Spicy

by shirotora

Rating: mature
Tags: Princess Celestia, Anthro, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Princess Cadance, Comedy, Romance, Changelings, Sex
Length: 18557

A changeling makes mare's dreams come true

For five years, Nosh Vosal, a former collector of Chrysalis' swarm, has been in exile. Considered a traitor by his own kind for his efforts to sabotage the Canterlot invasion, he's been hiding in the small town of Ponyville. There, he's lived in peace and harmony until, of course, a certain lavender princess figured him out. Thankfully, another princess remembered how he had saved her life five years ago. With Princess Cadence's testimony, Nosh is given a chance to prove he can be an honest, productive citizen. What kind of job can a changeling provide? Why, making (wet) dreams come true, of course.

WARNING: Future chapters MAY include sex with underage teens. Warnings will be placed before these chapters and will be marked with a (!) in the title. Any other fetishes will be listed at the beginning of the chapters as well. If you don't like it, don't read it.

Published 2013-11-27 20:20:03 UTC
Last updated 2016-06-21 16:54:50 UTC

Chapter 1: Prison Food

Chapter 1: Prison Food

“Ohh,” I groaned as I found consciousness once again. When did I fall asleep? My memory of recent events was a blur. I remembered trying to put the moves on that cute librarian, the new princess, when she... she... oh shit...

My eyes shot open as I took in my surroundings. As I expected, I was in a cell in the Ponyville guard house. I rolled to my back and extended a hand. Black. A coat color that no tribal would have. Of course, I'm no tribal, I'm a changeling. Yeah, that's right the same guys that attacked Canterlot five years ago. And my disguise was gone. I guess that would explain my incarceration.

I heard muffled voices in the next room. I couldn't make out everything, but I did hear somepony say something like “some kind of hybrid”. I laughed at that. The tribals still thought the form we used in Canterlot was our natural form. What dumbasses. That's right, we don't have holes, clawed hands, glowing blue eyes or that mane-fin thingy. My hands are solid, my fingers are blunt, my eyes are gold, and my mane is a nice powder blue.

My musing was interrupted by the door opening and several ponies walking through. The first was Shining Armor himself, wearing his captain’s armor, followed closely by two royal guards, the local sheriff, and Twilight Sparkle, the librarian I tried to get in the sack, still wearing that white shirt with those poofy sleeves. Gods, why did I think that was a good idea? Hey, let’s try to hit on the one pony that saw through Chrysalis' disguise when even Celestia was fooled. Fucking genius.

Shining Armor glared at me through the bars, “What are you?”

“I'm an orange. Please don't peel me,” I said sarcastically as I sat up. Yeah, this was my smart day.

“Keep on, and I might do just that,” the captain growled, “Is Chrysalis breeding hybrids to infiltrate Equestria?”

Just as I was about to shove yet another foot in my mouth, a familiar voice called out from the other room, “Shiny?”

“Honey, I told you, you didn't need to come. I can handle this,” Shining called back as a familiar form entered the doorway. Princess Mi Amore Cadenza was as stunning as ever. She wore a long, off white dress that billowed out at the waist. Her mane was braided with each of the three colors intertwining around each other.

“Well, I just want to make sure you don't...” Cadence's eyes widened when she saw me, “You...”

“Hey, Cadence,” I waved as if we were on a picnic, “Long time no see.”

“Nosh? Is that really you?” Cadence's lips curled into a smile.

“Wait, you know this thing?” Shining asked in confusion.

“He's the reason the two most important mares in your life are still alive,” the princess informed. “He was the one ordered to take me out of the picture so Chrysalis could take my place. She ordered him to kill me, but instead, he hid me in the caves under Canterlot. Then when she tried to incinerate Twilight, he opened a portal underneath her.”

“She was trying to kill me?” Twilight asked, a touch of fear.

“Yeah,” I answered, “That spell would have left nothing but dust. Nopony would have ever known what happened.”

“But... Chrysalis taunted me after I woke up,” Twilight pointed out.

“No, I taunted you,” I corrected, “I had to make sure you found Cadence and going down there myself would have been a bad idea, so I pissed you off enough to shoot the wall.”

Shining Armor narrowed his eyes as if searching for something that said I was lying, “So, you defied a direct order from your queen just to save the enemy? Why should I believe that?”

I leveled a deadpanned stare, “Because Chrysalis is a psychotic bitch that would have doomed us all.”

At the others confused expression, I clarified, “We're a race that needs love to survive. Chrysalis targeted Equestria because of how much love is here. You guys following me? Do you think Equestria would still be the same happy, loving place under the rule of a tyrant that terrorizes the populous?” Eventually, everypony shook their heads, “Damn right! I did what I did for both our people. Besides, ponies shouldn't be fighting, even tribals and changelings.”

“You're ponies?” Twilight asked.

I gave her a bemused look, “No, we're manatees. What do I look like?”

“You look like a pony, but the ones in Canterlot-” Twilight began only to be interrupted be a flash of green as I took on the 'battle form', “... look just like that... How did you do that with a suppressor on?”

I tossed the metal ring to the unicorn, who just looked up at me with a mix of shock, admiration, and a hint of fear. Shining Armor dropped into a low, aggressive stance. “Down, Fido. Where am I going to run? I'm out numbered, and you, your wife, and your sister could tear me apart at the molecular level. I didn't survive five years on my own by being stupid.”
After he relaxed slightly, though with his horn still glowing menacingly, I continued, “This is the 'battle form'. For the most part, it just looks scary. The only practical things are the hardened skin and sharp claws.” In a flash, I reverted back to my normal form.

“Shining, honey?” Cadence spoke up, “I think we should let him go.”

The others in the room looked at her as if she just said she was Celestia's and Discord's love child... actually, that might be something. Who are her parents, anyway?

“You can't be serious!” Shining Armor said, “He's a changeling! An enemy of Equestria!”

“An enemy?” Cadence glared at her husband, “He saved ponies' lives, mine and Twilight's included. He's a wanted stallion by his own nation for helping us! How can you call him an enemy when he did more for Equestria during that invasion that anypony else! He is a hero, and as a princess of Equestria, I'm pardoning the stallion that saved my life. Now stop being a bigot and judging him because of what he is, and start looking at who he is.”

Shining tried to speak, but couldn't find his for several seconds. Finally, he sighed, “You're right, sweet heart. I shouldn't think all changelings are evil, just because of the ones that attacked. However... I can't just let him run around completely free either. He was obviously a part of the invasion, and even if he was unwilling and used that position to help us he was still a member of an invading army.” He paced back and forth for a few minutes before continuing, “Okay, Nosh was it?” I nodded, “If you want to have some freedom, there are going to be conditions. You can agree to them, or you can be carted off to Canterlot to stand trial there.”

“What are the conditions?” I asked cautiously.

“You will wear a collar, specially designed for criminals on parole. It will always be visible, so ponies will always know that you're a parolee. It will also let us find you wherever you go. That might work to your advantage because when we announce you to the town, there might be some ponies that will want to hurt you.” Shining narrowed his eyes and fixed me with a glare that could freeze a dragon's soul, “And if you so much as think too hard about harming and pony, I will have you in the stocks so fast you'll swear I could bend time.”

He turned around and addressed the other ponies in the room, “Okay, Twilight, I'm going to need you to send Celestia a letter informing her of everything that went on here. Sheriff, don’t let anypony in here to see him except for myself or one of the Princesses. Soldiers, guard this room. Cadence... what are you going to be doing?”

“I'm going to have a little chat with Nosh,” the pretty pink princess proclaimed. “The last time I saw him wasn't exactly a good time for a chat.”

Shining looked from his wife to me and back, “Are you sure?”

“Yes, love, besides...” Cadence smirked as she put her arms around his neck and whispered into his ear.

Shining was taken aback by whatever she said and his eyes darted to me, “Really? I mean... if you really want too... but I get a special request later. Soldiers, my wife would like a private conversation, so would you kindly stand guard outside.”

They both gave a sharp salute and followed the others outside. It was just me and Cadence now. I wasn't sure what she wanted to talk about, but I felt mischief coming from her. Yes, mischief is an emotion... kind of... it has its own feel, anyway. Regardless, she had something up her sleeve.

“We never did get to just chat before,” said the princess.

“Yeah, what with you getting foalnapped and me committing high treason, there wasn't a lot of room for idle gossip.”

Cadence giggled, “I never got a chance to properly thank you either.”

Wait... is that..? Nah, couldn't be. She's a married mare... but it sure feels like... Why is she looking at me like that?

Cadence stared at me with half lidded eyes, “How about I spruce up your cell. You'll be here for a few hours.”

Before I could process why she said it like that, her horn sprang to life. A massive four post bed replaced the old cot in the corner.

“Th-that's a big bed, don'cha think?” I stuttered. I was definitely feeling it now.

“Why, it is!” she said, eyes wide, feigning surprise before her voice turned sultry, “It actually seems big enough for two. Why don't we make use of it?”

“We can sit on it while we chat,” Her entire demeanor suddenly shifted from sensual, to just friendly in the blink of an eye as she hopped up on the bed and took a seat. I wasn't sure if she was just screwing with me, or getting ready to.

I joined her cautiously. It was weird dealing with her. I couldn't get an accurate read on her emotions, as if she had perfect control over them.

“So...” she began, “What does love taste like?”

I snorted in amusement at that one, “Tribals always ask that question first.”

“And what's with the 'tribals' thing?”

I gave her a measured look, trying to gauge her. “Tribals are what we call ponies from one of the three tribes. It's a generic term for unicorns, pegasi, and earth ponies, since you guys are always hanging out.”

“Oh... that makes sense. So back to my first question, what does love taste like?”

I chuckled, “It depends. Different kinds of love taste different. There's love between brothers, love between sisters, love between brothers and sisters, young love, puppy love, weathered love, friendship, love for a thing, love of-”

“Okay, okay I get it,” Cadence cut me off. “I didn't realize the tastes were as diverse as the types. Tell me about some of your favorite kinds.”

I thought for a moment about that. There are a lot of types of love that I liked more than others, but how to describe them.

“Well, there's young love,” I began, “the love shared between a filly and colt, still in middle school or high school. That's a very sweet kind of love, like a cake. Weathered love, like that between a couple that has been married for forty, fifty years just fills you with a warm contentment. It's like snuggling next to a warm fire with your favorite blanket.”

“Aww, that's what I want someday,” Cadence cooed, “So, what's your all-time favorite?”
I cleared my throat and shifted nervously. I contemplated lying, but decided not to and just tell her. I mean, she's the princess of love, right? “Passion. Especially... sexual passion. It's strong, and intoxicating, but my favorite thing about it is that it's spicy.”

“Spicy?”

“Yeah, like... a pepper. It's, but it doesn't burn.”

A sultry expression came over the princess' face, and the feeling of lust poured off of her, “Well... are you hungry?” Her horn flashing with a soundproofing spell solidified what she wanted in my mind.

“Uh-uh-uh, I don't... um... y-you know... Captain Armor... he might-”

She cut me off with a finger on my lips, “Shh, I already told him my intentions. That's why he gets a 'special request'. He'll probably just want a threesome or something I’ll enjoy anyway.”

“Oh... you have one of those marriages...” I replied, thinking it over.

My thought process was abruptly broken as a pink, alicorn lips pressed against my black, changeling ones, knocking me onto my back with her over me. A stream of love energy flowed into me, and I reveled in that invigorating, spicy flavor. My earlier trepidation forgotten, I wrapped my arms around her neck, returning the kiss. Our tongues mingled, twirling and twisting around the other.

My hand lowered, massaging the base of her wing. I figured alicorns shared the same erogenous zones as pegasi, and was proven right as Cadence moaned in pleasure. My other hand, spurred by its counterpart's success, slid down the silky cloth of her dress, finding her flank and squeezed the firm cheek.

Her own hand traced a line down my chest until it found zipper on my pants. She slowly, sensually, lowered the zipper and unfastened the button. I grunted as her perfectly manicured fingers slid into my pants and began slowly stroking me. In response, I lit my horn, my telekinesis finding its way under her dress to her marehood.

I barely started my magical stimulus when the princess finally pulled away with a lecherous smirk. She slid down my body, pulling my pants to my knees as she did.

She took a look at my rock hard cock and cooed, “My, aren't we eager.”

“Shut up and suck,” I said, giving a couple little thrusts for emphasis.

“Oh~ I like it when stallions tell me what to do,” she said as she turned back to my rod, stroking it.

She licked from the base of my rod to the tip. Cadence kissed the tip before parting her lips, taking it into her mouth. Her hot, moist lips around my meat was amazing. Now, I wasn't naturally huge, but few mares could take a stallion's full length in their mouth. That being said, I nearly lost it when her snout pressed against my waist. This mare had experience. The royal head began to bob up and down. It was so amazing, I almost lost it right then and there.

She pulled my dick out of her mouth with a popping sound and gave me a sly smile, “I don’t know about you, but I want this inside me right now.”

She stood over me, slid her panties off with a flash of her horn, and lowered herself onto me, her dress splayed out, hiding what was about to happen. Once again, her horn lit up, finding my member and guiding it to her awaiting pussy and lowered herself the rest of the way.

“Oh, goodness,” she moaned as I filled her love canal. She took a few seconds to adjust to my intrusion before rising up and dropping again. She did that a bit more, finding a rhythm, with me starting to lose myself in the powerful emotions she was feeding me.

I pulled the mare down into a powerful kiss with one hand and with the other, undid the laces on the back of her dress. When I was finished, she raised back up with a loud moan. I grabbed the dress on the shoulders and pulled it down, unveiling her perfect, pink breasts. I cupped one and brought her down into another kiss.

“I’m… I’m almost there,” she said.

“I’m ready when you are,” I replied.

Her pace picked up, rocking the entire bed. I quickly cast a contraceptive spell as I felt my end approach. Cadence arched her back and let out a loud moan as her juices flowed over me. Her cunt squeezing me sent me flying over the edge as I erupted inside of her.

Eventually, though, she came down from her orgasm and just laid on top of me. My rod softened and left the mare just before the door opened and Shining Armor walked in.

“You two done?” he asked, obviously knowing the answer.

“Oh, Shiny...” Cadence said dreamily, “He's almost as good as you.”

“Almost?” I said, indignantly.

Shining whistled, “I'm impressed. The only other male she ever said that about was a minotaur. Anyway,” he levitated a collar, “you'll be wearing this until I feel you can be trusted. Cadence says you saved her life, and I believe her. You say you saved Twilight, and, looking at the facts, I believe the queen really was trying to kill her. I'm giving you a chance, so don't mess it up, got it!”

“Yes sir,” I acknowledged.

“Good, you ready to go, Caddie?” Shining asked.

“Give me a moment. Nosh, help me, please.”

Cadence sat up, turning from me and moving her mane out of the way. Getting the hint (and copping one last feel) I readjusted her dress, hiding her pink orbs. Just as I finished tying Cadence’s dress, a commotion was heard outside. We turned as the door was thrown open, the guards cowering from the yellow pegasus mare standing in the doorway.

“Don't hurt him!” Fluttershy yelled, “He's not a bad pony. Please, he's been living here peacefully for five years, not hurting anypony.”

“Fluttershy,” I looked at the mare with wide eyes.

“Wait,” Shining looked at the shy mare in confusion, “Did you know about him?”

“Eep!” Shy's courage shattered and fell away and she hid behind her mane.

The guard captain looked back and forth between me and the pegasus, “I think you have some explaining to do.”

Crap.

Author's Note

So here it is, my first actual clop fic. Like and fav for me, please.

Chapter 2: Rainbow Roll

The guard captain looked between Fluttershy and myself in curiosity. I found it strange that he didn't seem mad or surprised at first before I remembered he knew the kind, yellow mare as well. He knew she was a kind soul.

"Well, you see-" I began, but Shining held up a hand, stopping me, as he looked at my only friend.

"Oh..." Fluttershy said, taking the hint, "Um... Well, after the wedding, when I returned home, I found him in my bathroom, where he landed after crashing through the roof. I was scared at first, but I just couldn't leave him there, so I decided to nurse him back to health. When he regained consciousness, we talked and I realized he wasn't a bad pony. I couldn't tell anypony then. He would have been arrested and thrown in the dungeon."

“At first I thought it was some kind of elaborate trick to gain my trust,” I added, “but the love I felt coming from her changed that real fast.”

“Love?” Shining asked with surprise in his voice. Fluttershy squeaked and turned away to hide her blush.

“The kind of love a doctor or nurse gives a patient; compassion,” I clarified. “Jeez, there's different kinds of love, alright! You would think a nation that was founded on the ideals of love would get that. Anyway, it was the only thing that kept me alive for months.”

Shining passed a hand through his mane, sighing. He looked between me and Fluttershy before saying, “I get you were scared for him, but you should have reported it, especially after you found out he saved Cadence and Twilight. This whole mess could have been avoided.”

“Well, not all of it,” I said with a lecherous grin.

Shining scoffed, “You have a dirty mind, changeling.”

“What are you talking about?” Fluttershy asked, tilting her head in confusion. Her cheeks suddenly flared when she noticed something. “Um... Nosh? Your fly's down?”

So it was decided that the best way to handle my integration into the town was to have a town meeting. Naturally, I was terrified, but Cadence vouched for me so most ponies at least decided to not murder me in my sleep. I still got more than enough dirty looks and mumbled comments about me being a 'freak' and how I 'must have put Cadence under a spell'.

To be honest, as much as I love ponies, they're some of the most racist beings you'll ever meet. If you aren't a pony, don't expect to get many pony friends. Sure there are some that don't care what you are, but they're the exception, not the rule. It's like they think changelings just appeared right before the invasion. Do they not realize we've been living beside them for millennia? How else could we have fed?

That being said, Ponyville is a little different. Ever since the Zebra in the forest, most of the citizens of Ponyville try to give others a chance. Sure, they didn't trust me one bit, but they were willing to let me prove myself. I was actually surprised by how well I was received, most of the treats beginning with 'if you try anything' or 'step one hoof out of line'.

To make things even weirder, though it shouldn't have surprised me, Pinkie Pie was actually happy I was a changeling. She said something about other nice changelings coming out if they see I'm being treated well enough. That and how she was making her place in the party history books by being the first pony to throw a known changeling a party. That was why we were all gathered in the barn at Sweet Apple Acres.

It's funny. I used to avoid the pink pony like horn-rot because I was afraid her freaky 'Pinkie Sense' would sniff me out, so I never got to know her. She... I swear she's part changeling. I swear she feeds off the friendship of the town. It's the only way I can think of to explain her freaky abilities. Although, she is a very sweet mare, and probably the only one that honestly doesn't care what I am.

Fluttershy properly introduced me to her other friends, too. Twilight had mixed feelings toward me. There was anger and skepticism there, but also gratitude, confusion, pity, curiosity, and sorrow. Stuffed away, deep down, was a hint of lust. I was pretty sure she had been thinking about what would have happened if she hadn't figured me out. Heh, she'd be a lot more relaxed, that was for sure.

Rainbow Dash, as expected, just had outright skepticism and hostility, but there was a bit of hopefulness buried in there. There was a little bit of betrayal toward Fluttershy, but it was held back by understanding. Just beneath the surface, though, was fear. She never showed it to anypony but those closest to her, and it's probably her greatest advantage. That bit of fear keeps her striving to be the best she can be.

Applejack, as expected, was the easiest to read. You don't need a changeling's senses to know how she felt about me. She didn't like me one bit. The scowl was enough to tell me that, but at least she was being civil.

Rarity... surprised me. Sure there was a touch of fear, anger, and mistrust, but it was overshadowed by a willingness to forgive. It wasn't the “I don't give an eighth of a fuck what you are” that Pinkie had, but it was the closest to it. Maybe it had something to do with her element, being generous with her forgiveness?

What really surprised me,though, was they let the Crusaders, formerly the Cutie Mark Crusaders, come to my party. The three thirteen year olds weren't as bad as they used to be, but they still managed to cause trouble every now and then. What did change was they were better at getting away with it. I guess their sisters let them come because they knew they'd try anyway and cause problems. Unfortunately, that meant being bombarded by half a million questions for the past half-hour.

“Were there changelings around before Equestria was made?” asked Applebloom.

“Yeah,” was my answer. “In fact, Commander Hurricane employed changeling spies.

“Really?” came the fourth member of this little interrogation, and by far the most eager. “If that's true, it would prove that open coexistence is indeed possible and has been maintained before. Though, it was in the form of mercenary spies, so one could argue that it only worked because of the hostile, deceptive work being offered.”

I gave her a deadpanned look to which she just smiled sheepishly and blushed, rubbing the back of her head. Oh yeah, that was why I tried getting with her. A mischievous grin crept up my face.

“You know, you're cute when you're embarrassed,” I said seductively. “You want to pick up where we left off before you figured me out?”

“Huh” She tilted her head in confusion for a second before her eyes shot open her blush intensified. “Oh my, I just remembered I need to talk to... Rarity! Yes, I need to talk to Rarity so... bye!”

I laughed a little at her expense as I watched her run off to her fashion savvy friend. It was kind of mean to tease her like that, but this Q&A time was for the kids. Unfortunately, when I turned back around, I came face to face with an upset cyan pegasus.

“What was that?” she demanded.

I rolled my eyes. “Relax, I was just teasing her a little. It's the Crusader's time to ask questions and she was interrupting. It was actually kind of rude.”

She glared at me for a second before accepting my answer and asking, “What did you say?”

I looked at the three younger ones and leaned in to Rainbow, whispering in her ear what I was teasing her about. Just as I expected, the multicolored mare snorted in amusement. She looked at me with an approving grin.

“Maybe you aren't so bad after all, Nosh.” She looked at my wings as they buzzed a little at the acceptance, her grin growing. “So... you know how to use those?”

My smile matched hers, I knew where she was going with this. “I'm not as fast as you... but you still couldn't catch me.”

She scoffed and said, “What? Did you hit your head somewhere?”

“Pfft, I know! She can catch anypony,” her little orange flunky chimed in.

“Okay... prove it,” I challenged.

“Outside, now.” Rainbow led the way, opening the door and holding it for me.

As I passed, I took in my opponent. She was built like one would expect a highly active pegasus. She was lean with barely an ounce of fat. Her bust was about average for pegasi, a small B cup held tight by a tight fitting black tanktop, making her aerodynamic. Her legs were powerful for quick takeoffs. This was going to take me actually trying. I glanced at her ass, held in a pair of track shorts that matched her top, not because it made her a more competent opponent, she was just hot.

“Like what you see?” she asked.

“I'm not impressed,” I lied.

She smirked. I figured she would have seen through my bluff, but she didn't call me on it. Instead, she just said, “Okay, I'm going to give you a three second head start. If I can put both my hands on you, I win. If you can avoid me for five minutes, you win.”

My grin widened. “What do I win?”

Rainbow cocked an eyebrow, “You get the rare honor of being able to say you actually beat Rainbow Dash at something. So far, only Applejack can say that.”

I rolled my eyes. This was going to be fun. I hopped up, my wings buzzing as they carried me gracefully into the air. I got about twenty feet away when I turned back, looking at the mare with a cocky grin. Just to rile her up, I counted for her, “One, two, three.”

Rainbow's grin matched my own as she took off like a crossbow bolt. I simply increased the power in my wings and shot up, bringing my legs up as she blew past me. She stopped, a look of confusion on her face as she looked around. She looked up to see me taking off higher and higher. I glanced down to see the audience we had gathered from the party. I laughed as Scootaloo struggled to fly toward us despite Applejack's firm grip on her tail.

I looked up just in time to shoot to the left, avoiding the speedy prismatic blur. I forgot how fast she is. My eyes now on my opponent, I lead her into the cloud cover. She glared at me as she came around for another attempt. This time, I stopped and dropped several feet in an instant. As she passed overhead, I reached out and tugged her tail, eliciting a yelp.

“Hey! Hands off, bub!” she shouted.

I just laughed and took off as fast as I could. While I’m a little faster that the average pegasus, I was nowhere near as fast as Rainbow, and I knew it. She took off after me, intent of payback.

“Hold still!” she shouted.

...So I did.

Not expecting my sudden stop, the blue pony overshot me by several feet.

“I thought you wanted me to stop?” I asked innocently.

Time and time again, Rainbow tried to catch me, but every time I moved out of the way. After more than Five minutes. We both hovered there, high over... somewhere. I had lost track of where we were some time ago, but I didn't care.

Eventually, she sighed and dropped onto a large cloud. “Alright, you win. How do you do that? Nopony can turn like that.”

I laughed as I landed beside her, “No pegasus can move like that. It's our wings. You ever see a dragonfly move? They aren't very fast, but they can fly circles around even the fastest predators.”

“So you sacrifice speed for agility?” the mare asked. “It works. I thought Fluttershy was graceful in the air, but even she can't do that! You're good.”

“Heh, thanks,” I replied. “You're pretty good yourself. You almost caught me a couple times. You could have once if you hadn't had to avoid a thermal. Hey, you know where we are?”

Rainbow smirked. “Yeah, about three miles west of town.”

I looked at her with a raised eyebrow, “You must know this place pretty well if you don't even need to look around.”

“No, I was just wanting to talk to you alone.”

My jaw dropped. The sneaky mare lead me here. Does that mean...

“I wanted to see if I can trust you. I knew I probably couldn't catch you, but I wanted to see what you would do when I was vulnerable. Speaking of which,” She punched me in the shoulder, “That's for grabbing my tail.”

“Oww,” I said, rubbing my arm.

Rainbow giggled. “Don't be a baby.”

I scoffed at her. “So that explains why you challenged me, but why are we way out here?”

“Well,” She began, “I was wondering. Can you turn into anypony?”

I smirked and a shimmering ripple rose from my hooves to my head as I took my opponent's form. “I'm am that awesome.”

“Perfect,” Rainbow said deviously. “Who else?”

I changed again, this time into Spitfire. “You got a problem, maggot?”

Another shift and Celestia was before her, “My little ponies, I declare that you shall tribute me with cake.”

That one got a laugh from Rainbow. My form shifted to Soarin.

“Or even better, let's make it pie!”

Rainbow's laughter stopped as her face shifted to red and her wings sprang up.

“Oh, You have a crush on Soarin, do you?” I teased.

“What!? N-no... well, yeah,” she admitted, “I mean, he's hot! How can I not?”

“Don't you work with him?” I asked.

“Yeah, but he's married,” she said, her voice sounding dejected. “I would never break up his marriage, but by Celestia, what I would give for one night with...”

She trailed off as her eyes slowly grew, as if a realization hit her. She looked over at me, examining me.

“Oh... My... Goddess...” Rainbow breathed. “I can.”

I raised an eyebrow at her, confused. “Can what?”

“I can have a night with Soarin, and not ruin his marriage.”

“How?”

Rainbow bit her lip as she looked at me more intently, “'Cause he's right here.”

“What?!” My eyes shot open, looking around for the Wonderbolt. I turned back to the fast mare, “Where-” only to be met by her lips against mine.

She broke the kiss and gave me bedroom eyes. “Right here.”

“Oh... OH!” I gave light chuckle, “Really? I mean, I'm not complaining, but... You want to do it with a changeling?”

“Hay, yeah!” She exclaimed. “I mean, come on. I can live out my fantasy without consequence! So, 'Soarin', come here and rut me.”

“Yes, ma'am,” I said, not needing any further reason.

I attacked her mouth with my own, my left hand trailing down her back and my right cupping a breast. She wrapped her arms around my back and fell backwards, pulling me with her and breaking the kiss. Without missing a beat, I grabbed her top and pulled it up over her breasts and took her pert nipple in my mouth.

She moaned as I suckled at her tit. I twirled my tongue around the areola and flicked the nipple. My right hand snaked its way down into her shorts. She gasped as I brushed a finger along her wet marehood.

“Fuck foreplay!” She growled. “Rut me.”

I smirked at that, and grabbed the elastic on her shorts and pulled them down just over her knees. “No, I don't think so.”

“What?”

Any protest was stopped when I pushed her legs up, nearly folding her in half, and dove face first at her winking slit. She let out a loud moan when I dragged my tongue across her pussy. She tried to spread her legs more, but her shorts kept them together. She tried taking them off, but I stopped her. “You want to have to go down to the ground to get them?”

“Just fuck me already!”

Deciding I should just give in, I pushed both her legs to the left and peppered kisses up her body and unzipped my pants, pulling out and aligning my shaft. With one smooth thrust, I buried myself inside her. She gasped and looked up at me, gazing into my eyes with her deep magenta ones. The pure pleasure in her eyes as I pulled back and sank back in paled in comparison to the passion I felt cascading off her.

I broke into a steady rhythm making her noises increase in volume and frequency. My hand once again found one of her tits as I brought her into another kiss. Our tongues battled for dominance as my cock pounded her love into submission.

“I-I'm, I'm, I'm gonna... Oh shit!” Rainbow suddenly let out a loud moan as her cunt squeezed me. Her sticky-slick girl cum drenched my balls, but left me a little disappointed.

Eventually, when she came down, I asked, “You ready to head back, now?”

She looked up to me in concern, “But you haven't cum yet.”

“Well, if we keep going, I doubt you'll be able to fly straight. I'll take care of myself later.”

“Oh no!” She pushed me onto my back and climbed over me. “I never leave friends hangin'.”

She dragged her tongue up my rod, tasting herself. When she reached the tip, she parted her lips and swallowed my member, taking the entire thing until her snout bumped my hips. She barely gagged as she started bobbing her head. The feeling of her tongue twisting around me and her teeth just brushing my length quickly brought me to the edge.

“Rainbow, I'm about to cum,” I warned, but that only seemed to spur her on as she picked up speed. Instinctively, I grasped the back of her head and thrust my hips forward as I shot spurt after spurt of hot, sticky spunk into her throat. The contractions of her swallowing only further encouraging my ejaculation.

When I was empties of baby batter and the mare had her little meal, she pulled back, releasing me with a with a pop. She wiped her mouth with the back of her hand, using the other to give my softening cock a few more strokes.

“That was awesome,” she finally said.

“Next time, though, I get to finish in your pussy,” I replied as I dropped the disguise.

She narrowed her eyes at me. “Who says there's going to be a next time?”

I gave her an amused look.

“How's tomorrow night, my place?” She caved.

“Sounds good.”

“You know, I know some ponies that would love this. You mind if I tell them?”

I looked at the prismatic mare in shock for a second before grinning widely.

“I think we can work something out.”

Author's Note

So FYI, this is a side project, so I won't be writing on this very much. That being said, who do you want to see next. This is NOT a vote, but I will take your feedback into consideration when deciding.

And this was the original pony version
https://docs.google.com/document/d/1H8ZG2sZ1q3oUXFCGRmVupInJdMpyxdfCcopaXHBMpHE/edit?usp=sharing

Chapter 3: Panna Cotta

Chapter 3: Panna Cotta
(minor bondage)

“Oh-oh-oh yes!”

The past two weeks have been two of the best in my life. Not only have I been more and more accepted by the townsponies by the day, but I have the best job anypony could ask for.

“Harder!”

I get paid to make mare's fantasies come true. Sometimes that fantasy involves a pony that's married, like Soarin with Dash. Others want a guy that doesn't exist, like Captain Equestria with Roseluck. Maybe the guy they want is gay, like Caramel with Carrot Top.

“Fuck your naughty teacher, Rumble!”

Or it was just illegal, as was the case here.

Cheerilee hates the fact that she finds herself drawn towards the children she teaches. She never does anything to any of them, but when she approached me, she said it was getting harder to resist. With me, she can live out her fantasy without going to prison for a long time.

I gave one last thrust, pushing as deep as I could, emptying my testes into the mulberry mare bent over the desk. Her snatch squeezed me, milking me dry, as she screamed 'my' name. After a few moments, I pulled out and transformed back into my natural form, pulling up my pants. Cheerilee got dressed, paid me and gave me one last kiss.

“Thank you,” she said. “I don't know if I could have kept myself in control for very much longer. Especially with my estrus cycle in full swing. Could we set up another time?”

“I'll have to check my schedule,” I replied. “I'll let you know.”

“Oh, wait,” she said. “You never cast a contraception spell.”

I smiled, “I cast an anti-fertility spell on myself every week. You couldn't get pregnant if I injected a gallon of my sperm right on your egg at the peak of fertility.”

“Oh, good,” she sighed as she handed me a bag. “I don't think I could deal with a child all day, every day.”

“Neither can I.” I counted the bits and tied it to my belt. “See you later.”

I stepped out of the school house and into the sun. I always found it funny that ponies aren't allowed to have sex until they were sixteen. In changeling culture, sex was something any who were capable of producing offspring did. Hell, my first time was at twelve with my teacher. Oh well, ponies were weird anyway. I turned toward town and made for the market district intent on spending my hard earned cash.

Being a Friday, the market was bustling with activity. The Flower sisters shop filled the air with the floral fragrance. Applejack gave me her daily untrusting glare as she called out her wares. Fluttershy was browsing Carrot Top's stand, likely searching for a treat for her animals.

I approached my oldest pony friend. “Yo, Fluttershy! What's up?”

She yelped at my sudden greeting and spun around, her shocked look turning into a warm smile as she recognized me. “Oh, Nosh. You startled me.”

I smile as I feel what I figure is the taste of 'close friendship'. It's hard to tell sometimes what a type of love is when it's meant for you. Freely given love almost never tastes the same as it's stolen counterpart. Whenever I took the identity of ponies in the past, close friendship tasted like fresh lemon poppy seed muffins, but Fluttershy's friendship is meant for me so it tastes more like strawberries with cream. I never had a close pony friend, though, so I'm just guessing that's what it was.

“Sorry about that, Flutters,” I apologized. “I was just about to get a couple things and was wondering if you would like to join me?”

She blushed lightly and looked back at the vegetables she had just purchased. “Oh, um, I'm sorry, but I have to get home. You know how Angelica can get when she gets hungry.” I chuckle. That bunny was every inch the little devil her father was. “But... maybe you could come over for diner? I wouldn't mind company.”

I smile and reply, “Sounds fun. I'll be there. Six, right?”

She giggled, “You know me too well, Nosh.” Her eyes landed on my wallet tied to my belt and frowned. “I see you... um... worked again.” I knew she didn't like my new job. She thought I was better than a common comfort horse, but she was a good friend and supported me. “Do you mind if I ask who?”

“Oh, come on, Fluttershy,” I give her a disapproving look, “You know I take client confidentiality seriously. Why do you insist on asking, anyway?”

“I... I guess...” the yellow mare hesitated. “I really should get back. Angelica is probably getting cranky. I'll see you this evening, Nosh.”

“Alright, see ya.” I watched as the mare walked towards her cottage at a hurried pace. I shook my head. That mare has been acting weird ever since I was revealed to the public, almost over protective. I guess she's just worried that, now that everypony knows I’m a changeling, somepony is going to try to hurt me. That was just like her, to worry about others.

I turn away from the retreating form of my friend to see a pair of wandering, golden eyes. The pony they belonged to reached out, handing me a letter. “Mail from the office of Princess Celestia,” the mare said.

“The princess?” I took the letter from the mare and looked in curiosity at the royal seal. “I wonder what it's about?” She's not reconsidering my citizenship, is she? The thought scared me a bit. If she decided I was a threat, I’d have to run. All the friends I made in Ponyville, gone in a heartbeat.

“Hey, don't worry,” the mailmare said. “If it was bad, she would have sent guards.”

I blink dumbly at the idea. Why the hell didn't I think about that? I laugh a bit. “I guess that's true, huh. Derpy, right?” she nodded her confirmation. “You're pretty perceptive, you know.”

A blush spread across her cheeks as she rubbed the back of her head. “Not really. I just do a lot of work with the government. Though, I'll admit, I don't deliver many letters from the princess.”

“Well, thank you, Miss Hooves,” I said as I began opening the letter.

“Take care, Mister Vosal,” she said with a wave before flying off.

I chuckle and shake my head. She was nice. I pull out the letter and a golden ticket. I grab the gold ticket in my magic as I begin reading the letter.

Dear Nosh Vosal,

You are cordially invited to the first annual Canterlot Palace Bash, a social event inspired by the Grand Galloping Gala but with the common pony in mind. Music, dancing, food, and games will be in constant supply, as well as an open bar.

Your presence especially, Mister Vosal, is greatly anticipated. It is the hope of the princesses that your interaction with ponies at this event will show both ponies and changelings that peace is a real possibility between our two races.

Your ticket has instructions as well as the date and time of the event. Transportation will be provided. Please dress formally.

We look forward to seeing you,
Time Piece, personal secretary to Princess Celestia.

I look over it again. Celestia is inviting me to a party?

I scanned the invitation again. The part about dressing formally was going to be a bit of an issue, not having anything clothing that and all. Well, I did just get paid, so I figured I would see Fluttershy's seamstress friend. She seemed like she was fine with me, if still a bit cold.

A destination in mind, I turned toward Carousel Boutique and started walking, whistling a happy tune.

The bell over the door rang as I walked in. From the back, a sing-song voice called out, “Just a min~ute,” so I waited. The place was just like last time I was in here. Of course, that was before I was found out, and Rarity might not like seeing me here right now.

“Oh... it's you,” Rarity said, sizing me up as she walked into the front.

She was radiant as ever. Her perfectly curled mane and tail, her pristine white coat, the long, elegant black dress that showed off her luscious curves and her large breasts that one would usually only find on earth ponies.

“Miss Rarity,” I greeted as polite as I could, tearing my gaze from her body to meet her eyes. “I received a letter today from Princess Celestia informing me of a party she wishes me to attend.”

“The Canterlot Palace Bash, I assume,” she stated. “Twilight mentioned the event.”

“That's correct, ma'am,” I replied. “I was hoping you would be willing to make a suit for me to wear to the party. I'll understand if you don't want to, as it could hurt your business to deal with changelings.”

Rarity nodded and said, “It could... but you have been a good friend to Fluttershy. I will make your suit, but... and I hate to ask this, but I must think of my future... I ask you not tell ponies where you acquired it.”

I smiled at her, trying to reassure her that I wasn't bothered by it. “I understand, Miss Rarity.”

“Oh, I feel like such a barbarian for even requesting such a thing.” Rarity gave an adorable pout. “I do apologize. I think you are quite the fine stallion, and am grateful for the service you provide the town. There are already not enough stallions to go around in Equestria, and Ponyville is worse off than most. We've been in need of a companion stallion,” Rarity's smile turned into a sly grin, “and from what I've heard around town, you're quite the talent.”

I blushed slightly. “Well, I have a bit of an advantage over tribals.”

“Yes, you can make a mare's dreams come true.” Rarity folded her arms and approached me, eying me with a calculating gaze. “Perhaps we can come to some kind of agreement. My work is quite exquisite and costly... as is yours.”

I saw where this was going. “A trade then?”

The seamstress sat in a chair so I took the one nearby. Her horn flashed and a tea set was summoned to the table between. She poured two cups before continuing. “Indeed. It has been some time since I’ve shared my bed with a stallion.”

I grinned at that, taking a sip. “Any stallion you had in mind?”

Rarity thought for a moment before answering, “Yes, actually. A fine stallion who is, unfortunately, already married.”

“Fancy Pants?” I inquired.

Rarity giggled. “Fluttershy did say you were a collector for your people. I suppose you learn to read ponies quite well in that line of work.”

“I was one of the best,” I bragged a bit.

“So,” Rarity got back to business, “Are you available?”

“Well, I'm going to Fluttershy's for dinner, but I’m free until then.”

Rarity gave me a seductive gaze as she pushed herself from her chair and leaned over me, “Not anymore, you aren't.”

Her lips made contact right after the words left her mouth. My right hand rose, grabbing the back of her head, pulling her in as my left brushed along the small of her back. She broke away before we could get too passionate and went to the door to lock it and flip the sign to closed.

She turned back to me with a seductive smile. “Shall we, Mr. Vosal?”

As I stood, my form rippled as I transformed into the famed entrepreneur. “I do say, Miss Rarity, have you already forgotten my name?”

Rarity stood there for a few seconds, eyes wide in surprise before her mind caught up. Her smile grew slightly. “My apologies. Shall we, Fancy?”

“Let's.”

Rarity took walked ahead of me as she led me upstairs. Her hips were swaying in an obvious manner, but I wasn't complaining. She opened her bedroom door and invited me inside. The room was not quite as extravagant as I expected. Sure it was nice, with a large four-post bed, mahogany writing table, and a few pictures of family adorning the wall, but that was about it.

“Please, make yourself comfortable while I freshen up.” Rarity gave a seductive wink as she went into her bathroom.

I heard the shower turn on and looked towards the sound. Apparently, Rarity “forgot” to shut the door all the way, giving me a nice show. Her hand reached behind her and slowly started dragging the zipper down. With that done, she slid the dress down, wiggling far more than necessary. Yeah, she was definitely giving me a show. She then slid off her bra and panties in a way that left her bits hidden from my sight. Oh, the tease.

As she left my sight, I practically tore my clothes off. I took her 'subtle' invitation and crept into the bathroom. Her form was just visible through the cloudy shower door, facing away from me at the moment. With a grin, I strode over and quietly slid it open and stepped inside the roomy shower.

“Oh, lady Rarity,” I said as I wrapped my arms around her waist, causing her to jump slightly. The warm water washed over us, wetting our manes, tails, and coats. “I simply could not stay away.”

A smile grew on the mare's face when she realized what I was doing and played along. “But Fancy, what of Fleur? You're a married stallion.”

“I have no love for her,” I said, continuing our little role-play as I kissed her neck. “Our marriage is nothing but a business arrangement. My heart belongs to you.”

Rarity turned around, facing me. “Oh, Fancy, you've made me so happy.” She pulled me in for a deep passionate kiss. Our tongues danced around, exploring each other, as my hand cupped her ample breast. The beautiful mare pulled away with a seductive smile on her face. “I see I’m not the only one.”

I suppressed a moan when I felt her hand gently wrap around my shaft, stroking softly. She gave me another quick kiss on the lips before trailing more down my chest and stomach. Her kisses slowed when she got to my waist. She looked up at me with one of the sexiest looks I’ve ever seen as she kissed my base... then a little higher... and higher... and higher... until one last kiss was placed on the flat tip. It took all my willpower not to blow my load right there, it was that sexy a sight.

“Having trouble, are we?” she teased, as she began fondling my balls.

She gave no quarter, licking up my length before taking me into her mouth. My eyes rolled back into my head at the sensation of her teeth just barely brushing me, adding to the pleasure. As her head began bobbing up and down, I ran my fingers through her wet mane. I had been with a lot of mares but few could combine the shear sexyness and talent of this mare right here. It was obvious she was the type to enjoy a little bedroom fun-time every now and then.

Always the gentlecolt, my left hand began stroking her mane while my right found the spot behind the ear that served as an erogenous zone, lightly scratching it. The combination of the scrotum massage, gentle sucking, swirling tongue, and the her moaning from the ear scratching proved to be too much for me.

“Rarity, I'm about to cum,” I warned.

Quick as a shot, the seamstress released me and shifted to the side, letting my spunk fly past her.

“Sorry. Darling,” she cooed. “I know stallions like it when a mare swallows, but I abhor the taste and I refuse to get it in my mane.”

“Oh, I'm not complaining,” I assured her. “That was the best BJ I've ever had.”

She giggled at that. “Yes, though it shames me to admit, I went through a phase where I was quite... active.”

“It served you well, honestly,” I said truthfully. “You'll make some lucky stallion very happy some day.”

“Yes, well, we aren't finished yet.” The horned beauty gave me a lustful smile as she turned around, the water cascading down her shoulders and back. “Now, Fancy, make love to me.”

“As my lady wishes,” I replied, falling back into character.

I approached her slowly, admiring her luscious curves. As I came behind her, I gently brushed my fingers up her spine to her shoulders, sending shivers in their wake. At the top, I traced around her shoulder blades to her sides and then gently down the sided, eliciting a moan from the mare. Being a sex addict will teach you things like that about the female body.

“Oh, Fancy, stop teasing me,” she pleaded.

Her tail, being wet and heavy, hung limply over her marehood, blocking it from my invasion, so I wrapped it around my left hand and moved it to the side. With that taken care of, I aligned myself with her love cave and grinned wickedly as an idea came to mind.

“Darling, why are yoOOOOUUUUU!”

Her Question was interrupted as I, instead of simply trusting into her, yanked on her tail, pulling her onto me. I tasted the acidic taste of pain, but it was overshadowed by the sweetness of pleasure. It was handy being an empath at times like this.

“Oh, F-Fancy,” Rarity moaned. “Wh-why are you being so rough?”

“Whatever is the matter, my dear,” I said, yanking her back again. “Do you not enjoy it?”

“Oh!” Another yank. “I-I don't... Oh...” Another. “Yes! Oh, yes I do! Ravage me!”

With that confirmation, I grabbed a fist full of mane in my right hand and pulled back, yanking on her tail again as I slammed into her. The scream she let out was a mix of pleasure and pain that drove me wild as I slammed into her again. Unfortunately, just as I started getting into it, the hot water decided it had enough.

I groaned in frustration, and turned the water off with my magic and flung open the shower door. Grabbing Rarity around the waist, she yelped, and I carried her out of the bathroom, soaking wet, and forced her face down on the bed with her legs hanging off the edge.

“Nosh, you're getting everythiNNNGGG!”

Once again, I cut her off, this time with a towel in her mouth as I tied it behind her head followed by a second around her eyes. Her lust tripled as I used a belt to bind her hands behind her back. When she was properly bound, I trust back into her forcefully, my empathy once again assuring my she did, in fact, enjoy it.

“Do you like this?” I hissed, my hips colliding with hers eliciting a muffled yelp. “Do you like being treated like a slut?”

She replied with a “Mmhm.” followed by some more muffled words he couldn't make out. I grabbed her tail and began yanking her back in time with my thrusts. I let my disguise drop, seeing no reason to waste energy with it seeing as the nature of Rarity's fantasy had changed. I'm sure she still found Fancy Pants attractive, but what she really wanted was to drop the prim and proper for a moment and just be used. Sure, she loved her lifestyle, but even she was stifled by the ruled of high society. She just didn't realize it before now.

She needed to shed her shell and be what we were all meant to be; an animal.

I grabbed her mane, pulling her off the bed as I continued to abuse her pussy and grabbed one of her supple breasts with my free hand. As her moans began to intensify, I hissed in her ear, “I want to hear your moans,” and released the gag.

The high-class mare nearly screamed in orgasm as her cunt tried to strangle my cock. Her climax reached, I buried myself into her and let it go, pumping my essence deep into her.

I hadn't even finished filling the gorgeous unicorn when her bedroom door flew open. I looked over to see an orange earth pony mare in jeans, a flannel shirt and a stetson charging at me. Too late, my sex-addled mind registered me, balls deep in a tied up mare, and what it might be misconstrued as a criminal act.

“You some'bitch!,” the apple farmer yelled as she threw her fist at my face, sending me into darkness.

Author's Note

Panna Cotta, in case you're wondering is a very fancy dessert.

I know everyone wants the spa twins, and I'm working on a way to do them (hehe, do. Get it?). Sadly, the next chapter won't be them either, but maybe the one after. I might try putting more into this, but no promises. I'll at least try to get one out quicker than this one... again, no promises.

Chapter 4: Chicken Nugget (!)

Chapter 4: Chicken Nugget (!)

(Underage)

You know, earth ponies are naturally strong. I've seen non-physically active earth ponies lift wagons with ease. That being said, when one spends their whole lives doing farm work... Well, let's just say you do not want to be hit by one.

The first thing I became aware of, after the pounding headache that is, was Rarity and my attacker talking nearby. The second thing was the cold pack on my head. Finally, there was the fact that I was in a hospital bed bed. I idly wondered how long I had been here. It couldn't have been long if those two were still arguing.

“I do not care!” Rarity said, trying to keep her voice down. “He has given no reason for you to distrust him. In fact, he's done plenty to earn your admiration. He saved the lives of both Princess Cadence and Twilight.”

“Psh,” Applejack scoffed. “He says. How do we know he didn't just brainwash the two of them?”

“Why would you say that? He's been a fine, upstanding citizen since he was revealed, providing a service this town has been sorely needing,” the fashionista countered.

“Yeah, and all ya gotta do is let'em suck your love out.”

“That is not-”

“Rarity,” I cut her off, bringing their attention to me. “Don't bother. If she want's to be a tribalist hick, let her.”

Applejack fumed at that. “Now see here, ya damn parasite!”

“Applejack!” Enter a pissed off Redheart. “I've had enough. Leave the hospital, now!” Her whisper somehow managed to be more effective than any shout.

The farmer glowered at me for a second longer. “Fine. But when y'all are stuck in cocoons, just remember Ah warned ya.”

Everyone watched the enraged mare stomp off, grumbling to herself. Redheart followed after to ensure her orders were followed.

“You know,” I said after the silence started getting uncomfortable. “I can get the whole, 'protecting friends' thing, but that mare is a bitch.”

“Now, Nosh,” Rarity said in an admonishing tone. “She may be acting foolish and stubborn, and she does have a tendency to be overprotective, but she really is a wonderful pony once you get to know her. She simply has her shortcomings, like any other.”

“Yeah, I always liked her before I was outed, but now...” I let out a sigh.

“I can't say I understand your position exactly, but I do know what it is like to be hated for reasons you cannot control.” Rarity sat on the edge of the bed, her hand brushing my mane.

“Well, I'm just glad you enjoyed yourself,” I said.

“Oh, quite. I may have to-” Rarity was interrupted by a familiar voice from the doorway.

“What happened?” Rainbow Dash asked, followed by Applebloom and Sweetie Belle. “I saw Applejack storm by and... oh.” She understood quickly when her eyes landed on my, my head in bandages.

Rarity cleared her throat, “It was a... misunderstanding. Nosh and I were,” Her eyes shifted to the teens, “enjoying each others company.” A round of giggles from the girls showed Rarity's attempt at subtlety failed. “Applejack heard and mistook the situation.”

“She thought I was raping Rarity,” I stated, bluntly.

Rarity blushed fiercely. “Nosh, please. Not with young ears in the room.”

I rolled my eyes and replied, “Bloom and Sweets aren't dumb. They already know what we were doing.”

“Yeah,” Sweetie confirmed. “We learned all about sex last year, and everypony knows Nosh is a companion stallion.”

“That doesn't make it appropriate to speak of it in front of two young fillies,” the fancy pony insisted.

I chuckled. “I never understood the way tribals are ashamed of sex.”

“Hey, we're not ashamed of it!” Rainbow exclaimed.

I chuckled again. “Okay, maybe 'ashamed' is the wrong word. You just think about it differently from how changelings think about it.”

“What d'ya mean?” Applebloom asked.

“Well,” I began, thinking about how to proceed in a tribal appropriate way “for one, sex is an important social activity. It wasn't just something you did with your lover, but your friends as well. There's also no age limit on sex. If you’re old enough to want it, you’re old enough to have it. For instance, my first time was with my teacher when I was twelve.”

Rarity gasped. “What happened? Did she get arrested?”

I laughed. “That's the point I'm trying to make. That's normal in changeling culture. Hell, I banged my best friend's mom while his dad was in the same room. She was horny and he was busy, so he asked me if I wanted to take care of her.”

“That's... that's...” Rarity looked disgusted at first, but then her face turned contemplative. “You know... It's not really as horrible as it first seems.”

Rainbow looked surprised. “Really? I mean, I think it's kinda cool how they take casual sex to the next level and all, but you?”

“Well, I wouldn't just bend over for a stallion with company in the room, but I can understand a culture believing that sex should be embraced like that.” Rarity thought for another second before she looked at the two teens, a blush spreading on her face. She must have forgot they were there. “Well! I suppose I should get these two home. Why don't you stay here and chat for a bit, Rainbow Dash? Come along girls!”

Rainbow and I watch her leave until she turned down the hall. We glanced at each other and burst out in laughter.

As the mirth died down, I looked over at my colorful friend. My mood dropped a little as I realized why she was here with Bloom and Sweets. I didn't want to kill the mood, but I had to ask.

“How is she?”

Just as expected, her smile fell, replaced by an expression that was a mix of sadness and anger. “She's healed up. Her body has, anyway. They're releasing her tomorrow.”

I nodded. “That's good. You taking her in?”

Rainbow nodded at that and an awkward silence fell over us.

“I... I gotta go,” Rainbow said eventually. “I still got a few things to do before tomorrow.”

“Yeah. I'll see you then.”

I laid on my side, trying to sleep. The bandages came off, the magic in them spent. The doctor wanted to make sure there was no lasting damage, so they decided to keep me overnight. The hospital was quiet, most of the staff gone for the night. Nurse Tender Heart was the only nurse on duty, but Doctor Scalpel was in the 'call room' behind the nurses' station, asleep but ready for an emergency.

My attempt at sleep was interrupted by a voice from the door.

“Um, Nosh? Are you awake?”

I turned around to see the silhouette of a pegasus filly.

“Scootaloo? What are you doing here? You should be in bed,” I told her.

“I couldn't sleep,” she replied. “Can I... I mean, do you think, maybe, I can sit in here with you?”

That timidness in her voice was heart wrenching. It was so unnatural coming from her.

“Yeah, kid, come on in,” I answered, sitting up.

She came in and jumped up on the foot of my bed, sitting on my legs, playing with the hem of her hospital gown. I had hung out with the little daredevil a few times with Rainbow, and she had quickly started looking up to me as well. Sure, Rainbow was still her hero, but that was only right.

“The Trial's next week,” the filly suddenly said. It took me a few seconds to realize what she was talking about. “I'm scared.”

“Don't worry about it, Scoots,” I assured her. “He's going to be put away for a long time.”

“That's what I'm afraid of,” Scootaloo replied quietly.

I couldn't believe my ears. “Scoots, why would be afraid he'd be put away? Everything he did... he almost killed you!”

“I deserve it,” The filly said, her voice cracking as she held back her sobs. “I-I killed mom. It's my fault daddy's alone, my fault he drinks.”

That's when I realized it. My mind shot back to the filly before me, lying unconscious, bruises on her face and a breathing tube down her throat... all because that monster blamed his daughter for the loss of his wife.

“No, Scootaloo,” I said, sternly. “That wasn't your fault. Childbirth is a dangerous time for a mare. Things like that happen, but it's not the child's fault. A child never asks to be born. That... filth blamed you because he was too much of a coward to face the truth. Instead of acknowledging it wasn't anyone's fault, he pushed the blame to you. He's scum! He's the one that decided to make whiskey his best friend instead of seeking real help.”

“But... he's the only family I have,” Scootaloo sobbed openly.

I sat up, pulling her into a hug. “You know that's not true. You have three sisters that love you very much. Just because they aren’t related by blood doesn’t mean anything. Rainbow tried to attack him for what he did. She probably would have killed him. Hell, they were so afraid to put her in the cell beside him that they had to put her in the mental health ward just to keep her from that monster. That's how much she cares about you.”

“But... But... Why?,” She asked. “I'm nopony special.”

“You are to us.”

I just held her as she cried. All the pent up pain of the past thirteen years of abuse were let out. Minutes... Hours... It didn't matter how long she cried, as long as she wasn't holding it in anymore, but eventually her tears slowed.

“Nosh,” she asked, timidly. “C-can I ask a really big favor?”

“Sure.”

She bit her lip before finally continuing. “Um... Well, I heard Rainbow Dash talking to Rarity a couple days before... I came here. She said that... that you can make a mare's worries disappear.”

A lump formed in my throat. Was she going to ask what I thought she was?

“Do you think... we can, um...”

She was. If ponies were like changelings, there would be no problem; She's a friend, she's in need and she's attractive. But ponies aren't changelings. This is illegal in their culture. It kinda makes sense, seeing as they tend to mature slower than changelings, mentally.

“I know I'm not that pretty...”

At the same time, I thought it would make her feel better about herself.

“And... I know I'm just a dumb kid, but-”

I made up my mind, pulling her into a kiss. It wasn't long, but it got my point across.

I looked into her stunned violate eyes and smiled. “You're beautiful. You're talented. And I'd be honored.”

Her smile was all I needed to tell me I made the right choice. She leaned into me again, plunging her tongue into my mouth. It was, to be honest, one of the worst kisses I’ve ever experienced. That didn't matter, though. The only important thing was making Scootaloo smile again.

Was it illegal? Very much so, yes. Was it wrong? Hell if I know. Was I going to treat this filly like I would any other beautiful, amazing mare that needed to be reminded just how special she was? You bet your ass I was. I could burn in Tartarus for all I cared, so long as she was happy again.

I wrapped my arms around the filly, pulling her even closer as her tongue flopped around in my mouth like a dying fish. Leaving my left arm around her, my right hand made its way down her back, causing her to pull away and gasp as I brushed the base of her wing. I took the opportunity to lean down and start nibbling her neck. Admittedly, I only did that to keep her from kissing me again.

As my hand descended, I cast a quick privacy spell. That would keep our sounds in, and other ponies out. I caressed her small butt for a bit, massaging and kneading the firm muscle. Soon, my other hand was making its way down, mirroring the path of the first. When it reached her butt, though, both slid down further to the hem of her gown. I pulled back, looking her in the eyes as I pulled up slightly on the cloth. Scootaloo swallowed nervously, but lifted her arms and wings to allow me to purge her of her only covering. Scoots brought an arm to her chest and her other in her lap, covering herself. The way she looked away, blushing, was absolutely adorable.

“You're beautiful,” I said, reasserting what I already told her in an attempt to ease her embarrassment.

“R-really? 'Cause I always thought my boobs are too small.”

I chuckled at that and gently moved her arm away, revealing her still budding chest. Taking one in my hand, I said, “They're fine. You're a pegasus, so they won't get as big as earth ponies or even unicorns.” I leaned in, taking one of her small, pert nipples between my lips, suckling lightly as her breathing became heavy. With a popping sound, I released it. “It makes you more aerodynamic.”

“Yeah, but don't stallions like big boobs?” she asked as she fumbled with my gown. I helped her pull it off and her eyes locked onto my stallionhood. She bit her lip, a little intimidated by it. Her eyes went down to her slit. “Um... is that even gonna fit?”

That was a good question. My natural size was on the larger side average, and she was rather small for her age. I hadn't really noticed, but she's dwarfed by me.

I just smiled. “One of the perks of being a changeling.” A shimmer surrounded me and my body shrunk to about what I was at thirteen. “How's this?”

“Oh...” She didn't exactly sound happy. “Well, your thingy isn't as scary, but I liked it better when you were bigger. It made me feel... I don't know... safe.”

Another shimmer and my body returned to its natural size, though my little buddy remained, well, little; about an inch below average.

“Better?” I asked.

“Yeah. So... can I touch it?”

I chuckled. “Of course. You're going to have to if you want to keep going.”

She blush, from what I was implying or because that was obvious, maybe both. “Oh, right.”

She was very gentle as she wrapped the base of my shaft, and slowly slid up and down. Her hand didn't feel so small against my shrunken member. I let out a content sigh, causing her to pump a little more vigorously. I brought her in for another kiss, this one much more tolerable, as my own hand found its way between her thighs to her moist slit. I slid my middle finger along the crevice, her juices coating my finger.

“How about we get things started?” I said as I moved my hands to her shoulder and back. I twisted around gently, guiding her as I laid her down. A combination of nerves and anticipation had her heart thumping hard enough I could feel it as I kissed her neck. Next, I took her nipple in my mouth, kissing and suckling as I made my way down. I stopped briefly at the fresh scar under her right breast where that monster stabbed her with a kitchen knife. I fought down the anger that threatened to return and continued on.

As I passed her belly, she asked, “Wh-what are you doing? Are you gonna-”

Her question was both interrupted and answered by my tongue swirling around her young marehood. Her hands instantly latched to my mane, grabbing it tightly enough to be a little painful. I just ignored it as I licked up and down, flicking her clit with each stroke. Very soon, her breathing and moaning reached a fever pitch. She was close. I wrapped my arms around her thighs, locking her in place as I picked up the pace. Her back arched as she squirted her filly cum into my mouth, the cry of ecstasy echoing off the soundproofing. I continued lapping at her until she eventually calmed.

I crawled up her body, peppering her with kisses as I went, and laid down beside her. I placed a hand on her breast, feeling it rise and fall as she caught her breath.

“That... was amazing,” she said quietly, turning to look me in the eye. “And I though touching myself was good.”

I smirked at her and said, “We're not done yet. Catch your breath and start the main event.”

“Oh... but, um, shouldn't I... you know... suck you, first?” she asked.

“This I for you. You don't have to if you don't want to,” I answered honestly.

“A-are you sure?”

“I'm sure. Besides,” I pulled her on top of me, kissing her, “I want your body.” A feeling of fear mixed with her desire. “Whenever you're ready, just put it in.”

She nodded and looked down at my rod, biting her lip. Her hand reached down, stroking it a little before sitting up and pressing it against her pussy.

“Rub it on you it a bit. It'll help lube it up,” I advised.

Nodding, Scootaloo slid back and forth a few times, moaning quietly as she did. Now sufficiently slippery, Scoots lifted herself up a bit, guiding me to her entrance. With one more deep breath to steel her nerves, she began lowering herself. I placed my hands on her hips to help steady her, but let her go at her own pace. Slowly, her lips parted and enveloped my cock. I was glad she had said something about my size. Even with it smaller, she was incredibly tight. I had no doubt that I would have hurt her at regular size. Eventually, I felt her hips resting on mine.

“You okay?” I asked.

“Y-yeah,” she said, a little confused. “I thought it's supposed to hurt the first time. It just feels... stretchy.”

I smiled, pulling her down to give her a little peck. “Fillies that are as active as you often break their hymen on their own. By the way, you feel amazing.”

“Really? Thanks,” she said, blushing deeper. “So, d-do I start now?”

“Go at your own pace.”

She nodded and sat up, placing her hands on my stomach. Then, she began lifting herself off me, her cunny clenching as if it was trying to take my dick with it. Her second descent was much quicker than the first, but still nice and slow, likely still adjusting to her first rutting. With every repetition, the pegasus picked up speed until she was pounding against me. Her arms collapsed, bringing her body against mine, as a generous amount of fluid splashed across my balls. I clenched her tiny butt in my hands, squeezing as I aided her in lifting her hips until her orgasm receded.

I smiled at her as she tried to continue. She was too tired, though, so I wrapped my arms around her and flipped up around, pinning her beneath me. Immediately, I could feel the feeling of safety mix with the desire. It confused me at first until I remembered why she didn't want me to shrink to her size. Taking up where she left off, I began to move in and out of her. The extra lubrication made it easier, even as her tunnel redoubled its efforts to keep me. I knew I wasn't going to last much longer, but I still wanted to give her one last orgasm. I leaned down and brought her into passionate kiss as one hand began fondling one of her perky nipples.

“I'm close,” I whispered. “Where do you want it?”

Her legs latched onto my waist, hooves interlocking. With her keeping my in place, I had no choice. I increased my pace, slamming into her. I pulled her in close, holding her tight as I released my seed into her young womb. At the first shot, she too climaxed for the third time that day. We held each other, sharing in the carnal pleasure.

I rolled off her to the side, Making sure I didn't crush her. We laid there, holding each other as we basked in the afterglow. To be honest, she was clumsy, awkward, and inexperienced, but despite that, her passion made up for it. Eventually, I levitated some paper towels over so I could clean Scootaloo up a bit.

“Um, Nosh?” Scootaloo began after I disintegrated the last towel. “Would it be alright if I slept with you – I-I mean... actually sleep in here. I don't want to be alone.”

I smiled at my young friend. “Sure, Scoots... but let's get dressed first, huh. Don't want the others to know what happened.” That reminding me to cast an air purifier spell to remove the smell, as well as a stain remover on the bed. With that, there was no evidence of our activities other than the semen that stayed inside Scootaloo. Luckily it was inert and could do no harm.

So I laid down on my back, Scootaloo cuddled up to my side, and I closed my eyes.

“Hey, Nosh,” Scootaloo got my attention again. “Do you think we can do this again?”

I chuckled. “I don't see why not.”

“Can my friends?”

I peeked down at her hopeful smile with one open eye and smirked. “Sure... if they can afford my five-thousand bit fee. And that's just the base price.”

It was a joke, of course. After all, a thirteen year old couldn't get that kind of money...

Right..?

I fucked up, didn't I?

Author's Note

A moral dilemma in a clopfic! One has to ask themselves, would you say what Nosh did was wrong? Keep any debates on the subject civil.

Chapter 5: Cotton Candy

Author's Note

What's this? A new chapter is Spicy after over a year?! Yeah, like I've said before, Dawn Shield and Nightmare's Dream take priority over this, and it'll likely be a while until the next chapter comes out (though hopefully not a whole year)

Anyway, this is my first attempt at 'food play', so go easy on me. Personally, I'm not interested in it, so chances are it's not very good.

Anyway, enjoy (If you can)

Chapter 5: Cotton Candy

Tags: foodplay

Chapter 5: Cotton Candy

“What's going on in here?” I was woken up by the sound of Redheart's voice coming from the door. Surprisingly, it sounded more curious than angry. I guess she knew I would never take advantage of a mare.

I opened my eyes and looked up at the nurse. “She didn't want to be alone.”

“I can understand that,” she replied. “Well, wake her up for me and take her to her room so she can get ready for Miss Dash to pick her up.”

“Alright,” I assured as she left.

“Hey, Scoots,” I shrugged my shoulder she was using as a pillow.

“Mmm, but I already washed the coconuts... Huh?”

I stifled a laugh, and said, “Time to get up, Scoots. You gotta get ready for Rainbow.”

She yawned, loudly. “Okay.”

We got out of the bed, our hooves clicking against the floor. Before heading out the door, the orange pegasus gave me a hug, and a quick peck on the lips. Luckily, there was no one to see it. “Thanks again, for last night. I... I'm still scared about what'll happen, but with you, my friends, and Rainbow Dash... I know I can face it.”

“You're stronger than you think, Scoots,” I said, pulling her into a deeper kiss. “I'll always be here for you. Now go on.” She left with a spring in her step.

After checking out, I made my way back to town. It was a beautiful day, and I even seemed to be getting less scowls and glares then usual. A few of my customers and acquaintances waved hello. I even got the expected Flying Pinkie Hug and the promise of a 'Nosh doesn't have brain damage' party.

I just wish I had a little more warning.

So here I was, sitting in Sugarcube Corner, surrounded by ponies that loved me, hated me, and ponies that were, like the one I was currently in a conversation with, undecided.

“So, in other words, you trying to seduce me was only for my benefit?” this particular purple princess asked, giving me a flat look.

“Not at all,” I replied. “That was just the reason I decided to actually try. You're also smart, caring, and incredibly attractive.”

“And the bragging rights of sleeping with royalty had nothing to do with it?”

I rolled my eyes. “I don't brag about who I sleep with, nor do I care about you being a princess.”

She huffed and crossed her arms. “Considering you haven't been bragging about having sex with Cadence, I suppose I can believe that.”

“Ah...” I winced, rubbing the back of my neck. “You know about that, huh?”

“Yes, and I know about their... openness.” A blush started spreading on her face.

“So why did it take you this long to approach me?”

Princess Sparkle sighed. “Because I didn't know if I could trust you. I'm still not completely sure, but other than Applejack, all my friends trust you so I figured I'd give you a chance.”

“I appreciate it,” I said with a smile, before shifting to a lecherous grin. “So, you want to continue what we were doing before you outed me?”

Twilight gave me a deadpanned stare as she replied with a simple, “Don't push it.”

We talked for a while as the party started to wind down. Eventually, as I was explaining how Yew Wand, a famous 'unicorn' mage from three hundred years ago, was a changeling, the last guest left.

“Noshie!” a high-pitched voice squealed in my ear suddenly, making me jump. “I've been looking for you!” The pink overload that is Pinkie Pie wore her trademark smile as she looked at me with those sparkling baby blues. “Come on! It's almost time for a great new game I thought of, but we need you for it!”

The hyper ball of pink dragged me away from the princess, who I could have sworn was checking out my butt.

“Hello!” Pinkie and I mirrored as we both hopped to the back of the room where Pinkie's five best friends waited, having stayed behind after the rest of the guests left. We had spent the last fifteen minutes making me her exact copy. She even stripped to her underwear so I could get her body perfectly. Then, we put on matching clothes, and name tags that simply read 'A' and '1', and went out.

We continued to speak in unison, striking a mirroring pose, “Who can guess which of us is the real one, and who's the fake? The winner gets a prize!”

“Woah... That's creepy,” Rainbow muttered.

“It is quite uncanny,” Rarity agreed. She immediately started examining us with her keen eyes. She likely had the best chance for figuring us out. If even one detail was wrong, I had no doubt she would spot it. However, I suppose I was better at this than I thought, as she exclaimed, “They're perfectly identical. Not one hair is out of place. I must say, Nosh, you are quite talented.”

“Thank you,” we replied.

“Really creepy,” Rainbow amended her previous statement. “I know how to figure this out, though.”

The speedster walked up to us Grabbed the hem of her shirt and lifted, showing her tits.

“Ooo, perky!” we exclaimed and each grabbed one.

“Hey!” Dash jumped back yanking her shirt down.

Rarity got a kick out of it, letting out a ladylike giggle. “Darling, he's seen those enough to not go gaga.”

“We might be here a while,” Fluttershy said. “I'll get us some of the leftover punch.”

“Good idea,” Applejack said. “You know, Ah can't say Ah like that you're so good at this. What's to stop you from takin' the place of one of us?”

“Applejack!” Rarity admonished.

“Who's thirsty?” Fluttershy returned with the refreshments, passing them out.

Pinkie and I took a sip, still mirroring each other.

“Pinkie is '1', Nosh is 'A',” Fluttershy said, wearing a serene smile.

“Wait, what?” we asked.

“Nosh doesn't trust the handles on teacups. He says they break too easily.”

I look down at my and Pinkie's cups, sure enough, she had it gripped by the handle, where I had it around the cup itself. She got us drinks just for that. Clever girl.

“No fair, she knows Nosh better than the rest of us,” Rainbow pouted, crossing her arms. “So, what's her prize?” Honestly, I was wondering that, myself. She never told me.

Pinkie's smile grew (how that was possible, I had no clue). “Why, Noshie is, of course.”

I blinked, dumbly, at that. “What do you mean, 'Noshie'?” I asked, my high pitched voice reminding me I was still in Pinkie's form. I couldn't change back, though, without ruining her clothes.

“I booked you for the night, silly.”

My evening appointment had done so anonymously, and now I knew why.

Fluttershy seemed to figure out what she was saying, as her cheeks flared with embarrassment and she stammered, “Wh-what?! Nonono! I-I couldn't... He... Um... He's a friend!”

“So?” Pinkie asked, innocently. “He's Dashie's friend, too, and they go at it two or three times a week.”

Rarity took the honor of explaining it to our pink friend. “Pinkie, dear, not every pony is comfortable being so intimate with a friend.”

“Why not? Sex is super fun, and it's super-duper fun with a friend.”

“Pinkie,” I interjected, “I don't really get anything about pony sexual taboos, but if Fluttershy feels that way, we need to respect that.”

“Okay...” He mood pulled a 180, as she instantly perked up. “I guess a free lay is up for grabs. Who wants it?”

“I get it for free, anyway,” replied Rainbow.

“I'm afraid I have to work this evening,” was Rarity's answer. “In fact, I really should be leaving soon.

“Not a chance.” I figured Applejack wouldn't be up for it.

“No thanks.” Twilight remained polite.

“It's okay, Pinkie,” I consoled the mare. “I'll get you a refund, okay?”

“Thank you for the gesture, Pinkie,” Rarity said with a grateful smile. “Oh, and of course, the party. However, I really must be going. Dresses to make and ponies to dress.”

One by one, the others left, thanking Pinkie for the party and gesture, as I went to the bathroom to change out of Pinkie's clothes and form. She wasn't upset by her friends rejecting the gift, like I would have thought. I guess she understood that they either couldn't use it or weren't interested.

I left the bathroom in my own skin and clothes, preparing to leave when Pinkie stopped me.

“Hey, Noshie, you want to stay for dinner?”

I stopped and thought about it. I didn't have an appointment anymore, so, “Sounds good.”

“Just wait here, it'll be done soon.” With that, Pinkie skipped off into the back, humming a merry tune.

I took a seat on the couch, and thought back to the way the girls reacted to Pinkie's 'prize'. It was so strange how they viewed sex. I mean, why be ashamed of it? It's like being ashamed of enjoying hoofball or bowling. Why not let married ponies do it with friends? That's like not being allowed to eat something because it wasn't made at a restaurant you work at. Why would you forbid foals from it? How else would they learn about it, books? The ridiculous notion had me chuckling.

My musings of the strange creature that is pony was interrupted by Pinkie shouting “Dinner's ready!”

I got up and walked to the back. As I walked through the door, I froze, mouth agape. Pinkie was reclining on the floor... wearing nothing but dinner. A medley of colorful fruit covered her left breast, orange and apple slices around the mound, her nipple topped with a cherry and whip cream. Her right was covered in cakes and frosting. Finally, covering her marehood, a sweet, hot peach cobbler.

“Dig in?” Pinkie asked in a sultry voice. “Oh, one rule... no hands or magic.”

“Well,” I said, finally getting my brain working again. “I take it you're not going for the refund?”

Pinkie giggled. “Just get over here and eat me.”

“Yes ma'am.”

I pulled off my shirt quickly and crossed the room, kneeling to Pinkie's side. Leaning in, I used my tongue to take an apple slice into my mouth, licking at the honey she used to stick them on. My hands found her waist as I continued my meal, caressing her sides as she moaned softly. After the last slice of orange, I moved my hand up to squeeze the large tit as I finished the cherry and whip cream, sucking on her nipple as I did, her moaning getting a little louder.

With a smile, I let a spark of green flames flash in my mouth. Pinkie's confusion was short lived when a long, narrow, draconic tongue swept out of my mouth, wrapping around her cake covered flesh. I whipped it around, taking swaths of cake at a time, much to her enjoyment.

With the second course finished, it was time for dessert... But first.

“Something's not right, here. I'm enjoying this delightful meal, and you're going hungry.”

Using my magic, I opened the fridge and floated over a jar of chocolate sauce. I pulled off my pants and undid the lid, pouring the sweet goodness all over my engorged cock.

“Now, why don't we enjoy this together.”

I laid beside the mare, my rod to next to her face as I spread her legs open. Before I could even start, the mare eagerly took me into her mouth. The swirling of her tongue around my shaft nearly made me forget what I was doing.

Getting back on track, I dove into Pie's pie covered pie, digging my snout into my meal. I was definitely much more messy with this one than the other two. The combination of sweet peaches and tangy mare juice was a delectable combination that one could make a fortune marketing.

Much to both mine and Pinkie's delight, I found a nice size slice of peach decided to go spelunking. With my still-draconic tongue, I reached all the way in, wrapping around the adventurous fruit, sliding it further inside before sliding it out. Pinkie's moans reached an all time high.

Popping me out of her maw, she moaned out, “Make me a cream pie!”

Obliging the the sexy pink pony, I twisted around and dove in, hilting all at once. We were both so worked u, I didn't even bother taking anything slow and started hammering her insides. It didn't take long for her to climax, spraying her juices everywhere. She was a gusher, alright.

I pounded into her with added fervor, abusing her sticky-sweet pussy until I granted her wish, filling her with baby batter.

We laid there in a combination of sweat, bodily fluids, fruit juice, whip cream, and chocolate sauce, catching our breath.

“I think... this was... the stickiest... dirtiest sex... I've ever had...” I panted.

“Really?” Pinkie asked, just as winded. “Just wait... 'Till next time...”

Chapter 6: Lavender Sorbet

Chapter 6: Lavender Sorbet

Three showers, and I still felt... sticky. I was sure it was in my head, but I just couldn't help but think I still had something in my mane. I had to admit, though, it was quite the treat to get two meals at once.

I was still chuckling as I walked out the front door, ready to start a new day. It was a cloudy day, showers were scheduled for that afternoon. I had to admit, I loved the smell of rain on the breeze.

Anyway, with the rain, I was planning on spending the day indoors with a good book. As I didn't really have much in the way of a home library, I decided I would stop by Twilight's to get a couple. Rainbow Dash said she found a pretty cool sci-fi series about a frail, timid mare that got a suit of armor that made her an unstoppable weapon of harmony and justice and I said I’d give it a try.

I made my way to Golden Oaks, admiring the beautiful building. I had often wondered why she doesn't have a palace, yet. Sometimes I tried to imagine what it might look like when she would get it. Whatever it was going to be, I was certain it would be a very beautiful palace that compliments the town nicely.

I stepped inside to be greeted with the smell of books and a rather tall, fourteen year old dragon.

“How's it going, Nosh,” he greeted. “Here to see Twilight?”

“Not this time, Spike,” I replied. “I'm looking for something entertaining to read. Rainbow recommended a couple things.”

Spike chuckled. “And I bet I know exactly what they are.”

“Nosh,” came the voice of the resident librarian from the stairs. “To what do we owe this pleasure?”

“The need for books during the storm,” I replied.

“Oh?” Twilight said, eyeing me suspiciously. “No attempts at flirting or seduction?”

“You made it clear at the party you didn't appreciate my advances, so I stopped,” I explained.

Twilight looked rather surprised at that. “Oh... Well... Thank you. I appreciate you taking my feelings on the matter into consideration.”

I smirked. “As much as I enjoy,” I glanced at Spike out of the corner of my eye, “what I do, I would never want to make anyone else uncomfortable.”

“I'm fourteen, you know,” Spike said in irritation. “I know what sex is and what you do for a living.”

“Spike!” Twilight admonished. “Just because you know about it, doesn't make it appropriate.”

I chuckled and shook my head. That statement made absolutely no sense to me, but then again ponies were weird.

Spike rolled his eyes. “Yeah, a normal biological function is 'inappropriate'. You know, maybe ponies should try taking a hint from changelings.”

Twilight sighed, “Spike, let's not have this talk again, especially in front of company.”

“Oh, I don't mind,” I said. “I find it rather amusing.”

Twilight leveled a glare at me that could have disintegrated a lesser being. “Just get your books and get out.”

She could pretend to be mad all she wanted, but I could taste the humor coming off her. She appreciated the distraction from Spike's topic of choice.

“Take care, you two,” I said as I stepped out the door. A few steps out, I called back, “You shouldn't be ashamed of sex.”

“Darn it, Nosh!”

I didn't stick around to subject myself to the repercussions that were sure to come. Sure, she would let me have it later, but it was worth it to give Spike ammo against her. Of course, he'll probably get in trouble, too. I would have to make up to him some day

I would have to get that little dragon laid someday.

In the meantime, those clouds were about to pop. It was time to get home and wait out the weather.

The sound of the rain pounding against the roof and the fire in the fireplace made the perfect tone for a good book. And Rainbow Dash was right about the book she recommended. It was pretty good, especially the reactions of the mare's friends when they found out it was her.

I was at a particularly engaging scene. The hero's despair was so vivid, I could have almost tasted it.

Wait... I can taste it.

I looked up as a powerful source of the bitter emotion moved quickly by. A part of me wanted to just ignore it and go back to my book, but the rest of me shoved that into a dark corner.

With a sigh, I stood up, placed my book on the coffee table and opened my door. With a quick spell – one that Twilight showed me, – I created a magical bubble around me to keep the rain off and stepped outside.

I could still feel the traces of the emotion trailing off towards the edge of town. I tracked the feeling to the Ponyville Schoolhouse. Confused, I continued on, looking, listening, and feeling for whoever was so depressed.

It didn't take long to find the source, sitting on the swing in a pretty little yellow dress in the rain, crying her eyes out. Sweetie Belle. With a sigh, I made my way toward the distraught filly, kneeling beside her and wrapping an arm around her shoulders so my bubble protected her from the rain as well.

Her only acknowledgment was to lean into me and cry even harder.

After some number of minutes, I'm not sure how many, she began to calm down.

“You want to talk about it?” I asked.

She sat in silence, save her sniffles, for a few seconds before replying. “Button Mash.”

My heart nearly broke at those two words. A week ago, I noticed her feelings for the little gamer and gave her advice on how to talk to him. I had seen the two hanging out, so I figured it worked out. It seemed I was wrong.

“Aren't you two together?” I asked, dreading the answer.

“I... I thought so, but-but-but-” Sweetie said, starting to lose it again.

“Calm down,” I said, pulling her closer. “Just start at the beginning.”

She nodded slowly and swallowed before starting over. “I told Rarity I was staying over at Diamond Tiara's, only...” She hesitated. “I wasn't. Button's mom had to go out of town, so I wanted to stay with him.” Again, she hesitated.

“Promise me you won't tell Rarity anything I say,” Sweetie requested.

“You know I won't tell anyone,” I assured. “You have my word.”

Sweetie was silent for another minute, gathering her thoughts. “I wanted to... you know...”

Her fierce blush was enough, but I didn't want to assume. “What?”

“I... I wanted to...” She turned away and mumbled a barely audible, “Have... sex.”

“Oh... I take it something happened.”

“I... I took his hand and put it on my boob, and...” A little bit of anger mixed in with her sadness before she yelled. “He freaked out! He asked me what I was doing, and I said I wanted to have sex with my boyfriend.

“He... He said... He said he already had a boyfriend!” Her tears returned with a vengeance as she buried her face in my shoulder.

That was... surprising. I had met the colt a couple times, and I could have sworn I felt something from him.

“I'm so sorry, Sweetie Belle,” I said, stroking her back gently.

“I-it's not your fault,” Sweetie said, quietly. “You only tried to help me. I was the one too stupid to think we were dating.”

“Love makes everyone dumb,” I said.

Sweetie sat there for a while, crying silently before I spoke up.

“Why don't we go inside and get out of the rain?” I offered. “I'll take you home.”

“I like the rain,” Sweetie said. “It feels nice.”

I looked down at her and smiled. She was already feeling better. The depression was still there, but it was tempered with gratitude and even a bit of contentment.

“Why did you want to sleep with him?” I asked. “Don't ponies usually wait a while first? Or at least until they're older?”

Sweetie answered, “Yeah, but I like how changelings see it. Why should sex be a bad thing?

“... Besides, I'm pretty sure Scootaloo has done it, already.”

I tensed up at that.

Sweetie giggled. “I figured as much.”

“Uh... H-how... How did you know?”

She looked up at me, a smirk on her face. “I heard her moaning the other night when I was heading to the clubhouse. I was pretty sure that was you flying out the back.”

Shit. She did see me.

“Don't worry, I won't tell,” Sweetie said. “It makes her happy. She deserves to be happy.”

“Thank you for being so understanding,” I said. “I care about Scoots, and it does her good to have that kind bond with someone.”

I knew what was coming. It would have been obvious even if I couldn't sense emotions. Sure enough, Sweetie fidgeted as a spike of nerves hit her.

“Um... Nosh?” she began.

I swallowed thickly. “What?”

“Do... you think maybe... we... can have... that bond?”

Shit.

Scootaloo was one thing. She was a very independent filly, and can be gone all day and no one worries. Everyone knew she could take care of herself and could be trusted.

Sweetie Belle, however, had a rather overprotective sister, and it was still illegal in pony society.

Then there was the fact that she was emotionally...

Double shit. Her emotions were almost normal. That meant I couldn't use that as an excuse.

Wait, why am I trying to come up with excuses? I asked myself. I'm not a pony, I'm a changeling. Sweetie is an attractive filly, and a friend. Why the hell shouldn't I?

I looked down at her blushing, nervous face, her mane laying against her neck and shoulders. She was easily as gorgeous as her sister.

I grinned. She said she liked the rain, so...

With a pop, the magic bubble surrounding us vanished, letting the rain drench us as I leaned in and brought my lips to hers. She gasped, surprised at the sudden turn of events.

I broke away and asked in a husky whisper, “Anyone in particular you would like me to be?”

“U-um...” she managed, her brain still trying to catch up. “I-I guess... Um... I would still like to be with... Button... If that's okay with you.”

I chuckled as my body ignited in green fire, startling Sweetie enough to make her yelp and jump.

“How's this?” I asked, my voice noticeably higher pitched. “Wanna play a game?”

Sweetie smiles, her eyes tearing up again, but this time with tears of joy.

“Thank you.”

She stands up from the swing and throws her arms around me, hugging me tightly.

I place a hand under her chin, lifting her face to mine in a kiss more passionate than the last as my other hand wrapped around her waist.

We sat on the swing, cuddling in the afterglow of our love-making in a comfortable silence.

“You know,” I began. “You're a pretty good kisser. Have you ever done it before?”

Sweetie blushed, fiercely, tensing up in embarrassment.

“Oh, so you have,” I said in a teasing voice. “Come on, tell me. I told you I slept with Scootaloo.”

“Promise you won't tell?” Sweetie begged.

“Of course, I swear I won't tell a soul, until such a time as you release me from this oath.”

Sweetie giggled at my hammy performance.

“It was... um...” she hesitated, averting her eyes. “... Diamond Tiara.”

“Ah, that would have been my second guess.”

Sweetie looked at me in confusion. “Who would have been your first?”

“Seeing as Scootaloo said she never kissed anyone before, Applebloom.”

Sweetie smiled and said, “I'll admit, I thought about it, but she only likes colts.”

“But you like colts and fillies?” I asked.

“Please don't tell anypony.”

I smiled down at her. “I won't, but you shouldn't be ashamed of who you're attracted to.”

“I'm not ashamed, just... scared others will be.”

“Fuck them,” I said. “Anyone ashamed of you just because you like a filly doesn't deserve to be in your life.”

Sweetie nuzzled her face into my neck, joy filling her being. “Thank you. I... I do like one filly, especially.”

“Diamond?” I guessed.

Sweetie nodded.

“Well, I have a feeling she might feel the same way,” I said. “I feel it every time she's around you.”

“Really?” She looked up at me, her eyes full of hope.

“Yeah,” I said with a smirk.

“Thank you!” Sweetie said, squeezing me in a tight hug.

“Do you really think me and Diamond can work?” she asked.

“Of course I do,” I answered. “You're a sweet, kind, loving girl, but have trouble standing up for yourself sometimes, and she's assertive and charismatic, but her moral compass has a tendency to run askew. You would both compliment each other quite well. Besides, I've see you two together. You're as close to her already as you are to Scootaloo and Applebloom.”

Sweetie smiled softly and squeezed me. “Thank you... Um... maybe sometime you me and Diamond can... you know... do this?”

“Maybe,” I replied. “For now, though, let's get dressed.”

We quickly put our clothes on before I recast the the rain bubble spell. Sweetie then cast a spell Rarity taught her to dry their cloths and remove the dirt they gathered from being casually tossed on the ground.

“Come on, let's go get your girl.”

“Wh-What?!” Sweetie said, eyes wide in shock and fear

I smiled at her. “I'm going take you to Diamond Tiara's so you can tell her how you feel.”

“Nonono! I can't do that! I'm not ready... and we just had sex!”

I laughed. “Do you really think she would care?”

“She would care she wasn't invited,” Sweetie mumbled under her breath.

“Look, Sweetie,” I began, kneeling down to better look her in the eye. “If you keep putting this off, you're going to loose the opportunity. Tell me, does she like boys?” Sweetie nodded. “Are there any boys she's expressed interest in? Or girls that mike like her, too?” Another nod. “Then you need to act now, before someone else does. If there's something you want, you need to act to get it, or else you may lose your chance forever.”

Sweetie didn't respond for several seconds, my words rattling around in her mind.

Finally, she spoke up. “O-okay... I'll do it, but... I'm scared.”

I laughed, “Yeah, admitting you like someone like that is always scary.”

Sweetie looked at me curiously. “Is there somepony you like-like?”

I froze at that.

“Come on,” I said, standing up. “Let's get going before she goes to bed.”

I had to block out Sweetie's emotions, otherwise her nerves would've made me sick. Regardless, she was brave enough to bring her knuckles against the large, ornate door.

After about a minute, the door opened.

“Who is it?” asked a mildly irritated voice. A pink-furred face peered out, eyebrow raising at the sight of me and Sweetie. “Sweetie... I thought you were going to... a friend's.”

“I did,” Sweetie said sadly.

Diamond opened the door the rest of the way. “Oh, em, gee, he really is gay, isn't he?”

Sweetie nodded at that.

Diamond looked at me then back to Sweetie, “And why are you with him?”

Sweetie looked at me and I nodded toward the other filly, giving her the go-ahead. “He talked to me, a little and... Well, Diamond, I need to tell you something.”

Concern made its way into Diamond's emotions. “Yeah, come in.”

“I have to get home, anyway,” I said. “You girls have fun.”

“Okay,” Sweetie said. “Thanks, Nosh.”

I turned and began walking away as Sweetie disappeared into the massive home. I turned down the road, towards home. As I walked, I looked back, through the window facing the street. I could see Sweetie talking to Diamond, who's expression morphed from shock to pure, utter joy.

Just before a hedge cut off my view, I saw Diamond leap at Sweetie with a joyous kiss.

Chapter 7: Sunny Side Up

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