of his milk squishing inside of her.

Soarin wrapped his hooves around her and gave a final, long shudder. He didn’t say anything; he simply crawled behind her and pulled her body close to his, tracing long circles around her flanks with his hooves and kissing her ear.

She closed her eyes, nestled against him, and, to the sound of his slowing heartbeat, fell quickly into sleep.

A final, guttural scream sounded through the bathroom door, close enough that they were surely tangled up on the bed. Rainbow trembled, curled up into a ball at the foot of the door.

She hadn’t been strong enough. If only she had slammed the door open, huffing and puffing and screaming, she could have saved Twilight. But she hadn’t opened the door. She hadn’t moved an inch, save for shivering on the blue-and-yellow bathroom mat below her.

How could she let this happen to Twilight?

How could Twilight do this to me?

No. Can’t blame Twilight. Twilight had never done anything like this before; she was too naive, defenseless. Maybe Twilight had been relying on her, waiting for her to step out and save her.

She wasn’t moaning like she was waiting on you.

She waited, and tried not to think. Tried not to imagine it any more. And then, when their shufflings were cold and in the ground, and when the sky outside the window began to turn, she opened the door.

A revolting mix of sex, alcohol, and sweat wafted into Rainbow’s nose, nearly bringing back the bile that had finally settled inside of her.

She slunk out of the door, pausing to look over them, bodies entangled in a heap on the bed.

Slut.

Don’t pretend you’re better than her. She had no choice—you did.

She liked it.

She shook her head. Pushed the thoughts from her mind, lest she learn to hate another part of herself.

It was odd. As the sun peeked over the horizon out the windows, Soarin and Twilight, wrapped in each other’s limbs and sleeping soundly, looked almost serene. Like they would wake up in the morning, and giggle, and kiss sweetly. Talk about the races. Get ready for practice.

Her hooves trembled underneath her. She had to close her eyes before she could bring herself to turn away.

It was fake. She couldn’t imagine wanting something like that with him. Not in a thousand years. The visions were fragments of a shattered dream.

She hesitated as she stood in the threshold of his front door.

Only for a moment; but she had.

Author's Note

Sorry if this is rougher than what you're used to; it's, for the most part, unedited.

A lot of people felt very strongly against this sudden shift in tone and presentation; I did what I could to talk about what I was going for, but the majority of it is really pretentious rambling analysis about my own stuff. If you feel like you want some extra clarification, please read this:
http://www.fimfiction.net/story/138193/heat-rises#comment/3391091

I wish I could, in good concience, let my work stand on it's own, and let people interpret it for what they will. I wish I didn't feel the need to talk about my own intentions, and, like the classic writers of old, leave that slot for a reader's involvement in the text that they read open, subject to their own whims and beliefs.
But I'm not a classic writer of old. I'm just someone who's trying to write something I can be proud of, and I am proud of what I wrote at this moment in time.

That's why that comment of clarification exists. Thanks for reading.