Your Date With Twilight

by Sparky Brony

Rating: mature
Tags: Sex, Human, Twilight Sparkle, My Little Pony: Friendship is Magic, Other
Length: 12951

A short story, detailing a date with Twilight, and everypony's favorite protagonise... you.

Your date starts with a movie, but it doesn't end there. Second person clopfic starring Twilight Sparkle, and you. Enjoy.

Written as part of the Your Date With... series started by the immortal Phenrys!

Published 2014-10-30 04:40:01 UTC
Last updated 2014-11-19 03:25:53 UTC

Date Time

Your Date with Twilight

Why do girls always have to be late? The movie is about to start. You muse to yourself. The friend that set you up on this blind date is so going to get it. You chose the sappy romantic comedy instead of the new Marvel movie that just came out. Dave said that she was a bit of a bookworm, and would likely want the feely, girly type movie. You glance at your watch, twenty minutes to the movie start, and you still have to get the popcorn, candy and sodas. You look at the brightly lit entrance to the theater, and then check your watch again.

"Um, Hi. I guess I'm here to meet you." A small voice says.

Your turn around and see the young woman, with her dark hair, very pale skin, and lithe, petite body. Damn, not bad looking at all. You smile, "I think so. You're Twilight, right?" She nods, looking a bit shy. You point at the poster for the movie, "This one okay?"

She nods and you both walk to the ticket window. You wave her away when she pulls a wallet out of her small purse, "I've got it."

She graces you with a beautiful smile, highlighting perfect, white teeth. This just might be a fun date.

The sodas and popcorn are quickly bought and you quickly make your way into the theater. Deciding to be chivalrous, you have all the snacks in your hands, and you simply follow her up the steps to the very back of the theater. The movie has been out for a few weeks, so the theater is actually pretty deserted. You follow her down the aisle and she stops right in the middle, lifting up one of the armrests and sitting down. In moments you have the food and drinks distributed between the two of you. She snuggles up right next to you, leaving you pretty much no choice but to put your arm around her. With a happy sigh, Twilight leans up against your body.

Damn, no need for any moves tonight, you think with a smile as the lights go down and the first of the trailers starts playing on screen.

About twenty minutes into the movie she does the impossible and snuggles even closer. Out of the corner of your eye, you see her head turn towards yours. You feel your face flush, she's actually very pretty. She smiles nervously and diverts her attention back to the movie, but you can see her eyes, she keeps looking at you.

The movie's romantic climax is predictably happening, and she again turns her face to you. She keeps looking at you, so you turn your head as well. Quick as a thought, she's moved her face close enough you can smell the popcorn on her breath. You watch her lick her lips, is she going to go for it?

She does, she pushes her face forward, meeting your lips with hers. In seconds, her mouth opens and her tongue probes gently along your lips. Not one to turn down a good makeout session, you open your mouth, and both of your tongues intertwine. She moans softly as she brings a slim hand around and touches the side of your face. The feel of that makes you bring her closer, you kiss her hungrily.

What started as a kiss, is now you two seriously making out. Her hands rub along your chest, then she touches your neck and then slides her hands down the side of your body, you silently thank above that you wore a shirt that didn't have to be tucked in as she lifts it slightly and rubs her hands along your bare skin.

Well, one good fondle deserves another, you think, as you let your hands roam freely. One hand brushes across her breast, and she jumps a little.

"Oh, sorry." You say, a little disappointed.

"Oh, no, I haven't had any…one… touch me like that in a while, keep doing what you were doing." She breathes as she wraps her arms around you and lifts her body to be sitting on your lap, facing you.

"Don't you want to see the end of the movie?"

She giggles, and she has a very cute giggle, "No, I like this better." Her arms wrap around you as you pull her closer and kiss her. Your hands roaming along her back, even venturing down to her rear, cupping her ass gently. Judging by the way she's moaning, she wants a lot more than that.

Your thoughts are confirmed a moment later as she pulls away, panting slightly, "Do you live near here?"

You nod, you chose this theater because it was less than a five minute walk from your apartment.

She stands up, pulling down her shirt which had inexplicably been pulled high enough to show the black lace bra she was wearing.

"I want to go there."

Well, this is turning out to be a pretty damned good date. you think to yourself.

Ten minutes later you are in your apartment. It's small, but what you can afford on a student's income, and the best thing, no roommates. Her shirt is off as the door is shut, she comes forward and pulls your shirt off. She takes a moment to run her hands up and down your chest. She brings you close in a hug, then she stretches onto her tiptoes to kiss you hungrily. Your arms are around her, feeling her soft skin.

Well, she pulled off my shirt, time to get rid of the bra, you think as you unclasp the back of her bra. As it comes loose, she grabs the front of it, pulling it off and tossing it to the floor.

She smiles as she unbuttons her jeans, "I don't need these for a while, you think?" She says softly, tilting her head to the side.

A quick shake of your head with a huge smile, "No."

You reach to unbutton your own jeans, a slim hand stops you, "May I do that for you?"

Are you really going to say no to this situation? I didn't think so.

Her jeans are now on the floor, revealing lace panties matching the bra on the floor. She grabs your belt, quickly unclasping it and undoing the button, the zipper slides down and in seconds your jeans are on the floor with the rest of the clothes. Now it's you in your boxers, and Twilight in her panties. You've been rock hard since the theater, and it's very obvious right now.

"Where is your bedroom?"

"Um…" you stammer, you weren't expecting the first date to go so well, the bedroom is a bit of a mess. She sees your hesitation, and walks towards the two doors in the wall. She opens one, and flicks on the light.

She giggles, "Reminds me of Rainbow's room."

She reaches behind her, grabbing the hem of your boxers, "I've seen worse. I'm not worried about some clothes on the floor." She leads you to the bed and turns around. She grabs your shoulders and pulls as she falls back onto the bed, you crash onto the bed on top of her, and her arms grab you in a hug as she pulls your face to hers, kissing you hungrily.

You and her roll on the bed a bit, and she ends up on her back. You kiss her neck, and inch by glorious inch, you kiss your way down south, stopping and showing her small, but very perky breasts the attention they so richly deserve, taking each nipple gently into her mouth, and listening to her pant in pleasure as you show her the attention that you know she deserves. You move down her stomach, leaving kisses in your wake. You grab each side of her panties, and she lifts her hips a bit to help you remove them. You finally get to see her naked. With her pale skin, and dark hair, you didn't know what to expect, but her pubic hair was trimmed into a narrow strip, but she apparently took care to get rid of the hair on the lips, your tongue darts out and brushes against a lip, she jerks in pleasure, her breath coming in hot pants.

"Oh, please, don't stop."

Well, don't need to be asked twice, you let your tongue invade her most private of places. You find her clit with your tongue, enjoying the taste of her arousal. She was sopping wet the moment you were down there. She was ready for you. In minutes she's bucking against you as she screams her pleasure. You pull back from her pussy and look up.

"Want more?"

She reaches down and grabs your cheeks, pulling you on top of her, "I want you inside me. Now!"

Your boxers join all the other clothes on the floor and you slide inside of her. Marveling at how tight she is, her pussy feels like a very tight glove. She's screaming again very quickly as you pump for all you are worth. She's got you so worked up, you fight hard to not just cum right there. You wrap your arms around her and hug her as you keep pumping. You can feel her body writhe as she gets closer and closer to her climax. She feels amazing, her hands wrap around you, her fingers like claws as she scratches up and down your back, the feeling only intensifying the pressure you feel as your orgasm starts to get close. You kiss her, hard as you keep thrusting, letting the sounds roll over you, her moans of pleasure, your grunts, the soft, wet slapping as you keep bottoming out inside her. Soon it's too much for you. You scream your pleasure as you pump load after load into her. Her hands reach onto your bottom as she tries to pull you further into her as you cum.

Finally you collapse, rolling onto your back, and pulling her close. For a long time, both of you fight to control your breathing.

She speaks first, "That was fucking amazing."

Despite the fact you two just finished fucking, you are a little shocked at her language, though she giggles, "I really liked that." She pulls you close for a kiss. After kissing you very thoroughly, she snuggles up next to you and just lays there, enjoying the afterglow.

You feel yourself starting to drift off to sleep when she shifts, "Are you ready for a second round?"

"It takes some time to recharge."

She frowns, and pouts very prettily, then she apparently has an idea, she slides down, "Let's see if I can accelerate the process." And she takes your soft member in her mouth, sucking gently. Whatever she is doing seems to be working, you can feel yourself starting to harden in seconds. Shortly she pulls away, "That was quick."

You look down, again, you are rock hard. Damn, usually it's about half an hour before you are ready to go again, not ten minutes. You don't even have to move as she climbs on top, she takes your member in her hand, and slowly guides herself on top, she moans happily as the head disappears inside her, and then she slides the rest of the way down, her hips touching yours. She puts her hands on your chest, and rocks gently up and down.

"I want to ask you something." She says seriously.

It's hard to concentrate with her rocking on your cock, but you look at her and smile as best as you can, "Sure."

She gets a nervous look on her face, then looks coyly at you, "How kinky are you? What are you up for?"

You smile at her, she's riding cowgirl on you, and she's wondering what kind of kink you are into? "Anything."

She smiles back, and puts her hands over your eyes, "Now close your eyes, I'm going to hold you to that."

You keep your eyes closed as you can feel her lean back, what is this girl thinking of doing?

You feel her weight shift slightly, but then she resumes her quick rocking up and down on your member, "Okay, you can open your eyes now."

You obligingly open your eyes, and freeze in shock. Instead of a human woman bouncing on your cock, you've got a light purple creature doing the same thing, her eyes are closed, so you have a moment to take stock of what she looks like, you can see where your cock is entering her, though the skin down there is purple. Just up are a pair of teats, nothing like the breasts she had before, a lightly furred chest up to her face, which has totally changed shape, her eyes are bigger, and she's got a horn the same color as the rest of her sticking out of her forehead. Her arms have changed, instead of hands, they are hooves, the same color as her coat. Her hair color has changed as well, it's now a dark navy blue, with a purple and pink stripe. You feel something thrashing between your legs, and as she lifts before coming back down, you can see what looks like a tail. She runs a surprisingly soft hoof down your chest, and then she opens her eyes, bright purple eyes greet you.

She sees the look on your face, "Something wrong?"

"What are you?"

She giggles, it's that same giggle from earlier, completely cute, "I'm a pony, this is how I actually look. You like?"

You really don't know what to think. And all through this, she hasn't stopped bobbing on your cock. You feel your body convulse, another orgasm is very close. She seems to sense this as she rocks harder and faster. You feel yourself start to let go, you grab her hips and push as hard as you can as you cum into her. She screams her pleasure as her new body milks you for everything you've got. You watch her orgasm, and amazingly, in addition to that horn on her head, two large wings unfold as she shudders, she collapses onto you, those wings folding over both of you.

You try to control your breathing, trying to find some way to get out of this.

She lifts a wing to your lips, "You did say you were up for anything. And like this, I can use magic so much easier."

You can't control the quavering of your voice as you say, "Magic?"

She giggles again, her horn lights up with a pink aura, and you can feel yourself get hard once again, "Yes, magic, and I can help you keep hard all night long." She looks unsure again, "If you really don't want to, I can leave."

You don't answer, your mind is whirling, she's not any kind of pony that you've ever encountered. She's talking, she feels amazing, and she wants to keep going.

She notices your hesitation, her face falls, and she lets her horn quiet. She shuffles off the bed and walks slowly to the door, "It's okay. What we did do was pretty nice." She turns and moves to open the door.

"Twilight, wait." You call out. This stops her in her tracks, she turns her head to face you. A quizzical look on that purple face. You keep thinking furiously, but finally, you make a decision, "it was more than pretty nice, Twilight. It was amazing."

Those words bring a huge smile to her face, you pat the side of the bed, "I told you I was up for anything, and I certainly wasn't thinking of this when I said it." You look down, "But I did mean it."

Her smile was huge before, now she's beaming, "Really?"

You nod, and she hops up on the bed once again, "You want to go again?"

You nod, thinking, if this is a dream, don’t wake me up now.

Twilight kisses you, and you quickly adjust to the different shape of her muzzle, her tongue is wider, and longer, but she is very careful with it, you wrap your arms around her and bring her on top of you, kissing her gently. You let your hands probe her new body, you find the base of her wings with your hands, and you caress the strong flight muscles underneath the wings, getting a squeak and a moan from her, she pulls away quickly. "That feels wonderful," She moans as she kisses you with renewed vigor. She starts to kiss her way down your body, that long tongue licking up and down your renewed hardness. She takes you into her mouth, and you shudder at how wonderful it feels. You hear the soft slurping as she sucks you gently.

While she's doing that, you pull her hips towards you, if she's going to go down on you, might as well make it a sixty-nine. You pull her pussy down and gently probe her with your tongue. She gasps as you find her clit, her tail starts thrashing back and forth as you play more with her clit, you bring your hands up, and gently part her lips, you get a good look at the pink flesh, then you run your tongue up and down her lips, you can feel her body shuddering from your ministrations. You rim the entrance to her soft folds with your tongue then focus on her throbbing clit. She collapses onto you as you flick your tongue back on forth on the hard little button, the room lights up as she moans loudly around your member, this climax for her is quieter than the others, but no less intense.

She pulls away and stands up, "Want to try it my traditional way?"

You think as she lowers her front half, her tail pulls to the side, showing off her glistening pussy. You smile, "Oh, definitely."

You slowly enter her from behind, at first you are unsure, but she gently rocks back to meet you coming forward, now that feels amazing. You reach out and grab both wings at the base, she screams loudly in pleasure and you can feel her pussy convulse, squeezing down on you so hard you want to cum right there. You pump faster and faster, fighting to keep your eyes open as you watch her. Her eyes are closed, she has a dreamy look on her face, and her pussy seems as though it's trying to milk you for everything you've got. You get into a good rhythm, and move your hands to her hips, pulling her as you keep pounding away. You can't hold out any longer, with a loud shout, you let loose another load into her.

Finally, you are spent again. You fall onto the bed, and gather the purple pony up to lay next to you.

After a long time for both of you to catch your breath once again, she sighs, "Damn, you are awesome in bed. Trixie told me how good humans are, but you surpass everything she said." She kisses you very thoroughly. Then she moves back, a glint in her eye, and a mischievous look on her face, "How would you like to try it like me? Like a pony?"

You think about it for a moment, she adds in quickly, "It's only temporary, the spell will wear off in a few hours."

You keep thinking, then nod.

She giggles again, she stands up, and hops off the bed and turns around to look at you, "You just lie there and let me do all the work."

Her horn lights again, the glow getting brighter and brighter, overwhelming the small bedside lamp in the room, a pure white spark forms at the tip of the horn then lazily drifts over to you, it hits you in the chest, and your whole world becomes bright light.

The light finally fades and you look down, soft gray fur is all over your chest, your hands have turned into hooves. You reach up and bring a lock of your new mane, it's burgundy in color. She smiles at the results.

"A unicorn, now that's interesting." Then her smile turns to a look of horror, "Oh no, I'm so sorry." Tears spring to her eyes.

"Twilight, it's okay." You stop, your voice sounds a lot different, you look down your body, with your new, much longer neck, it's easy to inspect your body. You flop your head back in defeat, "Well, maybe not."

"I'm so sorry I made you into a mare!" She shouts, tears flowing down her cheeks, she hops onto the bed and folds her wings around you, "I was trying to turn you into a stallion, the spell should have turned you into a stallion.

Well, this night has certainly been different. You sigh, well, have to roll with the punches, "You said it's temporary, right?"

She nods, and you cup her cheek with a hoof, "I'll be fine then."

"But I'm still horny."

You chuckle, "Well, I think that's done with for the night."

For a long time she looks at you, then her eyes brighten, "I know, we can keep going."

You look at her, cocking your head to the side, "How?"

"I can't change you because you are already under that spell, but there's no problem with me changing myself." Without waiting, her horn lights again, and her entire body glows, and in seconds the glow fades, she looks down between her legs, and smiles at you, "There, now you really get to experience sex like I do."

You look at her in confusion, then she hops back up onto the bed, and you get to see what she was talking about, her magic has grown her a huge cock, you stare at it in fascination. Then your eyes widen, "What are you planning on doing with that?"

She giggles again, at least her voice hasn't changed, "I've wondered what it's like for stallions, now I get to find out."

Uhhh…what?

She licks her lips, "But first, we need to get you really in the mood. You need to push magic into your horn."

You look at her in confusion, she smiles, "Your horn, when you aren't pushing magic into it, it has almost no sensation, but when you do put magic into it, it's more sensitive than any other part of your body, now listen carefully."

She explains for a few moments, then you try what she is talking about. You feel warmth throughout your body and she darts forward and her tongue runs up your horn, causing your entire body to convulse in pleasure.

Your eyes widen, "Do that again."

She smiles, "Oh, I will. Just make sure not to move too much, the horn is actually pretty sharp." She moves forward as you carefully push magic into your horn again. Her lips slowly run down your horn, causing your eyes to cross in pleasure. You can feel your new marehood starting to leak as she brings her tongue into the mix. You shudder as she brings your horn gently into her mouth. It feels as though the horn is directly connected to your sex. Every lick and touch sends jagged bolts of pleasure throughout your body, but centering on your marehood. In seconds, you scream as your climax rolls over you like a tide. When you quiet down you collapse to the bed.

"Oh my God, that was amazing. More?"

She laughs, "I wouldn't dream of stopping yet. Now, on your hooves. You remember the position I was in?"

You roll over onto your front, your new tail is twitching as you bring your rear end up into the air, "I'm as ready as I'll ever be."

She mounts you slowly, you can feel that massive cock that she conjured probing at your entrance, oh wait, you weren't ready. You open your mouth to say something as she pushes inside you.

All thought is gone at this point, she pushes further, you can feel every inch sliding inside. And it feels amazing! "More." You pant, you need more. You need all of it.

With a loud shout she pushes the rest of the way inside you, your eyes bulge at the feeling of fullness. You feel a tug at the base of your neck as she takes a small bit of your mane in her teeth. She tugs gently, causing you to scream in pleasure. And then she starts to slowly pump into you, with every time she pulls out, your body is demanding more, you try to pull more of her in. You finally get into a rhythm, you push back into her as she pushes into you. The sound of her flesh slapping into yours just makes your mind go blank in pleasure. You find yourself moaning as she keeps pounding away.

You finally are able to catch a breath, you moan, "Faster, please, Twilight, faster." She picks up the pace, pushing into you faster and faster. Her breathing coming hot and heavy as she keeps pounding away at your new marehood. You feel an orgasm washing towards you, and soon you are moaning as you cum. Apparently she was close as well, her forelegs gripping you hard, and she tugs hard on your mane. She howls as you feel her pump her load into you. Oh my, that's amazing! You can feel the hot squirting deep inside you. That feeling draws a second orgasm out of you, and you scream with it.

Finally she pulls out of you, allowing you to collapse to the bed, she's panting on her side, you reach out and draw her closer for another kiss.

After a long time for both of you catching your breath. You look at her, "Now, this was a fun first date." You smile.

She smiles brightly, "Yes, it was."

You think about it for a minute, "Want some more dates?"

She looks surprised, "You really want to?"

You smile, "Yes, I do."

The Next Day, The Next Date

You wake up the next morning, lifting a hand you sigh in relief, you are again human. Standing up quickly, you head over to your bathroom, checking yourself in the mirror. You touch your face, making sure it's human again. You smile and look to the south, he's back down there. You sigh in relief and head back into the bedroom. You stop and look at the bed, it certainly has a smell to it. It smells of fresh sex, you smile as you strip off the bedding, last night was fun. Though you hear an odd sound as the sheets hit the floor. Curious, you crouch down and go through the bedding, you find something you never expected, a sealed roll of parchment, and tied to it is a purple feather. You smile, she was thinking about you when she left. You break the seal on the parchment and unfurl it.

Dearest one,

I explained to you last night that I was in estrous, and that makes me a lot hornier than usual. I hope we can play more today. I had to go home for a little bit, I have duties I must attend to. But I will be back soon. Last night was magical, in more ways than one. Think on things you want to do today, and I hope I can fulfill as many of your fantasies as you fulfilled of mine last night.

Twilight.

You reread the parchment, she wants to do all that again? You smile, you are up for that. You feel a bit of pressure, and look down, someone else remembers last night as well. You quickly put new sheets on the bed and hop into the shower. A quick scrubbing and you dress for the day. Just jeans and a t-shirt. You grab your trusty cell off the charger and slip it into your pocket as you head out. Just a few things to get ready for the night. The pillow talk after you both were too tired for sex but not ready for sleep just yet was very informative.

She lives in another dimension, and after another pony had found a way to cross the barrier between dimensions, she had noticed that she was in heat, and she changed her form to look like the people of your dimension. The change didn't lessen her heat, so she found a willing human and found she really liked sex with them. When she returned, she told Twilight and a few others of what she had found. Twilight knew she was going to be in estrous soon, so she decided to give it a shot, and she found you. And she was happy to know that Trixie was right. Sex with humans was fun. And due to difference in genetics, it was impossible for them to become pregnant from a human, that was unless they changed the human to a pony and made sure the change was fertile. Twilight didn't want foals just yet, so when she tried to change you, she was trying to make sure you couldn't make foals, and somehow the spell made you a mare. And since you changed back, she knew you wouldn't somehow become pregnant.

She had laughed at how awkward that would be, a human male getting pregnant with foals. You had laughed too, a bit nervously since you were the mare in question last night. Though the fact you changed back as the spell faded proved that you weren't pregnant. Though you did shudder a bit, if you had woken up still a pony mare, you don't know what you would have done. Oh well, you think as you open the door of your apartment, last night was fun, and from what Twilight was saying, tonight is going to be even better. It being a Saturday, you are glad to have a day off from school, and work. You run through the grocery store, her vegetarian diet not really helped by the meat in your fridge and freezer. You remember a vegetable stew your mother made when you were a kid, and you made sure to grab ingredients for it.

Shortly, you are home, starting to slice vegetables and starting supper. A knock at your door. You quickly move to open it. Twilight is there, as a human. She smiles as she sniffs the air.

"Food?"

You smile, "I like to cook, and since you don't really care for meat, I decided on a vegetable stew."

She smiles, "That sounds yummy."

She shuts the door behind her, and follows you into the kitchen, perching on a stool, she watches as you sauté onions and peppers while letting the vegetable broth heat up.

"You like cooking?"

You nod as the diced tomatoes are added to the broth.

She looks down, "I can't cook, Spike does all the cooking at home."

You laugh, "My mom said a bachelor that can cook doesn't remain a bachelor for long."

She giggles, "I think there is a lot of truth to that, even back in Equestria."

You really like that giggle, but you are curious now, "Hey, Twilight, why are you still in the human form? Isn't it more comfortable for you to be back to your normal form?"

You look back at her, her face falls, "I thought you would like me better if I looked like you."

You smile at her as you put the final ingredients into the stew, time for it to simmer for a while. You walk over to Twilight and cup her cheek with your hand, "Twilight. I like you, no matter your shape."

She blushes, and she quickly changes to her normal pony form, "You really like me like this?"

You nod and lean forward to kiss her, "I like you, Twilight." She kisses you back.

You nod back at the simmering food, "We have about an hour before that's ready."

She licks her lips, "An hour huh?"

You nod.

Her horn lights and with a soft pop you are in your bedroom, and somehow your clothes didn't make the journey with you, you chuckle, "I'm guessing you have the same thought that I have."

She giggles, "Yes."

She hops up onto the bed and her horn alights, lifting you gently and bringing you to the bed as well, you don't need her magic to wrap your arms around her and kiss her passionately. Both of your tongues intertwine as you can feel your blood heating.

You feel a soft hoof stroke along your member, you open your eyes. "Just lay back, and let me do everything."

You don't need to be told twice, laying on your back, she takes up residence between your legs. You put a couple of pillows behind your back and head so it's easy to see what she's doing. Her muzzle engulfs your prick, lips sliding slowly down the hard shaft, and you can feel her tongue working back and forth as she sucks gently. You have no choice but to close your eyes at how much pleasure you are feeling. She starts bobbing up and down, keeping the suction up, and making sure to run her tongue all over your glans, making electricity jump up and down your entire body. You release a loud groan, and feel her moan in response. It feels wonderful. She picks up the pace, you feel your hips rocking in response.

You take a moment to force your eyes open, you want to see her. Her tail is writhing back and forth, her breath is coming hot and fast, you can feel her exhale when she snorts as she engulfs your entire hardness. Her eyes are closed, and her horn is emitting sparks, you reach out and touch her horn, remembering how strongly your horn turned you on when she sucked it. Your first touch causes her to freeze, you run your fingers up and down her horn, tracing the spiral running the entire length of the horn. You gently caress her forehead where the horn meets her head, and you can feel in your loins her moans of pleasure. This is pretty nice, you smile as you keep running your fingers up and down her horn.

After a few moments she moans loudly around your hard member, and sucks strongly, her breath coming in huffs as her horn sparks stronger than before, you feel her body shudder as she jerkily tries to get back into the rhythm of the wonderful blowjob she was giving you before. Though as her orgasm subsides you can start to feel one starting to build inside you.

"Twilight, I'm going to…" you try to say, and she redoubles her efforts, causing you to unload right into her mouth, you can feel her throat as she swallows your cum. You feel yourself spurt time after time as you keep bucking right into her mouth, she moans around your shaft as she keeps swallowing your cum. Finally, you are spent and she works her tongue along your prick once again, nearly making you scream from overstimulation. She lets your penis fall from her mouth and smiles at you.

"You were saying?" She giggles.

You catch your breath, "Some women don't like for a guy to cum in their mouths, I was trying to warn you, but you didn't stop."

She gets the cutest quizzical look on her face, an ear falls and she cocks her head to the side, "Why is that?"

"Some women don't like the taste."

She smacks her lips and giggles, "They are missing out, you taste really good, salty and yummy."

You blush a bit at her words, not what you expected from a purple alicorn lying between your legs. You shift around and pull her to the head of the bed, and gently push her onto her back, "Let me show you how much I liked what you did." You kiss her neck, and move slowly down her body, so different than any girls you've had sex with before. Not just her body being coated in soft fur, but certainly a different shape than you are used to. But it doesn't matter, she's hot, and she's hot for you. That's all that really matters. You make your way down between her legs, she's certainly aroused, you can smell her musky odor. Just smelling her makes your cock jump a bit, you aren't ready again, but her arousal affects you that much.

You tease a lip with your tongue, licking the soft skin, then the other lip, enjoying her soft moans of pleasure. You bring a hand up and use your fingers to part her delicate purple lips, exposing the soft pink lips underneath, the shape is subtly different, but you know where her clit is, and your tongue presses there hard, then you suck the small nub of flesh into your mouth, letting your tongue flick on the end of it. She did this to you last night, and you know how strongly that feels, like lightning bolts right into the base of your brain. You look up and see her eyes closed tightly in pleasure, she's loving every second of it. You slide one finger in, then two. Working them back and forth as you let your tongue roam freely along her clit and lips. In moments the sparks are flying from her horn again. Her moans keep getting louder and louder.

Her arousal is affecting you the same way, you can feel that you are ready for another go around, you feel that she's getting close, you move your face away, though you keep up playing with her clit with your fingers as you bring your throbbing prick up to her entrance. Her eyes go wide as you slowly slide into her. Her wings lift up from lying on the bed and wrap around you as you pound away at her pussy. In moments she's screaming out her pleasure, and you can feel her pussy trying to milk you. You can't hold on any longer, you release again. Keeping up the pumping as you let spurt after sticky spurt of your cum into her.

Finally you are spent again, and you collapse on top of her. Her forelegs reflexively wrapping around you as you catch your breath. You say between heavy breaths, "That… was… very…intense."

She hugs you tightly, "Yes." Is all she can say.

For a long time you two lay there, basking in the afterglow, then your nose catches the scent of food. You can feel your mouth water, and you watch her nose twitch as she smells the food as it's done.

"That hour went quickly." She giggles as she gets off the bed. Both of you head into the kitchen, and she directs you to one of the chairs at the table, her horn alighting as she turns off the stove, then bowls float out of the cupboard, a ladle levitates from the drawer and spoons two heaping helpings of vegetable stew into the bowls. Then the bowls float over to the table as she hops up onto one of the chairs next to you. Her wing caressing your back as she licks her lips hungrily at the food. She looks thoughtful for a second, and two spoons fly from the drawer and land in each of your bowls.

"Having magic is nice, right?"

She nods as she spoons some stew into her mouth. And for a while both of you are occupied with eating.

"So, why me?" You ask after the bowls are empty.

She looks at you sharply, "What?"

You shrug your shoulders, "There are millions of people in this city, and billions of men in this world, why did you choose me?"

She looks shy for a moment, "You weren't my first date here, I was almost ready to give up, and tell Trixie she was crazy to like humans. I met some real jerks, and some really disturbed guys. But Dave, you know, the guy who set us up, he said you were really nice. Then I met you, and you have the most beautiful eyes." Eliciting a blush from you.

"And how did you meet Dave?"

She giggles, "You know what I said about Trixie?"

You nod.

"Her and him are kind of a couple."

You look at her, "So, that son of a bitch knew what you were when he set us up?"

She looks almost scared, "Yes." She says very meekly.

You laugh, you lean back in your chair and keep laughing, tears streaming from your eyes. Finally, after a long while, you calm down, seeing a disconcerted Twilight looking at you, tears starting to form in her eyes.

You wipe a tear from your eye, "It's not what you are thinking, Twilight. Dave apparently knows me better than I know myself. I would never have agreed knowing you were a pony. But after last night, I've found that I really like you Twilight. I never thought that a pony with a horn and wings would be so interesting, and so fun. But I really like spending time with you. Not just in the bedroom, though the bedroom activities are amazing, but I love just spending time with you Twilight."

Her tears start to fall, "Do you really mean that?"

You nod seriously, "Oh, yes, Twilight. I'm glad I met you, and I'm going to give that man a big hug the next time I see him."

She giggles and her wings propel her into the air, then she crashes into you, though you would think the landing would be painful, she gathers you up in her hooves and lands gently with you on top of her, she murmurs into your ear, "I'm glad you stayed naked, I can see you are ready again." You look down, and you find that yes, while you were talking to her, you ended up at attention once again.

You smile at her, "I guess I am, want to move into the bedroom again?"

She looks coy, "Nope, right here, take me now." The smell of her arousal cancels out all rational thought, and she turns around, twitching her tail to the side, once again giving you a tantalizing view of her nethers. You smile as you slide slowly in, one your hips meet hers, you start pumping, no subtlety, just straight on fucking her. Your let your hands roam along her body as you keep pumping. Feeling the fur of her back, running your hands along her outstretched wings, getting deeper and more erotic moans from her as you keep on pumping away. You see her horn start to spark, but you know you have a bit before your own orgasm is coming. You keep going, you reach down and fondle her teats, then you finally find her clit with your fingers, her body jerks as you find your destination. Her moans become screams of pleasure as her horn sparks brighter than ever, the sparks bouncing all over the kitchen as you keep going.

You pick up the pace, you know you are going to cum soon, so you keep pumping harder. Her body coming back to meet you with every thrust, your fingers working their magic on her clit, and running all over her body. Finally, it's all you can stand, you moan loudly as you cum once again, thrusting hard into her as the pleasure runs all over your body. You stop as you feel the last few spurts as your orgasm dies down. She collapses into a heap, and you gather her body to you. She's still panting, "I want more." She kisses you, hard. "Can I change you into a pony?"

You frown in thought, "Why?"

She giggles through her heavy breathing, "One thing stallions can do, they can keep going even longer than you would believe. Back home, in a herd with five or six mares to a stallion, if all of them go into heat at the same time, he has to keep going for days. I love your penis the way it is, but I need more. Please?"

You think about her words for a minute, "I'll stay male this time?"

She nods seriously, "Oh yes, I promise, I've worked out the bugs."

You kiss her, "Okay, shoot."

Once again, her horn lights, and her horn keeps getting brighter, again a small orb appears at the tip, then lazily drifts to you, hitting your chest. You are blinded by the light and then everything becomes clear. She smiles happily, "That worked."

You look between your legs, you are a stallion now, and you seem to be ready to go. Another quick jolt of her magic and you are in your bedroom, the main light off, but the bedside table lamp is on a soft glow. You smile at her, "Am I a unicorn again?"

She nods, "I don't determine what type of pony you are, something about you dictated you are a unicorn." She looks at your flank, "But I can't make a cutie mark appear."

You look at your flank, "Maybe my special talent is giving you pleasure, Twilight," You chuckle.

She laughs gently, "Maybe. But I think some experimentation will be in order.

"So, how do you want to deal with this monster?" You look at your new prick, nearly double the length it was before. And certainly shaped differently, with a medial ring and a flat face, you watch it bob up and down with your pulse, almost fascinated by it. You tap it gently with a hoof, and discover that it's extremely sensitive. You look up at Twilight, who seems just as fascinated by it as you are. She looks thoughtful for a moment.

"Lie down on your back."

You quickly comply and she gets on top of you, gently guiding you to her folds, she moans in pleasure as she lowers herself onto you, letting all of you enter her slowly. You watch, as inch by throbbing inch, you can feel her clamp down on you as she gets closer to your base. You instinctively grab her hips with your forehooves and help her start to bounce slowly on your new stallionhood. She seems to be losing control as she goes faster and faster, her moans become screams as you try to maintain control. The heat from her, and the pressure of her is making you want to cum right now, but you want to hold off, to give her as much pleasure as she's giving you.

"Oh Celestia, I'm going to cummm…" She screams as her body shudders, she collapses onto you, though even then she's still moving on your cock, you've felt the pressure of your body screaming for release, but you finally give into it. Your moans become screams as well as you release spurt after spurt of cum into the purple mare. Feeling your cock twitching as you spurt again and again pushes her over the edge once again, and the holds onto you for dear life. You hold her for a long time as both your bodies come down from dizzying heights.

Twilight is finally able to open her eyes, and she smiles, "Oh, yes. A couple more of those and I'll be right as rain."

"A couple more?" You say as she stands up, your penis sliding from inside her, landing on your chest with a wet thump. She's leaking cum slowly as she guides you onto your hooves, and to your amazement, you are ready to go again. "Seriously? How do stallions survive all of this?"

She giggles, "Because the mares take care of them, and they take care of their mares. Now, let's go again."

You find your second wind as she lies down on her back. Her wings splayed to the side, "Now, no time for subtlety, just fuck me hard, okay?"

You aren't one to complain as you guide this new massive pony cock into Twilight once again, you can feel her squeeze down on you as you start to pump for all you are worth, faster and faster, looking into her eyes, she's loving every second of it. She kisses you as you keep pumping, her forelegs and wings wrapping around your body, and you just keep pumping. Soon she's moaning in pleasure again, and you find yourself moaning with her, you feel her body writhe in climax after climax. You only thought you could last pretty long as a human, as a pony, you have endurance that you only dreamed of. But finally, you moan loudly once again, and fill her body with your love juices once again. You collapse on top of her, still inside her.

You move to get off of her, she reaches out with a hoof. "Don't get up yet, I want to feel you." You smile as you kiss her, feeling your cock retract slowly into its sheathe from inside Twilight. She sighs as you finally slip from her. And you feel yourself guided by her to lay down next to her, her wings over you, keeping you warm and comfortable.

You feel yourself starting to fall asleep. She kisses you gently, "Good night my prince. My stallion."

Your eyes open wide, "Twilight."

She nuzzles you, "Mhh hmm?"

"You said the spell backfired because you were trying to make me infertile while we had sex."

She nods.

"So, what did you do differently, so the spell worked correctly this time?"

She seems to be suffering from the same case of drowsiness that you are fighting, she murmurs, "Oh, it was simple, I didn't add in the part to keep you infertile."

A cold chill runs down your spine, "So, that means that you are fertile because you are in heat, and I'm fertile because I'm a stallion."

She nods sleepily.

"What does that mean, exactly?"

She snuggles close to you and closes her eyes, "That means in about eleven months, the odds are very high that I will have a new addition to my family."

You hold her close, "Seriously?"

She nuzzles you again, "Yes."

You think about her words for a long while, to where she starts snoring softly against your neck.

You move your head away, looking at the peacefully sleeping alicorn, then you kiss her cheek gently, "I wouldn't have it any other way."

Your Date, Day 3

You wake up gently, and happily notice a purple form still in bed with you. You smile and kiss her cheek, and she stirs. You smile, you can feel you've woken up with morning wood. You nuzzle her neck, and hear her moan as she feels what you are doing in her sleep. You move down and kiss down her barrel, she squirms in pleasure in response. You caress her wings as you move farther down her body. Her eyes are still closed, but she's ready again. You orient yourself and tease her lips with your hard cock. A slow push and you enter her. Her eyes snap open and she smiles.

Her hooves wrap around you and she brings her muzzle up, kissing you deeply. You slowly start pumping in and out, letting her hooves roam all over your body. You can feel her body reacting, her pussy squeezing down on you as you keep up pumping. You know you can last a while when you first wake up, so you keep going. She breaks the kiss and she tightens her hold on you, she's already ready to peak this quickly. In moments she's moaning in your ear, her breath coming in short gasps. Soon all of her legs wrap around you and her moans get a lot louder. You wrap your arms around her barrel as you feel your peak get close. Soon she is screaming her pleasure as you feel the pressure in your balls. You finally let go, squirting your seed into her as you add your shouts to the din of the bedroom.

"Oh, good morning." She breathes as you finally collapse on top of her.

You smile, "A good way to wake up, right?"

She nuzzles your neck, "The best way."

She lights her horn and you find yourself lifted gently from the bed, she slides off the bed and sets you down on your feet. She rears up on her rear hooves and hugs you, then kissing you, "I think we both need a shower."

You nod as you follow her into the bathroom, you take a look at the shower. You rub the back of your neck, "The shower is a bit small."

She giggles, her giggle is so contagious, "I think I can help with that." She closes her eyes and her horn alights, a bright flash and she opens her eyes, and you look around in wonder. Your bathroom is now more than double in size. A new bidet sits near the toilet, the cheap sink has been replaced with a larger basin and top of the line faucets. The linoleum has been replaced with marble tiles, and the shower itself has changed, it's now a large, frosted glass enclosed shower stall, easily big enough for a pony and a human. Next to the shower is a large tub.

Your jaw drops as you gape, "This is more than double the size it was before." You walk out the door and look at the wall, then back in the bathroom, "You didn't move the walls, how did you do that?"

She giggles again, "How else? Magic. It's bigger on the inside."

You shake your head as she opens the shower stall door, "If you don't like it, I can put it back after we are done with our shower."

You quickly shake your head, "I love it, we can keep it until I move out of here. But I think it should be turned back when I move out. That would cause some awkward questions, I think."

Your answer is the shower turning on, you smile as you join her in the shower.

You grab the shampoo and kneel down to lather her coat and mane. You find you enjoy rubbing your hands along her body, smiling as you work the shampoo into her coat. You get to your feet and run your hands along her back, she leans forward, taking you into her mouth. You jerk in surprise, "You ready again?"

She giggles around your member as she starts sucking softly, your body going stiff as your formerly soft penis swells and grows in her mouth. You find yourself starting to buck against her as she bobs her head back and forth. She keeps up the suction for a long time as the hot water rolls over both of your bodies.

She stops and looks up at you, "I have an idea."

You are in a haze of pleasure, "What?"

"I've got to take care of a few things back home, how would you like to join me?"

That really catches your attention, "Are there any humans back where you live?"

She smiles as she shakes her head, "No, you'll be the first."

You cock your head to the side, "So, why?"

She leans forward and brings your cock into her mouth, giving you a quick suckle there, your eyes cross in pleasure, she lets you go quickly after that burst of pleasure, "I want you with me, and I think you would enjoy it."

You smile as she engulfs your member, "I can take a few days off from work. And..." Anything else on your mind blasts to nothingness as she starts sucking much harder, your eyes cross in pleasure again. In moments you are once again spewing your seed, this time deep into her throat.

She doesn't immediately let go though, she runs her tongue around your softening member, you shudder as you are over stimulated. She giggles as she finally lets you go, "I think you will have fun in Equestria. Though you should know most of the mares in Ponyville are in heat as well."

"So they will be just as horny as you have been?"

She nods, "A stallion in Ponyville during heat will either end up in a herd, those that aren't already in a herd already, that is." She chuckles, "I know a mare or two that would enjoy spending time with you as well."

This makes you frown as you run the soap along your body, "Wouldn't that be cheating? I thought we were..." You look down, "You know, together."

She giggles again, "You afraid I'll get jealous?"

You nod.

"Oh, don't worry about that. We've been having wonderful sex, but I haven't asked you to herd with me. I'm not staking a claim to you."

"Ummm..." You don't know what to think. She seemed really into you.

She rears up on two hooves, her wings spread for balance as she gives you a hug.

"Oh, you. You are so silly."

She lands gently on her hooves and her horn alights, the water turns off, and in a puff of hot air, both of you are dry. She opens the shower stall door, and leads you back into the bedroom. She hops up on the bed and pats the bed next to her, you sit down next to her.

She takes your hands in her hooves, "I really like you, and likely, I'm pregnant with children from you after last night."

"About that..." You say, to be silenced by a hoof to your mouth.

"I knew what I was getting into when I transformed you. I've been thinking a lot, and I wouldn't mind the pitter patter of little hooves." She rubs her body against you, "And after meeting you, and getting to know you, I think that you would be a good father."

That produces a cold pit in your stomach, "Are you sure? I haven't finished college yet. I don't know if I'm ready for the responsibility."

She chuckles, "In case you didn't know, I'm a princess back in Equestria. Don't worry about providing for us. You don't even have to move to Equestria." She looks down, "But I hope you'll visit."

You smile, "I plan on visiting, especially if I'm a father."

She nuzzles you, "You'll be a good dad." She pulls back, "I keep forgetting, you humans are patriarchal, right?"

You dredge back in your memories, "Umm, yes, I think."

"Well, it's different back in Equestria, we are a matriarchal society. The mares are pretty much in charge, though we have made great strides in equality for stallions. But you are human, I don't know the specific legalities, but ponies herd with non ponies all the time. You don't need to worry."

You chuckle, "What? Me worry? I'm just happy to go with you."

She giggles as a pair of jeans, along with a shirt, underwear and socks float out of the drawers, swirling around you and suddenly you are all dressed, your shoes walk themselves to you, and then suddenly they are on your feet. The laces tie themselves and then Twilight's horn quiets down. She grins.

"So, where is the portal to your home?"

She chuckles, "A portal, how cliché."

She lights her horn and your hand is picked up and placed on her withers, the glow intensifies and you feel really odd. You look around as it seems as though reality is bending around you. Or maybe it is, you look at Twilight, she seems to be furiously concentrating. In moments everything goes dark, and then suddenly the sun is bright in your face. You look around in wonder, everything a dripping in color.

You chuckle, "It looks like a rainbow puked all over the place."

A full throated laugh from Twilight, "Your world is a bit gray, and Equestria is very colorful. Now let's get to my home."

She walks off, you catch up and keep close by. Gawking around, you see a multitude of buildings, all colorfully painted, and very... what is the word that keeps popping into your mind? Oh yeah, cute. You chuckle as you head down the street. After a moment you are taken aback, there are so many ponies here! Twilight told you of the three tribes, and that she was an alicorn, with attributes of all three pony tribes. But you can see the sturdy earth ponies, the delicate and fast pegasi, and the magical unicorns, all of them moving around this busy little town. You watch as eyes widen as they notice your presence. But they keep about their business, apparently because you are with Twilight.

She looks at you as she walks, "They learned with our zebra friend, Zecora, not to judge anypony by what they look like. We are going to make a quick stop before we head to the castle."

She turns down one of the streets, but before you turn, you see a huge crystalline palace in the distance, that must be her castle. But shortly you two are at what looks like a building that was built with a carousel in mind. Twilight pushes through the door causing a bell to chime.

From the back floats a voice, "Welcome to the Carousel Boutique, where everything is chic, unique, and magnifique, I'll be right out."

Twilight sits at her ease, and leans against your leg, you put your hand on her head, rubbing her ears and enjoying the fact that you are standing next to her. Shortly a white unicorn with an indigo mane steps out from a back room.

"Oh, Twilight, I'm glad to see you..." She trails off as she sees you.

She comes up and purrs to Twilight, "Oh, and Twilight, who is the friend you've brought over?"

Twilight introduces you, "He is the stallion I was telling you about, from the other dimension."

Rarity looks at you and back at Twilight, "Well, they certainly are shaped differently than most stallions." Her cheeks bloom with red.

Twilight grins, "I have to get some things done at the castle, I won't be too long, but I thought you and him would like to spend a little time together." To your surprise, Twilight's cheeks are glowing as well.

Rarity is still looking at you intently, "Oh, that won't be a problem, right?"

You shrug your shoulders as Twilight continues, "One thing about his world, they wear clothing, pretty much all the time."

Rarity shakes her head, "Really?"

You nod, "Yeah, it's considered rude back at home to run around nude."

Rarity smiles, "That is interesting." She moves back into the shop, and as she walks, her tail is swaying from side to side, giving you a view of her nethers. You wonder for a moment if that's intentional when Twilight rears up and whispers in your ear.

"Rarity is in just as much heat as I am, she was one of the friends I told about coming to your world. She did seem interested when I told her about you. If you want to, go ahead. I think she would enjoy spending some quality time with you. I'll be back soon." she kisses your cheek very softly, you can feel how tender her kiss was as she returns to all fours and walks from the room, leaving you with her friend.

"So, what kind of clothes do you humans usually wear?"

You think for a moment, "Well, I usually wear jeans with a shirt, but if you really want fashion, most women wear more elaborate clothing. I have simple tastes."

She trots back into the room, a measuring tape around her neck, "Maybe I should learn that spell from Twilight, go and learn about your world. And all the fashion there."

You chuckle, looking at all the displays she has in this store, she would fit right in during fashion week. "I think you would have fun."

She trots up to you, rearing back on her hind hooves, she puts her forelegs on your shoulders, she looks at your face intently, then settles down on all fours, checking out your clothing. You can hear her mumbling, "Looks like a cotton blend, and denim for the pants, nothing too difficult." She raises her voice to normal, "Would you strip out of these, I've got a few ideas."

Unsure, you strip off your shirt and jeans, kicking off your socks and shoes, and in moments you are just in your boxers, though the mare was very thoughtful and used her magic to bring over a privacy screen, the thing is, she's on the same side of the screen as you are. She looks at the fabric, then at you. Her tape measure wraps around your torso, then measures your arm length and all over your body.

She huffs a little bit, "Do you have to keep those on?"

"Ummm," You say as you look at your boxers, then making a decision, they join the pile of clothing on the floor. She stops working, looking at your crotch. Though by now, you are starting to grow a bit down there.

She giggles, "So, when it's not ready, it's pretty small, how big does it get?"

You sigh, "Was this all to get me naked?"

She giggles, a much higher pitch than Twilights, but no less endearing, "Oh, no. I got you naked out of professional curiosity, wanting to know how you humans construct your clothing, but then I noticed your," She coughs delicately, "erm, package."

She turns and focuses on your clothing as you stand there, a certain part of you seems to be oblivious to the awkwardness of the situation, and is shortly standing at attention. You can hear her muttering as she picks up your discarded clothing in her magic, "If only he hadn't cancelled at the last minute, I could close up shop and spend heat with him, but no. He had to take a trip back to Canterlot for business."

Curiosity getting the better of you, you ask, "Who?"

Apparently she didn't know you heard her, she jumps a little, then turns enough to look at you out of the corner of her eye, "A good friend from Canterlot typically helps me out during this time of year, with the help of a no foals spell, we can enjoy our time together, and then he goes back home, but this time, he had to bail on me." She sighs.

"So, that's why Twilight brought me here?"

She giggles again, "A lady doesn't act so uncouth." She blushes, then adds "I did happen to mention how rough it was enduring this time alone." She looks down, "But I won't force myself on you. You are certainly attractive, despite how oddly shaped you are, I can see what Twilight likes about you."

You think about this furiously for a moment, Twilight did say that it was okay, and judging by the moisture leaking from the white mare's nethers, she's certainly interested. Her tail keeps moving from side to side, and you can smell her arousal. You decide to go for it, you step forward and run your hand along her back, causing her to moan and arch her back. She looks at you, pleading with her eyes, "You do want to?"

You smile at her, and nod. This produces an immediate grin from her. Then she blushes and looks down, "As you can probably tell, I'm rather bad off right now, could we start quickly, and then move to the bedroom?"

You nod and she assumes the position, head down, rear in the air, her tail off to the side, her marehood winking furiously. You get down on your knees, you want her to feel pleasure before you enter her, you run your fingers along her engorged labia, getting a gasp and a moan out of the white mare, "Ohhhh yes." she moans as you bring your face down, inhaling her musky scent, you have gotten to like the smell of mares in heat, and she's most definitely clean, and ready. Your tongue runs down her labia, teasing her clit before running back up. You spread her lips with your tongue, and let your tongue enter her. She gasps again, and you can feel the strong muscles clench around your tongue. You know you are going to enjoy this, and are certain she just might like it more than you will. You get your hands on her barrel, and flip her over on her back with a delicate squeak.

You dive down and play with her marehood, inserting one finger and teasing her clit with your tongue, her breathing gets faster and faster. You finally put one hand on either hip and dive between her folds, enjoying every bit of pleasure you are giving her, you focus on her clit, taking it gently in your teeth and teasing the end of it with your tongue, soon she's gripping your head with her hind legs as she cums, though she does so very quietly, but very intensely. After her stuttering breathing returns to normal, she releases your head, lifting her head to look at you, "That was wonderful, but I really want another part of you down there." She grabs you with her forehooves and pulls you on top of her, before you know it, you are inside her. She feels amazing, tight, and very ready for sex. You start pumping away, your hips working furiously. If you are going to have an actual marefriend, better be ready for plenty of sex, Twilight was insatiable, and apparently, this Rarity is just as bad off.

One minute becomes five, then ten, you think as you keep pumping away, watching her writhe in pleasure underneath you. She grips your entire body with all four hooves as another wave of an orgasm washes over her, she kisses you deeply as she cums. "Oh my, most stallions don't last this long!" She squeaks as you feel your orgasm heave it's way closer. You can tell she's riding the cusp of another orgasm herself as you feel the pressure start to build.

"Rarity, I'm going to..." She grabs you tightly again as she's pushed over the edge herself as you finally shout as you shoot load after load into her. Your body vibrating with pleasure. Finally you are spent and you collapse, ending up on your back on the floor, with the white mare cuddled up next to you. You fight to control your breathing. And you can tell that Rarity is doing the same.

She hugs you tightly, "That was excellent." She rubs a hoof up and down your body, "How long does it take for you to be ready to go again."

You pant a bit, still winded, "It usually takes about half an hour to be ready again."

She giggles as she stands up, her legs wobble for a moment before she lights her horn and gently picks you up, you find yourself floating up the stairs with the mare leading you, "I think I can help cut that time down a bit. That was amazing. I want more."

Soon you are in her bedroom, the door closed, and you are on your back. She takes a moment to look at your naked form, "I'll admit, when Twilight told me about your species, I was a bit apprehensive, but she told me that you were amazing in bed. I will have to find a human stallion of my very own."

You chuckle, "I think most humans would have trouble with ponies, though I think you will find a few that will like it. Twilight and I started our first date with her shaped like one of us. Only after the first time we had sex did she change. And I'll admit, I was freaked out at first. But she's so sweet, and endearing, and she was really liking the sex, so I found I really liked her, no matter what she looked like. I think you'll find a man that will feel the same about you."

She giggles, "You like that mare a lot, don't you?"

You nod.

She sighs, "I'm glad Twilight found somepony that likes her the way she is. She's needed a good stallion in her life, are you going to stay in Equestria permanently?"

You frown as you think, "I'm trying to finish college, so. I don't know."

She trails kisses down your body, "Oh, I think you'll want to stay. While it's a bit different when we aren't in heat, sex is always fun, no matter the biological need at the time."

You feel your back arch as she slowly engulfs your soft member, with expert movements, she has your body responding, you are amazed, you've had more sex the last three days than at any other point in your life, and you find you are ready to go again. She lets your now hard member free of her mouth and looks up at you and grins, "I love when a stallion is ready to go again."

She maneuvers herself on top of you, gently using a hoof to guide you inside her. You moan loudly as you enter the white mare for the second time. She starts to gently bob up and down. You know you are nowhere near ready to cum again yet, but what she is doing is amazing. She squeezes you tightly as she comes down, and you can feel her pussy trying to pull you further in as she rises again. You are rooted to the spot, focusing on the pleasure radiating from your groin. You close your eyes in pleasure.

After a few minutes, a muzzle teases your lips, you open them and a tongue invades your mouth, you moan as you taste the other mare. Finally you are able to open your eyes, and are greeted by a purple face.

"Twilight!" You almost scream, surprised by her sudden appearance.

She giggles, "I didn't have much to do, but I finished and hurried back, I'm glad to see you two have hit it off."

You look at the white mare still bobbing up and down on your cock, then at Twilight.

She chuckles, "Is there room for me?"

You nod very quickly, and her mouth is replaced by her marehood, her tail lashes over your face as you dive in, you grabbing her hips to hold onto her as you can feel Rarity accelerating her pace a bit.

You hear the soft sound of kissing over the slapping of Rarity's hips on yours, and judging by the way Twilight is sitting on your face, she can only be kissing the white mare as you go to town on her lips and clit. Damn, now this is a threesome!

Rarity starts to have the stuttering breathing she has when she cums, and you can feel her body spasming around your cock. She pulls off and collapses on the bed, "Oh dear Celestia, I can't, I can't," she pants. You smile as you bring the white mare against your side, she nuzzles you as she continues to pant. Twilight takes the opportunity to pull away and guide your cock into her. She grins as she starts bouncing up and down on your hard cock.

"I'm so sore, I haven't been rutted like that in a good long time." Rarity says as she moves forward to kiss you, she pulls away and breathes in your ear, "Thank you."

You hold her tight as you feel Twilight start to clench down on you, she's nearing an orgasm herself. You keep a hand on her hip as her moans start to build into screams. Her orgasm subsides and she resumes the fast pace, you swear she's trying to milk you dry! You've been able to fight off an orgasm, but her tight pussy is bringing you closer and closer with every bounce.

Finally, you are ready to do something different, sitting up, you bring her to your chest and flip around, letting her down on her back, you start pumping even harder. You can feel the ache in your muscles, you are going to be very sore the next day. But that's a problem for future you, right now you is enjoying every pump, every giggle and moan from the purple alicorn mare.

A few more minutes and you can feel you are ready to explode. Apparently Twilight can feel it to, she turns to Rarity, "Do you want to taste his cum?"

Rarity looks unsure for a moment, then nods. Twilight's magic lifts you up and puts you in a standing position, the white mare engulfs your manhood, sucking strongly. You can feel the muscles of her throat working on your cock. You can't take it anymore, with a loud shout, you cum, pulse after pulse of hot seed flow into her mouth, she swallows quickly as you finally slow down and you come down from that amazing feeling. You watch as Rarity smacks her lips a few times, she smiles at you and giggles, "That was yummy."

You blush as Twilight moves forward and kisses Rarity, if you weren't so drained at this point, you would want to go again, watching the two mares make out. Twilight eventually pulls back from Rarity, grinning. "Yes, he is."