Bucking Up the Wrong Tree

by Twinkletail

Rating: mature
Tags: Soarin, Romance, Sex, Caramel, Discord, Slice of Life, Applejack, My Little Pony: Friendship is Magic
Length: 5697

Caramel and Applejack find themselves on the wrong side of a prank from Discord. Caramel finds himself on the wrong side of something else as well.

Caramel is taken out for dinner by his boss and friend, Applejack, as thanks for his hard work. Along the way, they accidentally raise the ire of Discord, who targets them for his latest prank. When Caramel wakes up in Applejack's body, he's in for an extra surprise, as AJ's coltfriend also intends to claim the same thing.

Written for the Transformations group's Body Swap Contest! Winner of the Mature bracket!

Thanks to Numeyu for prereading!

Published 2014-06-30 21:00:03 UTC
Last updated 2014-06-30 21:00:03 UTC

Chapter 1

Caramel couldn't remember the last time he'd worked quite as hard as he had this afternoon. He often got a bit of teasing for not being the most diligent worker, and he still wasn't allowed within fifty feet of the farm's grass seeds, but he felt that the effort he'd put in today more than made up for many of his past shortcomings. He'd really done more than his share, and was willing to bet that it might have been the most efficient work he'd done in all of his time working at Sweet Apple Acres. This belief had been validated in his mind when a thankful Applejack had taken him out for dinner after they'd finished up.

Caramel considered himself to be a good friend of his employer, and was more than honored to be able to say so. Applejack was a kind, caring soul. Sure, her hard-working nature sometimes led to her coming off as a bit gruff when things didn't go quite right on the job. Sure, she had a way of being incredibly honest, sometimes to a harsh level of bluntness. But everypony had their faults, and those faults made it that much better when she complimented him or his work, and better still when she did something for him like she had done today.

He had briefly held a torch for the lovely apple farmer at one point. It was part of the reason that he'd chosen to come work at Sweet Apple Acres in the first place. And how could he not? She was so nice and sweet, and she certainly was a sight to behold. Had she invited him out to this dinner a year and half or so ago, his heart would have been racing the entire time as he tried to do anything he could to impress her. At some point over the year, though, that feeling towards her had inexplicably faded. The best reason he could come up with was that he was quite satisfied with his friendship with her and didn't want to muddy it up with that kind of thing. No other explanation made sense in his head for why he was suddenly no longer physically attracted to the farmer with the flowing golden mane.

It was all for the best, anyhow. Caramel enjoyed leaving his relationship with Applejack at a friendship level. It served to remove a lot of the stress he'd felt around her while he had been attracted to her. And even disregarding that, it worked out just fine thanks to Applejack's relationship with Soarin. He'd watched the two get close thanks to Soarin's love of Applejack's fresh-baked pies, and soon that love transferred from her confections straight to her. The two would be celebrating the anniversary of their first date soon enough, and Caramel was very happy for the two of them. He figured it was for the best that he'd lost his attraction to the mare. There was no way he could compete with Soarin for anypony's heart. Soarin was an athlete. He was handsome, strong, and charming. Caramel, on the other hoof, was...well, he thought he was decent-looking. And fairly strong, honestly. The charm factor...well, that could use a bit of work. But either way, none of his attributes even closely matched Soarin's. If he had also been pining for Applejack, he would have never won out over Soarin. Thankfully, his attraction to her had faded before that could become an issue.

"This meal's fantastic," Caramel said as he munched on the leafy greens of his salad. "You chose a great place, AJ!"

"Darn tootin'!" Applejack responded, swallowing the bit of daisy sandwich she'd been chewing on. "Trust me, if there's one thing an Apple knows, it's where to get the best food money can buy! With how much I eat, how could I not?"

Caramel chuckled as he finished chewing. Applejack always made little joking comments like that insinuating that she was out of shape, but nothing could be further from the truth. He secretly wished that he could have a physique like hers, rather than the slight paunch that he carried around.

"Oh shut up," Caramel said playfully, pointing a celery stick at her. "You look fabulous."

"Fabulous?" Applejack laughed. "Who are you, Rarity?"

The two shared a hearty laugh as they reached for their drinks. Caramel took a swig of his apple juice and smiled warmly, enjoying this time alone with his good friend.

"Hey, maybe next time I should bring Soarin along," Applejack said as she set her glass down. "He loves this place. Did I tell you this is where we went on our first date?"

"You did!" Caramel responded. "Only about twelve times now." He grinned playfully at her. She knew him well enough to know that his sarcasm wasn't meant to be scathing. As much as he enjoyed spending this alone time with her, hanging out with Soarin too next time didn't seem like a terrible idea. He'd spent plenty of time with the two of them before, after all. Soarin was a nice guy, and very easy to get along with. He'd actually considered asking him to hang out sometime anyway. After all, any pony who treated Applejack as well as he did seemed like a good pony to spend time with.

"Your dessert, my friends," came the voice of the waiter. Both ponies looked up, heads tilted.

"I don't remember ordering dessert," Caramel said. At least they hadn't yet. Knowing their appetites, the ice cream sundaes that the waiter had put down were very likely to be in their futures regardless.

"A treat from the kitchen staff," the waiter said with a smile. "For the adorable couple."

"Oh, we're no couple," Caramel said with a chuckle. "Just a couple of good friends enjoying a meal." A year and a half ago, that suggestion would have sent him into a blushing fit, but things had changed. He smiled to Applejack, but his smile faded when he saw her frown.

"Hey now," Applejack said. "I'm a regular here. All the waiters here know I'm with Soarin."

The waiter hesitated before offering another smile.

"I'm new," he said. This did not seem to placate Applejack, who leaned in close to the sundae in front of her. She noted a quick little snicker from the waiter as she got closer, and gave him a glare.

"What's wrong with this ice cream?" Applejack demanded, Caramel's glare joining hers. The waiter bit his lip, the corners of his mouth turning up into a wicked grin. Then peals of laughter erupted from his mouth as he vanished in a puff of smoke, replaced with the form of an all-too-familiar draconequus.

"Discord!" Applejack shouted. "What in the hay is the meaning of this?"

"Oh come now, Applejack," Discord responded with a smirk. "Is that any way to speak to a friend? Why, I was just treating you and your not-so- beau to some ice cream on the house! And it's my most favorite flavor: jalapeño!" Discord doubled over in laughter as Applejack looked on, unamused.

"Yeah yeah, real funny," the farmer muttered. Then she smirked. "Too bad it didn't work."

"Hm, yes, I suppose," Discord responded, taking Applejack's sundae and eating it in one bite, cup and all. "You can't win them all." Caramel eyed his sundae, morbidly curious as to how it tasted. He'd never envisioned the possibility of jalapeño-flavored ice cream, and it sounded rather intriguing.

"Reckon you can't win any of them anymore," Applejack shot back. Caramel looked up from the sundae, surprised at his friend's bravado.

"I beg your pardon?" Discord said.

"You heard me," Applejack answered with a grin. "Your pranks are getting old and predictable. We saw that one coming a mile away."

"AJ, I don't think you should..." Caramel began, but he was quickly interrupted by Discord.

"Is that so?" Discord said with a huff. "Why I never! I have half a mind to prank you two so hard your heads will spin!" Discord accentuated this statement with a quick spin of his own head.

"Pff," Applejack responded dismissively. "Like you could manage that."

Caramel hadn't felt a sense of dread this strong since the day he nearly tripped and fell in the path of one of Big Macintosh's plows.

"Hmph!" Discord scoffed. "You and your friend are in for it now. I'll come up with something so good, you'll never see it coming!" Before either could respond, Discord had vanished in a puff of candy-scented smoke. Applejack burst out laughing.

"Hah!" she exclaimed. "Like he could do anything that we wouldn't see coming."

"I don't know, AJ,"Caramel said. "He's capable of a whole lot. Aren't you worried?"

"Worried?" Applejack repeated as she nudged the other jalapeño sundae away. "I know his tricks pretty well by now. And besides, he may be annoying, but he's my friend. He wouldn't hurt us, no way no how."

"If you're sure..." Caramel said. He watched the confused waiter stare at the mystery sundae as he asked Applejack if she wanted dessert, feeling just about as uneasy as him but for totally different reasons.

"Well , this has been a nice evening," Applejack said as the waiter left. "We should do this again sometime!"

"Sounds good!" Caramel responded. "And hey, maybe you can even bring Soarin along!"

"Sure!" Applejack said. "I'll ask him when he comes over tonight. I swear, you ask about him so much, sometimes I think you like him more than me." Caramel chuckled as he accepted his non-jalapeño sundae from the returning waiter. He supposed he did ask about Soarin a lot. He couldn't help it; he was just a genuinely nice guy. Caramel could totally see himself getting to be closer with Soarin.

~~~~~~~~~~

Caramel let out a big yawn. After how busy yesterday was, it was no surprise that he'd slept like a rock that night, despite the ever-present thoughts of Discord's vengeful promise attempting to keep him from sleep. And those thoughts truly were ever-present. Applejack had assured him that Discord would never harm her or any of her friends, but his worries weren't connected to a switch that he could just turn off. He had spent about twenty minutes before he went to bed last night attempting to prank-proof his room. He wasn't quite sure what prank-proofing entailed, but he was determined to not let a silly detail like that stop him. All food items had been moved out of the room, floorboards had been double-checked to make sure they weren't loose...anything that could feasibly be used for a prank at his expense was secured to the best of his ability. Nothing...nothing...would be available for him to be pranked with, and he was secure in that fact. So secure that he didn't even need to open his eyes to check. He was content just lying here, enjoying the soft mattress and pillow under him, the feathery blanket over him, and the strong forelegs wrapped protectively around him. That was all he needed, and he was content.

Though that last one certainly threw him for a loop.

Caramel's eyes snapped open. This was not right at all. He certainly would have remembered if he had gotten into bed with somepony last night, as it wasn't exactly the kind of detail that fell through the cracks. To add to the confusion, he recognized exactly none of the decor of the room he was in. Either somepony had come into his room, remodeled it completely, and decided to snuggle up with him, or something even more bizarre was going on. And to call something more bizarre than that imagined situation was certainly saying something.

Caramel rose a front hoof to rub at his eyes. For some reason, his eyelashes tickled his leg more than usual. His leg which, he quickly noticed, was a darker shade than usual. An orange rather than a yellow, he surmised, although that very well could have been a trick of the light. The golden yellow bangs that fell into his vision, on the other hoof, lacked such a convenient explanation. His eyes darted to his side, revealing a few more clues about his current situation: a cascade of yellow hair along his orange side, a light blue foreleg and wing draped over him, and a shapely flank with three apples emblazoned on it.

"Well," he thought. "Discord certainly got us."

Caramel shifted slightly, barely believing his current situation. He was not himself anymore. He was Applejack. He was in Applejack's bed, snuggled up to Soarin. And, as his logical thinking told him, Applejack was likely at his house and in his body. This had to be fixed.

...In a little bit.

Caramel shifted his back legs a bit, letting them rub against each other. Applejack's body was like nothing he'd ever experienced before. She was well-muscled, yet still soft and smooth. He exhaled softly, catching the scent of her breath, which somehow managed to smell like apples even after a night's sleep.

And then there was the biggest and most obvious difference. Everything between the hind legs felt utterly alien. He never really put much thought towards his private parts. They were there, they served their purpose, he made sure to keep them modestly hidden and out of harm's way whenever possible, and that was that. Now, there was just a feeling of emptiness in that area, as if a longtime friend had vanished, replaced with something much smaller and neatly tucked out of the way.

Caramel instantly felt embarrassed for thinking of Applejack's private parts. However, he managed to justify it in his head (or her head, he supposed). He was currently inhabiting her body, and as such, he was in possession of said parts. Thinking about something on the body he was inhabiting wasn't really wrong. If anything, it was only right to pay attention to them. After all, it was impolite to borrow something from somepony and not pay it proper care, and he would hope that Applejack had the same consideration for his body.

Now that thought made him blush.

After a quiet sigh, Caramel decided that perhaps he needed to go get Applejack and find Discord. Applejack's body felt nice, but he kind of wanted his own back, and was sure Applejack would feel the same way when she discovered what had happened. He started to try and get up, but quickly found that Soarin had quite the grip around his midsection. His first idea was to try and push himself out of Soarin's grip, and he got to doing just that, placing his front hooves on Soarin's foreleg. If Caramel had practiced more forethought, he might have realized why this wasn't the best idea, but the confusion of the situation had messed with his cognitive thinking. As it was, all that pushing Soarin's leg down accomplished was getting his hoof to brush against his teat.

Caramel shivered. He had not expected such a pleasurable feeling to come from that. Again, though, logical thought flew out the window for the stallion who'd woken up in the body of his female boss and friend. He bit his lip slightly, perhaps enjoying the feeling of the hoof on that sensitive flesh a bit more than he would have liked. As nice as it was, though, he couldn't linger on it. He had to escape from the stallion's grasp.

A task which would have been easier if the hoof on his teat hadn't started moving.

Caramel's eyes went wide as Soarin's hoof started massaging into the soft, sensitive flesh. He tried to struggle and squirm, but his ministrations were quickly halted when the leg holding him pulled him closer to Soarin, who clearly had no intentions of letting his mare escape.

"Got you," a voice whispered in Caramel's ear, causing him to jump. How long had Soarin been awake? He didn't get much of a chance to think about this as Soarin's massaging hoof got back to work. Caramel felt himself let out an involuntary pleasured sigh. Hearing Applejack's voice come out of him was almost as odd a feeling as the feeling he was getting between his haunches right now.

"Today must be my lucky day," Soarin whispered. "You never let me play down there." Caramel, in his disjointed thoughts, couldn't understand why. If this felt so nice, why would Applejack stop her stallion from doing it? He made a brief mental note to ask her this, then immediately erased that note from his memory. It wasn't exactly a normal talking point to bring up with one's boss, even despite their friendship or the unique experience they were going through.

Caramel's thoughts were once again halted by the feeling of Soarin's teeth on his ear. Soarin was now nibbling on his ear, with little kisses and licks interspersed. The combination of this and the massaging was quickly draining his resolve to escape, despite how important it was that he did so. This wasn't right at all; he wasn't supposed to be feeling this, or in this position at all. He was supposed to be up and out of bed and going to find Applejack.

Then the kisses moved down to his neck. The majority of the resistance Caramel had been mounting vanished as Soarin unintentionally found a weakness that Caramel didn't even know he had. As strange as this all was, a little longer couldn't really hurt, could it? No, it couldn't, Caramel decided. It certainly couldn't. The muscles that were preparing to get him out of this situation relaxed, accepting the comfort being provided by the stallion holding him. Even the fact that it was a stallion doing this didn't seem to bother Caramel too much as he enjoyed the affections. In all honesty, it was barely noticeable that it was a stallion holding him. If he didn't think about the fact that he knew who was there, the hooves might as well have belonged to a mare. A rather strong mare, but a mare nonetheless.

There was one thing on Soarin that couldn't possibly belong to a mare, though, and that one thing was now poking into Caramel's back.

Caramel was now back to his original goal of escaping. Or rather, he was back to that goal mentally. Physically was another story, as he felt himself having difficulty convincing it to extract itself from the pleasure it was receiving. A gentle nibble on his neck threatened to even remove his mental resistance, but the presence of Soarin's hard stallionhood against his back kept it from vanishing completely.

"Mmm," Soarin hummed into Caramel's ear. "You're so sexy it's crazy..."

Caramel had no clue how to respond. To tell Soarin what was going on now would be just the tiniest bit awkward. His mind flew, trying to think of how Applejack might respond in this situation. While he had harbored a crush on her for a while, though, he couldn't say he'd envisioned her in this scenario for some reason. His fantasies of being with her tended to be more tame when he had them. He took a breath before he spoke, trying to make whatever he said have a husky, breathy sound to it. He had to be convincing, after all.

"Thanks," he finally settled on. "Uh...sugarcube." As awkward and unconvincing as his choice of words seemed to be, the sheer sexiness of the voice he put on made up for it in spades. If he was still attracted to Applejack, she could have read a grocery list in that voice and he would have been turned on. Judging by the erection still pressed against his back, it certainly had that effect on Soarin. Caramel couldn't help but grin to himself. Something about having that effect just made him proud. Now all he had to do was wait for Soarin to release him and he would be on his way.

"I want you so bad," Soarin growled into Caramel's ear. "Let's go a round before breakfast."

Caramel went rigid. At least until a bit more teat-rubbing and neck-kissing loosened him up again.

"Mm," Soarin whispered, nipping at Caramel's neck. "I know my mare's pie could use some more filling."

Caramel giggled. It was very much a nervous giggle, but in retrospect, he could see why it wasn't interpreted as such by Soarin. He felt Soarin shift a bit, his stallionhood finally moving from his back. Then the smell hit him.

Caramel wasn't sure what it was about that smell. Being a stallion himself (normally), he'd certainly smelled it before, and it had certainly never had the effect on him that it was having right now. Something about the smell was just so alluring, even though it shouldn't have been. Caramel could feel anxious tingles all over his body, tingles which grew the more he breathed in that scent. The tingles were the least of his concerns, though, because the heat radiating from beneath his tail had demanded his full attention. Caramel could barely focus on anything but that warm feeling, so distracted that he barely even noticed Soarin gently roll him from his side onto his belly.

"Ngh..." Caramel groaned quietly. He was rather cognizant of the situation he was finding himself in, but for some reason it wasn't evoking the response of horror and panic that he expected. It had to be something about being in a mare's body. Surely it was entirely physiological; there was no way he could actually be turned on by the thought of Soarin climbing on top of him and having a go at it. Obviously it was Applejack's body and Applejack's body alone that was responding to these stimuli with such a burning desire. Caramel huffed slightly; the burning was very distracting. He began squirming to try and relieve it, letting another huff out as he rose his hips up, thinking that perhaps giving the area a bit of air would help matters.

"Mmm..." Soarin hummed, as Caramel felt a set of hooves fall on both of his cutie marks. If he had been thinking more clearly, he probably would have realized that his previous action had him basically presenting himself to Soarin. Either way, he certainly realized that now.

"Sun, I love this rump," Soarin groaned, rubbing it with his right hoof. The rubbing was doing nothing to calm Caramel down. If anything, he figured it was only exacerbating things as he felt a growing moisture between his legs. The big, strong stallion taking what he wanted sure was doing a number on Applejack's body. That was clearly the reason that things were feeling so good right now.

Suddenly, the rubbing stopped, and the previously-rubbing hoof lifted off of Caramel's rump. He was left with just a moment to wonder why the treatment had stopped before the hoof returned with a vengeance, his rump on the receiving end of a forceful spank. Caramel let out a very feminine yelp, one that he could swear was mixed with a bit of a moan. Soarin's hoof lingered a moment before going back to rubbing, as if to soothe the sore spot that he'd just struck. Caramel could still feel the lingering feeling of Soarin's strike, but had to admit that Soarin's attention to caring for the point of contact after the spank was admirable, even sweet. Or at least Applejack would probably find it sweet.

"Mmm, you know you love this," Soarin grunted, in a deep, throaty voice that gave Caramel goosebumps. Caramel felt Soarin's hoof raise again after a moment, then come striking down with the same force as before, eliciting another yelp/moan from him. Then it was back to tender rubbing. This continued for what felt like an eternity to Caramel: spank, rub, rub, spank, rub, rub. By the time Soarin finished, Caramel felt completely lost in the repetitive pleasure of it all. And by this point, it had certainly become entirely pleasurable. And it was certainly because Applejack's body would like it, and surely nothing more at all.

"You okay, hon?" Soarin asked. Caramel realized that he hadn't responded for a bit since...whenever the spanks and rubs had ceased. His heart fluttered for just a moment, overcome by how sweet Soarin was in this moment. He knew exactly what Soarin wanted right now, but to consider his...to consider Applejack's feelings before going for it was such a kind sentiment. A sweet, handsome, caring stallion was just what he...what Applejack needed.

"More than okay..." Caramel said, in a tone that he didn't think possible from Applejack's voice. A hungry, lustful tone, even moreso than what he'd said to Soarin before. He felt Soarin take a firmer grasp on his rump, and suddenly there was a completely new feeling of something hard gently touching against his nether lips. He bit his lip; even that slight contact felt so good to his more-than-ready body.

"You ready for the main event?" Soarin asked, shifting his hips so the tip of his stallionhood traced along Caramel's entrance. Caramel heard himself gasp slightly as he was teased. His brain raced around the question that was presented to him. Was he ready for this? Even though he was currently in a mare's body, he was still-

Caramel's thoughts ceased as Soarin's tip grazed along his nub, and his body shook with intense pleasure and yearning. The syllable - for at this point it was less a word and more a syllable - escaped his mouth without another moment's thought.

"Yeah..."

Caramel felt the grip on his rump tighten, but that feeling was nothing compared to the feeling of Soarin gently easing himself inside. He let out a soft moan as he took the first inch or so of Soarin's stallionhood. He had been in some odd situations in his time, but nothing at all compared to how bizarre this was. Bizarre and amazing, he thought as Soarin slid a bit more of himself into Caramel's opening. Something about the feeling of that appendage slowly sliding further and further inside him felt absolutely mind-numbingly amazing. He...Applejack's body didn't want it to stop. All his clouded mind could think about was getting more of that length inside him.

As it turned out, he wouldn't have to wait long. A cry of pleasure escaped Caramel's lips as Soarin suddenly thrust the majority of his length into him. The feeling of holding so much of Soarin inside himself was driving Caramel crazy, and the pleasured groan he heard from Soarin wasn't helping matters. If anything, hearing his lover approve of the feeling of his tunnel around him added a whole new level of enjoyment to the act. He enjoyed this feeling so much that he felt a feeling of emptiness when Soarin pulled back from his dripping opening, rescinding all but the first few inches. The emptiness, of course, would not last long, as Soarin quickly thrust himself back in, eliciting a tandem moan from both entwined ponies.

Somewhere in the middle of the pleasure, as he felt Soarin's weight come down on him to get into a more comfortable thrusting position, Caramel found time to actually put together a semi-coherent string of thoughts. The pleasure he was feeling was like nothing he'd ever felt before, and he was impressed that such pleasure could be derived from a completely physiological standpoint. As he pushed his hips back to help Soarin hilt himself completely inside, a new thought began to enter his head. He pushed that thought aside for the moment, as it just didn't sound right to him. But the more he got into what was going on, the more he enjoyed having Soarin inside him, the more the thought poked and prodded at his mind.

Perhaps this wasn't entirely physiological.

Yes, the unique feelings of pleasure he was receiving right now were thanks to the parts he was currently in possession of, but it was finally starting to get through to him that maybe there was something else there. Arousal was a physiological thing; pleasure was not. If he didn't personally feel good about the situation, he wouldn't be enjoying it like he was.

"Who's my mare?" he heard Soarin grunt as he thrust his hips forward again. The question echoed through his head and into his very psyche, demanding an answer that, for some reason, felt like it was just waiting to be said, and had been for a long time.

"I'm your mare," Caramel moaned back.

Suddenly, everything felt right to him.

The feeling of a stallion's muscular body pinning him to the mattress. The increasingly-enjoyable scent of stallion musk invading his nostrils. The delightfully wonderful feeling of being filled. All of it combined together to bring Caramel to a conclusion that seemed so obvious, he couldn't believe he had never come to it before. The fact that his attraction to Applejack had vanished suddenly made sense.

"Who's your stallion?" Soarin not so much asked as demanded, thrusting into Caramel again.

"Y-you're m-my staaAAAAllion!" Caramel responded, hearing Applejack's voice in a staccato that was forced by Soarin's rhythmic pounding.

"You love my cock, don't you?" Soarin growled into Caramel's ear. His tone made Caramel's hair stand on end, turning him on more than he thought possible.

"Yeah..." he responded, feeling Soarin hilt himself fully inside again. Then suddenly, the full feeling was gone.

"I'm not giving it back until I hear you say it," Soarin teased, going back to just teasing at Caramel's entrance. Caramel bit his lip, missing the full feeling of Soarin inside him. Even if he wanted to hold out, he felt that he simply couldn't.

"I-I love your cock!" he yelled out in desperation. As Soarin thrust back into him and he cried out in ecstasy, he truly felt that he meant it. He was now fully immersed in the situation he was in, more than happy to put his all into it. The more effort he put into it, the more he was rewarded with Soarin's stallionhood, and right now, there was nothing he wanted more than that. He listened to the sounds of Applejack's voice as he panted and moaned, having never expected to hear her usually-confident voice in the throes of passion. Today was just full of the unexpected.

Caramel wasn't sure how much time had passed since he and Soarin had started, but he barely cared at all. As far as he was concerned, this could go on forever. He was impressed at how skilled a lover Soarin seemed to be. Not that he had any experience to go off of, but Soarin really seemed to know what he was doing. His ability to keep his rhythm going was fantastic, and he somehow seemed to just know when to mix things up and change his pace. Soarin also had a way of going between tender, caring thrusts and rough, practically-violent ones. Caramel figured that when one was dating a pony as rough-and-tumble as Applejack was, they had some room to play rough, and Soarin certainly took advantage of that. At one point, he even pulled himself back to an upright position and wrapped his forelegs under Caramel, lifting his hindquarters up and holding him up while thrusting down into him. Being manhandled like this was something that Caramel could certainly see himself getting used to.

As much as Caramel wanted this to keep going on, he eventually felt a pressure building up in his loins. He tried to say something to Soarin, but by this point his voice was unable to do anything but moan and pant. From what he could tell, though, Soarin was getting close to that point as well, if his increased thrusting pace was any indication. Caramel held out as long as he could, and his efforts were rewarded when Soarin was the first to crack. The stallion let out a groan as he climaxed, and Caramel felt a sudden rush of hot fluid fill him up. As Soarin's warm seed flooded Caramel's insides, he could no longer hold out. He felt himself clench around Soarin's member as he was overcome by a mind-blowing orgasm. Wave after wave of pleasure washed over Caramel, leaving him in a daze as his love juices joined Soarin's own. Finally, with all the strength sapped out of him, Caramel's muscles gave out, and he slumped onto the mattress, spent and happy under his equally-exhausted, equally-satisfied stallion.

The two rested there for a good few minutes, basking in the afterglow. Neither seemed to want to interrupt the peace with words; they were content to just stay there, enjoying the shared moment. So many things were going through Caramel's mind now. It was as if he was seeing the entire world in a different light. For all these years, he had gone on thinking that he was simply unlucky with finding the right mare and nothing more. Now, as he felt Soarin relaxing on top of him, his stallionhood still buried inside him, all he could think of was finding a stallion of his own to enjoy things like this with.

"Love you, Apple of my Eye," Soarin whispered, finally breaking the silence. Caramel felt his heart flutter. Everything else in his mind melted away; this was pure happiness. He didn't have a single care in the world at the moment; anything else that might have been on his mind was forgotten.

Suddenly, the door to Applejack's bedroom burst open. Both ponies' heads turned to the doorway as a yellow stallion with a brown mane galloped into the room.

"Caramel!" the pony shouted. "Wake up! We gotta-"

Caramel and Applejack's eyes met, and the two shared the awkward moment of looking across the room at themselves. Once Applejack was properly given the chance to assess the situation, the awkwardness only intensified. She opened her mouth to say something else, but words failed her. A confused Soarin looked on as Caramel smiled a very nervous smile.

"Uhh...good morning, Applejack," Caramel said. Soarin looked between the two, more confused than ever.

"Uhh..." Applejack said, shifting a bit on her hooves. "...We'll explain later."