The Human, The Fashionista, and The Milkmare

The Human, The Fashionista, and The Milkmare

Chapter 9

The morning light shining through the window woke me, though I was quite surprised to find myself sandwiched between two mares -- Milky Way was still curled against me to my right, but another mare had silently made her way into the bed and had draped her right foreleg over my belly. As I opened my eyes and allowed them to adjust to the light level, I noticed the foreleg belonged to a certain fashionista, causing me to open my eyes wide in surprise. I turned over to see Rarity with a big smile on her face, her left foreleg sandwiched between her haunches.

You'd better be very careful now, Michael, I thought to myself as I fought back the temptation to stroke the alabaster mare along her barrel. My love shifted uncomfortably against me and woke up to see Rarity in her bed along with me.

"Mmmh, Michael -- what is she doing in my bed?" the milkmare asked sternly.

"Mmmh, darling -- let me boku-maru with you again," she cooed softly, though her eyes remained closed.

"Milky Way, my love -- I have no idea how she got in here last night. Last thing I remember was laying next to you and holding you close against me," I stated firmly, fixing the fashionista with my harshest glare. I put my hand on her shoulder and shoved her back and forth to wake her.

"Michael, darling, what a surprise! I was dreaming about you," she declared in a sultry tone, batting her eyes at me. She appeared to have aged further still, the lines and creases deeper than before, her make-up very badly smeared on her face, her horn still gone and her mane and tail still disheveled from yesterday's fracas.

"Rarity! I thought I told you to get out of my apartment!" the milkmare exclaimed in exasperation.

"Milky Way, daaaaar-ling, I have no idea how I got in here last night -- last thing I remember was laying on the cold hard cot of my prison cell -- or was I in my boudoir? I don't remember," she mused. "Perhaps that nice draconequus brought me here?"

"DISCORD!" Milky Way and I both shouted in unison. He materialized less than a second after we called him.

"You rang?" he asked in his deepest voice, a pale imitation of Lurch. He chuckled after that.

"Did you bring Rarity in here last night?" I asked pointedly, staring firmly at him.

"Mmmmmmmaybe," he grinned. "So what if I did?"

"Are you trying to stir up trouble between my love and I?" I asked sternly. Said mare clung to me, ensuring that Rarity would see us. The fashionista sneered and scoffed at this sight.

"Considering Michael asked Rarity to marry him, I thought I'd see what would happen if he woke up and was forced to decide between the two of you," the chaos entity mused.

"Discord! That was before I found out that Rarity is a serial murderer!" I exclaimed indignantly. "Why isn't she in jail?!"

"Celly and I had a long discussion with Little Miss Murderer here, and we came to an agreement -- Rarity would be allowed to remain free until her trial, with the proviso that she not cause any more trouble or kill any more ponies -- and she will not be allowed to use her magic. As you can see, she's not very efficient without it," he chuckled as he pointed his eagle claw at the fashionista's clumsy attempt to put make-up on her face by hoof.

"That's beside the point, Discord -- she's not supposed to be in HERE, considering how much damage she did yesterday -- you saw it firsthoof, y' know," I retorted.

"Michael, darling, please forgive me! If you give me another chance --"

"You're not getting any more chances from me, Miss Rarity -- I need some clothes, but I'd rather go around naked than risk my life in your boutique again. By the way, has your sister recovered?"

"She's still upset with you, darling -- but Michael! You promised!"

"You must be mistaken, Rarity -- YOU were the one who promised, and you broke your Pinkie Promise to me. I'm surprised Pinkie hasn't shown up yet to rebuke you for doing that," I opined.

"Oh, just you wait, Michael -- Pinkie Pie's waiting for her when she gets back to Ponyville," the draconequus grinned. "You think she had it tough when she was in jail? That's nothing compared to what Pinkie's going to do."

"Discord, would you be kind enough to take her back to her boutique so we can have some breakfast?" I asked. "I don't wanna see her around here again, please."

"Admit it, Michael -- you liked having her against your back, yes?"

"I'd rather that not happen again -- Milky Way is my mare, not Rarity. Don't make me repeat myself, please," I replied, anger working its way into my tone.

"I will -- but first, I need some more milk," he chuckled as he magically drained the milkmare again.

"Discord, darling, please let me have some," the fashionista begged, batting her eyes at the draconequus and giving him her very best puppy-dog eyes look. He placed a little into a small cup and allowed her to sip on it. "Mmmmh, very tasty! Milky Way, your milk is the best!" she exclaimed as the chaos entity teleported himself and the mare back to -- wherever it was they came from.

"Did he take all your milk again?" I asked as exasperation took control again.

"Mmmh, not quite -- there's still a little left for you," she replied softly. That was all the incentive I needed as I laid on the floor again, eagerly awaiting the milkmare's attention. She sighed softly as she trotted slowly to me and straddled my head with her teats again, though they did not rest against my head. I took the one to my right and began lightly suckling on it and squeezing it with my hands. The milk did not flow anywhere near as heavily as it did the first few times I did this, but the effect of sucking on her teats was enough to cause her to moan deeply in pleasure.

"Mmmh, that feels good, Michael -- you're getting good at this!" she giggled, gasping and moaning between words as my efforts were beginning to have the desired effect on her. "Mmmh, I may not have much milk, but -- ooooooh! You -- you know -- how to -- do that!" she moaned as her body began to tense up in anticipation of her coming climax. She noticed my manhood standing at attention again and gently enveloped it in her mouth, swirling her tongue around it and flicking the tip of her tongue against the tip of my member, causing me to stiffen my body up very quickly.

"Ooooh, ssshhhit, Milky! Mmmph! Unh! Damn, girl, you're good at that!" I grunted, causing her to giggle as she continued her ministrations. Her teeth lightly grazed my shaft, causing some pain. "Ow, careful with your teeth there, girl," I complained.

She let my dick pop out of her mouth and apologized to me, her ears lowered a little. "Uh, I didn't know it was that sensitive," she offered softly.

"It's every bit as sensitive as your clit, my love -- and I hope to give your little love button a light nibbling pretty soon here," I chuckled.

"Mmmmh, why not do that now?" she asked, flashing me a sultry grin.

"Yeahhhh," I grunted in reply as I sat up and grabbed her flanks with my hands, holding them firmly as I plied them apart to reveal her dark golden lotus. I leaned forward and licked her pussy lips, sliding my tongue between them, eliciting a moan from the mare, though she was careful enough to avoid brushing my glans with her teeth again. I bobbed my head back and forth, lightly nipping at her clit, which I probably should have waited to do. Her cry of surprise also resulted in her teeth hitting my member again, causing me to cry out in pain.

"AAAAH! What did I tell you about your teeth?" I asked sharply. Once again, she allowed my penis to slide out of her mouth, but now noticed it was bleeding from where her teeth had bit into it.

"AAAH! Sorry about that! Oh, Michael, please forgive me," she nearly wailed as she turned around and hugged me tightly, burying her head in my chest. I held her close with my left hand and lightly stroked her mane with my right.

"Girl, I'm sorry to have worried you like that -- it hurts, but it'll be okay in a few days -- maybe sooner if your milk works like it did earlier -- of course I forgive you, my love -- I love you too much not to," I cooed softly to her as I lifted her chin with my left hand so she could look into my eyes. Tears trickled from the corners of her eyes, though she gave me a hopeful look. I responded by giving her a soft kiss on the lips. "I mean it, girl -- I love you," I averred softly.

"I promise I'll be more careful next time -- what you were doing felt so good -- I'm sorry, I didn't mean to bite down on it," she offered as she apologized to me again.

"That was my fault anyway -- I shouldn't have done that while you were, uhhh, sucking my dick," I said, grinning sheepishly.

"There will be more sucking your dick later, loverboy!" she giggled. "Did you get enough milk?"

"If I turn back into a unicorn stallion, you'll know the answer to that question," I chuckled. "I hope you won't be too disappointed in me if I do."

"Mmmh, Michael, I'll love you no matter what you look like," she grinned as she hugged me tight and kissed me on my lips. I returned her hug, gazing into her eyes and kissed her again.

"So, what are we doing today, love? Weren't you offering me a tour of the town?" I asked. I felt my body beginning the transformation process again, but this time there was no stomach ache or other discomfort. The milkmare watched in stunned surprise as my body changed back into that of the purple unicorn stallion I had turned into yesterday.

"Michael -- you've turned into a stallion again -- mmmh, you look good like that," she mused. I trotted to a mirror to see myself, but noticed I still didn't have a cutie mark.

"I wouldn't be surprised if my cutie mark turns out to be my favorite number," I declared as I examined myself further. "Hey, Milky Way, what do you think of the name Amethyst Flame?"

"Uh, is that what you want to be called when you're a pony?"

"Yeah, why not? Is that an okay name?"

"I think it suits you perfectly -- you said a number for a cutie mark? Why?"

"Well, from what I've heard about cutie marks, they represent a special talent or something else, but -- I know it sounds trite, but I have identified with a particular number for more than 30 years -- it's my favorite number and has been for that long -- I consider it the luckiest of numbers, as well as the most sacred and holy," I explained.

"But -- a number? Really? That doesn't make any sense, Michael --" she said, though she cut herself off when she saw a bright yellow number 17 appear on my flanks. "That -- oh, Michael, I'm so sorry. Do you have any idea of what we ponies think about numbers for cutie marks?"

"Not really, no, my love," I replied.

"If a pony receives a number as his or her cutie mark, it's because he or she doesn't have a special ability which sets them apart from other ponies. Whichever number becomes a cutie mark bears some significance, but I don't know what yours means. Maybe Princess Celestia might know. We ponies don't think much of those who only have numbers for their cutie marks -- but -- because I love you so much, I don't care what you have for a cutie mark."

"I was thinking it referred to the number of special talents I have -- I didn't specialize in any one field of study, but rather tried to master as many as I could -- and perhaps the number represents the ultimate number of disciplines I will eventually master," I opined. "Of course, it helps that it's my favorite number as well. I shall wear it as a badge of honor."

"So, Amethyst Flame, eh? Cute name, I like it! I will be honored to show you around Trottingham!" she giggled.

"I'd like to freshen up first, if you don't mind," I offered. "I haven't had a good shower since yesterday morning and all the activity we've done has probably made me sweaty and stinky."

"Mmmh, care to let me join you in the shower?" she asked, flashing an impish grin.

"I thought you'd never ask," I chuckled as I trotted to her bathroom.

The milkmare's bathroom was somewhat disorganized, but I managed to find a face towel, a bottle of shampoo, a loofah and a couple of brushes. I turned on the water, letting it warm up before I got into the tub and turned the knob to let the water flow from the shower head, the warmth of the water running through my mane and tail feeling quite nice. The milkmare watched this activity before she got in behind me, giggling a little.

"Here, let me soap you up, big boy!" she giggled as she squirted a glop of shampoo onto my back and worked it up into a nice rich lather. The sensation of her hooves on my back felt very unusual -- but in a good way. There was a part of me that wanted her to scratch my back, though her hooves seemed to be doing a half-way decent job of that. I silently lamented the fact that I was back in a pony's body and could not soap up the mare as well as I wanted to as I allowed her t continue washing me. She lavished attention to my glans and gave it a thorough cleaning.

"Now soap me up!" she giggled as she turned for me. I found that using a combination of magic along with running my hooves through her mane, coat, and tail worked up a heavy lather. She cooed and moaned loudly in response to my touch as I washed her, the the sounds coming from her mouth were beginning to arouse me. I reared up on my hind legs and rested my belly on her back, thankful for the fact that as a pony I weighed about half as much as I did as a human. "Oooh, you wanna do that, huh?" she grinned.

"Yeah, I do," I chuckled, noticing my stallionhood had reached full tumescence while I was on her back. I lowered myself a little to place it between her haunches, gently maneuvering it to her slot. Ever so slowly I pushed it in, gauging her reaction.

"Mmmmh, that feels good, Amethyst!" she cooed as I inched it in further, going past the medial ring. The tightness of her pussy was intense, giving me stimulation as I pushed in further. Her cooing and moaning increased in volume as I finally reached full insertion and began thrusting lightly back and forth.

"Aaaah, mmmmh, oooooh, yesss, keep going! Faster! Harder! Stop teasing me!" she uttered, gasping for breath between each word. At her insistence, I began thrusting harder and faster, my glans sliding in her slick love tunnel. I laid my belly on her back and gave a light nip to her left ear, causing her to squeak in pleasure. I grunted with my exertions as her pussy muscles contracted in rippling waves on my member, making it a bit more difficult to move. As she held me inside her, I rested and stopped thrusting.

"Mmmmh, come on, lover, keep going!" she cooed. I felt her muscles relax and began thrusting again, this time even faster and harder than before. I could sense her body beginning to tense up as her pleasure built as I grunted in approval. My body likewise began to stiffen as I felt every square inch of the interior of her lotus. I was getting close and sped up my movements even further.

"AAAAH! YESSS!" she hissed as she clamped her muscles on my glans, her body shaking and shuddering as she surrendered to her passion.

"UNNNH! CUMMING!" I shouted as my body jerked and spasmed in response to my pleasure center being shifted into overdrive, my thrusting coming in irregular shakes, my breathing ragged. I felt my jizz spurting inside her and silently worried about getting her pregnant, hoping that maybe it wouldn't happen.

"Mmmmh, that -- oh, Amethyst!" she cooed.

"Mmmh, let's finish washing off, my love," I responded, giving her a quick kiss on her lips.

We toweled off after rinsing out all the shampoo and brushed our teeth, though I had used my magic to fashion my favorite toothbrush from an old one the milkmare hadn't thrown away yet.

"What? What kind of toothbrush is that?" she asked in astonishment.

"This is basically a copy of what I used to use as a human back in my homeworld. This little button here turns the brush on, causing it to vibrate. The cross-stitch bristles clean between teeth better than a standard toothbrush, with the vibrating bristles working loose any food particles trapped between my teeth. You want me to change yours into a copy of mine? I'll make yours yellow to match your coat color, and mine'll be purple," I replied. She nodded her head vigorously, smiling at me as I transformed her toothbrush into a yellow copy of my purple one. After we brushed our teeth, we brushed out our manes and tails, though I used my magic to help her with her mane.

"I like the way you wear your mane and tail -- where have I seen that style before?" she puzzled.

"You know of Zecora?" I asked, grinning at her compliment.

"I've heard of her -- my cousin told me of a mysterious zebra who ventured into Ponyville before being chased out of town -- I was later told that her name is Zecora, though I've not met her yet."

"I've heard she talks in rhymes, but I haven't met her, either. There are quite a few ponies I would like to meet, but that can wait until the next time we visit Ponyville. I'm content to stay here in Trottingham with you, my love," I offered, smiling warmly at the milkmare.

"Oooh, Amethyst! You say the nicest things!" she chirped as she glomped me and kissed me on my lips. "Maybe we can get married if you stay a pony!"

"I wonder if Princess Celestia might allow it, but if not, it doesn't matter -- I will stay with you forever, love," I cooed softly to her. I saw tears of joy well up in her eyes as her embrace tightened. She kissed me with a ferocious passion I hadn't experienced before.

"Make my heart melt, my love," she whispered in my ear. We remained in our embrace for a few minutes longer, savoring the feeling of love which flowed deeply between us.

"Mmmh, would you like to boku-maru again, my love?" I asked, flashing a grin.

"Ooooh, I thought you'd never ask!" she giggled, then lay on the floor for me. I took a moment to stare at her teats before laying on the floor myself, lightly touching my hind hooves to hers. The sensation seemed to be even more intense this time than last as we allowed the energy to bring us to climax again, both of us gasping and panting for breath.

"Mmmh, I seriously wonder how many ponies in Ponyville are doing this," I mused pensively.

"Don't let that bother you, Amethyst -- hey, let's get something to eat -- I know a great place not far from here! Get about 200 bits from the bag, we can splurge a little," she declared.

"That sounds like a good idea, Milky -- hang on a sec," I responded as I trotted to the room and fetched a small pouch of coin from the bag. There was a mix of different sized coins, which I showed the milkmare.

"You've gotten about 500 bits there, Amethyst -- I guess that's okay. I trust there's still quite a lot left?"

"This is just a small pick -- the bag's still quite full, looks like a lot left."

"I'll just put this in my saddlebags -- you should wear a set of saddlebags as well, Amethyst -- you never know when something you need will be available," she opined.

"Do you have a spare set? Or should I fashion some from something else?" I asked.

"Wait a minute," she said as she trotted to her room and fetched an ugly old brown uniform she no longer wore. "See what you can do with this," she offered, showing me the old uniform.

"What happened to it -- did it get muddy or what?" I asked as I took it in my aura and examined it.

"It's a color I don't like --" she began as she watched me transform it into a set of saddlebags that were a couple of shades lighter than my coat color and emblazoned with a bright gold version of my cutie mark. I placed them on my back. "Wow, I had no idea you were that talented with your magic!"

"All it takes is a little concentration and an idea of what you want -- seems simple enough," I replied confidently as I trotted to the front door of the apartment. The milkmare followed me, though I felt the weight of her eyes on my hindquarters. I turned my head slightly to glance in her direction and caught her staring at my flanks, flashing her a smile. "Two can play at that game, my love," I chuckled. She blushed in embarrassment at having been caught.

"Sorry about that -- but you already did that to me!" she protested weakly and giggled.

"Mmmh, let's get going, okay?" I half-asked, half-said as I opened the front door. I was about to take the first couple of steps into the hallway, but stopped short when I saw Princess Celestia standing at the door, her right forehoof raised as she was about to knock on the door.

"And you are --?" she asked quizzically, as she had not seen me in my pony form yet.

"Amethyst Flame, your Majesty -- but you're probably more familiar with me as Michael Walker. Milky Way's milk did this to me, I hope you're not too upset about that," I stated reverently.

"I find it difficult to believe that the simple consumption of milk would lead to a complete transformation," the alicorn opined almost querulously. She took a moment to inspect my body, including pushing her muzzle between my haunches, then licking my sheath.

"Princess Celestia! Please!" I exclaimed in surprise, eliciting light giggling from the Solar Princess. Milky Way gave her a curious glance.

"Your Highness, must you do that to my stallion?" the milkmare asked in annoyance.

"You are indeed a stallion, Amethyst -- but -- you carry the number 17 as a cutie mark? How interesting," she mused. She completely ignored my love's pertinent question as she sized me up.

"I was hoping you might be able to shed some light on that particular number," I requested.

"Hmmm. I haven't seen a pony with a number for a cutie mark in a very long time. The number 17 portends great potential, but also great risk. Consider it a blessing if you aspire to greatness, a curse if you choose to follow a darker path. I will have to keep a close watch on you to ensure you do not allow yourself to succumb to the temptations the dark side may present to you."

"I will do my best to be honorable, your Majesty -- but pray tell, how is Twilight doing? I'm kind of curious to know," I mused. The milkmare glowered at me before speaking her mind.

"I would hope you would choose to think about me, since I am your mare -- why are you so concerned about Twilight? What is she to you?"

"My love, I consider her a close friend and I half-way worry about her some times," I replied.

"She can take care of herself, Amethyst. You need not concern yourself with another mare when you have me," the milkmare stated firmly.

"Twilight and Trixie are doing fine, Amethyst -- but they engage in boku-maru perhaps a little too often. I haven't received a friendship report from my student in more than a week and it's not like her to be tardy with those. Perhaps I should check on her again," the alicorn mused before teleporting away.

"... You did that on purpose, didn't you?" Milky Way asked, grinning broadly at me.

"It's called misdirection, my love -- let's get going, I'm hungry," I stated as I trotted towards the stairs, the milkmare closing and locking the door behind her. I stopped at the top of the stairs and looked down as she caught up to me and began making her way down. I tentatively took a step down and fell forward, rolling down the stairs and hitting the wall at the base of the landing. "Ouch! Damn!" I exclaimed in pain as I rubbed my horn with my right forehoof. I rose to my hooves and trotted to the next flight of stairs and gingerly took one small step at a time, being careful to keep my balance as I slowly descended. This time I didn't fall and by the time I made it to the bottom, I was taking the steps with confidence.

"Does it still hurt?" she asked in concern.

"I'm okay now, my love," I replied. I gave her a quick kiss on the lips before opening the front door of the apartment building at trotted towards the street as Milky Way closed and locked the building behind her. On a whim, I created a car key from a broken piece of metal I saw laying on the street and stuck it in the lock and turned it. A loud roaring noise which sounded like a car's engine starting up was heard.

"What's that?" the mare asked in shock.

"Take your key and open the door again," I chuckled.

"What for?" she asked.

"We're gonna drive the building around," I grinned.

"How do we do that?" she asked, but opened the door for me. I trotted in and beckoned her to follow me, then began the trek up the stairs again. The building continued to idle as we went upstairs to her apartment, then I trotted to a window of her apartment overlooking the street. Almost as if by magic, a car's steering wheel materialized at the window, along with foot pedals. The mare stood in stunned silence as I pushed my right hind hoof on the right pedal, the engine sounding as though it were revving up. I looked for a gear selector and noticed it to the right of the steering wheel. I moved it to what looked like the letter D as the building lurched violently forward, a loud screaming of various ponies being heard as the building left its foundation and began moving down the street.

"What -- how is this even possible?" asked Milky Way as she watched us move the building around.

"I heard about this and wondered if it might work," I mused in response, but then heard a wailing siren from somewhere. I noticed what appeared to be a police officer trying to pull us over, so I slowed the building down and brought it to a stop. The policepony trotted up and looked up at me.

"Hey! Where do you live?!" he asked, practically shouting the question at me.

I looked down at him and shouted back, "Right here!"

The policepony grumbled something and trotted off, perhaps back to his station.

"Come on, love, let's see where we are," I offered, then made my way back to the stairs, the milkmare repeating the earlier process of closing and locking the apartment door behind her. As we made it to the street, a line of ponies had formed on the street in front of the building. They seemed to be quite angry at having their progress stopped, but my anger was just as evident. "Get the Hell out of my driveway!" I exclaimed indignantly, causing them to whinny and neigh in protest, but they dispersed and found another way to get where they were going.

"Umm, Amethyst, are you going to put the building back where we came from?" asked a perplexed milkmare, giving me a very puzzled look.

"Naaah, it'll be fine right here," I replied nonchalantly. "Most likely, nopony will notice the building's been moved anyway -- everypony who lives in your building is insane. Didn't you say the stallion who lives below you designs synthetic hairballs for ceramic cats? And that the mare who lives a few doors down from you tried to rob a department store with a pricing gun?"

"Oh, yeah -- that's right," the mare giggled. "'Give me all the money in the vault, or I'll mark down everything in the store!' she said!"

"I'd be tempted to ask if your landlord allows pets in the building, but that might be asking a bit much," I opined. "Let's get going, we've messed around long enough." I trotted around the other side of the building and saw the path that it had left behind -- apparently, driving the building around caused a lot of damage to other structures, tearing up the road, uprooting a number of trees, and polluted a pond. I shuddered at the sight of the swath of destruction before trotting back around to the front of the building.

"Why did you go around the back?" she asked.

"Ummm ... you don't wanna know," I replied nervously. She began to trot towards the back of the building at this point. "Um, I wouldn't do that if I were you," I advised.

"I want to see what has you so spooked," she opined as she continued to trot to the back -- and as soon as she saw the damage done, she quick-cantered back to the front. "I hope we don't get into trouble for that," she said with more than a hint of apprehension. "Uhh, let me show you more of Trottingham," she offered, grinning sheepishly.