It was dark; clouds covered the sky with an ominous glow. Sounds of war in the distance, the sound of clashing steel and death.

The castle guards were running about, trying to ensure the safety of all inside and while the council was inside, Mist was in his room back home.

Suddenly, there was a report of an assassination in the castle, in the throne room, in progress, but it was too late by the time Mist arrived, as he finds a dagger in the princess' chest. He fell to his knees, sobbing quietly, not knowing who the assailant was, also due to the fact that he was her favorite son and heir to the throne.

The guards arrived soon after and had him dragged off to the council chamber, as they had assumed it was he who had done it.

He tried to protest, but there were no words coming from his muzzle.

After a long discussion of punishment, the head of the council said "You are hereby exiled, not only from these lands but also the universe, guards have this criminal removed at once."

He once again tried to protest as his body wouldn't obey his commands, he was teleported away from his home and universe.

Mist sat bolt upright, breathing heavily, covered in a heavy sheen of sweat from his nightmare. He looked around to see that he was still on his cloud that he had slept on all night.

Seeing that it was morning, he flew down to Ponyville to begin looking for the ponies he'd just met in the past two days.
The first ponies he saw were the same three fillies he'd saved from those Timberwolves, they are apparently heading to school.

He waved to them and they signaled for him to walk with them, obligingly so, he decided to follow.

While he walked to the school with them, he decided to break his own silence after them blasting him with questions "My name is Mist Sh-" he faltered " my name is Mist, who are you, and why were you three being chased by those timberwolves two days ago?" he asked after introducing himself.

"Oh, my name is Sweetiebelle, I'm Rarity's sister" the white one replied first.

"And I’m Applebloom, Applejacks little sister." said the red maned filly.

"Then there's me, Scootaloo, I've been hanging around with my adopted sister, Rainbow Dash, for some time now." said the orange coated filly.

"And we are The Cutie Mark Crusaders. We’re on a mission to find our special talents and get our cutie marks." the three of them stated with cheer.

"As for the timberwolves, we don't know what has them all worked up." Applebloom stated.

"We'll if you three haven't heard from your sisters, I am a former prince of another universe." Mist said rather comfortably despite the nightmare he had earlier, seeming to forget that he was a prince once.

"If you'd like, I can stay and see what the education here is like, Maybe even help with any of those mean bullies in class." Mist stated happily knowing that he'd made some new friends today all the while knowing they were related to those he’d met just two days ago.

"Well, it would be nice of you to meet Ms. Cheerilee and all so, if you wanna hang around and meet our teacher and tell everyone about yourself, then I guess we could talk to her about it, but you can't stay throughout the day. I wouldn't mind having someone walk me home though." said Sweetiebelle.

"Oh okay, I wouldn't mind walking you home, well heck I wouldn't mind walking all three of you home." Mist replied.
"Well we're here, so I guess we'll see ya later then?" asked Scootaloo.

"Yeah, I'll see you around Scoots." he said smiling as he thought he saw her blush at the nickname.

As Mist walked away from the school he saw Twilight, who looked normally focused as she would any day, he ran up next to her and said "Hey, what's up?"

"Oh, hi there Mist, you kinda startled me there." she replied "As to what I'm doing, I'm just out for a walk to Sweet Apple Acres to get some apples from Applejack."

On the way to Sweet Apple Acres, Rarity came up to Mist and Twilight and asked "Hey Twilight, I hope you don't mind if I borrow Mist for a moment, do you?"

"Not at all." she replied then turned to him asking "Hey Mist, could you go and help Rarity with whatever she need help with?"

He could only nod, as he was unfortunately falling in love with the mare that just asked for his help.

She looked back at Mist, who was clearly flustered by her beauty, laughed lightly and said "What's the matter, dear, are you getting hot and flustered by my lovely looks already?" Mist just nodded in response.

"Well I suppose one can't help it when they see such a beautiful mare as myself." Rarity said in a haughty tone of voice, only causing Mist to run a deep blush across his muzzle.

Once at the Carousel Boutique, Rarity unlocked the door and says "First off, before we get started, how did you get here?"

Mist began to look nervous and looked away from her, avoiding eye contact.

"Oh come now dear, there's no need to be shy, I won't be so surprised if you tell me, as I know something is bothering you." Rarity says as she places a finger under Mists chin, gently lifting his eyes to look at her.

He began to tear up "I-I was exiled from my homeland in another universe." he choked before breaking down into moderate sobs of depression and sadness.

"Oh my poor dear, come to my room with me and allow me to make you feel better." Rarity said in a slightly seductive tone, thrusting her melon sized tits forward, whipping her mane around to rest on her other shoulder, without protest he went to her room with her.

Once the door closes to the room and is locked, she sits on the bed and motions for him to join her, "Now before we go any further, I want to tell you something. I know that you have fallen head over heels for me, I just want you to know that ever since I heard that you were once royalty I kind of did the same, but I'm not only doing this now because of love, I'm doing this because you need it." she said as she moved a hand down to Mist’s crotch, beginning to massage his balls through the slacks he was wearing that day.

"Wha-what are you doing?" Mist said nervously even though through the little bit of pleasure from the massaging hand on his covered balls.

"I said I was going to make you feel good so that's what I'm going to do." Rarity said in a completely seductive tone, causing Mist to quiver slightly with anticipation and pleasure.

As Rarity continued massaging, she took her free hand, grabbed Mist’s hand and placed it on her breast "Go ahead, massage away, but be gentle." she encouraged.

He needed no further encouragement and began massaging her breasts "Mmhm, oh yes." she moaned lightly.

"Oh yes." Mist cooed in delight as he felt his shaft slowly growing as Rarity continued her massage, urging him to reach his free hand and place it at the hem of her shirt with a look in his eyes that said ‘should I?’

She nodded and removed her hands and lifted them above her so that Mist could slowly pull her shirt off using both hands.

He noticed that she wasn't wearing a bra once he got to the bottom of her breasts and continued pulling upward to reveal her already hard nipples, earring a coo of delight from Rarity, who in turn unbuttoned Mists shirt and pulled it off of his shoulders, allowing it to fall lazily to the bed, Mist finished removing his shirt just as Rarity throws hers to the other side of the room, Mist does the same with his. Rarity pulls Mist into a deep kiss as he caresses her luscious curves.

After a minute of kissing and caressing, "Stand up." Rarity demands. Mist stands compliantly as she gets to her knees and unbuttons Mists jeans and unzips them allowing them to fall to the floor, revealing the bulge in his boxers that was his fully erect cock.

"Mmm, my you are a big one, aren't you?" Rarity says in her seductive manner as she pulls his boxers down to reveal his full length.

Before she takes any further action, she stands and slowly strips her pants and undergarments off, one by one, teasing Mist, her panties made a sucking noise as they separated from her wet marehood.

Rarity then pushes Mist back onto the bed, getting back on her knees to begin kissing from the base to the tip of his 13 inch shaft, and back down before she begins licking her way back to the tip and enveloping his shaft in her mouth to begin bobbing her head up and down, slowly getting deeper with each motion on him until she was fully engulfing and deep-throating his cock.

while doing this she moved a free hand to her awaiting slit and began rubbing in a circular motion, occasionally grazing her exposed clit, causing her to moan even louder with ecstasy from the surprising jolt of pleasure.

After a minute of getting sucked, Mist felt his juices begin to flow into her mouth, she stopped, without stopping her self ministrations, pulling away to say "This- this is... ohh... precum, you're a ...ah... virgin aren't you?" with a lust filled voice, Mist just stares and then nods through his lust induced haze.

"Mmmmh... you're going to enjoy... oh yes... every last bit if the remainder of what I've... ahh... got in store for you." Rarity said in her seductive tone, cause by her lust addled mind.

She goes back to deep throating him as she continues pleasuring herself as well, letting out a loud moan as she slipped two fingers inside her eager cunt.

In one final move of Rarity's head the final blow sends Mist over the edge, climaxing in her mouth and some seeping out onto her breasts

She pulls away, wiping the cum from her mouth and swallowing what was in her mouth "Mmm, You taste quite sweet down there, almost like honey." she said placing her sopping wet marehood right in Mist's face.

He lifted his head the required amount to begin licking her moist slit, tracing circles around her dripping pussy with his tongue, eliciting a loud cry of pleasure from her, he then began teasing her entrance with light licks from the bottom of her nether lips to her clit and began to lick and suckle on her love button, gaining more intense cries of pleasure, his free hand hand reached up to tweak her now aching and hard as diamond nipples, intensifying her pleasure beyond what she had ever experienced.

With a final tweak of her nipple he decided to flick her clit with his tongue, gaining an instantaneous effect, sending her over the edge and into the her first orgasm of the night, squirting her love juices right into Mist's mouth. He licked the remaining juices from her nether lips before licking his own muzzle clean "Damn you taste good, this will be a night to remember, are the rest of your friends as good as you?" Mist asked rhetorically in his lust induced haze.

Once Rarity had come down from her previous orgasm she said "Time for the main event." she smiled lustfully.
Mist began tracing her curves, grazing her breasts, gaining a short moan of pleasure from her as she lowered herself down to line her pussy up with his slowly softening shaft.

Once level with Mist's spire, before penetrating she decided to rub his cock against her cunt, both moaning in moderate pleasure, he then felt the pressure build up as his cock was again fully erect and pre began to leak from his cock, Rarity lifted herself and placed the tip of his cock at her entrance, she said to Mist "Are you ready?" he nodded in response.

With his answer being clear, Rarity thrusts herself down on his cock, taking what virginity he had left, she sat there with just an inch of his shaft inside.

After a minute of adjusting, she began to slowly grind on his stallionhood, getting deeper and faster as the pleasure increased, once she got to his medial ring he met her thrust with a particularly strong thrust causing her to scream and squirm with pleasure as the ring rubbed her g-spot with each upward thrust, pounding each other as fast and hard as they could.

"AHHH, fuck yes, don't stop, ohhh Celestia don't stop please." screamed Rarity in ecstasy.

The two were getting so close to release before Mist stopped and threw Rarity to the bed and began thrusting into her as deep as he could, gaining multiple cries of pleasure from her.

He felt his shaft throbbing inside her as her walls clenched around his shaft that he knew they would climax soon.

Knowing this, he leaned in and kissed Rarity passionately muffling their moans and cries of pleasure, sticking his tongue out and pressing against her lips, she allowed entrance and began wrestling her own tongue against his, moaning into each his mouth as the pleasure was beginning to push her over, breaking the kiss, he moved down to suck on her left nipple and tweak her right.

“Rarity… I’m about to…cum.” Mist said between pants and groans.

“Me… too.” she responded gasping as he continued to pound into her marehood with gusto.

After the final tweak on her nipple, both of them screamed as a head splitting orgasm hit them at the same time, Rarity being filled with Mists seed and some if it oozing out past his cock with her own marecum, the feeling was utter bliss.

Mist pulled out of Rarity with a moist pop and just collapsed on the bed alongside her, wrapping each other in a warm embrace, enjoying the wonderful afterglow of sex.

Mist thought to himself "Damn she's good, I can't wait to have another night with her. She did more than make me feel better, she took away all of the suffering and pain."

After a minute, they both fell into a deep dreamless sleep.

Author's Note

This chapter took sometime and I had to take and revoke the submission so that I could fix it to make certain things work like the anthro type stuff, I needed to add the anthro and sex tags and change the rating to mature.