Rainbow and Soarin were cuddled against each other on a hill overlooking Ponyville, the remains of a picnic lay scattered around them. It was almost sunset, the sun starting its final approach towards the horizon. The sky was mostly clear, but a few wispy clouds dotted it.

“Alright, two more left,” Rainbow said as she picked up a tabloid that Rarity had told her to check out.

As expected, their public exposure at the restaurant a couple weeks ago had generated quite the buzz in the gossip world. So the two of them had gathered whatever they could find so they could read it at their next outing.

“The new power couple?” Rainbow read aloud, “Earlier this month, Wonderbolt second-in-command Soarin and Element of Harmony Rainbow Dash were spotted on a romantic date at one of the ritziest restaurants in Cloudsdale. We here at Fashion Weekly were not aware of any liaisons between the two of them prior, but will be investigating if this was in fact their first outing together.

The first reactions to the news varied greatly. Some ponies amongst the sports community were immediately suspicious of Rainbow Dash, citing her very public desire to join the elite flight team as evidence that she is merely using Soarin as a means to advance her career. When questioned about this, Soarin merely replied, “She is not that type of mare.”

That did not stop the speculations however. And despite Soarin’s assurances that he will remove himself from the vetting process for Rainbow’s application, the accusations still remained.

On the other hoof, notable figures such as super model Fleur De Lis have been extremely supportive of the new couple. The model has had a history of successfully predicting the outcome of high-profile pairings, and her support has quieted some of the allegations against them. The model also wishes to extend a personal congratulations towards Rainbow Dash, saying “I wish I could pull of the little black dress as well as her, the stallions would be all over me. I’m sure Rainbow Dash and Soarin will have an extremely healthy relationship together, best of luck.”

Fancy Pants, her husband of almost a decade, also conveys his well wishes but declined to comment on his wife’s statement.

We here at Fashion Weekly will do our best to remain up to date on the goings-on with this new power couple. So check back next week for the latest updates!”

“That wasn’t too bad,” Soarin said, “put that in the ‘positive’ pile.”

Rainbow nodded and chucked it over to said pile, which was the larger one by far.

“Last one then?”

Rainbow nodded and reached towards the last magazine, another tabloid of questionable quality.

"Power Couple, or Bucking Nonsense?”

Rainbow’s voice fell as she read through the article, it was much more negative than the last. Disregarding Fleur’s testimony almost immediately and all but calling Rainbow a gold digging whore, desperate for a taste of the high life. Even saying in a roundabout way that Soarin wouldn’t be stupid if he went to a doctor and got himself tested after he’s done with her.

“Something wrong?” Soarin asked as he turned his head.

Dash had a strained look on her face, her lips pursed in thought.

“Dash?”

Rainbow pulled away from Soarin, sitting up as she took a deep breath.

“Listen Soarin, I’ve really enjoyed these dates, like seriously. You’re better than I ever could have hoped for, but there are some things that you don’t know about me.”

Soarin lifted himself up, “Are you okay?”

“Yea its just…” Dash took a deep breath to steady herself, “I… I like sex! Like a lot!”

Soarin felt his eyebrows skyrocket up his face, “Okay?” he hesitantly offered.

“If we really get serious about this dating thing, we’re going to have a lot of sex. Like, until you literally can’t get it up anymore.”

Soarin stared at her in shock, having literally no idea how to respond to this.

“But I like mares too. Theres nothing really like sixty-nining with a mare who knows what shes doing,” Rainbow shuddered erotically as Soarin’s mouth dropped open, “so you’re going to have to understand that I won’t allow you to take that away from me.”

“Are you real?” Soarin said after a small silence.

Rainbow punched him in the shoulder, “I’m being serious here!”

“Sorry,” Soarin said as he rubbed his sore shoulder, “its just, I never met a mare like you before,” Soarin leaned back and gestured to her, “You’re amazing, Rainbow, seriously. You’re an amazing flyer, beautiful, can be both classy and sexy. You practically ooze self-confidence in a way that makes me jealous, and now you’re telling me this? Someone out there must be looking out for me.”

Rainbow blushed as she looked at her suddenly very interesting hooves.

“Listen,” Soarin said as he wrapped a leg around her shoulders, “I want to give this a real shot. So if you want to see a mare on the side, I… I guess we can work it out.”

“On the side?” Rainbow asked as she looked at him in earnest confusion.

“Well… yea,” Soarin replied.

“I wouldn’t want to see a mare on the side. I was talking about having a threesome at the least,” Dash said as if talking to an idiot.

Soarin looked at her for a split second before turning away and shaking his head, “Theres no way you’re real. Princess Luna!” he called out, “if this is a dream tell me now because I’m really starting to think I’m dreaming right now and I really don’t want to wake up.”

“Shut up!” Rainbow giggled as she punched him again, “I’m being serious here. Do you know how awesome it would be for us to double team some poor mare? I mean, I’m like, amazing in bed, and I’m sure you picked up a few things over the years. We'd be unstoppable.”

Soarin rubbed his face with his hooves before turning back to Rainbow and dramatically sighing, “If thats what it takes to go out with you, I guess I can manage.”

Rainbow rolled her eyes, but couldn’t stop the positively glowing smile from exploding across her face.

“Awesome!” she screeched out before glomping Soarin. The two of them tumbled down, Rainbow mostly on top of Soarin, and immediately engaged in a heated kiss. After a thoroughly intense exchange of spit, Rainbow pulled back and laid down next to Soarin, her face alight with joy.

“Wow! Do you have any idea how much fun we are going to have?!” she said, “I’m going to introduce you to all my friends. You met one of them before, Applejack, she's the mare who sold you the pie at the Gala. Orange coat, blonde mane, has that whole ‘sexy cowgirl’ thing going for her.”

The blush on Soarin’s face indicated he remembered her.

“Yea, she would love to take you for a ride, if you know what I mean. When I talk about the Wonderbolts, you’re the only one she pays any attention to. I mean,” Dash gestured wildly with her hooves, “you should feel her plot. Like, mine is tight and all, but hers is tight. You can bounce a bit off that thing. And you didn’t hear this from me, but shes a big fan of anal.”

Soarin looked at the mare next to him, his mouth gaping open as she continued her tirade.

“She could deep throat you no problem, and I’m talking to the base here, tongue your balls too. I mean I can too, but we could switch off. Oh Celestia, do you know what would be hot? Snowballing your cum between us, that’d be awesome!”

“I’d be on my back, she’d be on top, and then you could just switch back and forth between us. Or we could be on all fours, tails flipped over our backs, presenting ourselves to you. I bet you would enjoy watching us eat each other out! By Celestia, eating a load out of AJ that you pumped into her would be heaven,” Dash shuddered, “I can almost feel the taste of it right now”

Rainbow slid her hoof down Soarin’s chest, slowly making her way towards his half erect stalionhood. The stallion wiggled, reaching his own hoof down to stop her.

“Rainbow,” Soarin said, “I don’t think thats a good idea right now.”

The mare shot him a devious smirk, “What? Bored of me already?”

Soarin blushed, “No, but I didn’t….” his voice trailed off.

“You didn’t what?” Rainbow asked, concern starting to creep in her face.

The stallion looked away from her, “I didn’t think this would come up so quickly again, but I…. I didn’t take my ED medicine this morning.”

“What?”

“Erectile Dysfunction; it started early for me,” Soarin explained, his voice laden with shame and embarrassment.

“But you didn’t have a problem getting it up last time, and it’s almost up right now.”

“Well,” Soarin rubbed his hooves awkwardly together, “after you said you wanted to wait, I thought it would be better if I… removed the temptation.”

Rainbow looked at him for a few seconds before letting out a huge sigh and dropping her head, “Why are stallions so stupid,” she said under her breath before looking back to him, “Listen, Soarin, I appreciate the sentiment, I really do, but you kinda screwed us over here.”

“Yea… I kinda realize that now.”

Rainbow let out another sigh and rolled away from Soarin.

“Dash,” Soarin called out, trying to get her to stop.

“Hang on a second,” Dash said as she began to rifle through the picnic basket, “honestly, I didn’t think we'd have to break this out until the fourth round or so.”

Rainbow turned back around and kneeled next to Soarin, a vial in one of her hooves.

“This is a... stamina potion that my zebra friend Zecora made. It should solve our little problem here.”

Soarin sat up, peering at the vial in Dash’s hooves. It wasn’t that big, a mouthful of fluid at the most. The fluid inside was off-white, and had swirls of other colors running through it at random intervals.

“Whats in it?” Soarin asked.

“A bit of this, a bit of that,” Dash said as she swirled it around, “I didn’t really ask, but it’s all natural and safe.”

Soarin pursed his lips and looked at her before reaching out and accepting the vial from her. “You know I never believed in this herbal stuff, right?”

“Just drink the damn thing.” Rainbow replied as she rolled her eyes.

Soarin smirked and turned to the vial in his hooves. He lifted it in front of eyes, swirling it around.

“Yea, definitely not doctor approved.”

“Soarin,” Dash said shortly.

“Fine, fine,” Soarin replied as he uncorked the bottle.

He brought it to his face, “Bottoms up,” and chugged it.

Soarin didn’t react as the warm, thick liquid smoothly slid down his throat.

“Salty,” was his only comment as he placed the vial down next to him.

“Well?” Dash asked, “how does it feel?”

Soarin waited a few seconds, “I feel about the--” he was interrupted when his groin seemed to explode in warmth. Letting out a loud groan as waves of it pulsed through his body. Before his and Dash’s eyes, his cock basically rocketed up, hardening to an extent he hadn't felt in years. He panted heavily as waves of ecstasy started to roll through his body, starting from his groin and radiating outwards. Soarin practically screamed as he felt his cock lurch, a jet of precum squiting from his flared head to splash wetly against his chest.

“Whoa,” Dash said as Soarin’s cock twitched again, another stream of pre jetting out.

“Fuck!” Soarin exclaimed as another pulse shot through his crotch, bordering on pain mixed with pleasure. All the muscles in his lower body clenched, arching his back upwards as a long strangled groan was wrung from him. It seemed as if there was something building up in his groin, almost desperate to be released. The pressure reached a precipice, and with another splash of pre, it exploded outwards.

It felt like a force was pulling on his member and scrotum from every direction. Before his and Rainbow’s eyes, they grew. His cock lengthened dramatically, swelling with new thickness and vigor. His balls inflated in his scrotum, the skin stretching visibly before catching up. Great spurts of sexual fluids liberally coated his chest, turning his fur into a shiny, sticky mess.

“Wow…” Dash said in a small voice, her mouth watering as she took in Soarin’s new endowment.

“Dash, what the fuck was in that?” Soarin asked breathlessly, his chest heaving as he sucked in as much air as he could.

“I’ll tell you later, but for now,” Dash leaned forward and gave him a deep kiss, “lets enjoy your new package.”

With that said, Dash slowly glided down Soarin’s body, nibbling on his tender flesh as she did so. The poor stallion was quickly turned to putty in her hooves as Dash easily began to work him over. Soarin could feel the grin on Rainbow’s face as she finally reached his flared head. She suckled on the tip, collecting the glob of precum that had already appeared.

“Not bad at all,” Dash cooed as she trailed a long lick down Soarin’s thick black shaft. she brought a hoof down to Soarin’s dangling balls. Rainbow could tell the heavy orbs were practically swimming in cum. She shifted again, placing herself in between Soarin’s legs as the stallion watched her eagerly.

Soarin groaned as Rainbow began to bath him with her tongue. The powerful muscle dragging itself up his entire length. The broad muscle covered him in saliva, and when Rainbow did a single lick from the bottom of his scrotum to the tip of his cock he was helpless but to let out a loud groan as his cock twitched lewdly.

Rainbow worked her way down, burying her muzzle in Soarin’s enlarged groin. She inhaled deeply, moaning as his heady musk invaded her senses. The smell was so heavy in the air, Dash was surprised she couldn’t see it. Rainbow leaned back, and for the first time really looked at Soarin’s new endowment.

If he was above average before, now he was positively mare-breaking. Veins pulsed along the entirety of his shaft, visible despite its deep black color. Rainbow moaned as she realised how much this would stretch her. His balls hung low, big enough that it would be a significant effort to fit one in her mouth; a small trade to make for how much cum they would be able to squirt into her later. She brought her hooves forward, lifting Soarin’s member upwards. From her position in his crotch, the shaft towered over her, the sheer size of it causing her marehood to clench. Rainbow moaned as she licked her way up its length Already, streams of Soarin’s precum were liberally flowing down his shaft.

Soarin quivered as Rainbow locked eyes with him, the mare’s sultry smile hovering over his turgid cock. She opened her mouth wide, stretching her lips around his massive head. Her mouth was tight, warm, and unbelievably wet. Her tongue was everywhere, licking every inch of the cock in her mouth. Slowly, Rainbow lowered her head, enveloping more and more of the stallion’s member.

Soarin’s back arched as he unconsciously seeked to bury himself in the wet opening. Every inch of his new shaft was as sensitive, if not more so, than his old one. The sensations of Rainbow’s mouth were flooding his mind with ecstasy. Rainbow slowly but surely suckled more and more of his shaft into her mouth, reveling in the feeling of his thickness spreading her.

Rainbow stopped momentarily when the head of Soarin’s cock bumped against the back of her throat. She locked eyes with Soarin, already the stallion was flushed and breathing heavily. She gave him a wink, shifted her position slightly, and promptly swallowed the rest of his cock in her throat.

Soarin gasped as his entire cock was suddenly enveloped by Rainbow. Her throat rippled around his length. His eyes rolled up in his head as globs of Rainbow’s saliva wet his groin. Rainbow smiled around the dick buried in her mouth, the feeling of turning Soarin incoherent was remarkably fulfilling. She could feel his body writhing underneath her, the shuddering stallion little more than clay in her hooves.

She could feel spurts of precum journeying up the shaft in her mouth being deposited directly in her stomach, the stallion’s heatbeat easily identifiable with the pulses of the veins. Her throat was bulging outwards with the sheer size of the cock in it. She closed her eyes and moaned in bliss as a particularly powerful twitch sent another pulse of warmth down to her stomach. However, despite her wishes that she could remain like that forever, and her considerably stronger than normal lungs, she had to come up for air at some point.

Soarin groaned as Rainbow pulled upwards, his cock being exposed to the cool twilight air. It quickly transformed into a moan when Rainbow swallowed him again, burying her face in his crotch once more. His moan crescendoed when she tongued his balls as well, the combination decimating his self control. Rainbow grabbed his hooves and brought them to her head, moaning in contentment as Soarin instinctually wrapped her mane around them.

She lifted up and down, varying how much cock she let leave her mouth, but swallowing it to the base with every downstroke. Swishing her tongue along the underside, coaxing out as much fluids from the stallion as she could. Soarin’s hips eventually began to lift of the ground when Rainbow pulled away, the stallion almost desperately seeking to bury himself in her mouth. Rainbow smiled as she felt Soarin start using his hooves to push her deeper onto his cock.

Slowly Soarin sped up, humping upward into Rainbow's waiting mouth as instinct began to override reason. Lewd slurping noises emanated from Dash’s mouth as Soarin started to fuck it more then her giving him a head, great dribbles of sex and saliva falling from Dash’s mouth to drench Soarin’s crotch below.

It was too much for Soarin, he hadn't been this aroused in years! His cock literally felt like steel as he buried it in Dash over and over again. Never in his life had he felt as sensitive as he was now. He couldn’t hold back the orgasm building up in his gut as he felt his balls tighten. Dash’s only warning was when Soarin gave a particularly hard thrust into her holding her head down with her lips tight against his crotch, and before she knew it Soarin erupted in her mouth.

It was almost as if this was the first orgasm Soarin ever experienced. His entire existence boiled down the the singular feeling of bliss exploding from his crotch. He could feel the sheer amount of cum erupting from him. The first rope lasted seconds, filling Dash’s stomach with an almost obscene amount of seed. He gave short, jerky thrusts into Dash’s mouth as he felt the second wave of cum racing through his body, leaving with no less degree of force than the first.

He had no idea how long his orgasm lasted, and it felt like he must have cum gallons as rope after rope of his essence was swallowed by Rainbow. The pressure in his loins never seemed to dim as he whinnied with each spurt. Eventually, this new world of pleasure and ecstasy slowly dissipated, leaving him an exhausted panting mess as the last of his cum left him in a few weak spurts. His hooves dropped limply against his sides. all his energy spent.

Finally freed, Rainbow pulled herself off his rapidly softening member, gasping for air. After wiping her mouth with the back of her hoof as she crawled next to Soarin, she gave him an angry look on her face.

“Shit,” Soarin said as he turned his head to look at her, “I didn’t mean to hold you down like that. It just kinda happened.”

Rainbow slugged him in the shoulder, “I’m not mad about that, it was hot as fuck. I’m mad that I really didn’t get to taste any of your spunk! Now I’m going to have to wait for next time.”

Soarin looked at her like she grew two heads.

Rainbow laid back down next to him, resting her head on his shoulder, “Zecora told me that the first orgasm after you drink that is going to be really strong, so don’t expect to get it up again tonight.”

Soarin looked mildly disappointed, “Can I at least return the favor?”

Rainbow gently patted him on the shoulder, “I appreciate the thought, but you’re a bit too wiped right now.”

Soarin smiled tiredly, “Fine, but I’m calling a raincheck, okay?”

They had matching grins on their faces as they leaned towards each other, capturing their partner’s lips in another kiss. Rainbow jumped slightly when Soarin’s hoof brushed against her soaked marehood.

“Someones wet,” he cooed.

Rainbow smirked as she gave Soarin’s ear a small lick.

“I’ll be sure to think of you tonight.”

*****

“Soarin, what the hell happened to your balls?” Fleetfoot asked.

Soarin turned around, leaving his half made sandwich alone on the counter. He turned around to respond to Fleetfoot, who was lounging on the Wonderbolt’s breakroom couch. The couch itself was and old leather thing, with more stains than wrinkles these days. The stains themselves were varied in origin, ranging from dubious to innocent.

“Why are you so curious?” Fire Streak asked, setting his coffee back down on a table, “You weren’t fucking him the last time I checked.”

“Fleetfoot, that’s kind off a weird question to ask right out of the blue,” Soarin replied, not reacting to Fire Streak.

Being her brash and headstrong self, Fleetfoot didn’t even have the courtesy to blush as both of the stallions stared at her, “Listen, Soarin, its not like we haven’t seen each others crotches before, we only have one locker room after all. And I sure as Tartarus don’t remember you’re balls being that big.”

Soarin shrugged, “I’ve been trying out this new herbal supplement, been doing wonders for me.”

“Yea, I’m sure your new marefriend is enjoying them too,” Fleetfoot snarked as she rolled her eyes.

“You gotta get me some of those,” Rapidfire commented, “and now that Fleet has mentioned it, you’re balls do look rather impressive today if I can say so myself.”

Soarin exasperatedly sighed, “Don’t tell me you’re looking at my balls too, its not that big a deal.”

“Soarin,” Rapid said simply, “I’m gay. You’re hot. Do the math.”

Soarin rolled his eyes at his teammates antics before turning back to his half-made sandwich, “I’ll see if I can get some more Rapid. And to answer your unspoken question, no I am not going to let you take a closer look.”

“Awwww…” came the predicted response.

Nonetheless, after working on his sandwich for a few moments he felt two gazes aimed at his crotch. He sighed; sometimes dealing with teammates was hard work.

Author's Note

Alright, sorry it took so long to get this story out, but I wanted to wait for both Natasha and iakovl to get through the chapters and then go back through them myself, because I refuse to give you guys an unfinished product. Both of them really made the chapters far better than I could on my own, so thanks to both of them for making this awesome. The reason why I released this with two chapters was so there could be some clop so you guys know what to expect in terms of quality and style.

Moving on, I'd like to thank Natasha (seriously, you rock) for the fantastic coverart, came out better than I hoped. She also told me to tell you guys that shes having a super sale on artwork: 50% off on your first commission if you tell her that I sent you. That's $5 for a single character, shaded and colored, you can't beat that.

So, now to address the people who haven't read Tsup, the prequel to this which you can find a link to in the description. I refrained from directly mentioning it in these two chapters so you new readers wouldn't be thrown off, but I'm not going to keep doing it. The following chapters will most likely reference it directly, both characters and events, so it would be smart to give it a read at some point.

For those of you who did read it, you know exactly what the main ingredient in the potion was. I'm looking forward to writing that conversation. Also, bonus points to whoever figures out where I got the inspiration for that cock growth scene. (Its pretty obvious if you know the source material). And before any of you ask, there will most likely be no more growth scenes, and if some do happen they will not be permanent.

Thats it for now,
Gold4tune out,pce /)

Note from iakovl: This is just the beginning... more delishius clop to come soon