Magic at Midnight

by Roman Empire

Rating: mature
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Romance, Original Character, Sex, Slice of Life
Length: 5078

Two young ponies, one great evening. Scatter Brain and Lentae Skyblade share a rather steamy evening of passion and maid outfits.

Two young ponies, one great evening.

Scatter Brain brings his young fillyfriend, Lentae Skyblade, into his home for a passionate night of romance and stereotypical maid outfits.

A shameful clopfic that I wrote for a young friend. Foalcon.

Cover art credited to Jade the Dragon, to whom I am grateful! Also to one Mr. Mills, for giving this a quick proofread.

Published 2015-01-31 05:40:02 UTC
Last updated 2015-01-31 05:40:02 UTC

Schmexy Young Ponies Being Schmexy

Scatter Brain stumbled through the door to his house, flicking on the light and brightening up his living room. It was a modest room, lightly furnished with a single black sofa, end table, and lamp. Lentae darted inside behind him, shutting and locking the door as her face lit up a furious shade of red. She grinned at Scatter before the full realization of what she was about to do hit her. Her alabaster wings sprung up at her back, and she looked at the floor in embarrassment. “D-Doc–”

“Lentae,” the unicorn said, smiling back at her and closing the blinds, “I said you can call me by my name, unsexy as it may be.” He took the blushing filly’s hoof and led her down the hall to his bedroom. “And I’m not a doctor yet. I’m just a med student. I’m only nineteen!” He opened the door and let his filly in, then shut it. He nuzzled her and gave her a light peck on the cheek before noticing her worried expression. “What’s wrong, hon?”

Lentae Skyblade pushed her mane out of her eyes and took a shaky breath. “Do… does this feel wrong to you? I mean…” She paused for a minute, biting her lip. “…I mean, I am only… just barely a filly… I’m thirteen! You’re an adult…” As she spoke, Scatter’s ears drooped and his eye twitched a little bit. “I don’t wanna screw up your life. I don’t want you to get in trouble.” She frowned before a hoof lifted her chin so she could meet Scatter’s twitchy eyes.

“I know… and I don’t want to pressure you. If you don’t want to do this, I won’t make you. But you mean a lot to me, and I want to make this special for you.” He leaned forward and saw her eyes close, her breath catching as she nodded slowly. Without hesitating further, he connected their lips and felt his whole body heat up. His tongue poked against her lips until they parted, and he slid inside. Together, they melted into one another’s embrace, forgetting such mundane worries as age. They were content to worry about nothing, simply enjoying what they had.

Lentae broke the kiss to catch her breath and she smiled up at her soon-to-be lover. She looked around and realized they had somehow gravitated onto the bed, her head lying against a stiff pillow. Scatter’s face was one of nervous excitement, while Lentae’s was one of… pretty much the same thing. She sparked her horn, her fiery orange magic enveloping something down between her and her stallion’s legs. She giggled to herself as his eyes crossed and his lids drooped, a soft moan escaping his lips. It was just too silly to be allowed. “I want you, Scatter… I want you to be my first. I’m ready.”

Hearing these words made the med student just lucid enough to straighten his vision out before diving in for another kiss. After several more minutes of passionate smooching, the older colt began peppering her jawline with little pecks, working his way down her stomach. As he did so, her wings flared again, the blaze-tipped feathers wrapping around the unicorn’s back and trapping him close. He continued his way past her navel, noticing how her head lay back against the pillow and her legs started inching apart. He looked further down her body and beheld what lay before him.

It wasn’t remarkable. It was her soft pink folds, surrounded by her white flesh, with a tiny swollen clit right at the top. Sure, he’d seen them before in pictures and textbooks, but up close it was far more satisfying. It was an unassuming little pussy, but it was his to take care of.
“Uhh… S-Scatty?”

“Hmm? Oh, uh, sorry…” The eager colt hadn’t realized how long he’d been staring at the lovely gift before him. Blushing at what he was about to do, he stuck his tongue out and gently touched it to one of the mare’s lips. The effect was immediate – she sighed softly the moment he had touched her. Pressing on, he dragged it down slowly and listened, enjoying the melodious moans of this beautiful creature. Scatter Brain moved to the other side and ran his tongue up it, repeating this process a few more times to Lentae’s pleasure.

It lost its luster when he brushed past her bulb and her whole body jerked, albeit mildly, as she let out a gasp. Taking it as a positive sign, Scatter flicked it with his tongue again, only to receive the same enjoyable result. “Hehe…” Using his newfound power, he proceeded to lap at her folds and lick her clit, enjoying her squirms of delight.

Apparently, he was teasing a bit too much. “Ugh… I need more! Scatter, get in there!” Lentae’s horn filled with energy as Scatter was surrounded with a matching aura before his face was stuffed deep into the pretty pegacorn. “Get back to work, please! Quickly this time!” she demanded.

The eager stallion grinned into Lentae’s pearly white lips and thrust his tongue deep inside her. He swirled his tongue around her inner walls, enjoying the taste of this little filly. Tasted kind of… salty. Definitely salty, but most importantly... it was good. Scatter sighed happily and directed his focus towards her little pink nub, wrapping his tongue around it.

As soon as he did so, Lentae let out a loud moan of bliss and clamped his head between her legs, trapping him in place. She lay there, tense and quivering with a hungry stallion devouring her entrance. Her eyes were looking somewhere past the ceiling, hazy and unfocused. Her consciousness was being chipped away by the pulses of pleasure being sent through her every time Scatter’s tongue made a pass at her clit. “Sca… Ssscatter…! Please! I-It’s getting hot down there!”

“Mmf mfm,” which translated to ‘That’s normal’ was all he could get out, as his face was still trapped in Lentae’s love tunnel. As it were, he was running out of oxygen, so he needed to move things along as best he could. Using his magic, he spread her luscious lips wider and absolutely buried his muzzle as deep inside her as he could. Her moans of pleasure and bucking hips told him he was doing good.

Suddenly, a pair of hooves were on the back of his head, now refusing to let him get even the tiniest breath out. "Gyaaaahhhh!!! Right there! A-alm-most... there!"

As she screamed to the heavens, she allowed her first assisted orgasm wash away any remaining doubts, frustrations, and tensions. Essentially, her mind was wiped clean and her vision seemed to be obscured by a bright white light.

After what could have been hours, the light dimmed to reveal her partner hovering over her face. "Lentae! Are you okay?!" Worry was evident in his voice, and only then did the filly realize that she was practically gasping for breath.

Struggling for her voice, she managed to squeak out a feeble "yeah."

Scatter could hear the leftover ecstasy and chuckled at her. "Having fun there?" Too drained to even attempt speaking, Lentae resigned to nodding, a wobbly grin crossing her face. "Do you want to keep going?" Another nod, much quicker this time, and her eyes seemed to light up as well.

"Well... I would like to get to the main event, as it were...," he continued, doubt in his voice, "...but I think you don't have the strength to make it easier for us." The young pegacorn donned a faint but recognizable look of confusion. "What I mean is, I need some lubrication to make this easier for you, and I doubt you can use your mouth for much more than supplying your brain with oxygen right now." His comment took a moment to sink in, but when it clicked, her face darkened and she looked down.

Scatter Brain was sporting a pretty decent sized erection that was hanging between their bodies. It was no fifth leg, but it looked to be more than enough for her delicate body.

Catching her breath again, Lentae looked up at her lover and finally found her voice. Mostly. "D-do it."

Shaking his head, the unicorn sat back on his haunches and let his boner bob up and down against his stomach. "Don't think so. You're a tad too tight, and... well, I've never thought to prepare for this kind of situation with anypony, so I don't have any, ah, liquid assistance." Lentae’s face of disappointment contrasted with Scatter's look of humor. "Fortunately, I do have a method that might help. As long as you promise not to get weirded out by it, okay?"

Were it not for her mind numbing orgasm, the cute little pegacorn may have processed his request better. She nodded, waiting for him to do something.

Lentae watched with a look of mild shock as Scatter reached his head down towards his rigid member. She expected him to come up short, but he kept bending down, just barely taking the tip of his dick in his mouth. He sat there for a moment and allowed his saliva to drip down his length, then used his hooves to get himself moist enough to continue.

The filly simply stared at him as he began sucking himself off, moaning occasionally from his self treatment. She felt a twinge of jealousy, as she had fantasized of tasting his white and black speckled cock on more occasions than she would care to admit. But he was right; after her orgasm, she needed to catch her breath. Her face lit up as she realized just why he was sucking himself.

As she thought it, the unicorn popped his dick back out of his mouth and wiped his chin free of saliva. "Phew... all, uhh, lubed up now. You able to talk again yet?" he joked.

Clearing her throat, Lentae mustered up enough energy to squeak out, "Y-yeah. I-I'm ready." She was feeling more excited now after her partner's display of autofellatio. Her legs spread open before him as he repositioned his now moist dick at her own sopping entrance.
Grinning and blushing a deep red, he stopped his advances just as his penis brushed against Lentae's swollen labia. "One last time... are you sure you're ready?"

Without giving him the courtesy of a reply, she grabbed his shoulders and pushed herself down onto his cock. Immediately, the young pair let out a synchronized moan, feelings of electrical bliss tickling their nether regions.

With no further delays, the stallion began inching himself further inside the squeaking filly. He clenched his teeth as he did so; Lentae's walls were like a vice, having the double advantage of age and virginity.

Lentae suddenly felt his length, which was considerably large compared to her own body, press against something inside her. "Wait...," she said, and Scatter immediately stopped his advances, "...that's my, umm, cherry. I... It won't hurt, will it?"

"It will hurt a bit, yes." The older colt frowned slightly. "But your orgasm a few minutes ago will dull the pain, and I promise to start making you feel good as quickly as possible." This was punctuated with a slow kiss on the lips that made Lentae's face glow. "Okay?"

"Okay. Just... do it quickly, please," she asked softly.

"I'll count to three." She nodded and looked held him tight. "One... two..." The moment he said 'two,' he thrust his hips forward, shattering her thin membrane and officially taking her virginity.

Lentae gasped as she felt a strong discomfort, not as bad as she was expecting, but still unwelcome during her special moment. Scatter seemed to be taking it worse, though. "Sorrysorrysorrysorry! I had to! The anticipation makes it worse!" He reached down as he spoke and began rubbing Lentae's love button, sending small waves of pleasure to counteract the sharpness inside her.

As her face replaced its look of pain with one of pleasure, she started bucking her hips into Scatter’s slowly. "I need it, Scatty. Please, I need this!" she begged.

Her lover smiled warmly and resumed his motions, pulling out and sliding back in, savoring Lentae’s squeaks and moans while he grunted in restrained ecstasy. He didn't want to accidentally hurt the filly, and he knew that he could very well do so if he let himself ravage her the way his mind was telling him to.

Lentae’s mind was comparably screaming to her to buck against Scatter as wildly as she could. While he kept a steadily increasing pace, she gripped his shoulders tightly and slammed against him unforgivingly. She could feel his tip poking against her cervix every other time or so, though he never fully hilted inside her. "S-Scatter! Oh dear Luna, harder!"

Hearing these words fueled his internal fire, and Scatter picked up the pace considerably. The filly’s moans quickly shifted into screams of bliss. He wrapped his forelegs around her waist and lifted her hips off the bed, and the effect was immediate.
Lentae’s eyes rolled back and her jaw went slack. Her ability to contribute to the sex was now all but obliterated. She felt her pussy burn with lust as it hungrily devoured Scatter’s cock.

Scatter was feeling the effects as well. His member was tingling with the feeling of drowning in pussy, and it wasn't long before he felt the familiar pressure in the heart of his testicles. "Lentae, I-I can't hold it much longer!"

These were the words she needed to hear to bring her right up against the edge. "Cum inside me! I need it!" she gasped.

"N-no, you'll get pregnant!" he protested, and would have pulled out had her magic not surrounded him and held him inside her.

"Ngh... won't. I'm s-sterile. Now do it!" Her sentence was nearly cut off as Scatter locked lips with her, the contact being enough to set her off. She wrapped her hooves around him and slid her tongue past his lips as her vagina clamped onto his rod greedily. Waves of agonizing ecstasy washed over her and filled her to the brim.

Feeling his dick being hugged so viciously, Scatter finally let himself release a generous flood of his liquid love into his filly's body. It came out with such force that he could feel it practically ricochet against her womb and spill out of her pussy and onto the bed.

His forelegs were on either side of her head, and his sudden glorious release made him buckle and almost crush her. He had enough energy to avoid doing so, but he still let himself lay flat onto her body as the two rode out their orgasms to the end.

The unicorn felt his erection finally weaken after about thirty seconds of sheer draining tension, but Lentae was still grinding against him and gasping for a full minute longer before she stopped. She laid flat on the bed beneath him, chest heaving to draw in the musky air around them. Scatter willed himself to roll off of her and lay flat on the bed as well, his head swimming with good feelings.

A good ten minutes later, the two ponies still laid there, but they were no longer desperate for air. Lentae turned to see her stallion staring blankly at the ceiling. "Are... you okay?"

He said nothing for a moment, just continued to stare at the rotating fan blades. She was about to repeat the question when Scatter said, "If anyone finds out about this, I am so unbelievably dead..." The filly folded her wings against herself as a twinge of guilt struck her. She was about to apologize for ever taking an interest in him before he continued. "...So it would be a shame if I only got to do this once." He turned to face her blushing muzzle as a smile crossed his own.

He pressed his snout against hers and rubbed it cutely, savoring her giggle. After a quick peck on the lips, he said, "I'm gonna grab us something to drink, okay? Rehydrate before round two." Scatter climbed out of bed, away from the blushing filly, and wobbled out of the room. She heard him walk down the hall and stop into what she assumed was the bathroom.

While she waited, a devious little idea crossed her mind. She struggled against gravity but managed to drag her plot over to his closet and opened it. Her intent was to find something like a shirt of his and put it on, because she had heard that stallions got turned on by that kind of thing.

She opened the door and flitted through some of his clothes before noticing a small suitcase in the corner. It piqued her curiosity, and she couldn't resist unzipping it and looking inside. She gasped and covered her face with her hooves, what she found causing her extreme embarrassment.

"Lentae, what are you...," a voice said from behind her. She turned around suddenly and slammed the closet shut, her face lighting up like a Hearth's Warming tree.

"I wasn't doing anything!" she lied.

Scatter was not fooled. "...You looked in my bag, didn't you?" Her silence told him everything and he looked at the floor in shame. "If you don't want to... you know, keep going, you can leave. I... I won't be upset. Sorry if that freaked you out...," he mumbled.

"Freaked out?" When Scatter returned his gaze to his marefriend, she wore a suppressed smile on her face. "I think it's kinda kinky. Maybe... we could wear them?"

As his semi-flaccid dick began stiffening at the idea, the stallion expressed his embarrassment. "You mean... both of us wear one?"

"Yeah... I would love to imagine you as a filly," she winked at him. "You, uh, do have one small enough for me too, don't you?"

Another blush passed over his face. "Y-yeah... my old one from when I was just a colt." He walked into the closet and into his suitcase, then produced from within it a uniform, black with white frills and apron. It was a small maid's uniform, one fitting for a small pony. "Uhh... here."

Lentae giggled and took it in her magic, quickly and excitedly shrugging it over her shoulders. Standing straight, the skirt barely covered her cutie mark and the uniform seemed to fit fairly well. "Like what you see?" she teased.

Scatter Brain was standing before her, mouth hanging agape. Never had he wanted to kiss somepony so badly, to cuddle them so lovingly, or to rut them so mercilessly. "Sweet mother of the royal sisters...," he breathed.

The pegacorn fluttered over to him and pecked his crimson cheek. "Now let's get yours on!" she begged. She lifted his uniform out of the closet in her magic and yanked it over his head. After a bit of struggling to find the right holes in the dress, Lentae stepped back and fawned over her coltfriend. He stood there, face red and tail curling around his back leg. "Wow. If it weren't for your muzzle," And your fifth leg, she thought, "I'd think you were a mare - and a cute mare, too!"

This made Scatter blush deeper. "R-really?" He kicked the floor with one of his hooves shyly. "I kinda wish that... sometimes..."

"Oh, shut up and rut me you idiot. This is getting too sexy to stand!" Lentae threw herself against him, locking their lips as she tackled him to the floor. Looking down between them, she saw his rigid cock eagerly sneaking out from beneath his skirt. It was such a turn-on to see him dolled up that way. "Hmm... if only you had stockings."

"Well... I kinda do...," he mumbled. Using his magic, he pulled four pairs from the secret bag in the closet and gave half to Lentae. "This is so weird... but I'll be damned if I'm not loving it."

Both ponies grinning lustily, they pulled apart and yanked the stretchy black socks onto their hooves quickly. Lentae smoothed hers out as Scatter managed to tug his on all the way, giggling as he rubbed his foreleg in embarrassment. "This stays between us, okay?"

A deep kiss silenced his worries. "What, did you already forget about the whole 'having sex with a filly' thing?" she said, trotting back to the bed with her tail raised enticingly to reveal her moist plot.

Like a fish after bait, Scatter followed the trail of pheromones right into the sheets, quickly finding himself tangled in her hooves and sharing yet another passionate kiss. This one did not break quickly, and Scatter allowed his hoof to wander beneath Lentae's skirt. She let out a sudden moan as he began to rub against her nether regions with a certain delicacy that still fueled her inner fire.

His ministrations were careful and direct, focusing on all the places he had recently learned worked best on this little mare. The tip of his hoof drew circles around her clit which triggered her reaction to buck against him. She bit her lip and closed her eyes, arching her back in pleasure. "Need... more...," she breathed out.

Not one to disappoint, the unicorn pressed her into the bed with a kiss, one that Lentae hungrily reciprocated with by throwing her hooves around his neck and holding him tight. He pressed his hoof inside of her a bit and felt her moan into his mouth.

Scatter repeated this action three or four times before one of Lentae's wild thrusts made his hoof dip in a bit too deep. The kiss was broken as she threw her head back and screeched. Fearing that he had hurt her, Scatter moved to pull away before he was yanked into a ferocious makeout session, one that involved her biting his lip and flipping him onto his back.

The look she wore had few other names than depraved, and her partner suspected that she was about to get revenge for that slip of the wrist. Instead, the young pegacorn looked down to place her swollen lips over his member, which poked out conspicuously and somewhat comically beneath his skirt. The moment she got the right position, she slammed her hips against his, nearly splitting herself in half on his comparatively large stallionhood.

The pair let out combined screams of bliss and pain, as the action was much more abrupt than either was anticipating. Taking a few moments to gather their energy, Scatter lay his hoof against Lentae's button and rubbed it, soothing her discomfort.

She had never really noticed how good the feel of silk had felt on that spot, but now that she was fully aware of all these little sensations, she would probably never let Scatter do this again without making him wear stockings. The firm but gentle touch sent further shivers up her spine, dispelling her discomfort and replacing it with jolts of pleasure.

Scatter’s own shock from the sudden hilting simply ebbed away, the sounds of Lentae’s whimpers having excited him further. He placed his hooves at her hips and began picking her up. As his shaft slid past her love tunnel, the filly moaned out and braced herself on his shoulders. “Y-yeah… ohh, Scatter, I want this so badly…”

Chuckling as she said this, the unicorn wasted no time in lifting her nearly off his meat before he pulled her back down, her gasp a clear sign of ecstasy. “Hngh, you’re so tight, Lentae!”

Wincing from said tightness, but blushing with heavy lust, Lentae squeaked out, “I-I’m just a filly, re-remember?” A throaty moan escaped her lips as her breathing began speeding up. “Bes-besides, I’ve been, mmm, saving m-myself for you!”

Knowing that the young mare he was impaling was showing such a level of dedication to him, Scatter felt his member twitch inside her. “Oh crap… Lentae, I can’t last much longer!”

Groaning in pleasure, she somehow squeezed in a few giggles. “A-already? We just, ungh, got back into it!” Her squeaky voice was not helping Scatter Brain hold back his impending explosion. “Just… hold it in for a few more m-minutes!”

“I’ll t-try!” Sliding the young mare along his rod quickly, Scatter used his magic and enveloped his own dick in it, physically holding back his release. As his magic started working, he could have sworn he heard Lentae squeak out his name. Watching her lovely face, he bit his lip in frustration and excitement.

To her credit, Lentae was not holding back her near release by any means, instead trying to buck against Scatter to get it immediately. This was the first stallion she had been with, and she was going to climax as many times as she could before the Sun came back up. On her next thrust, she made sure her hips connected with Scatter’s.

This had a few effects. First and foremost, it struck a chord with both of them - both ponies did indeed hit their orgasms. Second, as a result of said orgasms, both Scatter and Lentae let out screams of ecstasy loud enough to wake half of the city from even the deepest slumber. Third, with their magic spiking in a “magic-gasm,” the few objects in the room picked up and floated about. The nightstand and clock rose and drifted away, the bag from which they procured their attire floated towards the door, and even the bed they were currently screwing each other’s brains out in found itself hovering dangerously close to the ceiling fan.

Before they could bump into it - or even notice the risk of doing so - their dual orgasms calmed down considerably, causing their magic to fade. The floating objects hit the floor, including the bed. As it dropped down, both ponies let out a cry of fear before the loud THUD indicated it had found solid ground. Unfortunately, as it touched down, Lentae’s body was jostled from her perch atop Scatter’s pole, and she somehow wound up landing on him in such a way that his testicles were pinned beneath her.

"AAAHHHHH!!! L-Lentae, g-get up please!!!" His eyes were squeezed shut and the filly scrambled to stand and relieve the pressure. As she did so, she heard him gasp as the pain flared before it receded. "Owowowow..." The unicorn reached down and caressed himself, trying to make the pain go away.

"Sorrysorrysorrysorry!!! It was an accident!" Lentae protested. She watched as he massaged his colts, feeling guilty for nearly crushing them. To make up for it, she decided she would help out. Scooting down, she opened her mouth and dragged her tongue slowly up his shaft. She silently mused at how good her own taste was.

As Scatter was still reeling from that little fiasco, the effect his cute pegacorn fillyfriend intended had yet to kick in. But as she continued to lick his member, the pain was notably being replaced with excitement. When she heard his groans of discomfort become moans of joy, Lentae opened wide and popped the tip of his dick in her mouth. "Mmm..."

She wrapped her tongue around it, making him shudder and start move his hips. She only had smutty fanfiction to thank for anything she was doing, and she had certainly done her homework in that respect. She bobbed her head down as far as she could, which was just over halfway.

It was more than enough for Scatter, and in order to return the favor, he carefully enveloped her in magic and swiveled her body around so that she was straddling his face. As she resumed sucking him off, he began lapping at her exposed folds and enjoying the noises she made further down his body.

This exchange went on for a short while, with one partner occasionally teasing the other to spur them on. Without warning, however, Scatter found his world going dark as Lentae squealed and clamped herself against his face, riding his mouth until the intense ecstasy she felt ebbed away. When she allowed him to breathe again, his muzzle - and most of his head - was soaked in her love juice.

She resumed going down on him for another moment before he, too, hit his peak. She opened wide for her tasty treat, but as he groaned and bucked upwards... nothing came out. Looking back at him, she saw that his eyes were staring straight up at the ceiling and looked incredibly disoriented. "Hey! You didn't cum!"

"All... dried... up... tonight..." he panted. He leaned up and gave a soft kiss on her lower lips before he laid down against his pillow. "Can't do anymore..."

"Aww... we were just getting started!" Despite her pouting, she moved around so that she was held in Scatter’s hooves, front to back. As he nuzzled her ear, she added, "You're finishing this in the morning, okay?"

"Heh. Alright." Igniting his horn, Scatter turned off the lights and pulled the sheets over their two forms. Within minutes, they were out cold in each other’s embrace.

From her palace in Canterlot, Princess Luna felt an odd sensation in the back of her mind. It was as if two young ponies had expressed pure passion to each other in the light of her moon. Chuckling, she flipped through the pages of a document that Princess Twilight had sent her. A small, rodent-like marsupial sat atop her shoulder and squeaked quietly. "We know, Tiberius. This 'fanfiction' is quite interesting! We must have Twilight tell us more about it!"

Author's Note

Big two issues out of the way first.

Pegacorns are not alicorns. Alicorns are all three basic races in one. I used my friend's alicorn OC and turned her into a pegacorn, offspring of a pegasus and a unicorn with a rare mutation. No amazing powers or anything. Half-as-powerful weather abilities and half-as-powerful magic ability. Oh well.

And as for the foalcon... hey, a request is a request.

This fanfic is NOT considered canon to Scatter Brain's life. So far, only "Someday" is 100% canon to his life. "Twinkle, Twinkle, Little Star" is mostly canon, except for the fact that he is an adult and married to Pinkie in that one, however subtle that moment is. It may be redefined in its canonity later.

Just a cute little oneshot I wrote here, hope that you all clopped well!

Here ya go, Lentae!