Later that night, Ledger found that he couldn't really sleep well. And because of that, he heard the door slowly creak open and a warm body crawl into the bed. A pair of hooves wrapped around Ledger and a soft pair of lips kissed his ear.

“I’m sorry, I can’t stay… but, I had to see you all,” Twilight whispered as Midnight stirred, wondering who in the heck was waking them up at this hour.

“Did you get our care package?” he whispered back, enjoying the sensations of Twilight cuddling him.

“I did, it was delicious, and, I think Fluttershy wants the recipe.” Twilight giggled lightly as Midnight shifted so the alicorn was sandwiched in-between them. “Still, I feel really bad that I had to blow you guys off like that…”

“Heh, I bet Ledger would love for you to blow him,” Midnight giggled, causing Twilight to blush once she realised what that meant.

“Your duties come first,” Ledger said, ignoring the snickering the Thestral was now near constantly emitting. “We knew that going in. Still, you’re here now, that’s all that matters.”

“I know,” Twilight said, using a more normal speaking volume. “I wish that I didn’t have to though. I know that there’s no way around it, but… I still feel bad.” Ledger went to rebuke her, but then he caught sight of Midnight’s ear twitch and a very familiar look in her eye.

“Well,” the Thestral purred as she ran a hoof along Twilight’s wing. “I agree that the princess has been very bad~ Ledger? What do we do with naughty mares in our bedroom?”

“Midnight,” he sighed. “We don’t know if she’s ready for anything remotely like that yet—” He was cut off and promptly distracted by the very simple fact that Twilight had her tongue in his mouth.

After a few breathless moments of that, she broke it and gave him a smile. “I think, that I have been a bad princess. What should I do?”

Ledger smirked before coming to a simple conclusion. Time to gauge how ready she was and repay her at the same time. “Roll over and brace yourself,” he said, wiggling his eyebrows suggestively. Twilight meeped, but did as he asked and rolled onto her back as Midnight used the chance to steal a few kisses from the mare. Ledger positioned himself between her hind legs and lowered his mouth down, breathing hotly over her nethers. Hopefully this time, she’d leave the teleporting out of the equation…

Instead, she gulped and nodded at him, while Midnight trailed her kisses along her neck and shoulders, adding a small nibble or bite in occasionally. Ledger leaned in and gave her a slight kiss on her nether lips, before lavishing attention on them with his tongue, not penetrating just yet. He was taking this slow because he wasn’t sure what she was ready for, and wanted to be able to back off when she said to.

Twilight gasped, this was… a new feeling. Hell, she’d barely touched herself there outside of cleaning and what not….ohhh, that was good~ The Alicorn let out a small moan as Midnight moved so she could still rub Twilight’s belly with a hoof, she began to tease Ledger with a wingtip. The stallion said something into Twilight’s lips before the barest tip of his tongue penetrated the princess.

Twilight put a hoof to her lips and gasped again, her back arching slightly. Midnight watched her with rapt attention, absolutely fascinated by the whole thing for some reason. Ledger fed more of his tongue into her...and more...oh, he was using a Thestral tongue for this, that’d explain where it kept coming from...Eventually he ran into a barrier and was forced to stop, just licking everywhere he could inside of Twilight.

Midnight looked at what he was doing and then frowned. “You know, stealing what makes me special is not cool Ledger.” She stopped paying him any attention as she moved back up to kiss Twilight again, her own hindquarters dancing tantalisingly close, but just out of reach. He muttered something else into Twilight while making a note that after the princess, she would be getting a session with his tongue. First, he needed to hear what she thought of her current attentions…

Twilight gave a muffled moan, before Ledger got the answer he was looking for. Her walls tightened around his tongue and he got a taste of the mare’s orgasm, her whole body shuddering as she gasped and moaned. The stallion hummed as he drank it down, not letting a single drop go to waste if he could help it. She really did taste magical~

After a moment, the alicorn finally calmed down and gave a few ragged sighs.

“O-Ohh...I...haaaah… that was…”

“That was your first time orgasaming, wasn’t it?” Ledger said, now removed from between Twilight’s legs. His tongue had also been retracted and replaced for the time being.

“No, but… that was,” Twilight took a breath and smiled. “That was definitely the most intense. Wow, now I regret not doing that sooner~”

“Sadly, anything more than oral attentions would likely hurt,” Ledger said as he trailed a hoof across her lower lips. “After all, such a barrier like virginity is not easily or painlessly removed...but something tells me you aren’t ready for that...yet.”

“Maybe, when we have some more time,” Twilight smiled as Ledger was suddenly pinned to the bed by Midnight.

“And now, you pay for your earlier thunder-stealing!” she purred as her hoof stroked his length, Twilight gulping and sitting up, her eyes glued to them. Ledger smirked before one hoof reached up and drew Midnight down into a deep kiss. Well, as deep as he could go with a normal tongue anyways. Why should he fight this ‘punishment’? He was well prepared for it~

Or he thought he was at least.

Midnight pulled back and whispered something to Twilight. Her eyes widened, but she nodded as Midnight smirked and took Ledger’s waiting member into her mouth. As she did, Twilight reached out with a hoof and began to rub the base of his shaft. Ledger’s eyes widened and he didn’t stop himself from bucking a little thanks to the stimulation. “Oh buck,” he said. “That’s...very good. I didn’t expect the pair of you to team up.”

Midnight chuckled around his length as Twilight smiled, an idea popping into her head as her horn lit up with a pale light, and Ledger felt his length fill with a pleasant warmth. He quirked an eyebrow at the princess, a silent question for clarification on his face. He wasn’t complaining, per se, but he did want to know what she’d just done.

And then when Midnight’s tongue coiled around him and squeezed, he discovered what she’d done alright. Between the two sensations, it felt very much like his member was in a different piece of anatomy. And that was when Twilight let out a few moans, timing them with Midnight’s ministrations, causing Ledger no end of pleasure at the implications.

“Dating a...unicorn turned alicorn...is going to be...full of surprises,” he managed to grunt out, thankful that he’d returned the book of sexual spells to the library...and that Twilight could only barely read Changeish. “I used to be...the magical one...in bed.”

“Aww, how’s it feel to have your defining trait taken?” Midnight giggled, pausing in her work for a moment to let that sink in. Revenge was a dish best served sexy! “Now where was I… ah!” She suddenly fell forward a little and glanced back, Twilight pulling back her hoof from the rather damp place she had put it.

“Um...sorry?”

“Oh no, you are going to do that again,” Midnight smirked as she took Ledger into her maw once more, Twilight now teasing both ponies with her hooves and magic. Ledger bucked again, getting awfully close to giving Midnight a dose of his seed. She always knew how to tease him to get the best reactions…

Midnight smiled as she drew him a little deeper, and pulled it almost all the way out, her fangs providing a dangerous thrill and she teased the head and flicked it with her tongue, before placing her mouth over it and sucking.

That did it, he bucked a few times before he felt his cock throb a few times, pushing his seed up and into her maw. She moaned as she drained his tool dry, and then she got that look in her eyes again~ Ledger gulped, wondering what she would do next. Or if it would indeed be him she would do it to…

And before he could stop her, she whipped around and grabbed Twilight, pulling her into a deep kiss. The Alicorn was surprised, and even more so when she discovered what Midnight still had in her mouth.

And yet, the Alicorn soon closed her eyes and Ledger was treated to quite the sight of his first marefriend, and his newest one making out, the bat eagerly sharing her treat with the princess. The sheer lust in the air kept him from going too soft, and he only hoped that one of them was in the mood to be mounted afterwards. It sucked going to bed hard.

Midnight had all but pinned the lavender mare down and looked back at Ledger with one eye, shaking her rump and wondering what was taking him so damned long. Ledger cleared his throat as he crawled over and looked Twilight in the eyes. “Shall Midnight and I show you what lovemaking can look like?” he asked her, not wanting to push too far past her comfort zone, wherever that ended, too quickly. “Or would you prefer to stop here?”

Twilight pulled out of the kiss and Ledger could see some of what was in her mouth. She gulped and swallowed, before smiling at him.

“Show me,” she whispered in a husky tone. Ledger nodded and crawled back to being behind Midnight, before retaking his hooves and mounting the mare, missing his first thrust. But he didn’t miss the second~

Midnight let out a low groan, she was never going to get over how big he was. Twilight peered past her, a little curious as to what was going on. Ledger flicked his tail aside, a clear invitation for Twilight to watch from whatever angle she wanted to as he began the long, slow work of working Midnight over. He pulled back a little before bucking again, making sure to give her more of his length on the return.

Midnight gasped as Twilight put her hooves around her and kissed her chest and neck, the bat panting lightly from all the attention she was getting. The alicorn was really getting into it now, as she teased herself with her magic while the pair literally made love on top of her. Ledger leaned forward a little more and nipped at Midnight’s neck, before he suddenly was nipping a little harder as he regrew his fangs. And all the while, he did not stop bucking her. Just kept up a slow and steady rhythm that fed more of his cock to her before drawing back, not giving her the full length just yet.

Midnight moaned with each thrust, burying her face into Twilight, who just smiled and stroked her mane lovingly. The alicorn sighed and groaned, increasing the pace of her own self-pleasure, her scent wafting up towards Ledger…

Ledger grunted as the smell of two horny mares hit him, deciding he needed to hurry up lest he (or they) explode from too much stimulation. With one mighty buck, he gave Midnight his full length and held it there for a moment, making sure she was used to the feeling, before he began screwing her again.

Midnight let out a pleasured shriek and suddenly bit into Twilight’s neck. The alicorn gasped as her eyes widened, and Ledger could see the dampness spread from her hindquarters as she let out a long, low moan, her hooves moving to pleasure herself, her magic suddenly not feeling like it was enough.

Ledger decided to up the ante as he bit Midnight’s neck as well, just enough to be felt. Not enough to cause any real pain or draw blood. She seemed to like it last time. He’d save the mane-pulling for when he was closer, though...he did also up the tempo, going from something slower to a moderating humping rhythm.

Midnight responded in kind, her walls squeezing him, showing off the practice that she was getting from Cider’s teaching. Twilight’s horn flared again, and Ledger felt her magic stroke him as he pumped himself into Midnight. He moaned around Midnight’s neck before he decided to move to the final stage.

With an increase in tempo came the final thing he knew Midnight really liked. Pulling off her neck, he used his teeth to grab ahold of her mane and tugged it as he hammered himself in and out of the mare beneath him. Midnight howled in pleasure, hugging the alicorn under her tightly as the mare whispered something into the Thestral’s ear. It took a moment, but she nodded and Twilight smiled.

When Ledger withdrew to pound his mare again, Twilight aimed a little lower with her magic and he found himself slipping in-between the two mares, his cock sandwiched between their teats. He moaned at the feeling before casting a glance at the mare beneath them both, wondering what she was up to. It didn’t stop him from pulling back and thrusting again, but he didn’t correct his aim. She clearly had something in mind…

Midnight pressed her hips against Twilights, and soon the stallion was rubbing himself against their clits as well, both mares moaning at the sensation and pulling eachother into a deep kiss. He didn’t fight it, clearly they both wanted this, and it was still warm and soft. He just kept up his hard pace, rubbing them quickly and hoping they both enjoyed.

Twilight let out a lewd moan as her horn cast that warming spell on him again, their combined juices coating his member as he thrust it between them. The look she had in her eyes was very similar to the one that Scope wore when he was having his way with her before.

“Somepony is enjoying this,” he teased before humping again, this time grinding around a little bit to tweak their clits around.

“Y-Yeah...mmm~” Twilight sighed and pulled Midnight closer, before reached up and drawing Ledger in for a deep kiss. He moaned into it and waited for it to break before voicing his question...it took a surprisingly long amount of time for the kiss to break, but eventually they both had to come up for air.

“Would somepony like a one-on-one session later?” Ledger posed to the princess.

“Maybe… I don’t ahn~ Have time tonight but..haaah!” She sighed as Midnight kissed her cheek and hummed.

“Buck it,” Twilight groaned and her magic flashed again, Ledger finding his member redirected a second time and was now buried a little inside Twilight. He managed to halt his pace as he just looked at the mare below them both.

“You’re sure?” he said, not moving one way or another. He didn’t want to do something she would regret later.

Twilight smiled and cupped his cheek with a hoof, before that sweet smile turned downright lusty.

“Make love to me too?” she asked sweetly.

“This’ll hurt,” he warned, giving her a final chance to back out if she wanted to.

"I was punched through a mountain by Tirek," Twilight giggled, remembering that fight. She leaned up and gave him a kiss. "Now, your Princess made a request of you. It would be rude not to honor it."

Ledger nodded once and gulped thickly, not unaware of the enormity of the task he was about to undertake. He nudged the very tip of his head against that barrier he’d felt and waited for her reaction.

Twilight squeezed her eyes shut and took a breath, then nodded. Ledger took another breath and gave one almighty buck to tear the barrier, robbing Twilight of her virginity in one thrust. She let out a wordless cry as Midnight leant down and held the alicorn in a gentle embrace. She was a little envious of her, an emotion that Ledger picked up on quite easily. She'd wished her first time was like this.

Hell, she almost wished she could remember her first time.

Twilight gasped, she'd read up on it, but by Celestia did that hurt! Ledger just held still until she said he could move again. At this point in time, he didn’t want to do a damn thing she didn’t say he could.

Twilight remained still for a moment, before her body gave a slight golden glow and she let out a content sigh.

“Mmm, gotta love healing spells," she giggled.

“I want to cry cheater, but then Midnight would bring up the variety of magical tricks I bring to the bedroom,” Ledger commented.

"Still wanna cry cheater, damned unicorns," Midnight pouted. Twi smiled and petted her mane again.

"Um, aren't you supposed to move now?" The princess inquired.

"He's probably still wrapping his head around the fact he has his dick in a princess," Midnight smirked.

“That and waiting for said princess to give the all-clear,” Ledger clarified. “First times for mares are supposed to hurt, I didn’t want to move before you said you were ready.”

"Well this princess is waiting for her stallion to show her the pleasure he promised~" Twilight’s eyes narrowed into a bedroom stare that would give even the most celibate pony a boner.

Ledger nodded, not trusting his mouth to say anything that wouldn’t be massively stupid in one fashion or another. Then the stallion gave his hips a light buck as he buried another few inches in Twilight’s pussy, not wanting to give her the ‘full’ experience just yet. She let out a small moan as her hips bucked, subconsciously trying to get more inside her. Ledger sunk more of himself into her slowly, testing her limits with every inch and reveling the feeling of being gripped so tightly as he did.

Twilight moaned with each inch that filled her. Midnight stole a few kisses, as her hoof worked her own neglected anatomy. Ledger kissed the back of Midnight’s neck as he felt most of himself hit home in Twilight’s pussy, not willing to give her everything. “I promise I’ll do you again later,” he whispered to the thestral mare.

"Mhmm," Midnight said as an idea formed. She turned herself around and her tongue lolled out, wrapping around the base of Ledger’s shaft as her fangs teased Twilight’s nipples.

The Alicorn shuddered as her hooves gripped the bedsheets tightly. Ledger leaned down around the flank now presented to him (and a fine flank it was) to kiss Twilight again. If every sexual encounter with her was going to be like this, he could get used to it~

Twilight moaned into his mouth as Midnight grabbed his flank and pushed more of him inside Twilight. He felt his balls slap against her as she opened her mouth in shock and pleasure.

"Ohmygosh! It's so big," she gasped. Ledger snickered appreciatively; he didn’t need to be told that, but it was nice to hear all the same.

“I feel like we’re ruining her, Middy,” he said aloud. “I doubt she’ll ever look for another after us.”

"A-Actually," Twilight panted. “Applejack...told me. Stallion she met...haaah. you'd only... come up to his belly..."

“As a pony,” Ledger reminded her of his other form before slowly drawing back. He was waiting for one thing from her...just one simple little plea. He wondered how far he’d get before she asked...

"Ah...please, more," she caved almost instantly. She suddenly reached up and gripped Midnight’s waist and pulled it down with surprising strength, her tongue licking at the Thestral’s slit. Midnight yelped in surprise, genuinely not expecting that, and certainly not complaining about it. Ledger smiled down at Twilight before continuing his withdrawal, only stopping when the tip was the only thing left...and then he slowly pushed back in.

"Nnrgh!" Twilight groaned. "Stop teasing me Ledger!"

"He's probably doing his usual 'I want her to ask for it' thing," Midnight replied.

"Well... in that case," Twi said. “ Fine. Level Ledger! Your princess orders you to buck her into this bed!"

“At once, your highness,” Ledger replied, this time drawing back and pounding back into the lavender alicorn. She let out a sharp moan as Midnight cooed and resumed her oral work on the both of them. Ledger took it as motivation to work harder, which he did. She wanted to be bucked? She would be. She would get exactly what she asked for...and a part of him wondered if she knew any stronger words, like he and Scope used, or if she knew them, would use them. Highly unlikely.

Midnight turned around again and whispered something into the mare's ear that caused her to blush even deeper.

"I-I-I can't say that!" She squeaked with a hushed voice.

"Trust me," Midnight cooed and the alicorn sighed as she looked at Ledger with a rather embarrassed expression.

"P-please, f-fuck my tight p-pussy!" She turned even more red and covered her face with a wing. Ledger paused before smiling and drawing nearly completely out again.

“If that is what you desire, your highness,” he said, before starting up a rapid, frantic pace. “Then! That! Is! What! You’ll! GET!” Each word was punctuated by a thrust back into her pussy that he knew she’d be feeling in the morning, followed by another withdrawal for the next word.

But as he went to pull out, Twilight put her hoof in her mouth and gave a loud, but muffled scream as she climaxed, her already tight pussy gripping him and milking him for all he was worth. Ledger, having already been doing Midnight before Twilight asked for her round with him, had been pretty close. Her attempt at dirty-talk and giving him permission to do her as hard as he could...along with the feeling of her cumming around him, sealed the deal as he too came. And came hard into the princess.

Twilight's eyes shot open, but she was too busy riding out her own climax to do anything about him. Midnight was far saner and pushed him back, the drone falling onto his butt as his climax arced through the air, splattering both mares.

"Honestly," the Thestral sighed. "Haven't you gotten enough mares pregnant?"

Ledger continued to spurt for a moment longer before he finished and sighed, basking in the feelings of afterglow for a moment before replying. “Couldn’t help it, she’s too cute and sexy at the same time,” the disguised drone retorted.

Midnight glanced at the twitching alicorn, Ledger’s seed seeping from her winking pussy and coating her face and chest. Well, she couldn't argue with his logic. Ledger held his hooves out, the universal signal for ‘hug?’ as he sat there, wanting a cuddle after such a vigorous humping.

Midnight went to do just that, then paused and smiled maliciously. Time to show Twilight something special.

"You'll get hugs," the bat grinned. "But only if you chirp for them~"

Ledger sighed and gave her a look that said ‘Really?’ Upon seeing her mischevious expression remain unchanging, however, he cleared his throat, took a few breaths…

And then a small, tiny chirp filled the air.

Twilight propped herself up, her head tilting slightly when she heard that. She did hear that right? Midnight’s unceasing grin told her she’d heard that but…

There was no way Ledger was that cute right?

Upon still not getting the hug he was seeking, Ledger let loose with another, slightly louder, chirp.

Midnight looked at Twilight, as the princess let out an adorable squee and glomped the drone, hugging him tightly. How one could combine adorable and cute, with masculine and sexy was beyond even her level of comprehension, and yet, Ledger did it.

“Hehe, I like you Twilight,” Midnight chuckled as she hugged them both, giving Ledger all the hugs he could possibly want. Ledger sighed and hugged the mares back, basking in their love and affection for him. And it only cost him letting Twilight know that he could chirp.

Midnight whispered something into Twilight’s ear and she frowned slightly, and upon a nod from the bat, her eyebrow raised itself like a guillotine ready to drop. That had to be a load of horseapples. You couldn’t will a stallion to a boner, just by thinking about it right?

Well, an experiment for another day. At that point, Ledger kissed them both before getting more comfortable with snuggling them, sighing as he settled in for the night.

“Love you both,” he said before sleep claimed him.

“Love you too Levvy,” Midnight agreed and Twilight smiled softly, just nuzzling the pair and kissing them both.

“I’m afraid I have to go, but I promise, I’ll be back as soon as I can okay?”

“S’fine,” the stallion slurred out. He just wanted to cuddle and sleep now…

Twilight giggled and with a magical pop, vanished from the room. Hopefully, tomorrow would go well and she could return as quickly as possible.

Author's Note

I apologize if you briefly saw this part back in Shifting Melodies. It was not my intention to cross the streams.