An Alicorn's Harem

by Gol D Colt

Rating: mature
Tags: Twilight Sparkle, Anthro, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Alternate Universe, Comedy, Romance, Trixie, Sex, Adventure, Princess Celestia
Length: 34972

During the heating cycle, Dusk Shine is about to learn something new about being a male alicorn. (Dusk Shine X Harem)

Summer, normally a fun time full of celebration and friendship, also contains one of the most notorious weeks in the Equestrian Calender: Heat Week.

The newly crowned Prince Dusk Shine awakes during this week with a strange illness and immediately goes to the Princesses for help. What he doesn't know is that the Princess already have a plan for this, and needless to say he is entirely unprepared for it.

Featured 4/23/2016

Published 2014-03-14 05:30:09 UTC
Last updated 2016-04-23 09:20:03 UTC

All Night Long

Author's Note

I deeply apologize for taking so long with this chapter people. but I hope you enjoy this.

~~Also if you see any error, fill free to point them out.~~
Edited/Proofread by Gold4tune

All Night Long

-Chapter 1: All Night Long-

After his encounter with Luna, Dusk Shine continued onwards to meet up with Celestia. His mind still dwelling on his encounter with Luna. Amidst his thoughts, the stallion came across two maids, a pegasus and an earth pony, hard at work cleaning the hallway.

Dusk groaned.

“Great now I have to deal with two more mares. This really isn’t my day is it?”

He could smell the two mares a mile away, their feminine musk heavy in the air. Both of the mares were sweating, adding a certain spice to it.

The maid uniforms weren't really kinky per say, save that they showed a touch of cleavage, but one of the maids was on her knees scrubbing the floor, giving the alicorn a teasing glimpse of her white panties. Immediately a vivid image sprang up in his mind: He could just.. see the maid bent over his knee, panties down at her ankles as he spanked her. Her ass jiggling with each smack.

The white pegasus maid that was dusting on the other hand was more top heavy than her fellow maid. And her tits, while nowhere near as large as his friends or the princesses, were certainly nothing to laugh about. She was using her wings to dust some painting high out of reach leaving her completely vulnerable to somepony who desired to look up her dress.

And once again his imagination ran wild. He imagined the top heavy maid on her back, with his cock buried in-between her tits as he thrust back and forth. The other maid was sitting on this one's face, grinding her bubble butt enthusiastically as her friend ate her out.

For once he snaps himself out of his fantasy as he realized what was going on.

“Why am I thinking like this!” Dusk shouted impulsively, drawing the two mare’s attention.

“Um... your highness is everything alright?” asked one of the maids.

Dusk, realizing that they heard him, desperately thought of a response as a blush crept onto his face.

“Oh I was just thinking about uh... something.” Dusk said with an awkward grin. “and apparently I think out loud too.”

The mare giggled slightly.

"I noticed your majesty," she said as she eyed the prince up and down.

Dusk noticed what the mare was doing, and immediately booked it, sexy, horny mares were not something he felt like dealing with in his present state.

“I umm... gotta go,” he called out as he disappeared around a corner.

Unnoticed by Dusk, both maids hungrily eyed the prince as he dashed away.

“Wow, he sure has a nice ass," commented the earth pony, "I think whoever made those clothes deserves a big thank you."

The pegasus giggled."As true as that is, I'm more interested in whats under those clothes."

“You slut," came the snarky reply.

The pegasus mare just smirked at her friend.

"Oh shut up, you know you love me."

A few minutes later, Dusk found himself at the doors to Celestia's tea room. This was the room where Celestia met her subjects face to face when required, sometimes a pony not seeing her on a throne and dias did wonders to their confidence when speaking to her.

Dusk straightened his shirt slightly before tapping on the heavy wooden door, the sound echoing through the empty hallway

“Celestia are you there?” he called out.

“Ah Dusk you're here please come in,” Celestia’s motherly voice replied back.

When Dusk opened the door he was greeted by the rather homey room, but that was not what stole his attention. What did, was the most alluring scent he had ever smelled. It was light and sweet, not flowery exactly, but had a similar aura to it.

And then, he caught sight of Celestia, sitting on one of the many couches in the room.

Celestia was considered by many to be, by far, the most attractive mare in all of Equestria. And by extension, one of the main late night fantasies for a surprising majority of the ponies in Equestria.

Currently, Celestia was wearing a yellow sundress, rather casual by Canterlot standards, but this being heat week she could get away with it. Her dress also wasn’t as tight as Luna’s, but not that it needed to be. It was also shorter, cutting off at around her lower thighs in order to show off her amazing legs. They were thicker than Luna's, but not in a bad way, the Solar Princess simply had a larger figure than her sister. His eyes drifted up to her hips, those wide magnificent hips. Dusk could just imagine gripping them as he pounded his cock into her. Ponies weren’t lying when they say Celestia is biggest pony. Her breast were four-times the size of Dusk own’s head. Which made him wonder how great a titty-fuck would be from those perky mounds.

But the true perfection was her face. Impossibly graceful, with amazing eyes and a set of full supple lips, she truly was as close to perfection as possible.

He fought, to the best of his abilities, from fantasizing about her, but one would have an easier time getting Pinkie to sit still for five minutes.

After a few minutes of fighting with his dirty inner self, he lost catastrophically. He immediately imagined himself sitting on Celestia’s throne, while Celestia was moving herself up and down on his stallionhood in a cowgirl position all the while screaming his name in pure and utter rapture.

“Dusk, are you alright?” Celestia asked, seeing the prince’s muzzle completely red.

“Uh… yeah I’m fine,” Dusk replied as he snapped back into reality, “I'm just starting to feel all… ummm… hot again”

Celestia nodded.

"Please take a seat Dusk, we have to talk."

Dusk nodded and took a seat on the couch opposite of the Princess, sighing as he sank into the fluffy cushion. After he did so he noticed a plate full of chocolate donuts, which immediately made his stomach growl. He briefly wondered why he was still hungry after his monstrous breakfast, but that thought was quickly stomped down.

“Hey uh Princess…” Dusk said weakly, knowing full well to be cautious when asking Celestia about sugary treats.

“Dusk you know you don’t have to refer to me as 'Princess', I think we can both be a bit more casual than that. You don't see me calling you 'Prince' do you?” Celestia said with a small giggle.

Dusk chuckled awkwardly.

“Sorry keep forgetting that,” he said while rubbing the back of his head, “but I was just wondering if I can have some of those donuts.”

Celestia closed her eyes as she leaned back into her couch,

“Of course you may. I bought them for us to share anyway. ”

When she opened her eyes she saw that the entire plate of fifteen chocolate donuts was nowhere to be found. The only trace left of it was split between Dusk's muzzle and fingers, which he was quickly licking clean

Normally, Celestia would be mad or disappointed at anyone who eats all the food and doesn’t leave her anything. And knowing that, Dusk was ready to receive an angry glare from her, but instead he saw a small grin on her face.

“My my, if I knew you be this hungry I would have ordered more donuts,” Celestia giggled, “but thats a problem for another time.”

The Princess cleared her throat and leaned forward,

“Now Dusk please tell me. Have you experienced any other symptoms on the way here?”

“No Prin-I mean Celestia," Dusk replied, wiping the last bit of frosting onto a napkin.

Celestia continued,

“Have your horn and wings been acting funny lately?”

“No they're fine last I checked.”

“Have you noticed yourself reacting to mare's heats much more than usual? The guards I sent to fetch you, or the maids around the castle for example?

“Yea,” Dusk said dreamily before clamping his mouth shut.

He immediately started to apologize, but trailed off as he saw Celestia's face. The Princess had a far off look on her face, and he could easily see that her white fur becoming flushed. Dusk connected the dots and blanched slightly: Celestia was in heat, which meant Luna was too.

Celestia suddenly shook herself from her daze and gave Dusk an apologetic smile.

"I'm sorry Dusk, but it would seem you're not the only one fantasizing today," she took a deep breath, "but I'm happy to say that you're not sick in any way."

Dusk sighed, mentally blocking out the first half of her statement for sake of his sanity.

"Then what's wrong with me?" Dusk asked as he scratched his head in confusion.

"You're one of the smartest ponies in centuries Dusk, I'm sure you can figure it out."

Dusk ran through the day in his head, how he felt himself heat up... whenever he was near a mare. It suddenly hit him like a sack of bricks.

“Celestia are you implying that I’m in heat?” Dusk said, shock evident in his tone.

“As close as a stallion could possibly be,” Celestia replied.

Before he could react, Celestia was by his side, curling her body around his.

“Celestia!?" Dusk yelped in surprise as he instinctively tried to escape the mare's grip, but almost immediately the Princess' scent flooded his senses and drowned out all thoughts of fleeing.

“Hmm smells so good,” Celestia said dreamily, obviously intoxicated by his musk.

“C-celestia,” Dusk sputtered, hoping the Princess would come back to her senses.

“Don’t worry Dusk I’m not going to harm you in any... sexual way,” she chucked, “even if you have grown into such a nice young… handsome… muscular…”

“Uh Celestia,” Dusk whimpered

Suddenly, lucidity returned to the Princess.

“Oh, It would seem that your musk is a lot stronger than I thought,” Celestia murmured as she released Dusk from her grip

She pursed her lips,

“Here let me fix this.”

Celestia’s horn lit up and Dusk’s body was covered by her magical aura and it vanished a few seconds later.

“Um what just happened?” Dusk asked.

“I masked our scents so we won’t get distracted,” Celestia replied before turning serious once again, “Ok, now Dusk, I have one final question.”

“Sure, go ahead,” Dusk replied.

”You know that stallion's sex drive also increases around this time too, right?”

“Yeah, but not by much and it only affects them if they are having intercourse.”

“Quite true but the thing is male alicorns have a more ‘aggressive’ sex drive. You see Dusk ever since your ascendance your sex drive had already increased ten fold, but remained domain. It activates if you were to have sex, or in this case around heat week.”

“So I have to have sex with a mare to get rid of this feeling? Well that doesn't sound too hard,” Dusk said hesitantly.

Celestia shook her head

“No,” she said simply, “You’ll need to have sex with around six or more, preferably the latter.”

Hearing this Dusk had frozen into place, he can’t believe what he just heard.It wasn't the fact that he had to have sex that surprised him, it was more the quantity that did it.

“S-six!” Dusk shuttered

“Or more”

“Celestia do you want me to get a crushed pelvis!?” he asked semi-seriously.

“Dusk you can easily handle six mares, I can even go as far as to say you can manage ten.”

“What makes you so sure that I can handle that many mares?”

“Because male alicorns are quite similar to male dragons with their sex drives, They both require a herd of at least six mates to sate their lust,” she eyed him up and down, “but usually there's more than that."

“And how do you expect me to get that many mares to even agree to be apart of my herd? Because I’m not exactly number one most eligible bachelor around.”

“Well actually you are, according to Playmare,” Celestia thought, stifling a giggle.

“I’m glad that you found that funny Celestia, but don’t you think you should take the situation more serious,” Dusk said, starting to get annoyed by Celestia impish behavior.

Celestia rolled her eyes,

“Oh relax Dusk, there's nothing to be afraid of. So tell me, what do you need help with more, learning how to talk to mares? Or how to bed them properly?”

“I...uh…” Dusk stuttered, a roaring blush invading his features, “I’m pretty sure that talking to mares is the bigger problem. I read a couple of books on the… other part.”

Celestia dropped her face into her hands, murmuring “Oh Dusk” as she did so. She shook her head a bit before looking back up to the stallion,

“Are you sure you have a problem talking to mares? Spike told me you never had any problems talking to your friends when you first meet them,” Celestia said, obviously seeing where the real problem is..

“Well… um you see... there's a really good…”

“And you definitely had no problem standing up to Luna, when she was Nightmare Moon, or Queen Chrysalis,” said Celestia giving him a mischievous smirk.

“Ok maybe I lack a little experience in the… practical bit,” he said, blushing heavily.

“A little?” Celestia said raising an eyebrow, her smirk still planted on her face..

Celestia wasn't surprised at all that Dusk was a virgin, she knew that his studies have always been his greatest priority. But, that sure as tartarus didn't keep him from being an extremely attractive stallion.

“Ok ok I have no experience in sex, but my point still stands. What self-respecting mare would form a herd with me? I’m.. just Dusk, the only special thing about me is that I’m an alicorn.”

Celestia rolled her eyes,

“If you worry about your virginity that much, I know alot of mares who would be more than willing to help with it.”

Dusk waved his hand dismissively.

“No need Celestia, I think I’ll just sweat this out until it goes away, its no big deal..”

“Dusk, that is not a wise decision.” said Celestia giving him a concerned look.

“Why? if I’m really in heat, it should just go away.”

“Unfortunately no, you see Dusk, once your alicorn sex drive activates, it will never go dormant until you have claimed a harem. Meaning you’re still going have sexual impulses even after heat week has long ended. And the worst thing is the fact that the more you hold in your desires, the more your lust will take control of you. And trust me the aftermath of a sex crazed alicorn is not a pretty sight,” Celestia finished, cringing at the memories of Cadence’s first heat week since her ascension .

“Uh Celestia?” Dusk interrupted.

“Forty guards in therapy all because of my niece.” she said aloud, her voice still carrying her disbelief at the act.

“Celestia snap out of it!” Dusk said loudly in order to break her out of her trance.

“Oh sorry Dusk just some bad memories,” Celestia responded, “but anyway, I know what you're thinking, but masturbating will only make your heat worse, its the same for us mares. And being an alicorn, it could quickly grow out of control, you could even end up raping the ponies closest to you, including your friends.”

Hearing the words ‘raping’ and ‘friends’ in the same sentence immediately sent Dusk's heart sinking to his stomach, theres no way he would ever do anything to hurt his friends. The very through was just… terrifying.

“Me raping somepony?! that's absurd! It’s got to some sort of sick joke right? No, Celestia wouldn’t joke around with a subject like that. But, I would never do something like that to anypony, but with this whole heat thing... would I?”

“Celestia is that true. will…I really do that?”

“Only if you try to resist your lust,” she answered, “and now that you know you can’t simply wait it out, what are you going to do?”

“I just don’t know Celestia… Do you mind if I have some time to myself to think about it?”

“Take as much time as you need,” Celestia said as she stood up. She gave him a small wave as she reached the door before saying “If you come to a decision Dusk, please, come to my chambers and we will talk about this some more.”

“Okay Celestia.”

As soon as the white alicorn closed the door, Dusk began thinking about the situation at hand.

“Wow, I knew becoming an alicorn would mean new responsibilities, and duties. But who would have imagine forming a harem would be one of them.” Dusk sighs.

“Well it is obvious that waiting it out will result in raping my friends and loved ones, but who could I possibly choose? I doubt anyone of my friends would want to join, ok besides Pinkie Pie, but it wouldn’t hurt to ask them. But if I’m going to do this, than I’m going to do it right.”

Five minutes later Dusk finally came up with a decision and was on his way to Celestia’s bedroom.

“I can’t believe that I’m going through with this!” he shouted in his mind. “It doesn’t matter if I’m an alicorn or not. I doubt I can take on six or more heated mares and still live to tell the tale… but I rather take on twenty heated mares than risk harming any of my friends.”

Dusk sighs. “But no matter what I choose, this is going to be a long week.”

As Dusk continued his walk to Celestia’s chambers, his nose caught the scent of Luna’s musk once again. By Celestia that smell, he could feel his body reacting to it: his clothes started to feel uncomfortable to wear, his palms become sweaty, and his sizable member began to swell with blood. He wanted no... he needed a mare to sate his lust immediately.

“Excuse me Dusk, do have a minute?,” Luna’s voice said from behind him..

Dusk turned around and sure enough there she was, the Lunar Princess, still in that sexy little black dress.

“Oh hey Luna,” Dusk said carefully, “can I help you?”

As soon as he caught her scent Dusk began panicking. Great out of the mares I could have ran into why did it have to be her, and why did she have to keep that sexy dress on! Dusk shouted in his head.

Dusk was fighting back this urges, but the Lunar alicorn’s scent was getting to him. Eventually his urges won over his mind and an image popped into his head. He was imagining that he was on Luna’s bed while he was thrusting into the the lunar princess. Making her scream in pure bliss and ecstasy.

His mind was made up, he knew what had to do now.

“I know it may be a bit much to ask for your help, but I was just hoping that you could help me find a book I lost. The last place I had it was my room, and seeing as you helped me organize my bookshelves, I was just hoping...”

Oh wow.. this is just too perfect, Dusk thought to himself.

“Not at all Luna, I’m more than happy to help you, and besides, you know me,” he chuckled, "I’ll do anything if it involves a book,”

Luna gave him a grateful smile “Thank you Dusk, you’re a great friend,”

“Hey I would still be an unicorn if I wasn’t.”

“Quite true, now onward to the task at hand.”

“Lead the way,”

Dusk followed Luna back to her chambers, his mind focused on anything but books as he did so., because currently, one of the finest rumps in Equestria, a royal one at that, was swaying enticingly in front of him. Her voluptuous figure, that still maintained a lithe look despite its curves, was implanting itself in Dusk’s imagination. He could practically feel the Lunar Princess’ body shifting and writhing under him, oh the possibilities.

“So Luna, what book are we looking for?” Dusk asked.

“Its called The Complete guide to Potions and Poultices. Theres a recipe in it that will help me out with my… heat,” Luna said as her head lowered in embarrassment,

Dusk boldly wrapped an arm around the embarrassed princess, pulling her to him as she buried her face in his shoulder.

“Relax Luna, I understand.”

Unfortunately, or the opposite depending on who was talking, this had the effect of both of them getting a full whiff of each other’s musk, but either way neither of them pushed away from the other.

“Thank you Dusk,” Luna mumbled into the stallion’s shoulder, wrapping her arms around him as she did so.

After a few minutes of walking, the duo finally reached Luna’s chambers. The doors decorated in all manner of night motifs were a welcome sight to Dusk, many a night were spent discussing modern literature with Luna as she caught up on all that she missed. Luna unwrapped her arm from the stallion and opened the door, revealing the richly decorated room behind. It was only the foyer, but Luna quickly lead him deeper inside. The two of them quickly entered into Luna’s bedroom, which (conveniently) doubled as her library.

The bedroom itself was rather homey compared to the rest of the Princess’ suite, which isn’t really saying much, the most opulent thing in it was the massive four poster bed that dominated the center. A series of rather large bookshelves were along three of the walls, with the fourth having a work desk and a set of windows that looked down upon Canterlot.

However, that was not what Dusk currently had on his mind.

If Luna carried her scent like a veil before, this room was practically covered in a downy quilt of it. His entire mind was flooded with it, and he turned to the Princess with almost a predatory gleam in his eyes.

“Now Dusk we're looking for a white book with…” Luna trailed off as she realized that Dusk was far from paying attention.

With surprising confidence, Dusk reached out and pulled the voluptuous princess to him, mashing her heavy breasts to his chest. One arm encircled her lower back,and the other grabbed ahold of her neck, gently, yet forcefully, making her stare into his eyes.

“Uh Dusk what are…”

She was cut off by the stallion planting his lips on hers.

Luna instinctively wrapped herself around the stallion, molding herself around his body as she began to return the kiss. She could feel him teasing her lips open, her body welcoming his invading tongue. Hands on the own accord twisted into each other’s manes, making sure every inch of possible contact was taken.

If it were any other stallion, Luna would have vaporized him on the spot, even if it was heat week. But this was Dusk, and Luna would be lying if she said she didn’t have feelings for him. Ever since he had taken it upon himself on Nightmare Night to make sure she was caught up on modern culture she could feel something.

It was the simple things really, the glint in his eye when he really got into a particular book, the excitement in his voice when he discussed new novels with her. The fact that he brought her snacks, or coffee, or some sweat treat whenever they had a get together. He was just so… Dusk.

Luna walked him backwards until his legs were pressed up against the bed, where she promptly threw him into the middle of it. Dusk moved to pull her down onto him but she waved a finger at him. Dusk froze at the familiar gesture, but that didn’t stop the pure lust from radiating off of him.

Luna stepped backwards slightly and grabbed the top of her dress and practically melted out of it. The sheer fabric slinked down body to pool at her hooves, revealing the glorious treasures hidden below it. She was not wearing a bra, her erect blackish-blue nipples reaching for the sky.

Her last shred of dignity was a lacy white thong, already soaked through with the Princess’ feminine need. Luna turned away from Dusk, giving him the glorious view of her tight ass being split by the white fabric. Knowing just how sexy she was, the Lunar Princess leaned forward and thrust her ass out, making a view that many a stallion would die to see. With infinite slowness, she pulled the thin bit of fabric down, making Dusk’s mouth water at the heavenly sight.

Eventually, the thong fell on top of the dress, and Luna quickly sent the bundle flying off to a random part of the room.

Dusk could do nothing but wait as the princess slinked over and on top of him, her lustful eyes looking into his once again. Luna lowered herself, pressing her naked body onto his, as they resumed their passionate kiss. They battled back and forth for dominance, writhing against each other on the silk sheets. Luna’s wings were spread fully open, and sensing the opportunity, Dusk brought his hands up to massage their base. He felt Luna gasp on top of him, before literally melting into his grasp.

“Cheater,” she moaned breathlessly.

“Hey there are no rules that say I can’t play with your wings,” Dusk replied snarkily.

Luna pulled together what coherent thought she had left and managed to pull the stallion’s hands back down to his sides.

“You have too many clothes Dusk” Luna said as she lifted herself off of the male alicorn.

Before Dusk could respond, his shirt was engulfed in Luna’s magic quickly unbuttoning under her touch. When his upper body was bare, Luna taking a moment to drink in the sight of his well muscled chest, she reached her hands down to his belt buckle. With her shaky fingers the princess had a difficult time unbuckling his belt, and with a cry of frustration she just teleported the whole ensemble to some random place in the universe.

She promptly froze in place as she caught sight of his erect member, needless to say, there are certainly more benefits to becoming an alicorn than a set of wings. His cock was by far the biggest she seen, nearly the size of leg with a similar thickness of one. Already a steady stream of precum was leaking from the head, creating a shiny stream of pure sex along his cock. His heavy cum-filled balls hung low, Luna could practically see them bursting at their seams with the stallion’s gooey baby-batter.

Luna was getting antsy just by looking at the piece of purple meat, her nostrils flaring as she took in the heady musk from its source. She couldn't help, but lick her lips. She let out a small yelp as she felt Dusk’s strong hands grab ahold of her curvy rear, the supple flesh molding around his fingers.

“I’m going to make you mine,” Dusk said seductively.

Luna chuckled and ran a finger delicately down his chest

“Oh we’ll see Dusk. Do you think you have what it takes to please a Princess?”

Luna shifted upwards, grabbing a firm hold of his shoulders. Slowly, Luna rubbed her soaked marehood along the length of his shaft, bathing it in her juices. Dusk instinctively humped back, grinding his cock against Luna’s core.

As the two rubbed against each other, Luna increased her pace, pressing into him harder and harder as the pleasure mounted.

“I can’t take it anymore!” Luna finally screamed, and without a moments hesitation lifted herself upwards. She reached a hand downwards and lined up Dusk’s flared head with the entrance of her marehood.

Dusk swallowed audibly, this was the moment. Spike sure as Tartarus won’t be able to mock his virginity now.

Luna stared Deep into Dusk’s eyes, and lowered herself downwards.

He could feel Luna’s nether lips spread wide, his cock quickly forcing its way past them, before her dripping core welcomed him into its heavenly embrace. The sheer tightness was unbelievable, the princess’ inner muscles gripping his marauding member in ecstasy, rippling along his length, as he probed deeper and deeper. Luna’s marecum wept from her slit, lubricating the massive fuckpole impaling her as she forced herself downwards.

Now, Luna wasn’t entirely inexperienced when it came to sex, but Dusk had by far the largest cock she had ever seen. It literally felt like she was being forced down a fencepost as her marehood stretched greedily to take the stallion’s cock deeper into her. She could feel Dusk’s rapid heartbeat through his cock, reverberating throughout her entire body.

Luna started moving herself up and down along Dusk’s shaft, moaning continuously as pleasure rocked her to her very core. Dusk himself was overwhelmed by pure ecstasy of Luna’s marehood.

Luna began moving faster, her hips smacking into Dusk’s with each downward slam. Her large breasts bouncing around freely, nipples tracing circles in the air. She was moaning louder now, revealing the feeling of Dusk’s massive member grinding against her insides.

Dusk clenched his teeth as he felt Luna’s core tighten its grip on his member, as if to savor every last second of his rod piercing her. Dusk’s hands clenched on Luna’s ass, holding her still as he began to thrust up into her.

The male alicorn certainly showed his earth pony strength as he fucked the princess. Every impact of his cock hilting in the mare sent literal shockwaves through her body, her supple flesh bouncing freely in the open air.

Dusk became lost in his passion, the only sounds he could make were low pleasured grunts, accompanied by his heavy breathing. He could feel his cum churning in his balls, just begging to be pumped into the willing mare on top of him.

“Ahhh Luna…I think mmhh I’m about to…”

“Inside Dusk.. cum inside!” the princess cried, her voice nearly a scream as she neared her own climax.

Hearing Luna’s cry sent him over the edge, and with a final thrust he buried himself completely in her quivering marehood and exploded. Thick, gooey strands of his cum were shot into the mare, quickly filling up her womb to capacity. The sheer volume of cum was unbelievable, the first shot alone lasted a couple seconds.

Feeling her inner walls being painted with her lover’s cum immediately sent Luna into her own orgasm. Her hands clawed into Dusk's flesh, her entire body seemed to be exploding with pure and utter ecstasy. She could feel her womb being pumped full to capacity, her insides practically drowning in Dusk’s cum.

With a final twitch of Dusk’s member, their mutual orgasm ended, and Luna immediately collapsed forward, falling limply on to Dusk below her. The two of them were a mass of sex, flesh, and sweat, a far cry from the regal bearing they were expected to maintain.

“That was heavenly” Luna panted, hugging Dusk as close to her as possible.

“Better than finding that book eh?” Dusk asked sarcastically, enjoying the feel of Luna’s sweaty body on top of him.

Wow! I feel great! Dusk thought, I can finally think straight for once, and best of all I just lost my virginity! To Luna!

Luna shifted slightly, burying her face in the crook of his neck.

I got to say, Luna looks pretty sexy like this, I really bucked her good.

As Dusk idly ran his hands across the Princess’s body he finally realized something: he wasn't going soft. A surge of energy ran through him, demanding that he claim the mare on top of him once again.

Heh I guess Celestia was right about me not being satisfied with one mare, but that's a thought for later, Dusk thought.

“Dusk,” Luna said seductively, as she idle drew circles on Dusk’s masculine chest, “think you can handle another round?”

Dusk raised an eyebrow, and before Luna could react he rolled them both over, splaying the princess out on her back beneath him.

By Celestia Luna was beautiful, especially in mid-coitus. Her hair was spread angelically on the bed below her, framing her flushed, panting face. A sheen of sweat covered her entire body, giving her fur a slight shine. Her legs spread widely, nether lips still wrapped securely around his rock-hard cock.

“One question Luna,” Dusk practically purred as he began to churn his hips, sloshing the mixture of their cum inside the mare.

Luna moaned an acknowledgement as she wrapped her legs encouragingly around her lover

Dusk suddenly brought his hand down harshly on Luna’s rump with a sharp smack! The stallion leaned down next to the princess’ ear as he roughly kneaded the stinging flesh.

“Are you my mare?”

A Solar and Lunar Eclipse

-Chapter 3 A Solar and Lunar Eclipse-

-Day 2-

As the morning sun rises in the sky, several rays of sunlight make their way through the curtain of Celestia’s personal chamber. One of the beams found it way to the bed, settling on the purple alicorn’s face. Dusk stirred for a moment as he felt the warming rays on his face, he slowly sat up in the bed, rubbing the sleep out off his eyes and letting out a huge yawn.

As the male alicorn reached full consciousness he couldn’t stop thinking about what had transpired last night. He still couldn’t believe that he not only had he slept with Celestia, but he claimed her as one his mares for his harem. The strangest thing about it all was that he wasn't even ashamed or sickened that he mated with Celestia, in fact one could say he rather loved it.

Dusk couldn’t exactly explain why he liked the idea of having his former mentor as a lover, he just knew that he did, and that it felt right in a way. He wanted to talk about these feelings more to the mare in question, yet she was no where to be found.

Dusk wasn’t at all surprised to see Celestia’s gorgeous form was missing, having most certainly left early to fulfill her morning duties as the princess of the sun. And while he’ll freely admit that he kinda missed the feeling his lover's warm soft body wrapped around his, he'd also admit that it was nice to not have awoken with his rib cage crushed by a cuddling alicorn.

Dusk's thoughts were soon disrupted by his belly suddenly emitting a loud roar. It came as no surprise for him to be hungry, after all dealing with Celestia's rather insatiable sexual appetite would wear out nearly anypony. He then decided to get out of bed and begin his search for both clothes and nourishment. Thankfully, he had enough common sense yesterday to teleport his clothes here. He quickly gathered up his clothes laying on the floor and began getting dressed. Once the young alicorn was fully clothed, he headed straight to the dining hall.

After minutes passed, he walked up to the dining hall doors to be greeted with the wonderful smell of a freshly prepared breakfast. He was certain that Celestia was inside waiting for him, most likely wanting to discuss who should be in his harem, though honestly he already knew who he wanted. Dusk opens the doors and saw the solar princess in her robe sitting at the table, packed-full with food of various breakfast meals, having a spot of tea. Celestia took notice of his arrival and instantly gave him a warm smile.

"Good morning Dusk," Celestia said in a cheerful tone. "I trust you had a good night's sleep?"

However Dusk didn't reply as he was too busy gawking at the delicious delicacies that was laid out before them. Celestia giggled at the lack of response from the male alicorn and said, "Hurry up eat Dusk; we have much to discuss afterward.”

Dusk didn't even need permission as he immediately rushed for a seat next to her and began chowing down on the bountiful breakfast in an non-regal manner. In less than fifteen minutes he was already done and was wiping his face clean. As he was about done he suddenly let's out prodigious belch. Feeling a bit embarrassed he awkwardly turn toward the female alicorn, however he paused as he noticed that Celestia was looking down at tea cup with a saddened and deep in thought.

“Uh Celestia?” Dusk asked, worried about the solar princess. “Is everything alright? You seem somewhat depressed.”

"Hm?” Celestia said. “Oh sorry Dusk, I deeply apologize for spacing out like that." she slightly blushed. "What were you saying?”

"Well, I was just wondering if there was something upsetting you, that's all."

"Oh it's nothing Dusk,”she replied, though the small frown she showed betrayed her. “I was just thinking about something that all…”

The prince looked at his mentor with great concern. Even though Celestia had told him that nothing was wrong, deep down he knew that something was troubling her greatly. He hadn't seen her like this since the two of them went stargazing, back when Dusk was still her student and Luna while still banished on the moon. "Celestia, I can tell that something really bothering you, and I am more than willing to listen if you let me."

After a minute or two of silence, solar princess let out a sigh. "Okay Dusk if you insist. Ever since awoke from bed I just couldn't stop thinking about what had happened yesterday."

"Oh you mean when we..." his cheeks lightly blush "slept together?"

"You could say that..." she said in a sombra tone. "I was, just very disappointed..."

"Y-you were disappointed?" he asked dishearteningly, hoping that he had heard wrong.

"Yes, I really expected better from myself. There really was no excuse for my action and..." the princess voice trailed off as she hears a loud thud on the table and felt an extreme aura of depression. She turns her direction back to Dusk and was shocked to what she saw.

The alicorn stallion was laying the table on the side of his head, completely devoid of any and all emotion. Because of his wild imagination, when he heard her said the words ‘disappointed’ and ‘yesterday’ he quickly assume that she was referring to his performance in bed.

Criticizing a male on their skills in bed is a sure fire way to put a dent in his confidence, but for Dusk it might as well had been destroyed completely as he simply sat there, quietly muttering to himself about how he wasn't worthy to call himself a stallion.

"Oh dear," Celestia calmly said as she watch her lover was sulking in his own sadness, quickly realizing what she had unintentionally caused. "Dusk, I wasn't referring to your lovemaking skills. I was talking about myself.”

However Celestia words had failed to reach the stallion's ears as he continues to berate himself. She kept trying to get him back to his sense by repeatedly calling his name while shaking him back and forth. But it still proved unless however as he still wasn't responding to anything she did. After awhile it had even gotten to a point to where even she was beginning to lost her patients.

"Dusk Shine!" she yelled in the royal Canterlot voice.

"Agh!" he yelped as he quickly covers his ears for the ear shattering roar." I think I may have just lost my hearing," he groaned while getting the ringing out of his ears.

"I’m very sorry for using my royal Canterlot voice like that Dusk, but you left me with no choice. Are you alright?"

“Yeah, apart from the ringing in my ears and my confidence being completely obliterated, I'm doing just fine..." he said, beginning to sound depressed again.

"Oh, no no no you misunderstood me Dusk," she said desperately trying not to get him all depressed again. "I wasn't talking about your mating skills in the slightest.”

"Wait...you weren't?"

She shook her head. "No. I was mainly referring to myself."

"O-oh..." he chuckles nervously as he begins to blush with embarrassment. "But Celestia, why exactly are you so disappointed with yourself?"

"I guess you could say it was because I lost control of my heat, and took advantage of you in your present state.”

"Well I can't blame you for feeling guilty about the whole thing; though I don't really understand you seem so distraught over it."

Celestia let out a big sigh right before saying. "I love you Dusk," she simply said. "I always loved you more than a student or a friend for a long time. The thing is, I also had my doubts that you may not feel the same for me. So when your need for a harem arrived, I had planned to finally tell you how I truly felt about you, and let you decide whether or not you wanted me as one of your lovers. Unfortunately, because of lack my control I forced you into claiming me."

"I know you probably think that it not that big of a deal, and you're most likely right; but… I just feel as though I greatly wronged you," she looks at her tea cup. "I don’t deserve you. If I could so selfishly use you for my own needs then..." Celestia stops brooding as she feels something wrapping around her. She looks up to see that Dusk was using one of his wings to give her a hug. She then turn toward his face to see that he was showing great concern for her.

"Celestia," he said in a honest tone. "You shouldn't let that get to you. You just wanted to find some relief that all. I mean you rise and lower the sun for crying out loud, I'm more surprised that you didn't take me back when we were in the tea room. In my honest opinion, you didn't do anything wrong to me.”

"I'm glad that you feel that way," she said with a small smile, but she quickly went back to frowning. "but I still abused your trust. Not to mention I still should've had more control over myself."

"Celestia, I'm going to be honest with you I'm kinda glad that you did. If you didn't came on strong like you did then I still would have seen you as nothing more than my mentor; instead of a smart, caring, and most amazing mare that you are."

Celestia, touched by his compliments, sheepishly tries to hide her face with the stallion wing, her white cheeks quickly becoming red. "That very nice of you to say Dusk but I..."

"But nothing," he interrupts. "Celestia I know you feel bad for what you did, but If I can forgive you for what happened then you're then able to forgive yourself." he placed a hand on one of princess. "Please Celestia I hate seeing you upset over this and..."

Dusk stopped talking as he felt Celestia affectionately nuzzling him. "Okay Dusk," she said in a warm tone. "You made your point. If you don't have a problem with my actions then I'll stop worrying about it. Thank you."

"There no need to thank me. You know I would always help you and given how you're apart of harem. Seeing you happy is one of my new responsibilities." he said as he blushes, beginning to feel a little hot under the collar.

"Quite true but I still appreciate it," she stop nuzzling to look at him. "Dusk, we need to discuss about your harem. It vital that we figure out who should be in your harem."

“Actually Celestia I wanted to talk to you about that. I kinda already decided who I want for my harem.”

“I see…” she with a smirk. "Tell me, would those candidates just so happen to be your friends as well?"

The alicorn stallion lightly blushes as he shied away from her. "Was I that obvious?"

Celestia giggled a bit before replying,"There no need to feel embarrassed Dusk. I already expected you choose them, and I understand completely why you would choose them for your harem. You have been through so much with them after all so I can see why you would start feeling a special connection with them." A sinister smirk suddenly forms on her face. “Though to be honest, if I don’t know any better I say you mainly chose them solely for their bust size.”

Dusk’s light blush turned into a blazing inferno. “What!? No, it’s nothing like that at all!" he quickly defended. "I mean sure their very attractive and well um... perky, but that just a coincidence. And besides Rainbow Dash has a flat chest, not... that there anything wrong with a flat chest.”

“True, but that cute butt of her certainly makes up for it,” Celestia giggles.

“Can we please stop talking about my friend’s assets and go back to the topic at hand!?”

“Okay I’ll stop,” she said, nuzzling the now red alicorn. “In all seriousness Dusk they'll make a fine addition to your harem.”

“Well it great that you see it like that Celestia. But I honestly don’t see all of them joining.”

“And what make you say that?”

“Well it just that… aside from Pinkie Pie they don’t really show any kind of interest in wanting to be anything more than just friends”

“Oh Dusk," she giggles while lightly shaking her head, muttering. "You still have much to learn."

"Dusk, just because they don't show it doesn't automatically mean they don't want to form a deeper bond. I can promise you that they'll join your harem."

"And what exactly makes you sure that they will?” he raised a brow. “You wouldn’t by chance made a promise with them to not go out with me, or planned this whole harem idea before hand did you?”

“Dusk you sorely need to quit over thinking things sometimes. You know full well I would never do either of those things.”

"...I guess you're right. I'm just really paranoid about what my friends will think about all this. I mean what I’m asking them to do is very serious, but if you say they'll join then I guess I'll just have to take your word for it then."

"You can rest assured that they will join Dusk,” she reassure him right before giggling again. “We when lived for over thousands of years you can tell when ponies are bitten by the love bug,” she then stop laughing to say. “Unfortunately, I have some bad news to tell you. After experiencing your... abilities at first hand, I can safely say your friends won’t be enough to satisfy that lust of yours.”

“They’re, not enough?” he shuttered, looking at her with disbelief. “Are you serious!? Even with you, and Luna included, the harem still isn’t enough?”

“Sadly yes,” she said with a sigh. “But thankfully you’ll only need to add at least one or two more mates into your harem.”

Dusk then gave a sigh of relief. "Well that good to hear for second there I thought you we're going to tell me I had to acquire at least twenty mares."

"Don't be silly Dusk. You have to be at least around half my age before that would ever happen, thankfully you’ll never get that old,” she started giggling.

“Yeah but still, I have to figure out who I want for my harem though, and even if it is only one or two it still won’t be easy to do that and...”

“I’m well aware of that,” she interrupts. “And I have faith that you’ll find the mare who right for you. But I will agree with you that the task will no doubt be difficult given the female to male ratio of Ponyville, but then again you have been through alike more tougher trials.”

"Yeah, but the only difference is that if I fail it won’t result in Equestria's downfall.”

“That maybe so, but I can honestly say that me and Luna certainly wouldn’t mind putting a stop to a male alicorn’s sexual rampage,” she said in seductive tone.

Hearing the princess' breathless voice again causes Dusk to blush in arouse, his member immediately hardens. "Well that's good to know...“ Dusk said, trying his best to not let his libido get the better of him. “Anyway is there anything else important I should know about?"

"No, I told you everything you needed to know."

"Good, cause there something really important we need to talk about."

The princess gave him a confused expression. "Hmm... Dusk what exactly do you wish to talk about?"

"Well..." he said as a mischievous grin grew on his face.

Without so much as a warning an arm shifts tightly around the princess’ lower waist, easily startling her. With the help of both his wings and earth pony strength he easily lifts the voluptuous alicorn off her seat and onto his lap, pressing her gigantic suns against his chest.

Celestia was very much impressed at how much the young the alicorn was so used to using his newfound strength. He practically lifted her as if she was nothing more than a soft cloud. But her main attention was quickly drawn towards the stallion's hardened member, and the determination in his lustful eyes, telling her that he was in the mood to sate his mares needs.

”I think figuring out a suitable punishment for you is a very pressing matter. Don’t you think?” Dusk said in playful tone, still retaining his mischievous grin.

“My... punishment?”

“Why of course my naughty little mare. Just because I forgave you doesn’t mean you're getting off scot free. You still have to answer for not only taking advantage of me, but for also nearly shattering my eardrum."

Celestia starts giggling. She knew full well that there was no possible way in snapping her lover out of it when he's all roused up so she might as well just play along.

"Your right Dusk," she wraps her arms his neck as she leans her head forward in kissing distance. "I should have known better, and I most certainly deserve whatever punishment you find fitting for me."

"Hmm… and what do you think is a suitable punishment for a bad mare such as yourself?"

"Well you could bend me over your lap as if I was filly and spank my flank until my cheeks turns red," she said breathlessly. "Or, you could shove your massive cock all the way down my throat, or maybe..."

"Or maybe you could go into your room, and not mess up the dining hall again," said a new voice, destroying the steamy atmosphere.

Both alicorns turn their attention toward the voice to see a gray unicorn maid with a scarlet red mane and tail who appeared at of nowhere, giving them a stern look.

Naturally Dusk's entire face turned as red as the maid's hair as he felt embarrassed knowing that somepony had probably heard what the princess was planning to let him do her. He also felt somewhat afraid.

Now that wasn’t saying the maid had a scary appearance or looked ugly. On the contrary, she was rather appealing, with the outfit itself nicely complementing her ample bust and generous wide hips, to where the hot-blooded prince could honestly see himself being held back to prevent him from rutting the tartarus off of her.

It was just that the mare gave off some serious threatening vibes, surpassing any foe he and his friends had ever faced. At first he thought the idea of a lonely maid being more threatening than his enemies was just plain outlandish. But, just looking at her eyes alone he could tell that she was not one to be trifled with.

"Scarlet?" Celestia calmly asked. "What are you doing here? I thought you left with all the other maids when you were done with your final assignment for the week."

"While a week off duty is much appreciated your highness," she said, her voice sounding very official. "I refuse to abandon my post just because my desire for a stallion has risen. As a maid, I must complete all of my duties of keeping the castle in proper order without any complaint. Even when the mess is left carelessly by you, your highness." she narrow her eyes.

"Oh..." Celestia laughs nervously. "We're very sorry for that Scarlet. I can imagine it wasn’t easy for you to clean alone, especially with your estrus."

"Actually your highness, I completed the task as efficiently as always. Though, you can say I was left frustrated by the end of it."

"Really you don’t look that frustrated to me”

A small smile somehow managed to appear on the serious maid's face. “Thankfully for me, as soon as my task was done I found two royal guards who were kind enough to help me with ‘relaxing’."

"Oh, well that's good to hear."

‘Why do I get the feeling those guards are going to be out of commission for the rest of the week?’ Dusk thought.

"That’s besides the point," she said, going back to her dour look. "I came here to tell you that while I fully understand the feeling of finally finding a stallion to calm your estrus, I must remind you that not every mare are fortunate enough to find a..." she diverts all attention to Dusk. "fascinating specimen." she said while giving him a small smirk as her eyes were half lidded.

Dusk instantly felt a cold chill running up his spine and began to tremble with fear from Scarlet. Celestia quickly took notice this and got off of his lap.

"Don't worry Scarlet. I fully understand what you mean,” she said as she was heading toward the exit. "Come along Dusk."

"R-right," he nervously said, quickly following the princess so not to be left alone with the red headed maid.

As the two alicorns made there way out of the dining hall. Dusk was completely unaware that the maid was staring at his back side as he left. Scarlet started licking her lips as a light blush appeared on her face.

"Hmm... If he weren't so fragile I might have had some fun with the new prince. All well, I'll just have to rely on those two guards again. I do hope they’re not too tired from last night; cause looking at the prince's hot ass got me in the mood."

Dusk and Celestia were walking down the hallway. They weren't really going in any particular direction, in actuality Dusk was merely following the princess. Ever since their encounter with the... maid there was a pregnant pause between the two until one of them finally speak.

"Okay... uh Celestia, do you mind enlightening me on who exactly she was? Cause I highly doubt that someone that intimidating is a maid.”

“Oh that was just Scarlet Tail, my sister and I recently hired her just a few weeks ago.”

"Judging by her... serious nature, something tells me that she use to be a member of the royal guards."

"Actually..." she said as if she was guilty. "she an ex-mercenary..."

The young prince simply stared at the white alicorn. While he could somewhat understand the reasons why the princesses would hired somepony like Scarlet, most likely something to do with redemption, or old friends with her family. It still boggled his mind that they would hire someone who previous job was basically being hired killer for hire.

"Yes I know she don't exactly come out as the most friendliest of ponies, but she does have a good heart, and the best intentions in mind,” she said giving him a warm smile. “She is also single, so if you want I could have things arranged so you two could..."

"No no no!” Dusk frantically interrupts, “There no need for you to do that.”

"Oh come now Dusk," she grew an impish smirk. "You were able to claim both me and Luna with ease." she continued in a playful tone. "So a vixen like Scarlet should be child plays for you.”

"Well, I get the feeling that vixen like her would physically change me back to a unicorn if I got on her bad side.”

“Oh don't be silly Dusk she would never do that," she giggles. "She'll merely break you in half."

Dusk’s face quickly turned grimace. "How exactly is that any better!?"

"It's not I just like seeing you freak out, you're very cute when you do that,”she said still keeping her mischievous grin.

Dusk instantly shots her a mean glare. "I swear sometimes you're almost as bad as a certain draconequus."

Celestia starts to giggling. "True, but let's be honest Dusk. You know full well you like me best when I act a little naughty."

"At least now I can rightfully punish you any time you do act up," he said with a predatory grin. "And speaking of which, I still have to punish you from before."

"Oh my," she giggles as she place her hand over her muzzle. "It would seem like you'll be doing that on daily basis then."

"And I guarantee you I'll make sure you learn your..."

Dusk stops dead in his tracks and starts looking around himself, sensing an unknown presence watching him. It felt as though he was being stalked by a hungry predator ready to pounce, but strangely enough it also felt familiar as well. He looked all around himself for the source of the mystic force, but ended up finding nothing; leaving only a concerned look on Celestia’s face.

"Dusk what are you looking for? Is everything alright?"

"Hmm, Oh sorry Celestia. I just got this weird feeling that somepony was watching me.”

“Well, that is to be expected given how most mares usually gets a bit more excited after the first day of the estrus cycle."

"I know, but something telling me that this is different. It’s almost feel as though they're nearby, ready to pounce on me when I least expect it."

"Well different or not, I promise you Dusk that no matter who it is there only one mare crazy enough to attack you while I'm here.”

"And who may I ask is..."

The prince’s question was soon answered as at that very moment a dark blue blur bursted completely out of no where, going right past Celestia and straight for the male alicorn. The said blue blur slammed right into Dusk, easily sending both of them crashing to the ground.

Dusk soon found himself pinned down under the tremendous weight of the assailant’s hefty breasts, who gave him a lustful smile while staring him down with her sex hungry eyes.

"Morning stud," Luna said in an alluring tone, immediately locking lips with the hunk of a stallion.

While completely caught off guard by the Luna's very sudden arrive, Dusk didn't even hesitate in returning the kiss back to his mare; his arms instinctively wraps themselves tightly around her.

Despite wearing her night themed robe, Dusk could still easily feel Luna's harden nipples poking his chest. And with the way her lively tongue moved and the heavy blush on her face; it was quite obvious that Luna was craving no... yearning for her stallion to once again take care of her heat, and honestly who was he denied her that.

After minutes of heavy kissing, Luna tore away from the stallion, giving him a seductive glare. "Dusk..." she continued in her sultry tone. "I know you went and claimed my sister as one of your mate."

Dusk nervously chuckled while giving her a light smile. "You know about that..."

"Well you two certainly weren’t trying to make it a secret late night," Luna giggles. "Oh but don't worry, I'm not jealous or angry with you. I am however a bit upset that you didn't even attempt to greet me this morning." she said pouting, pretending to be disappointed. “Especially after making me listen to my sister scream in pleasure all night long."

"You're right Luna," Dusk said with a cocky grin, one hand slowly reaching her supple butt. "I'm very sorry for being so thoughtless to you. Is there anything I can do to..." he gives her ass a firm squeeze. "make up for it?"

“Hmm...oh, I'm sure a clever stud like yourself figure that out on his own. I've also got a good... feeling that you already know what that is."

"It's nice to know that you're up and about," Celestia calmly said. Her red cheeks and her thighs pressed together made it clear that Luna’s show of affection had an impact on her.

Dusk smiled weakly at her, feeling completely guilty for quickly forgetting Celestia, and making her quite horny. Luna however simply smiles at her, and says,“Oh hello dear sister. I am very much sorry for taking all of Dusk's attention from you." She turns back toward Dusk before continuing,“But nothing else mattered as soon as I saw this handsome, and..." she giggles. " healthy stud."

"That's quite alright Luna I understand completely..." Celestia seductively said as she too turns toward Dusk. "But as much as I would hate to ruin your fun dear sister. Don't you think it's about time you should let Dusk off the floor."

"Aw, but Tia," Luna whined as she hugs her stallion tighter, burying her face in his neck. “I haven't been with him all night. Can't I just cuddle with him for a few more minutes?"

"Luna…”, Celestia said sternly.

“It’s okay Celestia,” Dusk said. "I don’t mind letting Luna cuddle with me. I did leave her by herself without so much as a word yesterday. So can I at least give her this much?"

"While that very noble of you Dusk, might I remind you that since you're our stallion now; you have certain responsibilities that must be fulfilled." she said in an alluring tone. "And I think it’s about time that you took care of both of your…” a sultry smile appears on her face. “responsibilities. Wouldn’t you agree Luna.”

Luna looks up at her sister, and saw the sultry expression on her face. The Lunar princess soon start giggling, her grip around the stallion loosen. "Why of course Tia," she gets up from the prince, revealing that the young male's massive bulge that was more than ready to burst out of his pants. "I shouldn't get in his way when he has an important task to fulfill," a lustful grin similar to Celestia's soon appeared on her face.

Seeing the two sisters smiling while they loomed over him made Dusk feel a little nervous, granted it also made him even more aroused than he already was. While he had already proven yesterday that he could easily sate both of the mares' insatiable appetites, but with the way that they were smiling at him just told him that needed to be a bit caution.

“Now let’s get going Luna," Celestia said as she starts walking down the hallway. "I think it about time for all of us to take a much deserve bath.”

Luna giggles "Yes it has been quite a while since any of us last taken one," she then turn to Dusk and lights up her horn. "Well don't just sit there stud you need to wash up."

A blue magic aura soon enveloped around part of his shirt collar and picks up off the floor. Once on his hooves Luna quickly took his hand, and pulls him along.

As Dusk followed Celestia and Luna to the royal bath chamber to 'wash up', he could hardly control himself as both of the princesses were unintentionally teasing him by swaying their glorious hips right in front of him. The hot-blooded male alicorn could already his feel sexual impulses slowly taking on more and more of his mind as he kept staring at their royal asses in their skin tight robes, enticingly jiggling with each step they took.

Luna noticed his watchful glare, and turns toward her sister. "My my Tia. The way Dusk is looking at us you could swear that he hadn't been with a mare for several years," she whispers.

"Well, that is to be expected given how he still at the phase where he would still get sexual aroused if he around a mare long enough. Especially if he had already claimed said mare as his own," Celestia softly giggles.

"Still, wouldn’t you agree that we should at least give him a sample of what he’s going to get soon?" Luna asked mischievously.

"Now now Lulu. I want to tease him, not torture him," Celestia playfully scolded.

After a few minutes of walking, which felt like hours to Dusk, the trio reached a door with a sign depicting the royal hot spring. The door led to a small room where at the end of it was another door and next to it was closet filled with soap, shampoo, towels, a number of bathing utensils, and an empty shelves for holding clothing.

When the three entered the room, Celestia quickly shuts the door with magic. "Luna, would you be so kind as to help Dusk out of his clothes while I get something from the closet? He won’t be needing them after all."

"With pleasure," Luna said in low growl as she slowly makes her way to the stallion with a predatory gleam in her eyes.

Dusk however stops her by waving his finger at her. Luna froze in her track at the gesture, but that didn't stop her lustful gaze. "That won't necessary," he seductively said. Not wanting his clothes to be teleported to Celestia knows where, Dusk decided to take off his clothes himself. He knew couldn't just remove them casually, as Luna was watching and she most certainly deserved a little show.

Dusk began to slowly unbutton his shirt, revealing his well-toned body with each button undone. With his upper torso now bare, Luna found herself biting her lip as she could hardly contain herself from the entertainment, as he reached down his belt buckle. After effortlessly unbuckling his belt he pulls down his pants, unleashing his massive monster that he called his stallionhood.

His smile grew as he saw the lunar princess' thighs pressed together, making a loud squelch as she hungrily gawks at his huge throbbing meat. Luna was so enthralled with his raging cock that she didn't notice that the smirking stallion's horn was illuminating with his magic aura.

Dusk wrapped his arms around Luna’s waist, rubbing his stallionhood against her abdomen. "You know you don't have to stare at it,” Dusk purred in her ear. “Since you're my mate, if you want it then you can have it."

"Hmm… I'm fully aware of that Dusk, it just that you're by far the biggest thing I ever seen. Also..." she giggles. "experienced. My apologies for staring."

"Oh I don’t mind, in fact I encourage it. Just so long as you don’t mind me returning the favor and rutting the living tartarus out of you,” he wickedly grinned.

Luna grabs the back of her lover head. "You can do whatever you please stud, I am your mate after all," she pulls him toward her plump lips.

As Luna began smooching and feeling up on her stud, Celestia returned, carrying a large cylindrical bottle with a screw on lid on top, and watched the two getting along with great delight. “I can't leave for five seconds without you two cuddling each other.” she snickered.

She gently shook Luna's shoulder.

The lunar princess broke her kiss and looked her. "Sister can't you see that I'm busy," she said sounding quite irritated by the interruption.

"Oh I can see that ,” she said smiling. ”Though, don't you find it a bit unfair that Dusk’s the only one clothless,” she tugs on the top part her own robe to show off a large portion of her cleavage.

Luna understood and pry herself from her lover’s grasp. “Your right as always sis.”

Before he knew it, Dusk watched as both of the princess’ robes easily fell down to their hooves, revealing their majestic nude bodies. Their large puffy, erect nipples stared right at the him, tempting him to start toying with them.

Dusk licked his lips hungrily as his view lowered and saw the princesses plump pussies were really soaked with their juices. He stood there in awe, wondering which princess he should grab first, yet Celestia and Luna took the initiative and each grabbed one of his arms, entrapping them with their titanic tits. "Now then Dusk, shall we got started on your bath?" Luna cooed as her hand was slowly stroking parts of his impressive cock.

Celestia in turn deeply inhaled his intoxicating male hormones. "I agree with Lulu. Our combined musk is becoming much more powerful than it's own good," her hand also start to strokes his monster length.

Dusk moans as he felt their soft and gently hands pick up in their pace "Hmm...Sure I’m ready... whenever you two are..."

After opening the door the three found themselves in a wide indoor hot spring that was about twenty feet wide all around. The white tiled floor was almost as reflective as the steaming water itself.

Unbeknownst to Dusk, the royal sisters turned towards each other. Luna tilted her head at the edge of the hot spring, and Celestia replied by nodding her head in approval.

With her sister’s permission, Luna's horn lit up as the two released the stallion from their grip. Before Dusk could even react, Luna’s telekinesis sent him to the ground where he laid flat on his back. As he tried to pick himself up, he was stopped by the two princesses’ hands. He saw that they were both on their knees, smiling at him.

"Aw aw aw Dusk," Celestia warned him as if he was a colt. "We have something very special planned for you before your bath. But first, we need you to lie on your back."

"Yeah stud," Luna giggles. "You really don't want to miss out on this."

Before he could get a word, Dusk found his colossal cock squeezed in between the titanic tits of both his lovers.

Countless upon countless of stallions had always dreamed of getting a titty-fuck from princesses, and by all things that was good in the world he could understand why. He felt the warm softness of the two biggest pairs of boobs in all of Equestria enveloped his swollen meat.

Nearly every inch of his large dick except the very tip was engulfed in soft warm flesh as both sisters slid their breasts up and down in total sync.

Saying that the feeling was good was a huge understatement as it felt amazing, heavenly even. Streams of pre-cum was already forming from the tip after just a few minutes in tit heaven. As Dusk laid helpless, completely enraptured in the pleasure, Celestia and Luna continued to rub his cock earnestly.

"So Dusk, given the look on your face I take it you like our 'little' surprise?" Luna teased.

"Like?... No... I love it... It’s incredible.. It feels incredible!" He gasped his heart rapidly beating.

"Well I'm glad you feel that way Dusk, but we haven't even gotten started yet," Celestia giggled as her horn lights up.

She levitated the bottle she bought earlier over their moving mounds, and as soon as she unscrewed the lid she poured a clear oily substance all over them. Within seconds, both Dusk’s cock and the princess' breasts became lathered in the slippery fluid, greatly increasing the speed and pleasure of the titjob.

Dusk clenched his teeth as his arousal sky rockets to heights he hadn't never thought were possible, their breasts naturally felt amazing on there own, but with the combination of the slippery material they made his entire body tremble with excitement.

Sadly, as much as he loved feeling of their oily coated tits; Dusk just couldn't take it anymore. He felt as if his entire cock was about to explode, and the aftermath was going to be massive!

Celestia also noticed the stallion’s imminent orgasm, and gave her sister a wink. Both her and Luna lied down on each side of him, still continuing their double paizuri. At first Dusk loved feeling their amazing breast on his crotch and stomach, but the small rational part of his mind that was still there quickly reminded him that his tip was pointing directly at him.

Unfortunately for him he was far too late as his cock flared and blew his massive load, splattering all over his face, chest, and the tiled floor. By the time Dusk was done ejaculating he looked as though he fell head first into a pool of mayo.

The two princesses sat up and looked at the male alicorn coated in his own semen. For a moment the two tried their hardest not laugh, but utterly failed as they burst out laughing.

As the laughter slowly died down, Celestia taunted,"My my Dusk, that’s quite a look you got there. Though I have to admit, white isn't really your color."

Dusk simply replied with a growl, nearly glaring daggers at her.

"I don't know about that Tia. I think his new look makes him absolutely scrumptious," Luna said as she wipes off some of the still warm splooge off of him with her finger. She then places said finger in her mouth. "Hmmm... He most certainly does taste delectable."

Dusk stared at the lunar princess. "Luna? Did you really just eat some of my semen?" he asked as he felt a bit nervous, but in a way he couldn't explain it strangely turned on.

"Why of course,” Luna said as she made her way to his chest and face, sliding on top of him. “And I have to say, it truly tastes divine,” she cooed as she laps up more of his warm spunk. “It makes envious that I wasn’t covered in it.”

As she continued licking him clean he sighs as he felt her hot tongue gliding all over his body, determined to get every last bit of cum.

Celestia smiles as she looks at her sister cleaning their lover with joy like she was a dog enjoying a bone. "Luna, you do know there are far better ways of cleaning him than just your tongue?”

As Luna finished swallowing some of the cum she had in her mouth, she turned to Celestia and said, “Oh I know there are. But this is a far more... delicious way of getting the job done. Plus, unlike you two I missed out on breakfast; and there’s nothing better than warm, thick, delicious cum in the morning.”

"Can't say I disagree with you on that one Lulu," Celestia giggles as she runs her fingers over Dusk's semi-hard massive twitching meat. "But if you ask me, I much prefer to get it directly from the source..." She continues to tease him by mercilessly stroking his cock, causing Dusk to start moaning. "If that’s okay with you?"

Luna smiles. "Go ahead dear sister, he is as much my stud as he is your, though I still call ‘the dibs’ on him, as I get to play with him first."

"Don't worry Lulu, I just want to have something warm in my belly besides tea,” she replied as she stopped stroking Dusk’s meat pole.

Celestia places his flared head in her mouth and she slowly slid down to the hilt, flawlessly taking every last inch of his colossal length down her throat.

Dusk was both shocked and amazed as he felt the warmness of her tight throat around him, her tongue swirling all over his stallionhood as it rested in her mouth. She soon began bobbing her head up and down gracefully, not gagging in the slightest.

Luna, now done licking Dusk clean, enjoyed hearing her lover moan and groan from her sister's skillful deepthroating. "So Stud, what do you think of my sister throat?" she asked seductively. "She has, as you would say, ‘years of practice’."

"It feels wonderful..." he managed to moan. "But there’s something missing..."

Luna raised an eyebrow. "Hmmm... and what would tha-ahh!" she gasped as she felt her marehood being massaged.

"Oh, like leaving you alone from all the fun for one," he smiles as two of his fingers plunged into her moist cunt repeatedly.

Luna wailed in bliss as she felt his long middle and index fingers moving in and out of her hot pussy while his thumb gently massaged her throbbing clit. She wraps her arms around his torso as she could already feel her estrus becoming unbearable by the second, and she had a feeling that he knew it too. "Hmm... You're quite good with hands Stud, but you do realize you’re only making my heat worse,” she gasped.

Dusk grins at the perpetually moaning princess, and grab the back of her head with his free hand. “I know, I just want to get you all roused up,” he said as he bring her in for a kiss, tasting remnants of his cum in her mouth. Luna of course fully accepted his kiss, though she couldn't keep herself from moaning from his two fingers still thrusting into her.

Celestia, who was still had his cock in her mouth, started bobbing her head faster, eager to make her lover unload all of his cum. This in turn made Dusk thrust his hip in tune with her mouth, and increase the speed of his fingers. He felt Luna's inner walls squeezing his fingers as he moved them, her wet and sticky mare-cum spilling all over them.

Luna moaned louder and tightens her grip around his body, pressing her hardened nipples against his chest. She felt herself reaching her limit as her pussy was quivering uncontrollably. Dusk too felt his climax approaching as well, his cock once again flaring, ready to blow his load.

When Celestia hilted his cock one last time, he loudly grunted as he unleashed a torrent of semen in one shot only, directly filling the solar alicorn's stomach full of his gooey seed. At the same time Luna screamed in rapture as her cunt clenched her lover fingers, her warm sticky nectar gushed out like a broken dam.

After both Dusk and Luna’s orgasm had subsided, Luna rolled off of the stallion, lying on her back as her chest rose up and down from her heavy panting, her massive tits jiggling. In turn, with her stomach now full with his sticky jizz, Celestia pulled back, releasing Dusk’s massive rock hard cock from her mouth, swallowing any remaining cum with ease.

“Hmm... Oh my Lulu, you weren’t kidding," she said as she licked her lips clean of any sperm. “his cum certainly is delicious."

However, Luna only replied with a erotic moan. Celestia saw that her sister was beginning to squirm all over, her heat coming into full-blooms, her body craving more, craving her stallion to come and buck her into next year, right now.

Celestia smiles at her then turns to Dusk, who was staring at Luna like a starving wolf to a helpless sleep. "Dusk," she said, getting his attention. "Was it really necessary to tease her like that? You know how badly her estrus is."

"Meh, probably not. But there is something arousing in seeing her like this," he grins as he makes his way toward the wriggling alicorn. As he loomed over her, Dusk spreads Luna's legs wide open, licking his lips as he saw her dripping pussy. He then grabs on to her curves, and gets on top of her, her legs soon found their way around him.

"So Luna, do you want your stallion to buck you senseless?" he seductively asked, obviously knowing the answer, while mercilessly grinding his impressive meat against her trembling body.

Luna shuddered, and moaned at the sensation of his hot rod teasing her special moon flower. "Yes Dusk, buck me!" she begged. "I beg you, stop teasing me with that gloriously fat cock and just buck me!"

"As you wish," Dusk chuckles as he stops grinding. He grabbed his cock by the shaft, and quickly aimed his large tip at her entrance. Despite some resistance, with one thrust he managed to ram his entire cock all the way in, causing Luna to shriek in ecstasy as Dusk's massive member nearly caused her to have a mindblowing orgasm.

Greatly missing the feeling of a hot pussy around his dick, Dusk soon started pumping her in a fierce, but firm motion. Luna moaned even louder than before as the inner walls of her pussy squeezed around his colossal cock tighter, causing him to pump harder and faster.

Even as he continued plowing her, Dusk just couldn't keep his eyes away from Luna's large glossy breasts, as they wildly bouncing back and forth with each of his impacts. Deep down Dusk knew he couldn't deny it. He loved big breasts, and he had no shame in it, but he could feel his primal instincts telling him that just simply staring at them would be a crime within itself. Dusk let's go of Luna's wrist, and placed his hands on her plump tits, not wasting a second in kneading the supple mounds.

‘It's certainly didn't take him long to start playing with her chest though then again he always been crazy for breast even before his ascension,’ Celestia thought to herself as she masturbated, watching in delight as her former student ruthlessly fucked the life out of her sister, knowing full well what would happen when Lulu reached her orgasm. ‘But I think it's about time I spice things up a bit,’ she thought as her horn flared with her magic aura.

As Dusk's hands were groping her breasts, his fingers digging ever so slightly in her, he quickly noticed Celestia's aura surrounding Luna's chest. He of course wondered what the sunny alicorn was up to, but he soon found that out real quickly as Luna's chest slowly swelled within seconds before his very eyes.

Luna could feel a tingling sensation in her breast, almost as though they were being filled to their capacity. Much to her shock she saw that her breast, still covered in her sister's magic, had grown at least two cup sizes, but what got her attention the most was that her nipples were leaking milk.

"Sister," she moaned, failing at giving her a glare. "What did you..."

"Don't worry Lulu you'll understand in about... two seconds," Celestia smiles.

Luna was about to ask what she meant by that, but she loudly moaned as Dusk's lips gently latched on to her left teat, eagerly sucking for her warm, delicious milk as she wraps her arms around his head. Luna couldn't keep herself from getting any louder as Dusk sucked and licked her nipple harder.

She was in complete bliss as she began understood why her sister loved breast feeding; the erotic feeling of an eager mouth suckling on her erect nipple, greedily drinking every last ounce of milk out of her massive mounds. It was simply divine as she felt shivers down her spines, slowly making her body go limp.

Not wanting to leave either breast unattended, Dusk uses his free hand to grope her right breast, milk already leaking into the palm of his hand. Dusk just couldn't get enough of Luna's delicious warm milk. It certainly didn’t have the same sweetness as her sister, but it definitely made up for it in terms of texture and creaminess.

As Dusk consumed more and more of Luna milk his hips started bucking even harder, making loud lewd noises each time their hips smacked together.

Luna tried her best hold back her orgasm, but with Dusk’s relentless and powerful thrusts increasing, along with his ever eager mouth and hand pleasuring her breasts; she was delaying the inevitable as she felt her entire body was shuddering out of control, her pussy tightening to the point of breaking Dusk’s dick off. Dusk’s balls boiled and churned with a dire need to fill his Lunar lover with cum.

"Aah Dusk... cum inside me! Fill me with your hot cum," Luna moaned in rapture as Dusk’s thrusting became erratic.

"With pleasure."

Dusk gave one last powerful thrust, forcing himself as far in as he could, and exploded. Luna's eyes drifted to the back of her head as she climaxed and screamed in rapture. Luna felt Dusk's cum flooding into her pussy and womb, filling to the point of over flooding. Her pussy gripped Dusk’s cock in an all powerful vice grip, preventing any cum to escape.

Minutes passed, and as the last drop of cum was shot, both Luna's arms and legs gave out, her entire self simply lying on the floor. "Amazing as always Stud..." Luna said breathlessly, right before her eyelids softly shut. Dusk could still feel Luna twitching as he pulled out, his impressive meat still as stiff as ever. “Wow, I think I might have actually just broke her," he panted as he watches over an unconscious Luna, cum pouring out of her stretched cunt.

"Oh you most certainly did," Celestia said.

Dusk looked and saw Celestia looking at him like a starving animal. "You certainly did a number on her."

“Yeah, but I think might have went a little overboard by infuriating her heat earlier.”

“Oh you can worry about her about later. Right now, you still have to fulfill your rightful duty as a male," Celestia said as she faced away from him.

She got down on her hands and knees, with her big plump rear high up in the air. Her majestic tail moved out the way to showcase her swollen labia completely soaked in her juices. "Now then Dusk, my most faithful student," Celestia said seductively as she wiggled her ass right in front of him. "Come and show this mare once more why she belongs to you, and you alone."

"Oh, I’ll definitely show you," Dusk said, making his way toward the side of the horny mare. "But first, there’s something I need to settle." Celestia's eyes widen in shock, squealing as she feel Dusk’s hand harshly striking her fat rump with a loud smack

“I take it this is my ‘punishment’ for my earlier mischief," Celestia exotically moaned, the string from Dusk's slap remained fresh.

"That, and your little stunt you pulled on Luna."

"Oh come now Dusk, surely you can't deny that you loved milking Luna-aah!” Celestia once again squealed as Dusk’s hand once again came across her rear-end.

"True, but last I checked I don't remember neither me nor Luna asking you to intervene. So until I think you learned your lesson, or until I got bored, and let’s face it we both know that will never happen, I'll just keep spanking that juicy ass of yours." Dusk seductively said as he kneads her stinging buttocks.

Celestia groans as Dusk immediately go back to slapping her backside, each powerful smack making her bountiful ass shake all over the place. Her tongue limped out of her mouth as she felt Dusk putting in all his earth-pony strength in his hand towards slapping her ass.

Each slap became harder and harder most to her delight. Celestia absolutely loved this abrasive and dominating side of Dusk. Being a princess and having the ability to move the sun often made plenty of stallion suitors treat her like delicate flower, never being dominant. She of course didn't mind that all. Her problem was that she greatly preferred a male who wanted to completely overpower her and treat her as they see fit.

With her once white hindquarters now bright red Dusk finally stopped slapping her ass. "I think that should be enough," he chuckled. "..For now at least..." Dusk grinned mischievously.

"Aw, but I clearly haven't been punished nearly enough," Celestia whined, sounding quite disappointed.

"Oh no you misunderstand," Dusk said right before he gave her another powerful smack! "Your punishment is far from over. I'm just done slapping you that all," Dusk said.

In an instance, Dusk got behind her, and grabs both of her redden cheeks. He spread them apart then place his stallionhood in between them. Dusk could feel how wet she had gotten as a steady flow of mare-cum leaked out her hungry cunt. Celestia gave a wanton moan as she felt Dusk’s hot massive stallionhood rubbing against her damp slit, actively taunting her with the promise of sex.

Dusk leans over her, inches away from her ear. "I sure hope you’re ready, my naughty little mare," Dusk purred in her ear. "Because I'm not going to be holding back this time."

"Oh please do go all out Dusk," Celestia teasingly begged.

Dusk leans back up, taking his cock out from between Celestia's cushiony buns, and rubbed her moist wanting entrance with his flared head. Within seconds Dusk's entire dick entered with little to no resistance as her cunt was completely drenched. Celestia shuttered as she felt how easily Dusk hilted her. "You know, I knew it would be easy getting it all in, but i didn’t expect it to be this easy," Dusk chuckled.

"Hmm... What can I say," Celestia giggled. "You really know how to make a mare wet."

"I also know how to make one sing as well," Dusk said as he started moving.

Celestia moaned in bliss as Dusk began thrusting, going deep inside her. When Dusk said he wasn't holding back he really wasn't kidding as he'd started off bucking her hard. With each thrust, Celestia's breasts swayed back and forth which obviously got his attention.

Dusk leaned forward and grabs her pillowy mounds from behind, fondling and kneading them to his heart's content. For the first time in centuries Celestia felt so weak & vulnerable, and she loved every second of it. "Oh harder Dusk... fuck me harder!"

"You're not exactly in position to make demands. But seeing how you're begging for it I'll oblige," Dusk said as he started bucking even harder.

Celestia nearly used her royal Canterlot voice with Dusk's more violent thrusts. The sheer pleasure was dulling her mind, her inner walls clinging on to his cock as though it couldn't live without it. Dusk clenched his teeth at the tightening of her pussy, slowing down his movement a bit, yet he refused to let that deter him as he still kept the rhythm going.

He felt his cock twitching again, a tingling sensation reaching lower and closer to the base, but he refused to let himself lose control and continue to hold back his climax. As Dusk wanted to enjoy this as long as he could, long enough to make his former mentor-now lover beg for him to cum inside, long enough...

"Oh my Dusk, I never knew you could get so aggressive," Luna said looking at Dusk with half-lidded eyes.

Dusk eyes shot open at the sight of the once thought to be knocked out Luna sitting right in front of him, smiling with glee. “L-Luna!?” Dusk said in surprise as he lost all control he had, inadvertently cumming wad after wad of his steamy hot cum inside Celestia. Feeling the sudden onslaught of his gooey semen coating her inner walls and womb sent Celestia over the edge. A burst of pure and undeniable ecstasy went throughout her body.

When Dusk's stallionhood eventually stopped twitching, Celestia was heavily panting as she entered into the afterglow of her orgasm. As soon as she caught her breath, she finally took notice of her sister.

“Luna," Celestia growled, irritated by her sister inconvenience. "Why did you have make Dusk cum prematurely? He seemed like he would have gone on for a few more minutes."

"Well, consider that payback for using that lactation spell on me earlier, even though I'll freely admit that it was quite invigorating."

"I hate to ask you this Luna, but weren’t you unconscious earlier?" Dusk asked as he pulled himself out of Celestia.

"Yes while you did indeed make me pass out, I’m now the sort who stay down for long, and also don't want Tia to catch up with me.”

"Wait-catch up?" Dusk then sighed, "Do you two always compete with each other when you have sex with the same guy?" Dusk asked.

"Yes, admittedly we do like to see which of us can make a stallion cum more,” Celestia grinned. “It's childish I know, but it all in good fun. Also, most of the stallions we choose to be our judge don't mind."

"I imagine they wouldn't," Dusk chuckled

"Speaking of our ‘little game’, sister I'm still in the lead," Luna said in triumph.

Celestia's narrows her eyes at sister. "I hate to rain on your parade Lulu, but I seem to recall you only making him cum twice while this is the third time I got him to blow his load even if wasn’t intended."

"Ah but you forget Tia since it’s heat week, we need to account every orgasm for the entire week."

'Damn it she right,' Celestia muttered under her breath. "But how could you possibly still be in the lead when I had Dusk all night."

Luna responded with a chuckle. “What can I say sister, a mare can be very productive when she hadn't tasted a stallion in over a thousand years, and Dusk can easily vouch for me on that. Right Dusk?"

"R-right," Dusk nervously chuckled as he blushed profusely, just now finding out that he was Luna's first since her return.

“Even if Dusk was your first stallion since you come back I highly doubt you managed to get ahead me when you only had him for a few hours.”

"Believe what you will sister, you're just saying that because you're just a sore loser."

Celestia was about to tell her sister what for, but Dusk chimed in.

"If I may intervene, given how I was the one who slept with both of you, you’re both actually tied if we're counting yesterday."

Both princesses stared at the stallion in surprise at how he was able to keeping track of his ejaculations while he was in full rut mode, but then Celestia suddenly smiled. "Hmm... so it's a tie you say? Well, we certainly can't have that now can we Lulu?"

“We most certainly can not,” Luna agreed as she too grew a smile. “But tell me Tia, how do propose we break this tie of ours?”

“Oh we won’t be doing anything," she said as she got up, and made her way to the bath.

When she got in, all the cum that was still clinging on to her started melting away. Celestia reached the far end of the bath and bent over the edge, showing off both her puffy pussy and plump rump. “We're going to let Dusk be our tiebreaker," Celestia said as she looked back at Dusk.

Luna looked at Dusk as well to see that he was staring at her ass with a predatory gleam in his eyes. Not wanting to let her sister get all the attention Luna soon got beside Celestia and bent over as well, adding more to the view.

"Oh Dusk," Celestia cooed, getting his attention. "I know the view is breathtaking, but could you please come over here, and choose which one of us gets to play with that wonderful throbbing meat of yours."

Dusk stood still in amazement. The way the water gave Celestia and Luna's fine asses a nice glossy shine made both of them all the more tempting. To simply choose one over the other would just be wrong. Thankfully he had thought of something that would work for everyone. "Okay I think I made up my mind," Dusk said with a wicked grin as he quickly got into the hot water.

"I hope you chose wisely," Celestia told him, trying to tempt him by shaking her ass.

"Quit cheating sister, and let him choose on his own," Luna scowled her.

Dusk stopped and stood in front of their asses, his pulsating member at the same level as their slits. "Alright, I think I'll choose..." Dusk said as his hand reached for their target. "both of you."

Dusk inserted his finger in both pussies and started trusting them. Celestia and Luna gasped in surprise and pleasure as Dusk continued to trust his fingers. "Dusk you were suppose to break our tie." Luna moaned as she felt his fingers sliding deep inside her.

“Sorry,” he told her. "But choosing between you two is impossible for me. So I decided to play little game of my own. Whoever cums last is the one who gets to play with me, okay?"

“Hmm... I guess there’s nothing wrong with seeing which of us could last longer," Celestia grinned.

Luna nodded and replied,”Indeed. Let us see who has the better endurance Tia.”

With both sister in complete agreement, Dusk continued moving his fingers in both cunts as Celestia and Luna's juices contently flowed out causing him to thrust even faster and deeper; changing his patterns in each of them. Celestia and Luna shrieked in sync with one another as their heads thrown back and their eyes tightly shut.

The hot water starts to make Dusk growl as the boiling heat was irritating his member to no end. ‘Man I really need to buck one of them soon. I have to end this quickly,’ he thought he sticks in another finger while his thumbs did a fine job at rubbing their clits.

This causes the two to shriek louder in ecstasy as their bodies slowly turned to jelly. Celestia and Luna were determined to beat the other by holding back, but Dusk had been proven himself to be merciless with his fingers and assaulted multiple weak spots constantly.

Eventually, much to her dismay Celestia was the first to crack down from the intense pleasure as she let out a wail of pure bliss. With her sister slumped up against the edge and her the victor, Luna finally let go as she lost herself in the please and finally had her orgasm.

"It... seem as though... I am the victor," Luna panted, smiling that she beat her sister.

"It would appear so," he chuckled as he grabbed her by the waist and leaned back. Luna yelped in surprise as Dusk turned her around, sitting her down on his lap where his member rubbed up against her cunt. "Dusk, what are you doing," she asked.

"Oh I'm just changing positions so you can get started."

Luna raised an eyebrow. "You want me to move by myself?"

"Well, I have been doing all the work as of late so I think it’s about time that..." Dusk stop mid-sentence as he felt Luna's neither lips spreading around his member and quickly hilting it. "Just making sure," Luna moaned as she began bouncing on his cock.

As Luna was moving herself up and down along Dusk's shaft, Dusk noticed that Celestia was sitting down with her arms crossed, pouting as she looked away from the two. ‘You won only by sheer luck,’ she thought.

Celestia didn't like to admit it, but when it came to competing with her sister Celestia had always been a bit of a sore loser even when they were little fillies. As she contemplated on her lost, a purple magic aura slowly engulfed her.

Said aura pulled her along towards Dusk who quickly wrapped his arm around her waist. "Celestia, are you mad that you lost to your sister?" Dusk asked as he smiled at her.

Celestia felt too embarrassed to respond and turned away from him. "Come on Celestia. You shouldn't get mad just because lost, especially seeing I have yet to give you your consolation prize."

Celestia looked back at him, raising an eyebrow. Before she could even ask Dusk, the stallion planted his lips on her and easily slipped his tongue in her mouth. Celestia could feel all her anger and thoughts toward her lost slowly washed away as Dusk's tongue twirled wildly in her mouth.

Dusk could tell that Celestia was enjoying her prize as she was already wrapping her arm around his neck, passionately returning his kiss and in a way he felt contented knowing that Celestia wasn't upset anymore, even if it was small and petite. But then again he supposed that along with protecting them and sexually satisfying them, making them happy was one of his new responsibilities, and he definitely had a feeling he wouldn’t mind dealing with them.

Author's Note

This is perhaps the longest chapter I have ever done (and probably will ever do) for any story. I originally planned to release this last weekend, but um Splatoon happened . (which by the way you need to get) But, hey it finally here. Now this may or may not be the last chapter we focus on Canterlot because I can't decide if want to add new mare for Dusk to play or not. Since you guys waited a long time for this I decided to edit the chapter later.

Wake Up Call (Warning Dark Content)

Author's Note

I feel like this is appropriate

But enough about my slow release dates I need to said something. Now I know you guys are really anxious to read this but there one thing you need to know. This chapter is dark, it may not be dark to some of you, but it is. Now this is the only time I'll let the get story get this dark, but I feel like I needed to say this.

Also special thanks goes to Koekelbag for editing.

Wake Up Call (Warning Dark Content)

-Chapter 4 Wake Up Call-
-2 weeks before Heat Week-

At the Golden Oak Library, Dusk Shine and his friends were having one of their weekly get togethers today. Like always, everyone was enjoying themselves; Rainbow Dash and Applejack were having a friendly competition with each other, Fluttershy and Rarity were giggling while drinking tea, Dusk was peacefully reading a book, and Pinkie Pie was scarfing down pastry after pastry. Everything was mostly quiet until Rarity ate one of Pinkie's homemade cupcakes. “Good Heavens Pinkie!” Rarity said in astonishment. "These cupcakes are absolutely divine."

"Yeah Pinkie," Rainbow Dash said with her mouth full. "These are by far the best cupcakes you have ever made."

"I have to agree Pinkie you really outdone yourself this time," Dusk commented. Claim Them... whispered a strange voice. "Huh?"

“Aw thanks guys. I'm really glad you like them," Pinkie said, feeling quite touched by their kind words. "But you really should be thanking Applejack for giving me all those farm fresh eggs. They really make them taste ~a-maz-ing.~” she sang.

"Shucks sugarcube," Applejack said as she lowered her hat over her face to cover her mild blush. "Ah can't take all the credit for the eggs if it weren’t for Fluttershy’s help, Ah wouldn’t have had any to begin with, let alone have enough to give you any.”

“Oh well it really was nothing, really," Fluttershy said as she too blushed. "All I did was just talk to the chickens, that's all."

"Well, whoever deserves the credit, it's undeniable that these cupcakes are simply to die for," Rarity said as she began eating another cupcake.

"Then you'll be happy to know that I made more than enough for everyone,” Pinkie randomly pulls out a large tray full of cupcakes and placed them on the table. "So if you want more, you can take us as you please~."

Dusk’s eyes widened. "Wait what did you say?"

"I said you can take as many as you want silly."

"Oh sorry. I thought you said something else,” Dusk chuckled nervously.

“Well as much as I would love to talk more about these cupcakes I have a very important matter to announce,” Rarity said as all eyes turned toward her. "What could possibly be more important than cupcakes!?" Pinkie asked, but Rarity ignored her outburst, and continued. “As I was saying, I just received a very special letter today.”

“Ooo! Ooo! what does the letter say, what does the letter say!?" Pinkie asked as she started jumping excitedly.

As Pinkie Pie was jumping up and down Dusk's eyes widen as he watches her hefty breasts bouncing all over the place in her shirt, revealing that she wasn’t wearing a bra. A light blush creeped up on his cheeks as he felt a sudden hot flash throughout his entire body, and a little twitch from his member. Take Them... the strange voice whispered a little louder.

Dusk snaps himself back to his senses, and uses his magic to keep Pinkie from moving. "Calm down Pinkie, there’s no need to get too um... excited."

"On the contrary Dusk her excitement is much warranted as I just won a one week, all expenses paid trip to Haywaii!" Rarity said with glee, to the point of squealing.

"Oh my, that's great Rarity," Fluttershy said.

"Great?" Pinkie said while raising a brow at Fluttershy. “This isn't great, this is super-ultra-mega-hyper-turbo-monster-champion! Awesome!"

"Not the exact words Ah'd use, but y'all right Pinkie," Applejack said as she turned toward Rarity. "So any idea when y'all be leaving?"

"Oh and can you get me a souvenir while you're there?” Pinkie said with complete enthusiasm, grinning ear to ear.

“I leave next week, and I shall do no such thing."

The big grin on Pinkie Pie’s face disappeared as a bit of her puffy mane could be heard deflating. "But... why!" she whined. "If this is about that prank me and Rainbow pulled on you last week, we said we're sorry."

“I’m sorry Pinkie, my mind is made up. And besides darling, why should I buy you a souvenir when you can very well do that on your own,” Rarity said with a smile.

Everyone looked at the fashionate with widen eyes. "Hold on Rarity. Are you saying what I think you're saying?" Rainbow Dash asked, barely holding back her excitement.

"Oh I am indeed my athletic friend. I'm allowed to bring five friends along with me and I don't think I need to elaborate on who those five friends are."

“Wow Rarity, I think I speak for everyone when I say we’re speechless," Dusk said.

"Speak for yourself egghead," Rainbow said. "I have three words for ya, Best. Vacation. Ever!"

"And I have two words, Pre-vacation Party!"

"Well, Granny and Big Mac have always been telling me Ah need a vacation," Applejack said while imagining what Haywaii would be like.

“As nice as that sound nice I don’t have any swimsuit to wear for the trip..." Fluttershy said as she looked disappointed.

“Oh is that all darling? Well then, you’ll be happy to hear that I already made us all new swimsuits."

"That's very nice of you Rarity, but you really didn't have to do that for us," Fluttershy said.

"Yeah, there weren't no need to make us all swimsuits," Applejack replied.

“I know I know, but as soon as I found out I could bring my best friends along with me; well I just couldn’t help myself."

"Ooo ooo, can we see them? Can we see them?" Pinkie asked, a glint of excitement in her eye. “I want to see how good I look in mine,” she said as she stuck a sexy pose.

Dusk groaned as he placed a hand on his forehead, the voice becoming more louder. Make Them Yours… "Pinkie, I know Rarity said she already made them, but you honestly don't think she actually bought them here do you?" he said.

"Actually, I did in fact bring them," Rarity said, levitating a large suitcase to her lap. "But I only wanted you to merely give your opinion on them, not wear them though."

“Come on Rarity how can we really give our opinion on them if we haven't even worn them?" Pinkie whined.

"Well I suppose you have a point there Pinkie," Rarity said as she placed her hand on her chin. "But they’re still just prototypes, and I haven't even taken in all-"

"Pretty please!" Pinkie interrupted.

"Y'all might as well just give it up Rarity, y'all know how she ain't gonna stop begging til y'all let her try it on," Applejack said.

Rarity sighed. "Alright Pinkie, you can try it on," she said as she opens her suitcase. “but don’t start complaining when it doesn't fit, or when Dusk decides to rip it right off."

Dusk looked at Rarity with shock. "Wait what!?"

"What? I'm telling the truth Dusk, without proper measurements it'll be a miracle if they don't fall right off her," she said, looking through her suitcase.

“R-right we definitely don’t want that…”

“Yeah sure you don't," Rainbow said sarcastically as she raised an eyebrow.

The alicorn blushes in embarrassment. "W-what are you talking about Rainbow?"

"You know exactly what I'm talking about perv, you totally want to see Pinkie's bikini fall off her."

Dusk entire face quickly became redder than freshly plucked apple. "What! No I don't! Why would you even think that I would?"

"Well for one, you're face is the same color as AJ's brother right now."

"Ah don't know about that Rainbow, Ah never seen Big Mac that red before." Applejack said as she tried her best to suppress her laughter.

“And two & three are standing right behind you,” Rainbow said as she pointed her finger at him. Dusk looked behind him to see that his newly acquired wings were fully extended and were stiff as a board. “T-that doesn't mean anything!” he said frantically, his blush turning into an all new shade of red. “I still don't have full control over my wings.”

“Oh, we can clearly see that,” Rainbow joked as she fell on the floor laughing.

She was soon joined by the rest of the girls, excluding Rarity, causing Dusk to lower his head in shame. "Chill out Dusk, we're only playing around," Rainbow said as she picked herself.

"Yeah and besides, if you really wanted to see me naked all you had to do is ask," Pinkie playfully giggled.

Dusk raised his head as he looked directly at the pink party planner with widened eyes, his heart beating like crazy. Claim Them...

"Now now girls, I think that's enough teasing for one day," Fluttershy said.

“Thank you, Fluttershy I’m glad that not everypony here isn’t as immature as a bunch school-"

"Aw here they are," Rarity interrupted, gaining everypony's attention. Dusk’s heart skipped a beat as he saw Rarity holding up Pinkie's new bathing suit. In the fashionista’s hands was a light blue two piece that had a short skirt with a small yellow bow attached to the side, and another set in the center of the top half. However Dusk didn’t see a well designed swimsuit, No, what Dusk saw was a piece of fabric that was way too small for the likes of somepony like Pinkie Pie. Forget falling off, even if the thing were double-strapped it would be a miracle if those thin excuses for straps didn't snap under the tremendous weight of her heaving party balloons.

The sheer thought of seeing her chest held together by the small piece of fabric turned Dusk's mild heat into a burning inferno that felt as though he could melt at any second. His breathing became fast and shallow, his nostril quickly flaring as he could feel his heart beating at break neck speed. The voices he heard were shouting in a clear and demanding tone.

Claim Them… Take Them...Make Them Yours...NOW!!!

“Are you alright Dusk?” Fluttershy asked, her voice filled with concern.

Dusk looked at his friends to see that they all had either a worried or uneasy look to them. "Yeah Dusk, you just went up and just froze up on us," Rainbow added.

"It's... nothing, I just have a migraine, that's all..."

"Are ya sure sugarcube? Y'all look a bit hot under the collar," Applejack retouted.

“I assure you Applejack I’m fine, all I need to do is take some medicines and I’ll be good as new," Dusk said as he got up.

"I don't know Dusk, you look more like you're running a fever than a headache," Pinkie said.

"Yes I have to agree, maybe it would be best if you went to bed, and get some-"

"I'm fine Rarity!" Dusk shouted as he went up stairs.

"Well I never!" Rarity said as she felt quite offended, her horn glowed with angry.

“Calm down Rarity, I'm sure Dusk didn’t mean to yell at you,” Fluttershy said as she tries her best to convince the fashionista not to harm the new ascended alicorn.

"I know, but that still doesn't mean he should yell at a lady,” Rarity huffed as she pointed her muzzle in the air.

“Now-now Rarity. Ah understand y’all being a bit upset, but ya have to realize that Dusk is under a lot more stress than he usually is."

"Yeah like, wasn't his coronation like just three weeks ago?" Rainbow added.

"Exactly my point, and let me also remind ya Rarity, that you and Ah ain't the nicest ponies around when we're all stressed out."

"I suppose..." Rarity said, a light blush crept up on her white cheeks.

"I don't know Applejack," Fluttershy said, looking very worried. "I think there might be something actually wrong with him."

"Yeah, we always been teasing Dusk plenty of times before and he'd never acted like that before," Pinkie said.

"Don't worry you two, Ah'm sure all that boy needs is a little time to himself. Take it from somepony with experience." Applejack said with total confidence.

However, Pinkie and Fluttershy still weren't all too convinced.

"Cheer up you two, this is Dusk we're talking about. The same Dusk that I must remind you not only saved Equestria countless times, but mastered spells that were never thought possible, fought monsters like they were nothing, and let's not forget that he recently went to another world," Rainbow said as though she was praising one of her idols.

"On second thought, you two might be onto something,” Applejack said as she turned toward Pinkie and Fluttershy. “Because Ah highly doubt that Dusk would be stressful with how well Rainbow’s using that big mouth hers,” she said with widened grin on her face.

“Hey!” shouted a heavily blushed Rainbow who narrowed her eyes at the cowgirl while everyone else started laughing.

“But in all seriousness, Ah’m sure that Dusk will be as right as rain in no time.”

As water ran down from the faucet, Dusk cupped his hands to a grab some water, then immediately started splashing the ice cold water in his face. Once Dusk finally cools down and could think clearly again, one question instantly comes to mind. Why? Why was he thinking such lewd thoughts about his friends? Why does he feel like he’s going through puberty again? And why was he hearing a strange voice all of sudden? He had so many questions, and yet he had so few answers.

“Maybe Rarity has a point, maybe getting some sleep would do me some good," Dusk said as he walks out of the bathroom.

"Well, that would be one way of going at it, but I have a far better solution to feeling better, and it'll certainly be a lot of fun” said a voice that sounded all too familiar.

“W-who said that!? And what are you talking about?” Dusk asked as he looked frantically for the voice.

“I'm talking about your problem of course," the voice replied, sounding a bit sinister in nature. "As for who I am, well... how about you take a good hard look in the mirror to find out.”

Dusk did as the voice told and looked at the mirror above the sink, but the only thing he saw was his own reflection. "Okay... what am I supposed to be looking at?”

“Well, yourself of course,” replied his reflection, giving a smug look.

Dusk gasped as he jumped back in realization. Had his own reflection really just spoken to him, or was he just going insane? “Who the tartarus are you!?”

“Wow, for someone who was mentored by Celestia herself, you can be really dense you know that,” retouted his reflection as he placed his hand over his forehead. “I just told you genius.”

“You know exactly what I’m talking about!” Dusk growled, staring daggers at his doppelganger. “What are you really!? A changeling, one of Discord's elaborate pranks?"

His reflection began laughing uncontrollably, angering Dusk even further. "Oh come now me, you're supposed to be the smart one here. Do you really think Chrysalis, much less one of her changeling grunts, are capable of getting inside of a mirror, and still be able to change their appearance just to mess with you? You also know full well that Discord would have already revealed himself by now if it was him."

Dusk became a little less angry at his reflection as its theory was coherently sound, but his glare still remained on his face. "Okay, you make some… good points, but that still doesn't answer my question. Who are you?” his horn started to glow, sparks literally started flying.

“Lighten up, I know that we dealt with deception plenty of times before in the past, but just because somepony shares a similar appearance to us doesn't mean they're evil."

"Yes, but last I checked when said pony claims to be you and is inside of a mirror, that usually means either two things. One, I’ve either gone completely insane, or two, this is the work of an evil mastermind. Now I’m going to ask you one last time. Who...” Dusk stopped talking as his horn went dim, starting to realize a few things. “are you?”

Why didn't he see it sooner; the way that he was mishearing words, his reaction to seeing Pinkie’s new bikini, and the content voices in his head which all ended with his reflection talking and claiming to be him. The more Dusk fit in the pieces together, the more he really don’t like the answer.

“Ah, I see you’re starting to figure it out,” the reflection said in smug tone while raising a brow.

Dusk looked back at his reflection, his glare still going strong. “Okay 'me', if you are who you say you are. Then tell me one thing, one thing! Something that only we and we alone would know about."

The reflection sighed. "You know you and I need to have a serious heart to heart discussion about this lack of trust of yours."

"Just answer the question!" Dusk growled.

"Alright alright, no need to blow a gasket; sheesh. Anyways, if you must know, for the longest time you thought that Luna looked really sexy when she was Nightmare Moon." Dusk eyes widens in shock as a little blush crept on his cheeks. "Tartarus, why the hay am I using past tense for? You still think that's she a bombshell when she’s all evil," he chuckled. "And I don't blame you for it either, because if it was me and the element of magic had transformed into something more useful than a crown I wouldn't mind..."

"Given your um," Dusk cleared his throat. "tasteful answer, I can assume that you're a personification of all my lusts and desires?"

"You could say something like that. But for now you can call me Lust, for confusion’s sake.

"Well then Lust, would you be so kind as to tell me why you're here to begin with?

“I’ve already told you, I’m just here to help you in your time of need.”

“Okay," Dusk raised an eyebrow. "Then would you mind elaborating on how somepony like you can help me in my current situation?"

Lust smiled. "Oh, I’m glad you asked, my eggheaded friend. It's simple really, all you need to do is just..." his smile turned more wicked. “go to your friends, rip off their clothes, and rut every last one of them until all their holes are raw."

Dusk's eyes bugged out while his mouth was left hanging open as he heard his lust's answer. It wasn't the answer that shocked him, but rather how blunt he was about it.

"What!?" Dusk simply said. "Don't tell me you're going deaf on me?" Lust chuckled "I said-"

"I know what you said!" Dusk shouted with a furious look on his face, his voice sounding very stern in tone. "I'm just dumbfounded that you would actually think that I would honestly go along with this so called 'solution' of yours.”

“Come on, don’t be like that, think about it for second. Image feeling all your friends' bodies writhing and squirming all over you, fighting and bickering over who gets to have your cock next. Hearing the lucky mare crying and moaning as she begs for you to fill her up with your seed while the other watches with envy." As Lust went on his voice became less calm & collective and more savage. "And then when you're done with her you toss her aside, and repeat the process all over again." Lust licked lips. “Hmmm… just thinking about it is giving me one tartarus of a boner.”

“Sorry about that, I got a little…” Lust stopped to notice that he wasn't the only liking that idea, as a slightly blushing Dusk was staring at him with widened eyes, while licking his lips. "Well I’m glad to see that you agree with me." he smiled.

"W-what?" Dusk broke out of his trance. “No! I would never do anything like that! Why in Celestia’s shining sun would you think I would ever agree to do something like that to anypony, let alone my friends!?"

"Hmm… well, if I had to be honest, it was mainly the predatory glare in your eyes."

“That didn't mean anything.” he quickly denied. “I’m not some sort of sexually crazed animal who sees mares as nothing more than his personal fuck toys.”

Lust simply chuckled. “You can say that till you’re as blue as Dash, but you’re only fooling yourself. Not to mention you’re only delaying the inevitable.”

“Oh really? And what makes you say that?”

“Because you’re just a ticking bomb that’s just ready to explode. You’ve always been lusting for them since the day you met. Always been dreaming what it would be like to have them around your cock. To have them screaming out your name, while begging for your cum.”

“Y-you're wrong!” Dusk stuttered, sweating profusely. “I don’t know what you're talk-”

“You do realize I’m you, right?” Lust interrupted. “I know when you’re telling me a terrible lie. So quit embarrassing yourself, and just bang our friends already.”

“I’m not going to rape my friends!” he snapped.

“Rape is such a strong word. I prefer seducing them before making them your sex slaves.” Lust commented.

“I don’t care how you phase it, I’m still not going through with it! I’m not a perverted monster like you.”

Lust started laughing. “Well that’s the first thing you got right all day.” Dusk raised a brow. “What? You thought I was here to corrupt you? Please, you’re already a horny animal, I’m just here to point you in the right direction.”

“You-you’re lying! You’re just some-”

“Dark entity that was sent here by some over the top villain to warp your mind that you’ll later overcome and use the Elements to set everything back to normal, am I right?” he said in a mocking tone, making Dusk go silent.

“Listen pal, quit trying to deny your destiny, and just accept it already. The sooner you do the happier everyone will be.”

Dusk narrowed his eyes at his reflection. “I fail to see how any of my friends will be happy being used as nothing more than my play thing. Forget it, I won’t put them through something like that.”

“Alright, you win,” Lust threw up his hands. “I can see that there’s no point in convincing you.” Even when submitting defeat, Dusk just felt a wave of unsurety with the doppelganger. “I mean, after all, our friends aren’t the only mares we know that can perfectly fill the role.”

Dusk eyes widen with horror.

“Personally, I for one want to see if the Great and Powerful Trixie is also flexibly. Or maybe I could go pay Zecora a visit. I’ve always been curious about how wild a zebra mare could get in the bed. But then again, seeing how we’re now royalty I think it’s about time that we had a little... negotiation with Celestia and Luna.

“No…” Dusk simply replied. “I don’t care if they’re my best friends or I only just met them, I won’t treat them like they’re my slaves!” he said coldly. “I’m not about to make other ponies suffer just so I can satisfy my own needs.”

“Aw that’s very noble of you,” Lust cooed. “But, what if I say you would be doing more harm than good if you didn't claim your friends.”

“And why is that?”

“Well, when I said you were a ticking bomb ready to blow, I wasn't using that as some form of metaphor. In a way, you really are a bomb that’s ready to go off at any minute. And when you do… well, let me put it to you like this, turning your friends into cumdumps is a far better fate than what would happen to any mare if they were to come across a real mindless beast.”

Dusk lowered his head in defeat. “So what you’re basically getting at is that no matter what I chose, my friends…”

“Will become your personal horny sluts,” he said with a shit-eating grin.

“No! I can’t accept that, I won’t accept that. There has to be something I can do to stop this,”

“Yeah, there is, and I’ve been telling you the answer this entire time.”

“I told you I’m not doing that!”

“Then tell me, wise guy, how else do you plan on ridding your lust?” Lust cracked a smile. “Cause I can already tell you that the Elements will only be a temporary solution, seeing how I’m not exactly evil, and you've already seen how well imprisonment has worked out for Luna and Discord.”

“I’ll find a way to beat this, I always have, and I don’t see why I won’t now.”

Lust went silent. He didn't insulted Dusk, he didn't make some witty comeback, he didn't even criticize him on his decision. All he did was curl lips and stare at Dusk. Until he suddenly burst out laughing. “Alright, go on then,” he said, shooing Dusk away. “Go ahead and try to ‘fix’ this so called problem in your own special way, and once again save the day with your friends,” he taunted. “But after everything crashes and burns in your face, just remember one thing.” he raised a hand. “You can either claim your friends, or claim all of Equestria.”

And with that said Lust snapped his fingers, leaving the same way he came in. Unsure of his departure, Dusk quickly held up his hand to see if Lust was still present. He’d sighed in relief as his reflection was merely just that, but he knew he couldn't relax yet. Whether or not his crazy reflection was created by a new threat or by his own dilation, something was happening to him, and he had to warn his friends.

Dusk ran as fast as he could to the living room. “Guys, there’s something I need to…” he stopped as he saw that Fluttershy and Pinkie were the only ones there.

He immediately found something very wrong with this picture. Where has everyone gone to? He’ll admit he was in the bathroom for a good while now, but it was nowhere near the time that they normally would leave, and he didn't remember any one of them saying that they had something important to do. Why were Fluttershy and Pinkie the only ones here? Granted, it was nice to see that not all of his friends were missing, but why were these two in particular the only ones here?

As Dusk was deep in his thoughts Fluttershy soon spots him. “Oh Dusk you’re back,” she said, sounding very happy for his return. “Are you feeling any better?”

“I’ve felt better… Listen girls, where did everypony run off to? It’s imperative that everypony is here,” Dusk told then in a stern tone.

“Well, after your little outburst from earlier, we know that all this alicorn and royalty business was stressing you off a lot. So we came up with a plan to help cheer you up.”

“That’s very kind of you girls, but... where are they exactly Pinkie?”

“Don’t worry, they’re in town getting the stuff I asked for. Me and Fluttershy stayed behind to keep an eye on you.”

Dusk let out a sigh of frustration. “Okay, do you have any idea when they’ll be back?

“Well, Pinkie did ask for a lot of specifics, so they’ll be gone for a while,” Fluttershy replied.

“Great!” he growled in annoyance. “That’s just great.”

Pinkie and Fluttershy quickly picked up on his angry tone, and went to calm his angriness.“C-calm down Dusk, I’m sure our friends will be here very soon.” Fluttershy reassured him.

“Yeah it’s not like they just left. They should be here any minute now,” Pinkie added.

“That’s not the point girls,” Dusk explained. “Listen, I know you guys mean well, but right now it is important that everypony is here right now.”

“And they will,” Pinkie commented. “So just keep calm, and sip some tea,” she held up a tea cup.

Dusk rolled eyes. Leave it to Pinkie to make jokes in a serious situation, though then again I haven’t really told them yet, but still.

“Pinkie’s right Dusk,” Fluttershy said, pouring a cup of tea. “I’m sure whatever you have to tell us can wait until everyone gets here.”

“Look girls, you don’t get it. This is an extremely important matter that involves all of us.”

“No offense Dusk,” Fluttershy spoke up. “But when doesn’t anything important and/or life threatening revolve around us?”

Dusk tried to reply, but he quickly found himself speechless as the bashful pegasi made an incredibly valid point.

“Yeah,” Pinkie agreed. “And how did we handle all those situations? Worrying over the tiniest detail, or calmingly thinking with cool heads?”

“Cool heads…”

“Exactly! So quit overthinking, and have some tea already.”

Dusk sighed, Pinkie and Fluttershy were right. Once again he was making a mountain out of a molehill. Sure, turning his friend into cocksleeves was nowhere near a minor thing, but compared to what they faced in the past it might as well have been small potatoes. “Alright, I guess I could have a cup or two.”

“That’s the spirit! We already made a cup of your favorite blend for you.”

Dusk smiled as starts to walk toward the two. “That’s sounds very-AAAAHHHH!!”

Because Dusk had completely let down his guard, he wasn’t fully paying attention to his surrounding, which led him to come into contact with a snag in the living room rug. He slipped and nearly fell face first to the ground, had it not been for Fluttershy acting quickly as she did. She set him back on his feet, where he regained his balance. Dusk was very grateful for Fluttershy’s help, but her helping him get his footing naturally ‘placed’ him in front of her. Now that wouldn’t be too bad, but since Fluttershy had large breasts, she was actually pressing up against Dusk’s chest

“Are you okay Dusk?” Fluttershy asked, sounding very concerned. “That really would have been a nasty fall.”

“I-I’m okay Fluttershy,” Dusk blushed profusely as he quickly took his seat. “T-thank you…”

“Um… don’t mention it,” she said, somewhat confused by Dusk reaction.

After that awkward moment, the three of them waited for their friends to come back, passing the time by drinking tea and hearing Pinkie’s hilarious story.

“And then I ate the entire tub of ice cream in front of his face,” Pinkie said as she began laughing at her own joke, but she soon stops as she noticed that neither of her friends were laughing. “Hey, what’s the matter? Didn't you find my joke funny?”

“Oh no, Pinkie it was funny like always, but don’t you think it’s a bit unhealthy to eat that much ice cream in one sitting?”

“Pfft! Please that’s nothing, now three tubs of ice cream…”

As Pinkie and Fluttershy were busy talking about the correct amount of ice cream consumption. Dusk wasn't at all paying attention to the conversation as he was far too focused on something else to listen. It wasn't about warning his friends, or wondering when the rest of his friends would arrive. No, all he could think of were Fluttershy’s lovely melons. Although he only felt them for a few seconds, he couldn't get over how warm and squishy they were, how easily they molded to his chest, how despite wearing a sweater he could still feel her nipples rubbing up against him, or how-

“Earth to Dusk,” Pinkie called out to him. “Are you there?”

“Hmm…? Oh sorry Pinkie, I wasn’t paying attention. You were saying?”

“Dusk?” Fluttershy asked. “You’re still thinking about that thing you wanted to tell us, aren’t you?”

“No, no, I wasn’t, I was just thinking of something else....”

“Oh then what are you thinking about?” asked Pinkie.

“W-what?” Dusk said as a blush started to form.

“What were you thinking about?” she asked again. “You usually don't zone out like that unless you’re thinking about something very interesting. So what are you thinking about?”

“W-well I was uh… thinking about…” Dusk stammered as he started pulling on his collar.

“Um… Pinkie Pie, don’t you think it’s a bit rude to ask something personal like that?”

“Oh come Fluttershy, I’m not asking him to go into details, I simply just want to know what’s on his mind.” she defended herself. “And besides, it’s not like he’s thinking about something naughty, like say fondling those-”

“Ice Cream!” Dusk quickly interrupted the party mare. “I was thinking about how I could really go for some ice cream right now,” he said with a forced widened grin.

“Hey, you were listening,” Pinkie gave a widened grin.

“Yep, the moment you said ice cream I couldn't stop thinking about how I got this sudden craving for ice cream,” he said, rubbing his stomach. “And I just remember that Spike had recently just bought an entire tub of chocolate bubblegum.”

“What!? You’re just now telling me this?” Pinkie said in utter surprise.

“Now that you mention it, all this talk about ice cream has got me wanting some as well. Though, Pinkie, could you not eat the whole thing in one sitting before we get some.”

“Don’t worry Fluttershy, I may be pink, but that doesn't mean I’m a pig.”

“Great! Since we're all in agreement I’ll just go and grab what we-

“Hey!”

Since Dusk was in such a rush to leave he accidentally bumped the table, making the whole thing violently shake, which caused one of cups on said table to spill all over Pinkie. “Pinkie! I’m so sorry, I didn't mean for that to happen. Are you… okay…”

Dusk trailed off as he saw the mess he’d made. Pinkie was completely drenched with ice tea, but that’s not what he got from the whole thing. The only thing Dusk saw was that Pinkie’s entire blouse was soaked, and clinging on to her body. Making the whole thing see through, giving a clear view of her ample chest, nipple and all.

His eyes became the size of plates as a sudden burst of heat moved through his body, making his clothes unbearable. His breathing becomes heavy as the world around him slows down. The voices he had heard before come back. Once again demanding him to claim, and dominate his friends.

He tried his best to ignore the voices, tried his best to not give in to his lust. But sadly it was simply only a pipe dream, as even his whole body felt like it wanted to rebel against him. Dusk tried to think up things that would kill his arousal, but his mind always went back to thinking about something perverted.

As Dusk was being tormented by both the voices and his ever growing urges, something that Lust told him began playing back in his head repeatedly. “You can either claim your friends, or claim all of Equestria. It’s all up to you.”

He hated to accept either one of those choices. He wanted to find a third option, but his body was just so filled with hormones and testosterone that it was becoming completely unbearable the longer he held it. And it was starting to cloud his mind. To his dismay, he knew he couldn't suppress his primal urge any longer. He had to come to a decision and he had to do it now.

“Are you sure you’re alright Pinkie?” Fluttershy said as she tended to her friend.

“I’m alright Fluttershy. A bit drenched, but alright.”

“Nevertheless, we can’t just let you walk around with those wet clothes…” Dusk said, quietly gulping. “So why don’t you head over to my room, and borrow some of my clothes. While I go get you a towel…”

“Okie Dokie Lokie,” Pinkie bounced up, her perky bust jiggly with her movement, making Dusk’s member twitch a bit.

Dusk knocked on his door to let Pinkie know he was here. “Pinkie I got your towels. Are you decent?...”

“Yay. It’s okay to come in.”

When Dusk opened the door. His eyes instantly widened the moment he laid eyes on his friend. He knew from the get go that Pinkie wouldn’t exactly be able to fit into any of his cloths, but what he saw went beyond one size too small. While Pinkie was by no means a skinny mare her pudgy figure barely fit in Dusk’s shirt, outright stained to its limits. To the point where the buttons on the shirt could be considered a potential weapon if she made any sudden movement.

“Thanks again for lending me your clothing Dusk,” Pinkie said. “But I think they might be a bit too tight for me.”

Dusk fell quiet as stared at Pinkie. He then let out a sigh. “Sorry…”

“Oh you don’t have to apologize for that silly. Your clothes just weren’t made for me.”

“That’s not what I meant…” Dusk said as he closed the door behind him.

“Oh, you’re talking about the tea thing,” Pinkie assumed. “Don’t worry about Duskie it’s not like you meant to spill it me.”

Dusk turned his head. “That’s... not what I meant either…”

Pinkie then tilted her head as she raised an eyebrow. “Okay… if you’re not apologizing for that? Then what exactly are you-”

She was cut off by Dusk as he grabs her by the waist in a blink of an eye, closing in the gap between the two. “Dusk?” Pinkie said while looking at him with confusion. “What are you…” Before another word could be said. Dusk planted his lips on hers, and proceeded to violate her mouth with his tongue.

Dusk was completely enthralled by the kiss. The feeling of her soft, tender lips made him all the more friskier, pushing his tongue even further in her mouth. The way that her perky party favors molded against his broad chest, her nipples growing harder with each passing second. But just as he was really going into the kiss Pinkie escapes his grasp, abruptly ending their buss.

“D-Dusk!?” she said as she was slowly backing away, her cheeks burning the color red. “W-why did you do that for?”

The purple alicorn didn’t say anything. He just looked at her as though she was his helpless prey.

“I mean, don’t get me wrong, that was a really nice kiss, and you’re very cute and all but...” Without question Dusk once again makes a grab for her, but this time Pinkie shoves him off of her.

“Knock it off Dusk,” she scorned, though her whimpering voice easily betrayed her . “This isn’t funny any aaahhhh!”

When she was backing away from the hot-blooded stallion, she unknowingly walks up to his bed, slipping and falling on top of the bed back first. As she laid helplessly before him, Dusk got on top of her, looming over her while baring his teeth to form a wicked grin.

“Please Dusk,” she said looking at him with despair, tears beginning to form in her eyes. “Don’t do this. This isn’t anything like…”

Pinkie couldn't get in another word as Dusk went straight for her fleshy party balloons, loudly moaning as he was mercilessly groping and kneading them as he saw fit.

As Dusk was ruthlessly toying with her chest, he forcibly unbuttons the shirt she had on, releasing the bountiful mounds of flesh so he could have the pleasure of seeing her hardened nipples. Liking her pink juicy, teats Dusk waste no time latching on one of them, sucking and licking it as thought it was full of milk while squeezing and milking the other.

While Dusk continued to molest his friend. Pinkie was squishing, contently protesting within each moan. But her cries for mercy went on deaf ears as the alicorn didn’t seem listen, tightening his grip even further.

But while he could play with her fat chest all day he knew that breast could only satisfy his lust for so long. So he relinquished his grip and got off of her, leaving the party mare grunting as her breasts were sore from the brutal groping. As he stood before her, he grabs the rest of her clothing with his magic, and effortlessly tears them to shreds, leaving her completely in the nude.

As she tries to cover herself from the horny alicorn. Dusk’s horn lights up as his hands began undoing his pants.

Wondering what was taking her friends so long. Fluttershy walks up to Dusk’s room to investigate what was going on. “Uh Dusk, Pinkie? Is everything alright?” she asked as she knocked on the door. “You two have been in there for an awfully long time, and I was starting to get worry.”

No one answered, so she knocked again. When she once again didn't get a response butterflies quickly began forming in her stomach. Being the worrisome pony that she was, she grabs the doorknob and opens the doors without thinking. And the moment she did her eyes widen with shock as her mouth dropped.

The entirety of her face became red as she saw Pinkie splayed on her back over Dusk’s bed as the stallion in question was on top of her, violently thrusting his hips. An arrogant grin planted on his face as he was caressing tits to the point of tearing them off.

At first she was understandably mortified by walking in on the two, but her embarrassment soon turned into horror as she noticed that Pinkie’s mane was completely flat and was bawling her eyes out.

She tried to delude herself, she didn’t want to believe that Dusk was even capable of thinking, let alone committing, such a terrible act. But there he was having his way with a pony he’d called a friend. But maybe she was wrong about the whole thing. For all she knew Dusk was just trying to cheer Pinkie-

“Dusk, please stop it,” Pinkie cried in between moans. “I can’t take anymore of this…”

“Oh come now Pinkie I’m sure someone with your boundless energy could last for another three or four rounds,” he said as he used one of his hands to run his fingers through her mane. “And if not…” he then gave a low growl as he just reached an orgasm. “Well, I know five more mares who can more than enough to fill in for you.”

Fluttershy slowly backed away from the door as she placed a hand over her mouth, a feeling of emptiness quickly spreading throughout her stomach as she couldn’t believe the words that had just come out of his mouth.

She knew then and there that she had to put a stop to this, she knew she had to get help. As much as it pains her to leave Pinkie like this, she knew that it would be foolish to take on the stallion by herself. Ever with the element of surprise on her side the stallion had a vast amount of spells at his disposal.

But just as she was about to take off. “You know Fluttershy, I never expected you of all ponies to be an eavesdropper…”

Fluttershy’s heart skipped a beat as she turned to see the sinister stallion grinning at her with an immortal smile. Her first instinct was to get out of there like a bat out of tartarus, but it proved useless as he already got a hold of her, with one arm tightly around her neck, while he mercilessly groped her chest with his free hand.

“Hey now no need to run, I don’t mind if you were listening in,” he said as he squeezes down her breast. Flutterfly moaned as she continued to struggled within his grasp, making the stallion grin as he leans down to her ear. “Just so long as you plan on joining in…”

But just as he said that Fluttershy then looks at him, giving him an in-depth look into her Stare. The chances of this working were very slim, but she knew she had to take the risk. Thankfully for her The Stare was just the trick she needed as it left the stallion paralyzed enough for her to break free from his grasp.

Now free from the stallion, she uses her wings to quickly descend the stairs and make a mad flight to the door. But just as she was inches away from the doorknob a magic aura stops her completely in her trail. No…

“Aw, leaving so soon? But we haven't even got to play yet.”

The aura then brought her over to the awaiting stallion. But the moment when he turned her around to see her face, she once again uses The Stare on him again. Unfortunately however, unlike last time she only made him laugh.

“Sorry Fluttershy,” RRRIIIPPP!!! “But that trick isn't going to work on me twice,” he said as he threw away the tattered remains of her sweater and skirt, “Especially when I already saw it a few seconds ago.”

Even though Fluttershy was trapped within his magic she still tried to break free as he moved her to the table they were all eating at earlier. “Settle down Fluttershy, I know this is your first time and all, but don't worry, you can trust your good ol’ friend Dusk to be gentle with you.”

The Pegasus then stopped struggling to give the stallion a mean look. “Don't you dare use that name.”

“Oh, and why shouldn't I? That is the name I was given when I was born.”

“You're not my Dusk. He would never do anything like this to his friends, you're just some stallion that just happens to look like him. ”

“Well, I'm sorry you feel that way,” he said as he started to clear table while he holds her above the table “But I can assure you that I’m the same stallion you known since the first day we met.”

“No, Dusk is twice the stallion you’ll ever be.”

“Now that's where you're wrong my dear friend.” The aura that surrounded her began shining brighter than it normally did. “I’m ten times the stallion.”

She began to prepare for the worst that the stallion had to offer, but just as something was about to happen, his magic vanished and she fell on the table. After picking herself to see the imposter smiling smugly at her. Fluttershy attempt to make another break for it, but before she could even flex her wings, an intense flash of heat came out of nowhere.

It quickly moved throughout her body as she began panting from the heat. It was as though he just turned on her estrus cycle and set it past its maximum setting. She could barely think to herself, let alone move.

“So, what do you think of my rutting spell?” he asked as he closed in on his prey. “Pretty effect eh? It took a little longer with Pinkie, but you already know how she turned out.”

“No… Please don’t…” she protested as she tried to get away from him.

“Ah, but I'm afraid I can’t do that Fluttershy,” he said as he effortly gets on top of her, looking straight into her eyes. “Especially when you’re suffering like this,” he said as he penetrated her.

Dusk woke up with a scream, his eyes wide with fear as cold sweat was draping over his face. He panted heavily as he steadied himself, frantically scanning his eyes around to confirm to himself he was still in Luna’s chamber.

"Dusk..." Luna placed a hand on his chest, speaking softly to try and calm him. From looking at her, it was clear to Dusk that Luna was frightened by his behaviour. "Oh hey Luna... I'm really sorry for waking you. I just had…" He struggled to find the words.

“A nightmare?” Luna finished, her voice in a comforting tone. “Yes I'm well aware, I could see that when I was looking in your dream. I was about to come and put a stop to your rampage myself, but thankfully hurting Fluttershy pulled you out of it.”

“Oh...” Dusk reminded himself of Luna’s responsibilities. After all, this wasn't the first time the lunar princess visited his dreams. “So… how much did you see?”

“Enough to know that you're in dire need of my help, Dusk.” Luna said as she wrapped her arms around her lover to calm him down. But despite her best efforts, Dusk still didn't show any sign of cheering up.

“I already know what you’re going ask, and you know full well that you'll never become anything like that, seeing how you already claimed me and my sister.”

"Yeah I know that, but it's just that I can't stop thinking about what Celestia told me the other day, and the way that I acted toward you two yesterday..." he turned away from Luna with shame. "I feel as though I'm losing a part of myself every time I have sex. Slowly turning into..."

"You shouldn't let your fear get the best of you," Luna interrupted. “Listen Dusk, I know you're not too keen on the idea of harming your friends in any way, but that doesn't mean you should underestimate them. After all, they're not as helpless as you may think they are."

"But that's the thing Luna. I know my friends are more than capable of handling themselves. It's me I’m not so sure about..." Dusk sighed. "I just don't know if I can trust myself around them. I mean, what if I lose control over myself while sleeping with them, or I end up doing something even worse..."

Luna fell silent. After a brief pause, she spoke."Can I ask you something Dusk?"

Dusk turned to his mate. "Sure, what is it?"

"Do you really care about your friends?"

Dusk's eyes widened in outrage at the question. "Why would you even ask that? Of course I care about them! They mean everything in the world to me, I chose them just for that very reason. They're like a second family to me and I just don't know what I would do if anything were to happen to them."

"The only reason why I ask this is because I know you deeply care for them. Tell me, do you really think somepony who just greatly described how much he cares for his friends could purposely harm them of their own free will?"

"No... I guess not..." Dusk said as he started to take Luna's words into consideration. "But what if I get too rough with them? I mean, I know that it’s only a natural instinct for me to act like that, but I was really aggressive with you two the last two days... especially towards you," he admitted while his face reddened.

"Oh Dusk," Luna smiled as she brought him in for a small kiss on the lips. "You have far more control over yourself than you think and the sooner you realize this the better. For all of us.”

“I don’t know Luna,” Dusk said as he shied away from her. “I’m not really sure I can do it..."

"Don't worry Dusk, you'll understand it eventually. With a mind like yours it should be easy," Luna said to sooth Dusk's anxiety. "And besides, it's not like you have to go out and recruit your harem at this very instant.”

“Well… I suppose you're right… I have been letting all this go to my head,” Dusk said, sounding a bit more optimistic.

“Suppose?” Luna smiled while raising an eyebrow. Before he knew what was happening Dusk found himself underneath the voluptuous Lunar princes, staring deeply into her cyan eyes. “I think the words you’re looking for are “You’re right, Luna”," she gave a sultry giggle right before kissing him on the lips.

Feeling the warmness of his lover's tender kiss certainly did help him feel better, but a small feeling inside kept tearing at him, like a timber wolf through underbrush. But he decided that it would be best to ignore it for now. After all, Luna was right, there really wasn't any reason for him go round up his harem right now, and he had plenty of time to hone his ferocity.

"Alright alright, you were right, and I'm just a nervous wreck," Dusk chuckled as he wrapped his arms around the lunar princess. “Are you happy now?”

“Hmm… Oh I don't know. Maybe if a certain stallion were to 'reward' his mare for calming him from his nervousness," Luna cooed as she idly walked two fingers up his chest. "I... just might consider it."

Dusk simply chuckles, right before he flips her onto her back, and gets on top of her. “Oh don’t worry you’ll get your reward,” he whispered directly in her ear. “A big... long... thick... throbbing... reward," he said as he was inches away from her lips.

With the combination of his vivid description and breathless voice, Luna couldn't help but to kiss her eager stallion, melting into his embrace, already sticking her tongue in his mouth.

As the two proceeded with their ‘duel’ they started writhing and squirming all over the bed, their kiss becoming just as wild as their bodies. Within seconds Dusk was already at full erection, and broke their kiss as he was more than ready to reward his mate.

But just as he was about to mount her, a voice came from beside them. “I hope I’m not disrupting anything,”

The two alicorns turn to see the always dour looking Scarlet Tail, who was still in her maid outfit, standing right at the bedside.

Dusk understandably jumped back from seeing the maid’s sudden appearance. To say that he was completely embarrassed was a major understatement, as he was petrified stiff as a red statue. While Scarlet may not have been a friend or family, it still was humiliating to be caught in the middle of mating.

However, much like her sister, Luna wasn’t really fazed by the maid’s intrusion, though from the look of things she understandably wasn’t too pleased about inconvenience.

“Miss Tail, could you be so kind as to tell me why you thought it was necessary to randomly barge in my room?" Luna asked, doing little to hide her frustration.

"My apologies, your highness, but your sister sent me to get you and Prince Dusk Shine for breakfast," Scarlet answered in her always stern voice. "And she wishes to see you immediately. Also, she wanted me to give you this." she levitates Dusk's clothes from yesterday, now clean and folded up, on top of Luna's dresser.

"Oh um... thanks..." Dusk said in a bashful manner.

"There’s no need to thank me, your highness, I'm only following orders."

"Yeah, maybe a bit too well,” Luna muttered under her breath.

"Now, I must be on my way, I have to report back to Celestia," she said as she left the room, closing the door behind her.

"Well that was uh... something..." Dusk said.

"Indeed it was," Luna said in a deadpan tone. "But enough about her, let's get back to where we left out," she seductively purred.

"As nice as that sounds Luna," he said apologetically. "I really think we should go see what Celestia wants,” he said, getting off of Luna, much to her disappointment.

"Come now Dusk, I'm sure whatever my sister wants isn't that important. So come back to bed and claims what's rightfully yours," she said, giving her flank an enticing smack.

"Tempting," Dusk said, considering walking back to the bed. "But Celestia wouldn't have send little miss ray of sunshine if it wasn't important," he stated as he continued to the dresser.

As Dusk reached for his clothes he was soon grabbed from behind by Luna, who quickly went straight for his semi-hard cock. “Aw, forget about my sister Dusk. I’m sure she’ll understand if we

run a little late…” she whispered, playfully gnawing on his ear.

If Luna had done this before this week Dusk would have easily have been putty in her hands. But due to him having sex for the past two days he simply shrugged off Luna’s tactics and cast a teleportation spell to escape her grasp.

“I know you’re horny as tartarus Luna,” he said as he reappears a few feet away from her. “But now is not the time. I promise you I’ll take care of it after breakfast, Okay?”

“But I want you to take care of it now!” she whinnied as her ears flattened. “Pwetty pwease?...” she said in baby talk while pouting out her bottom lip.

Dusk flinched as he saw the pure adorableness of Luna’s sad face, but he quickly gives her a small grin “Nice try Luna, but you’re not the first mare to use cuteness on me,” he said as the princess dropped the cute act. “But I won’t lie, yours is by far one of the cutest I’ve seen.”

“Fine!” Luna huffed. “If teasing or cuteness won’t work than you force me to use my secret weapon.”

“Secret weapon?” Dusk said bemused, raising an eyebrow. “Alright, I’ll bite, what’s your ‘secret weapon’?”

“Now, it wouldn’t be a secret if I told you, now would it?” Luna replied with a smug grin.

“Eh fair enough, but I still highly doubt it’ll work.”

“Well if you’re so sure, then how’s about a little bet? If I can get that third leg of yours in the air then you have to mate with me as long as I want, Deal?”

“Alright, I accept, but if you can’t do it then you’ll stop any and all attempts on seducing me till after breakfast, okay?”

"I accept your terms, but I’m pretty confident that you’ll be joining me back in bed,” she smiled as her horn lit up.

“Oh I know you are, but I honestly think you’re just wasting your…” Dusk quickly went quiet as his mouth was left gaping open.

As Luna’s eyes started glowing white, a dark blue mist came from her horn, and soon envelops itself all over her body. In a matter of seconds the mist soon deteriorates to reveal an all too familiar face.

Standing right before the purple alicorn was Luna’s alternate persona, the infamous Nightmare Moon. Dusk’s bottom jaw went straight to the ground, his wings spreading at full wingspan. He stood there staring intently at the mare’s glorious black coat, her proud Amazonian stature, and her dangerous, yet alluring teal, slitted eyes.

The only thing that was missing was her armor, but he could easily forgive that detail as he got the chance to see a nude Nightmare, especially her stiff purple nipples, her huge breasts, far bigger than Lunas normal size, and her supple thighs, with her dark wetness dripping between them.

Luna smiled, baring her fangs to form a grin as she saw Dusk’s cock snap to full attention. “Well well well… It would seem I win,” Luna seductively said as she walked, continually swaying her hips with each step she took. “Or should I say ‘We are the victor of this wager.’ I can never remember which speaking pattern you preferred, but I suppose it doesn’t really matter.”

Dusk could only whimper as he watched the curvaceous Nightmare walk toward him.

“Surprised Dusk?” she purred as she wraps her arms around Dusk, pressing her body up against his. “Well don’t be. I was well aware about how you lust for this form for a while now, but your recent dream confirmed it to me.”

After getting over the internal shock Dusk started to grin as he grabbed onto her plump ass. “Alright. A deal's a deal, and I’m a stallion of my word.”

“Oh, I’m glad to hear you say that Dusk," she said, getting up close and personal. "But that won't be necessary," she said escaping Dusk's grasp.

"Huh?" Dusk simply said as he watched Luna walking away dumbfounded, seeing her roll her hips enticingly with every step.

"After all, we shouldn’t keep my sister waiting,” she looked back to him, giving him a taunting grin. “Who knows how important it is.”

Seeing the cockiness in her expression, Dusk quickly realized that Luna was toying with him, and wasted no time to intercept her by grabbing her from behind. “On second thought I guess Celestia won’t mind if we ran a little late,” he said, his hand groping one of her abundant breasts, while the other was rubbing her moist snatch. “After all, I’m sure she’ll understand that I had to deal with an old foe.”

“Hmm… and how do you plan on doing that? Last time, you needed the elements and your friends to ‘deal with me.’”

“Oh, you know how the old saying goes,” Dusk said as his horn glowed bright. While his transformation wasn't as flashy as the princess’, Luna's eyes still widen with amazement as the once noble and pure hearted alicorn she once knew grew up and out, becoming buffer, darker, more impossibly handsome and even better hung. “Fight fire with fi-” Luna didn’t even wait for him to finish, tackling him to the bed, pulling him in for a long, passionate kiss as she tried to straddle his grand frame.

Prologue

-Day 1 of Heat Week -

In Ponyville most of the stallions were either hiding or had left town. The new alicorn prince, however, was not counted among that lucky number as he was currently flopped in his bed with an ice pack on his forehead.

Ever since Dusk Shine woke up this morning he was burning up, his entire body felt like it was in an oven. He wasn't sure what had brought on this burning sensation, as he'd merely been busy reading and then organizing a shipment of old spell tomes Princess Celestia had sent him recently, only finishing yesterday.

Strangely, that was the extent of his symptoms, there was no nausea, vomiting or anything of the like, which ruled out most of the common illnesses. He'd tried dispelling the heat with a cooling spell, only for it to fail. Spike had taken Dusk's temperature, only to find he registered a completely normal and healthy 99 degrees Fahrenhoof. Spike, ever the loyal brother, had made it his mission help his pony sibling get over this curious malady.

"Spiiiiike..." Dusk moaned. "Do we have any more ice?"

"Sorry Dusk, we've already used it all," The drake called out as he made his was to the top of the stairs, wearing his usually purple tee and black pants, a wet dish-cloth in his hand. "But I did soak a rag in cold water."

Dusk sighed in pleasure as the cool cloth was placed across his burning brow. He growled as it's chilling relief was quickly snuffed out.

Spike looked sadly down at the alicorn, wishing that there was something he could do. Then, as if by magic, an idea popped into his head. The young drake leaned down and wrapped his cool scaly arms around Dusk’s head, doing his best to cool him of. It worked, but only for a few seconds.

Dusk felt a rise of emotions as he felt his brother hug him, and he quickly wrapped his arms around him in return.

"Thank you Spike,” Dusk said has he patted Spike’s back affectionately.

"For what?" came the reply.

"For staying with me," Dusk said,smiling to himself.

"Come on Dusk Shine what kind of assistant would I be if I left you at the mercy of horny mares?"

"A smart and selfish one," Dusk Shine said jokingly.

Spike scoffed,

"Selfish? well maybe I should go ask Nurse Red Heart to take care of you then."

A vaguely panicked look suddenly crossed Dusk's face at the thought of the mare. She was far from unskilled, but could be rather enthusiastic at times, especially at this time of year. Although, she was attractive, with nice wide hips and an ample bust... Dusk blinked. Where had that thought come from?

"Hey bro, you know I'm just joshin', ya, right?" Spike asked with genuine concern as he saw his sibling's expression.

"Y-yeah of course," Dusk chuckled.

Spike soon started laugh as the two of them laid there, and just enjoyed the other’s company.

"Maybe we should ask the Princesses for help? Aren't they helping you with your new body or something?” Spike suddenly suggested.

Now that was an idea. Ever since his ascension Dusk had been learning how to properly manage his new body. Suddenly acquiring wings, and an earth pony's strength had certainly changed his life, and it had taken many hours in the palace to gain what control he had.

Dusk nodded,

“Good idea, go get my scrolls.”

"Already on it."

Dear Princess Celestia,

I’m sending this message to inform you that I have been suffering from a strange illness since this morning. The only symptom is that my entire body feels to be burning. Spike had the idea that this has something to do with my new status as an alicorn, and we thought it best to question you directly.

Dusk Shine.

Spike quickly sent the letter off, and after both brothers watched the trail of smoke fly off into the distance the dragon turned back to his brother.

"Maybe you should try moving around a bit? Rainbow always says that exercising helps her when she’s sick," Spike said.

Dusk groaned, of course the resident daredevil would come up with that remedy.

“Spike, I can barely move right now, are you sure that that is a good idea?”

The drake shrugged,

“Well, its the only one we got.”

“Fine."

With a titanic effort, Dusk shine hoisted himself up. It took him a few seconds to regain his balance, but Spike was quickly by his side to help steady him. Spike guided his brother around the room for a few minutes, giving Dusk a chance to properly orient himself. Strangely enough, the heat in Dusk’s body did in fact go down, which was something he was not going to tell Rainbow about, the pegasus would never stop needling him about how she was right.

Sensing that his balance as now adequate, Dusk allowed Spike to guide him down to the kitchen, where the dragon quickly set about making breakfast. It was a simple meal, just some waffles, but it settled pleasantly in Dusk’s stomach. Well, the first few did. To both brothers' surprise Dusk kept eating, tucking away waffle after waffle into the bottomless pit that was once his stomach. Finally, after eating enough to make Pinkie proud, Dusk leaned back with a satisfied smirk.

“Wow,” Spike commented, but before anymore could be said a loud burp erupted from his mouth signaling Celestia’s reply.

"What does it say?” Dusk asked.

“Read it yourself, Spike grumbled, handing the letter to the alicorn and stalking over to the kitchen, "I have to go scrounge up breakfast for me. Considering somepony ate all the dang waffles."

Dusk blushed slightly and apologized, but took the letter all the same. He popped the seal and his eyes quickly scanned its contents

Dear Dusk Shine,

I believe you may have caught a condition unique to alicorns. I'm going to send some guards to bring you to the castle, we have to talk about this face to face. It would be best if you left Spike at the library, tell him I have sent a new shipment of books that he needs to categorize.

Sincerely yours,

Celestia

"Well, better start packing," Dusk said, “The princess wants me to go to Canterlot.”

Spike turned to face him with a hopeful expression. "Really? Can I come?"

Dusk shook his head,

“No, Celestia is sending some new books, you need to stay behind and categorize them.” noticing Spike’s crestfallen look he quickly added, “but afterwards I’m giving you no chores,” that definitely helped sooth the dragon’s mind.

After quickly cleaning up breakfast, Dusk walked back upstairs to change into his day clothes. Meeting the Princess in his pajamas was not something that he planned on doing. He searched through his closet for a few moments before pulling out some clothes Rarity had made for him. It was a rather simple outfit, as opposed the the fashionista’s usual flair, with simple brown pants and white button down shirt, but its was comfortable and according to some mare’s looked very good on him.

When the royal guards arrived, announcing their presence with a few short raps on the door, both Dusk and Spike were surprised to find two pegasus mare's on the doorstep as opposed to the usual stallion.

Female royal guards weren't unheard of, but you'll rarely see one, if any, walking around the castle. They were usually prioritized to the medical and logistical branches of the guard. But then a stray memory appeared in Dusk’s head: around this time, Celestia would often send most of the male guards home so they wouldn't get attacked by any mares while on duty. Hence why the escorts were girls. However, there have been some guards that refuse their time off, saying they wouldn't leave their duty no matter what.

"We're ready to go when you are your highness," one of the guards said in an official voice.

They had smartly parked the chariot in front of the library so they wouldn't have to worry about any stray mares jumping Dusk Shine.

“Um excuse me,” said Spike to get one of the guards attention, “Why would the Princess send two girls instead of two guy like normal.”

"Spike!" Dusk blushed profusely and immediately shushed his brother, smiling apologetically to the guardsmares.

“What!?” Spike defended himself, “I’m just saying that it don’t make much sense to send two mare in heat to put up a stallion. That just asking for a crushed pelvis!”

“Celestia sent us because most male guards around this time are not available, but we understand your concern but do not worry. It still the first day of our heat so its not that intense. And the princess used a spell so we can’t smell anything for a while,” one guard said to reassure the dragon.

“Well ok," Spike said still not entirely convinced of his brother safety. “But if you take advantage of Dusk.” his voice trailed off as he idly showed off his claws and fangs.

“Calm down Spike.” Dusk said, touched by his brother’s loyalty, “but I’m sure Celestia has total faith in her guard to do this task.”

“Alright,” Spike said as he backed off, “Just tell Celestia and Luna, I said hey."

By the time Spike reached the door, Dusk was already in the air. During the ride, Dusk was enjoying the peaceful ride to Canterlot until they were hit by a small breeze. The wind felt nice to Dusk but he suddenly caught a whiff of a very alluring smell. He couldn't tell what it was but it smelled great. He wanted find the source of the smell so he followed his nose to the two pegasus guards.

He felt the morning’s heat appear again and for some odd reason the two guards suddenly started looking extremely… delectable.

He couldn't stop staring at their flanks, he couldn't see much through the armor, but the thought of the muscular flesh rolling around just out of view was enough to occupy his thoughts entirely. His completely G-rated thoughts were interrupted when one guard addressed him.

"Sir, are you alright?"

"Hm. Yeah I'm ok just a little ... distracted," Dusk said as a blush crept onto his face.

The guard turned back around, and Dusk soon went back to his ruminations.

Dusk was so enraptured by the "distraction" he hardly noticed when the carriage landed in the palace courtyard.

"Prince Dusk Shine, we have arrived sir."

Broken out of his trance, Dusk nervously thanked both of the guards for a job well done, hoping that his starring had gone unnoticed.

While he was leaving for the palace one of the guards turned to the other.

"Hey, do you get the feeling that the prince was staring at our asses the whole time?"

The other chuckled and winked conspiratorially,

"Yeah, but I don't mind. Heck if I wasn't married I'd totally ride his cock all week long." said the guard while licking her lips.

"Same here sister, same here." said the other guard giving a nod as they watched the prince ascend the stairs to the palace, his ass looked good in those pants.

Dusk, busy thinking about one thing or another, wasn't looking where he was going, causing him to walk face first into a pony walking the opposite way.

“Oh forgive me,” a regal voice called down to him

Dusk Shine recognized the speaker, and looked up to see Princess Luna standing above him, He opened his mouth to say something but his words quickly died in his throat as his eyes roamed up and down her body.

She was wearing a slim black dress, the fact that she wasn't holding court and the current state the country was in allowed her to dress in a much more casual fashion than normal. And damn, Luna looked good casual.

The dress cut off just above her knees, showing off the Lunar Princess’ slender legs. The dark blue of Luna’s fur contrasting ever so slightly with the dress, giving her a slightly mysterious, and extremely sexy look. Up and up Dusk’s eyes went, drinking in the sight of Luna’s generous hips. The dress hugged her every curve, highlighting her slender, yet supple figure. The young prince could feel a tightening in his pants as he noticed her breasts.

They weren't the largest in Equestria, that honor belonged to Celestia, but damn were they perky. The tight dress made them strain against the fabric, as if they were begging to be squeezed and toyed with. Dusk powerful mind suddenly conjured up an image of him laying on top of the Lunar Princess, one hand kneading one breast, and his other toying with the nipple on the other.

His fantasy was suddenly brought down around him as he heard Luna call out his name.

"Dusk Shine."

"Huh,"said Dusk coming back to reality.

This brought his gaze to her face, which could only be described as angelic. With full lips, long eyelashes, and a real earnest look in her eyes made her practically irresistible.

"Dusk Shine,you been staring at me for a long time now," Luna said shyly fiddling with her outfit, "Is there something wrong with my new dress?"

No! Not at all! It looks..." sexy, amazing, "slimming," Dusk finished weakly.

Nevertheless, a bright and beautiful smile leapt onto Luna’s face,

"You think so?” her cheeks darkened with a blush and she glanced away with a giggle. “You're the first pony to say something about it. It was a gift for Tia but it was a bit too small for her."

‘That dress probably did fit Celestia at some point, but knowing her sweet tooth, she might have… grown in a few... certain areas.’ Dusk blinked, ‘Wait, why am I thinking about the princesses like this?’

"Well anyway, Tia told me you weren't feeling well," Luna said, interrupting his thoughts yet again, "I hope its not serious."

"I'm sure its nothing.” Dusk said nervously, suddenly desperate for an escape, “Oh would you look at the time. Well its been nice talking to you Luna, but I better go see your sister.” The prince's nostrils flared as he began to hurriedly walk away from the Princess. ”Oh and your perfume smells wonderful.”

Before Luna could even respond, Dusk had scurried off down the hallway.

"I haven't worn perfume since it was first created," She muttered to herself.

She watched him go for a few moments, idly noting how good his ass looked in those pants. The princess of the night made a mental note to compliment Rarity on that someday.

Suddenly, a stray draft breezed through castle halls, bringing a fresh wave of Dusk's scent with it. The scent sent shivers up of the Lunar Princess' spine, and she heard an audible squelch as her legs instinctively pressed together

"Tonight Luna, you can last until tonight," she promised herself.

Setting the Sun

-Chapter 2 Setting the Sun-

Dusk felt like he was in heaven, and honestly; who could blame him? His libido was satiated for now, and not only had he lost his virginity to a mare, he had lost it to Princess Luna! He barely spared any thought to the fact that Luna had teleported his clothes to Celestia knows where. He was simply content with just lying in bed while with Luna curled up against his side.

“Heh, even when you’re asleep you’re gorgeous,” Dusk whispered idly as he ran his hand through the princess’ mane.

Just then Luna let out a small whimper and buried her face deeper into Dusk’s neck, tightening her grip as she did so. Dusk wasn’t one to complain though, he could deal with the mare’s earth pony strength, if it meant that it would keep her happy.

Dusk let his arm fall back down to his side as he suddenly sighed in disappointment.'I have to go talk to Celestia about my harem', he thought sadly.

He really wasn’t worried about waking Luna up, as the Lunar Princess was surprisingly a heavy sleeper. Dusk tried to gently ease his way out of Luna’s grip, but the mare held stubbornly onto him. Even going so far as to tighten her hug into Pinkie-esque levels as Dusk felt his ribs began to crack.

“Ok this isn't working,” Dusk grunted, “If I can’t force my way out of this, then magic is my only option.”

His horn lit up in preparation for a teleportation spell, but as he was about to cast it, Luna shifted in her sleep and began to idly suckle Dusk’s horn. His concentration shattered, Dusk teleported off of the bed, but unfortunately he was also fifteen feet in the air. He instinctively opened his wings, but sadly it was too late. He fell onto the carpeted floor of Luna’s bedroom with a respectable thump, but thankfully Luna remained asleep.

“That could have gone a lot better,” Dusk grumbled as he was rubbed his flank, “but at least it beats having a few broken ribs.”

Dusk carefully stood up and idly dusted himself off as he stared at the mare on the bed. Luna had already cuddled up to Dusk’s pillow, holding it close to her as she whispered his name softly.

“Sweet dreams Luna,” Dusk said caringly, right before kissing her on the forehead. “Well I better start making my way to Celestia before she decides to send a search party for me.”

He then remembered that Luna teleported his clothing, so he had to improvise. He casted a spell that Rarity taught him to fix his current dilemma. With a bright flash he was now clothed in an exact replica of his clothes like what he wore earlier.

“Note to self, thank Rarity for teaching me that clothing spell. Who knew it would so handy?” he said as he was examining himself at what a good job he did. Sighing, he said to himself, “Ok I think it's time to talk with Celestia.” as he walked toward the door.

A few minutes later Dusk was nearing Celestia’s personal bed chambers. As he was walking, he had a two things currently on his mind.

One, was who should he included in herd? He had already planned to ask all his friends, but there was a chance that anyone of them would refuse for some reason or another, and If Celestia was right about his stamina, it would be difficult for all six of them to completely satisfy his needs, even if one of them was an eternal alicorn princess.

Second, was how in Equestria was he going to explain to Celestia that he not only slept with Luna, but made her a part of his herd? Dusk wasn’t too worried... Ok he was worried; though not to the point to where he was thinking that Celestia would banish him to the moon, or send him back to magical kindergarten. He knew that sooner or later Celestia would find out about his little …sexcapade. So, he thought best that he might as well tell her face-to-face.

'Ok, Dusk Shine think,' he thought. 'You were able to figure out about Nightmare Moon’s return, you were the only one who saw through Chrysalis’ disguise, and you’ve also became an alicorn prince. So you can definitely tell Celestia that you had sex with her sister... but I probably should wait until the right moment to tell her.'

As he continued his walk toward Celestia’s room, he began to hear his stomach growling rather obnoxiously, and forced him to stop.

“Ok, this is really weird,” he said as he rubs his belly. “I’ll admit pleasing Luna did take a lot out of me, but it feels as if I haven't eaten for three days straight.” he said with confusion. “Hmm … maybe this has something to do with my increased libido.”

As Dusk was wondering about his sudden hunger, his nose caught a faint scent of delicious food nearby.“Wow, what smells so good?” Dusk said, now searching for the origin of the smell. “Oh sweet Celestia is that … cheeseburgers?” He said as his mouth began to water to the point where he was practically drooling. “...And chocolate cake? Maybe I could grab a quick bite before… No must concentrate at the task at hand. I just need to ignore the aroma of a probably double cheesy goodness and the chocolate cake that would most likely melt in my… Task! Must stay on task!” he shouted.

In response, his stomach began growling heavily like a ravenous animal.

“Oh shut up you,” he said a bit agitated looking at his empty gut. “It doesn’t matter how hungry you are, we’re going to Celestia’s room, and that's final.”

However his stomach didn’t agree with him as it continued to tell him to get something to eat. He kept trying to ignore his hunger, but the enticing smell of food close by was making it increasingly harder to ignore it. Sadly, after a whooping five seconds of fighting with his stomach, he gave up. “Alright you win I’ll go grab a quick bite, but only one hayburger, than we will go straight to Celestia,” Dusk said as he quickly did a 180 and headed towards the direction that lead to the delicious banquet.

A few moments later Dusk found himself in front of the dining hall doors. The purple alicorn began licking his lips as he imagined the many foods hiding behind the large dining hall doors. Without any hesitation the alicorn opened the door, quickly making his way inside. Upon his entry, he saw that the dining hall itself was a rather spacious place, which in hindsight was kinda obvious as they are designed for large groups of ponies.There were a large set of windows that gave a fantastic view of the garden, showing that it was around the noon. In front of said windows was a long table centered in the room. It was covered by a white table cloth, and surrounded by some of the most well-designed chairs ever seen in Canterlot.

However, rather than how beautiful the furniture was, Dusk’s eyes were fixated on the smorgasbord of delicious delicacies. Luckily, hayburgers and chocolate cake weren’t the only thing on the menu. There were dozens upon dozens of different kinds of dishes, ranging from the juicy red apples, to the succulent strawberry upside down cake. There was enough food to feed a small party, and Dusk could barely contain himself.

'Jackpot!' he thought as he licks his lips again, now making an audible smacking noise.

“Ah. Greetings Dusk! I’m glad you're here,” Celestia said as she was about to take a sip of tea. "I must say I didn't expect you to be here so soon.”

“C-Celestia!?” Dusk replied, snapping out of his hunger as he caught sight of her.

Right now, Celestia was (unsurprisingly) wearing a sun themed robe. Unlike her usual sundress, her robe was showing off a lot more cleavage. Like most of her robes, there was a “C” insignia imprinted on the left side of her chest. Since she was sitting down he couldn't see the rest of her robe, but his main concern was why did Celestia have a large sum of food, and if she was willing to share.

“Uh … Celestia what are you doing here?” he asked.

“Well… while I was waiting for your arrive my heat, became a bit too much for me to handle,” Celestia said, slightly blushing. “I went to the bathroom for a quick cold bath. It may not the best solution, but heat-calming medicines barely have any effect upon me, while most of the stallion employees are off duty for the week. It left me with very few options.”

“Well that would explains why you're in a robe," Dusk said. "But that still don’t explain why you're here in the dining hall?”

Celestia giggled before replying. “What, a princess can’t eat a little snack when she gets hungry?” She gave a mischievous smirk after her snarky response.

“Uh … this is little snack!?” Dusk responded in utter shock.

“Well, it was suppose to be a little snack, but like always whenever I’m not specific about what I want to eat. I guess the cooks keep assuming that I want a feast when I say that,” she sighs. “I really hate it when they over do it like this, it's such a waste of perfectly good food.”

“Yeah ... a ... waste,” Dusk said dreamily, eyeing the freshly made hayburgers that looked cooked to perfection. Realizing he was forgetting that Celestia was right int front of him, he quickly snaps himself back to his senses. “Hey, uh… Celestia you wouldn't mind if had a bite to eat, do you?”

“Hm? Oh of course you may Dusk. It a bit too much food, even for me. But before you come any closer, I'll need to get rid of your musk,” She said as she casted a scent blocking spell.

When she was done Dusk appeared in the chair next to her, as if like (no pun intended) magic, and began to dig into the buffet as if he was like a purple coated Pinkie Pie.

Celestia was giggling at the purple alicorn’s rather uncouth table manners.

“My my Dusk, even when you’re a prince, you still eat like pig,” she said, smiling at him.

“Hmm?” he looked up at the princess, his muzzle stuffed full with food.

“Oh don’t pay me any mind just save me a slice of cake, at least;” she said before she drank some of her tea.

Dusk simply nodded his head and went right back to stuffing his face. For the first five minutes, the hungry stallion had already devoured more than a quarter of the buffet. He kept eating dish after dish without any sign of stopping. Though seeing such an uncouth table manners, Celestia was unfazed by her former student’s behavior and simply drank her tea, while having a bite from her slice of chocolate cake like a proper lady.

After about fifteen minutes of nonstop eating, Dusk had finally finished off the entire spread, which had previously graced the table before him. The only remnants of food that remained was on his muzzle. He laid backed in his seat and he patted his stomach, completely contented that he actually felt full for once.

“ I don’t think I can eat another bite,” he said as cleans his mouth with a napkin, before letting out a huge belch. “Heh, heh excuse me.”

As soon as he was done wiping off food off his face, he heard the sound of a cup being placed in front of him, followed by the sound of liquid being poured into it. He looked to see that Celestia was using her magic to make him a cup of tea while she was still drinking her own.

“Think you have room for tea?” she asked.

“..Now that you mention it all that eating did make me parched,” he said as lift up his cup for a sip. “Thank you,”

“Not at all Dusk,” she before giving the stallion a serious look. “Now that you're done eating, I was hoping that we could discuss some important matters.”

"Important matters?” he looked at Celestia with confusion.

Because he was so focus on the food, Dusk had nearly forgotten about why he had to meet up with Celestia.

“You mean about forming my herd?” he asked.

Celestia shook her head. “No, I already know that you're willing to start a herd. I just wanted to talk to you about few things you need to know. If you haven’t figured it out already, your appetite has also gain a tremendous increase, hence why you were able to eat enough food for about ten starving ponies.”

“Well seeing how it would take a lot of energy to please multiple partners, that does make a lot of sense.”

“Another thing that I need to bring up is that you might have certain … urges to be dominant in bed.”

“You don’t say,” he said nervously, already knowing first hand about that fact.

“Don’t worry Dusk, you're not going to hurt anypony by being a little dominant. It’s a natural instinct for even normal stallions,” she said.

'Oh trust me if I learned anything from my time with Luna, it that some mares really love being dominated,' he thought.

“But now that I think about it, I guess telling you that would be a bit redundant.“

“What make you say that?” he asked.

“Well ...” she said with a mischievous smile. “The way that Luna was screaming so loud that all of Canterlot would have heart it, sure showed me who was dominating who in bed."

Dusk face turned completely red, his eyes widened to the size of dinner plates, and his mouth was just hang opened.

'Well, on a brighter side at least I have don't tell her.' He thought.

Celestia giggled at the sight of the stallion’s shocked expression. She placed one of her finger on his chin, and slowly closed his gaping mouth for him.

“Didn’t anyone ever tell you, that’s how you attract flies,” she said, her finger still on his chin. Dusk didn't reply, still shocked at how Celestia knew about him sleeping with Luna.

“Judging by the look on your face, you’re still probably wondering how I know about your little ‘sexcapade’,” she said pulling her hand away.

He was still silent, only nodding his head in response.

“To make a long story short, I knew before hand that you would mate with my sister.”

“Y-you did?” he said, finally breaking his silence.

“Yes, I came up with a little plan for you and Luna to hook up.”

“Wait,” he said, his astonishment slowly turning into rage. “You planned for me to have sex with her?” he asked, growing angrily.

“I did indeed,” she said rubbing the back of her head. “And I do apologize for keeping you in the dark Dusk, but I had good reason for doing it. I hope you won’t get too mad with me.”

Dusk was staring daggers at the white alicorn. If there one thing he didn’t like about Celestia, it was the fact that she always involved him in her plans without his knowledge. He hated it because she often does it when she wants him to do something he would normally never do, but what got to him the most was the lack in trust. On the other hand, he knew deep down that she had good intentions in doing so, and also he could recall that this was the same tactic she used to help him acquire friends.

After pondering for a minute, the male alicorn let out a sigh, and lost his nasty glare. “No I’m not mad,” he said in a dull tone. “But could you at least give me the decency of explaining why you did it.”

“Of course. I knew you would still have some doubts about your ability to properly mate with a mare, so I decided to use Luna as a confidence booster, and also because she my prime candidate for your herd.”

“Uh Celestia not that I don’t mind you helping me with my harem, but don’t you think Luna would be a tad upset with you playing matchmaker with her?”

“Actually, Luna was well aware of your need for a harem.”

“She knows?” he said, surprised at this new information.

“Yes, but when I approached her about joining your harem; she told me that unless you made a move on her, she didn’t want to be involved in the matter.”

“I guess that explains why she was looking for a potion book,” he said placing hand on his chin. “Speaking of books, you wouldn’t by chance have anything to do with Luna’s missing book would you,” he asked while raising an eyebrow.

“Dusk Shine!” Celestia said looking appalled, taking great offense to his words. “Are you assuming that I took my sister book just so she come looking for you? What makes you think I would take her book, and …” she stopped mid sentence, to see that her former student wasn’t fazed by her obvious lie.

She giggled before answering, “Ok, I admit it; I took her book. But to perfectly honest, it was the only way to get her in bed with you. Because lets face it Dusk, you and I both know that she can be rather shy when she around a stallions she has a crush on.”

“I guess you have a point there. I have seen her blushing every time I bring up the names of stallions, and …” he stopped as he realized what had said. “Wait. Are you implying that Luna has crush on me,” he asked, blushing heavily.

“Technically, I only said 'she can be rather shy around stallions she has a crush on'”, she said smiling at him. “but yes she does indeed harbor a deep feelings for you personally. And honestly, I can’t really blame her. You are quite the catch,” she said as one of her delicately fingers finds it way on his upper chest.

“After all, not only are you a handsome stud, but you’re also; highly intelligent, a great listener, you put other’s needs before your own, and you are strong enough to have defeated foes that were equally as powerful as Luna and I ,” she said seductively, her finger slowly rubbing against his chest, getting a good feel of his tone body.

The feeling of the mare’s gentle touch made Dusk’s face turn into a new shade of red, and his massive member was starting to harden.

“Uh Celestia? I think your spell is wearing off,” he said nervously.

“Oh no Dusk, the spell is working just fine,” she seductively said. “I’m just simply listing the reasons why mares would have a crush on you. That's all.”

“Then, why exactly are you sliding your finger down my chest?”

“Because unlike my sister, I’m not afraid to show any affection toward a stallion I like,” she said.

In actuality Celestia’s spell was still in effect, it was just that ... it been quite awhile since she last slept with a good stallion, and just being a near one was already making her wet with excitement. And the fact that Dusk was her long time crush, it made things much easier for her to get into the mood.

Dusk’s eyes widened as he saw that the princess’ already flushed face turned into a deeper shade of red, and her eyes undressing him. Being the clever pony that he is, he figured that Celestia’s estrus was doing most of the talking.

“Uh Celestia … I think you might need to take another cold shower.” he said hesitantly, slowly backing away.

Now Dusk wasn’t exactly gung-ho about mating with his mentor. Sure Luna was one thing, but Celestia was another subject. This was the same mare who taught him everything he knew, and was one of his longest friend he ever had. He admits, he had some steamy fantasies about her, but that mostly had to do with his preteen hormones more than anything else. Besides, he could never satisfy her needs.

“Now why would I do that when I have a much more effective, and—” she licked her lips.” fun cure right here,” she said examining the stallion’s body with her lust filled eyes.

“Well, I don’t really feel comfortable taking advantage of you in your... current state,” he hesitantly said. He began to feel really uncomfortable with Celestia looking at him like he was piece of meat.

“Taking advantage of me?” she said with a seductive smile, raising an eyebrow. “Dusk, I think we both know why your bit hesitant. And just because I was once your teacher, does that mean I can’t be one of your lovers?”

“I know, but it still feels very awkward.”

“I see …” Celestia got up from her seat, and looked at the purple alicorn. “Then allow me remedy that.”

Dusk raised an eyebrow as he because a little curious about this apparent remedy, and against his better judgment stayed put.

Celestia went to the knot on the robe, and began to pull it. As if it was rigged, she lets her robe slide off her body, and pooled around her hooves, revealing her bare body before him.

“Is that better?” she asked, giving the stallion a sultry smile.

The alicorn prince’s pupils shrunk to the size coins as he hungrily stared at the solar princess; curvaceous ivory white body, her massive, round mammaries, and her large eggshell white areola with erect nipples that were so puffy that they were just begging to be played with. He licked his lips as his eyes lowered to see her flawless hips, and her feminine juice from her swollen labia slid down her long slender legs. Despite the lack of musk in the air, Dusk felt himself heating up, and his not so little friend was already hard as a rock.

The horny prince was really getting excited. His primal urges was telling him to just grab the voluptuous princess and …'What am thinking,' he mentally berated himself. 'You can't sleep with her. You can't sleep with her...' He rapidly told himself, looking away from the source of his sexually temptation.

As he kept his sense of sanity into not banging his teacher, his train of thought was interrupted as Celestia decided to sit on his lap. Before he could even react, the heated princess already had both arms wrapped around his neck to hold him in place, making sure he stared into her lust-filled eyes. Celestia was quite awe struck at how much the stallion had grown over the years. No longer was Dusk a weakly colt anymore, now he was a muscular stallion that could satisfy the needs of over fifty mares, including her own.

Dusk was slowly losing control over himself. Along with the weight of her titanic tits pressing against his chest, Celestia was also viciously rubbing her moist cunt up against his raging boner, making sure her nectar seeped through his pants. It felt so good to him that his hips were involuntarily bucking.However, despite her teasing, there were still parts of Dusk that was telling him to resist it.“Celestia!” he said trying his best not to moan from the pleasure. “you need to… .”

The Solar princess cut him off by planting her lips against his. She tightens her grip around his neck as she slips in her tongue to make her kiss more passionate.

And that was the last straw. Feeling the softness of her warm, luxury lips and her invading tongue swirling around in his mouth, had reawakened the beast that was within him. Any thought of resisting had left his mind. The only thing he was thinking about now was plowing this mare until she could neither walk, or fly straight for a week.

The two alicorns kept up their passionate kissing, neither side showing any sign letting of up until Dusk come up with a idea. He encircles his arms around the mare’s waist, refraining her from moving. His hands rubbed around her back until they found their way to Celestia’s wings and wasted no time in rubbing the bases. Celestia took notice of this and pulled away, both of them looking deeply into each other eyes, and panting rather heavily. “I guess it’s safe to say that you don’t find this awkward anymore,” she moaned, getting more aroused by the stallion’s thorough massaging.

Dusk simply let out a small chuckle. “Well, let me put it to you this way,” he said as his horn was covered in his magic aura. Recalling a spell out of Luna’s book, he quickly teleported his clothes away. And oh sweet Luna, did Celestia's body feel good against his bare flesh. Her warm body was a lot more softer than he could possibly ever imagine and her diamond hard nipples were digging into him. But what caught his attention the most was the burning sensation of her dripping wet marehood. It literally felt like there was a heat wave radiating over his cock. He didn’t know whether it was because of her ties to the sun, or if she was just in dire need of cock. Either way, he just couldn’t wait to buck this mare senseless.

Celestia quickly withdrew from the stallion to examine him. And she was rather impressed at his well-toned body but what truly caught her attention was the hot, thick, twitching cock underneath her. Even though she sat on top of it, she still could see two-thirds of his third arm, already leaking with pre-cum. While the mare was getting antsy, she just couldn't ride him. She wanted to enjoy every bit of the delicious stallion meat in front of her as much as she could. In her train of thought, she was caught off guard as she felt her plump rump being squeezed by strong hands.

“Are you ready to became my mare,” he purred, giving her a cocky grin.

“Oh, I’m more than ready Dusk. But I must warn you though, I won’t be as easy as my sister,” she said as she lifted herself off his lap, rubbing her wet slit over his fat tip.

“Well you do know I love a challenge,”

Celestia smiled “Good. Then shall we get started,” she asked as she slowly lowered herself over his massive member.

Celestia tightens her grip around his neck as she shoved his stallionhood into her. Of all the cocks she ever had, Dusk’s wasn’t the biggest, but he sure came pretty close! Moaning in delight she felt her womb's entrance being penetrated as she took all of him inside of her.

“Mmm, It been way too long,” she moaned excitedly. “Oh, I so missed this feeling.”

“I’m glad that you’re enjoying yourself,” Dusk grunted.

“Oh, I haven’t even started having fun yet,” she grinned, as she began riding him.

Dusk groaned as he felt the hotness slide over his hard cock. Up and down, up and down. Celestia leaned back, getting the male alicorn a good view of her gigantic tits bouncing. He stared at them as if they had hypnotic prowess.

“Dusk,” she panted, getting his attention. “You can play with them if want to.”

Hearing her give him permission, Dusk eagerly grabbed her titanic tits with both hands. As his fingers sunk into her soft heavy flesh, he noticed something was leaking from her puffy nipples and dripping on him. He instantly noticed that it was milk, but he couldn't make any sense of them.

"Hmmm, how do you like my little surprise Dusk?” Celestia teased as she was thrusting her pelvis. “I used a lactation spell on myself so you can even more fun with them. I know how you like taking milk 'straight from the source'”

Upon hearing this, Dusk didn’t waste a second, anxiously latching his mouth onto her left nipple. As he sucked, it sent a steady flow of warm creamy milk in his mouth until his cheeks bulged.

“Ooh! yes! Dusk keep going! It feels so good,” Celestia moaned as she felt his tongue slide and tease over her nipple. “Harder! Do it harder!”

Dusk pulled away, quickly swallowing his mouth full of milk, and moved straight for her right nipple. He sucked on her teat even harder than he did the first time, making the mare moan to the point of screaming. Celestia hips began thrusting faster, eager to get a filled with her lover’s hot, gooey seed! Not wanting to be outdone, Dusk thrusted his cock up hard every time she plunged down over him, trying his best hold back his own climax.

After minutes of thrusting, Celestia finally couldn’t take it anymore. Her body tensing up, her arms wrapping around Dusk, and she let out a loud cry of bliss as a burst of ecstasy rushes through her. As Dusk felt her vagina clenching tightly around his cock, he too was at his limit. He thrusted his cock deep inside her as his balls finally released their massive load! It felt amazing, burst after burst of white hot cum gushing out of him. He filled her up to the point that some of his cum began leaking out from her filled cunt, and on to the chair and floor.

After what seem like a minute, both of their orgasms had finally subsided. Dusk leaned back in his chair, with Celestia still hugging him as tightly as she possibly could. The two alicorn were exhausted and covered in sweat.

“My word Dusk, you have no idea how great that felt,” she panted, as she rest her head on his shoulder.

“Oh, I think have a fair idea,” Dusk said, wrapping his arms around his lover. “Though I think we made a real big mess here.”

“Well that not surprising, seeing how much you came,” she said as she lifted her head off of Dusk’s shoulder, looking directly into his flushed face. “Which, by the way I hope you're not tried after that.”

A small smirk grew on Dusk’s face. “You and I both know the answer to that question,” he replied as he began kissing her passionately. Celestia instantly returned the kiss as they soon locked lips with each other.

She quickly withdrew and looked at her lover “Dusk, I suggest we should continue this... discussion in my room. Don’t you think?” she panted, horn lit up for a teleportation spell.

“Sure, but I have question before we go.”

“And what’s that?”

“Would you mind lowering the sun earlier today? Because I don’t think I have enough energy to set two suns in one day.”

Author's Note

After a long time the latest chapter is finally here! Enjoy your clop you sick magnificent bastards! Ok being serious now. I going to be working on other stories now, So I don't know when I'll post the next chapter of An Alicorn's Harem. And lastly credit goes to the person who edited this chapter was AuthorGenesis and LolzNSpades