I struggled finding the door nob to my apartment, more than likely receiving a fair amount of stares from my neighbors as we kissed in the hallway. Eventually the door opened and we practically tumbled in on top of one another in a tangled mess of limbs, wings and fur.

Giggling, Cloudchaser stole another kiss as she wrapped her forelegs around my neck. She sighed contently, snuggling close to me.

"Babe, you've got to let me get up." I chuckled.

"Mmm, no I don't." Cloudchaser whispered.

"On the floor Miss Cloudchaser? I never would have guessed you had such a wild side to you." I said, over exaggerating a shocked expression.

"Shut up, you big goof." the mare gave my muzzle a quick boop before untangling herself from me.

Cloudchaser didn't go far, stopping at the the edge of the bed with a come hither motion of her hoof. I approached her without question, like a moth to a flame. She was irresistible, and what's more, she knew it too. She had me wrapped around her hoof.

Cloudchaser gently wrapped her hoof up in the tie I was wearing, giving it a gentle tug like a leash. She didn't really have enough strength to force me to move, but her intentions were more than enough motivation for me to play along as she led me up onto the bed.

Cloudchaser pulled down on the tie, bringing my muzzle close to hers. I didn't need to be asked, not that I was really being given a choice, I quickly pressed my lips firmly against hers, smiling inwardly as I heard her moan in satisfaction.

Our lips remained locked for what felt like hours, but in reality it was only minutes, time had little meaning to either of us though. It was only me and her in each others worlds, nothing else mattered at that moment.

"So...what did you plan on doing about living arrangements for the night? It's too late to take a train." I teased, deciding to have a little fun with her.

"I know...I was hoping I could convince my coltfriend to let me stay over, and we could share a bed?" Cloudchaser offered, playing with my tie, running one hoof down its length only to place her other hoof at the top and trace it down to my barrel.

"He sounds like a lucky guy...so how would you go about convincing this coltfriend of yours?" I grinned.

"Well," Cloudchaser leaned in with hooded eyes. "I'd start by telling him how strong he is with his 'big' muscles."

She stopped playing with my tie, content to wrap it around her hoof once more while her remaining free hoof wedged its way between a button on my shirt. The buttons were much easier to undo than they were to button up, taking only a gentle downward motion to unfasten one.

"A good start I think." I said, smiling like a hopeless idiot as she stole another kiss. She had unfastened the first button on my shirt and was content for the moment to rest her hoof against my chest.

"From there I'd probably lure him into bed for a few rounds of cuddling and kissing." Cloudchaser whispered the last part in my ear seductively as she unfastened the second button, rubbing her hoof up and down my chest now, slowly.

"I see," I said, our lips meeting once more as Cloudchaser's hoof slowly started to work down to the final button. "So what would you do when you finally had him all to yourself?"

"Well, if he's a good colt, we could have a little...fun." Cloudchaser nipped my neck before undoing the final button on my shirt.

My wings were already starting to unfurl involuntarily, her words having more of an effect on me than I thought they might. I was putty in her hooves as she slowly untied my neck tie with a lusty growl, tail swishing excitedly behind her.

Shirts were usually more difficult to put on, and pull off, as a pony, but fate seemed to be on my side tonight. The button up shirt came off with relative ease and was tossed carelessly to the apartment floor.

"Ooo, there's my big stallion." Cloudchaser cooed, pressing herself against me. Her warm, lithe frame against mine felt right this time. There was no conflicting emotions like before. Our first time had been more touch and go experimentation, now things seemed to click and fall into place, in all the right ways.

Cloudchaser kept the tie around my neck, no longer knotted, but hanging loosely as make shift reigns for when she wanted me to be closer, or kiss her. After being a pony for so long, clothes had almost lost their appeal, almost.

Skillfully using one hoof to wrap both ends of the tie up, Cloudchaser pulled me closer as she started to lean back onto the bed. I lowered myself to meet her lips, capturing them in a quick kiss as our descent into the bed's comforter came to an end.

I slowly trailed small kisses from her lips down to her neck, then down to her chest. Small moans of pleasure encouraged me to continue, they also served as a gauge of how comfortable she might be with what I was about to try.

My plan was put on hold when I was met with a face full of frilly fabric. I had been so caught up in the moment I had forgotten about her skirt. I didn't take her for a pony that would wear one, but I had been proven wrong tonight. Cloudchaser giggled as she took note of my discontent.

"It's only fair, I helped you out of yours." Cloudchaser said, giving her hips a quick wiggle.

"Cock tease." I chuckled as I fumbled with the clips that held the skirt together. Cloudchaser assisted my endeavor by freeing her wings from the top portion of the outfit.

"You love it. Mmm...you can't talk about teasing though." Cloudchaser whispered as I kissed her now exposed, vulnerable stomach.

Not one to be out done, Cloudchaser maneuvered her tail beneath me, swishing the fine silken fibers over my sheath and balls. I couldn't help but wonder where she had picked up these new tricks, or if that first night was going to be put to shame by what we were about to do.

I gave her naval a quick lick, causing her to giggle. It broke her concentration long enough to let me slip down to her treasure. I could feel my sheath filling as I set my sights on Cloudchsaer's pale blue nether lips. It was still an odd sensation to adjust to, but not an unwelcome one.

I heard Cloudchsaer's breath catch as she saw my member begin to reach it's full length. She had seen it before, but we had kept the lights low, it was a full moon that night and there wasn't much point to keeping them on if it ruined the mood, tonight however, was different.

"Did I get somepony all hot and bothered?" Cloudchaser giggled.

'I'll show you hot and bothered.' I thought to myself with a smirk.

I lowered myself to her winking lips, receiving a questioning stare from my lover. Clearly this was a practice that was either nonexistent, or only occurred between two mares.

"What are yoooooh....mmmm~" Cloudchaser arched her back as I slid my tongue between her folds, wrapping my forelegs around her uplifted hind legs to bring her closer.

Admittedly, the task of going down on the mare was a bit difficult without fingers to add to her stimulation, but I was not about to pass up the chance to make this a night Cloudchaser would not soon forget.

"Mmm, right there...don't stop..." Cloudchaser moaned as my tongue brushed against her clit.

I wasn't sure what to expect, going down on a miniature horse, the taste of grapes was the last thing on the list of things I had conceivably braced myself for. I had anticipated things to be rather foul and unpleasant, quite the contrary was true. The pleasant taste of her now flowing juices giving me incentive to take things up a notch.

"Oh shit!" Cloudchaser squealed as she pressed a hoof against my head, stroking my left ear while I continued to lick and tease her pleasure button. Getting creative, I carefully wrapped my lips around the exposed organ, effectively trapping it for my tongue to play with it while I sucked on it.

Cloudchaser was in a state of pure bliss. Her wings were now unresponsively stiff. The two limbs were held down by her own weight against the bed. Mine were in a similar state, caught up in the euphoria.

"I'm...I'm gonna...gonna...cuah!" Cloudchaser screamed as an orgasm rocked her body. She spasmed and squirmed as she road out her climax, her chest rising and falling quickly with sharp breaths.

"How did I do?" I asked with a grin, wiping my muzzle off on the fur of my foreleg.

"Awesome...I don't think we're done here yet...look what I've gone and done to you."Cloudchaser said, carefully rubbing my erection with a hoof from her hind leg.

I was only able to let out a sharp gasp in response as the soft fur rubbed against me. She brushed her tail against my genitals once more, adding to the sensation. I did my best to stifle a moan, only to fail miserably as she made another pass with the long, soft fibers of her tail.

"What kind of marefriend would I be if I left that unattended?" Cloudchaser purred, pushing against my chest. "C'mer big guy."

Cloudchaser patted a hoof beside her on the bed, scooting over to make room for me. As we swapped places, Cloudchaser placed both her forehooves on my chest, effectively pinning me down. With a lusty growl, she dove in for another kiss, her wings stretched out as far as they would go now.

When she broke away again, she looked like an angel. Well, a pony version of one. She was absolutely beautiful, and I couldn't stop myself from smiling.

The breathtaking moment was brought to an end when Cloudchaser brought my member up to her muzzle with a smile, giving the flared tip a quick kiss before taking a bit of it in her mouth, suckling on it experimentally.

I dug my hooves into the bed sheets in response, a grunt of pleasure escaping my lungs. Her eyes never let mine, demanding my attention even as she slowly started to bob her head up and down, taking more of my length into her mouth, noisily.

"Jeez Cloudchaser...fuck...." I groaned, my head falling back as she took more of me inside her mouth, taking a few seconds to switch to sucking instead of sliding up and down my shaft.

"That's the idea." Cloudchaser cooed after removing my cock from her mouth with a pop, stoking the saliva slick member with her hoof.

She took notice of the precum forming at my tip and gave a coy smile. With painfully slow motions, Cloudchaser began to lap up the escaping pre, humming in delight. I felt her free hoof gently caress my balls, only adding to the near mind shattering pleasure.

"Babe, I need you, like now." Cloudchaser said pressing her muzzle against mine.

"I take back the cock tease comment." I grinned, kissing her quickly.

Cloudchaser rolled her eyes with a smile. She turned away from me and took a few steps, swaying her hips and flicking her tail seductively. She looked over her shoulder back at me, giving me the most sultry look she could muster.

“Like what you see?” she purred.

"Uh..." I said dumbly.

"I'm all yours stud." Cloudchaser said, shifting her tail to the side, exposing her marehood.

I clumsily got to my hooves, eyes zeroed in on the mare who's heart I had won tonight. In one swift motion I mounted her, my flared tip rubbing against her moist folds. Cloudchaser let out a moan as my member brushed against her marehood once again while she adjusted to my sudden weight.

With one final prod, I found my target and pushed forward, sending both of us into a state of pure bliss. Her clenching walls felt as amazing as I remembered, surpassing that of any human woman I had ever been with.

I slowly built up a steady rhythm, our flanks slapping together as Cloudchaser bucked her hips back in time with mine. I dimly remembered a few tips Rainbow Dash had given me and decided to try one on her.

Leaning my head down, I tenderly kissed her sensitive wing joints, making her gasp as I continued to piston in and out of her. Her ears lowered in pleasure as I picked up the pace of our copulation, my resolve beginning to deteriorate.

"Oh, fuck yeah...rut me! Fill me full of little foals!" Cloudchaser growled, turning me on immensely.

'Holy shit! Where did this come from?' I thought to myself.

Her rhythm was broken as I began to thrust into her more forcefully than before. It had become hard to control the instincts that came with being trapped as a pegasus, but I wasn't complaining at the moment, and neither was Cloudchaser as I felt her walls clench tightly around me in prelude to orgasm.

"Fuck, fuck, fuck, fuaaah!" Cloudchaser squealed as she reached her second climax.

With one last, deep thrust my restraint came tumbling down. Jet after jet of cum unloading into Cloudchaser. I let out a tired sigh as I began to peter off, until only a trickle was flowing into her, before it too came to an end.

"Well, I'm going to be walking funny tomorrow." Cloudchaser joked as I leaned against her back.

"Heh...sorry, guess I got...a little carried away." I panted.

"Enjoy yourself that much did you?" Cloudchaser giggled as she turned her head to look at me.

"Yeah...you're the best...marefriend ever." I replied.

The lovely mare beneath me nuzzled me affectionately. I was quick to return the gesture as my cock remained inside her, forming a seal to hold my seed within her. Eventually it began to soften, signaling the end to our game.

I pulled out of her, a small trickle of cum following my member's departure from the mare's warm folds. I let myself fall onto the bed, exhausted from the evening's main event. I was soon joined by Cloudchaser, who snuggled up beside me.

"I love you..." Cloudchaser whispered, nuzzling her head into my neck.

"I love you too..." I replied, wrapping my forelegs around her.

Author's Note

So I just wrote clop for the first time....I feel dirty.
Try not to spit on it too much, I've never wrote clop before and I don't plan on making it a habit. Some feedback is appreciated, however.