Beauty on the Beach

by Fimbulvinter

Rating: mature
Tags: Romance, Sex, Flower Ponies, Cheerilee, Big Macintosh, Slice of Life, Human, My Little Pony: Friendship is Magic
Length: 21027

Big Mac and Cheerilee spend the day together at the beach

The planting season is all finished, and for Big Macintosh, that means a chance to grab some rest and relaxation. This year he has picked to spend a week in Baltimare. Spend a little time on the beach, browse the markets, generally have a good time.

So when he runs into Cheerilee on a very special beach, things get a little awkward very quickly.

But love can work in mysterious ways, and maybe a little discomfort is exactly what two people need to finally come together...

Additional story tags: 1st person perspective, plot heavy narrative, voyeurism, nudity, M/F pairing. Contains explicit material not suitable for minors. Read on at own risk.

Coverart by: LVLApple. Click source for full image.

Published 2015-05-24 06:00:02 UTC
Last updated 2015-05-24 06:00:02 UTC

Prologue: Ah need ta tell ya'all somethin'

Beauty on the beach
Prologue - Ah need ta tell ya'all somethin'

Morning on Sweet Apple Acres is always a perfect example of routine. Everyone knows their part in the play perfectly; almost to a fault in some cases. AJ and Apple Bloom know that I have the first shower, and Apple Bloom will follow on from me. Granny Smith likes to get breakfast ready first, so she always goes last. It's simple routine and means there are no arguments about who gets to go next.

As such, it was rather odd when I finished up with my shower and shave without even so much as a 'hurry up' from Apple Bloom. Normally she would be banging on the door by the time I was washing my razor, but this time she was strangely silent throughout the entire event. Not thinking too hard on it, I just figured that she must have slept in; there were only a few days left of the school holidays, and while she had long since graduated from school and joined us working the farms, I still tended to think of her as my little kid sister. Plus it was a Saturday, and there was no major farm work to be done right now. We had only just finished up the planting season, and harvest would be months away yet. If she was sleeping in, I could hardly blame her; tomorrow I would be leaving the farm for a week long vacation in Baltimare. Well, I say tomorrow, but in reality it was the last train leaving tonight.

Getting dressed in a towel, I walked down the hallway towards Apple Bloom's room. Reaching her door, I poked my head inside and expected to see her still asleep in her bed, but her bed was empty. She had clearly been in it at some point; the sheets and blankets were all messed up and needed to be straightened again, but Apple Bloom wasn't there. Granny Smith had tried to get her to make her bed each morning, but it never seemed to take hold.

Shrugging my shoulders I headed for my own room to get some proper clothes on. As I walked down the hall, AJ came out of her bedroom and caught my eye. "Mornin' brother," she said, mumbling a little. "See ya down at breakfast?"

I nodded back to her and kept on walking.

"Apple Bloom not in her room?"

I shook my head. "Eenope."

"Ah figured somethin' like that," AJ said, poking her head into Apple Bloom's room. "Ah heard her pacin' around somethin' fierce last night."

I had heard her as well; her footsteps coming in through the adjoining walls. I didn't know what to make of it, so I just headed into my room and picked out a change of clothes. While I didn't have to wear them, my work duds were comfortable and clean enough. Most of my good clothes had already been packed up into the backpack I intended to take with me.

I got changed and walked out again, heading down for breakfast. Granny Smith always made a hearty breakfast, regardless of what kind of day it was. "Breakfast is tha most important meal of tha day," she would say while ladling out bowls of porridge, or buttering toast. I was never one to disagree with her.

Normally, I would be the first one down to table, as ordinarily, Apple Bloom would be in the shower right now, but as it turned out, today I was the last one to arrive. Walking downstairs to the table, I saw that Apple Bloom and her friend, Sweetie Belle were both present and looking like they had been up for a while now; or perhaps more accurately, still up from last night. Sweetie Belle had been spending quite a lot of time over here on the farm over the last couple of months, and while that was quite normal while they were both young kids, they were both adults now. There were only so many times that Apple Bloom could claim she wanted to have a 'sleepover' before certain question had to be asked about just how good a friends they were.

AJ was also seated at the table; she must have snuck down while I was getting changed. As I came into view, she sat upright; clearly having been talking to Apple Bloom about something. She had her serious face on, something I only ever saw when we had some important business to discuss. The last time she had that face on was when she came to me and said she was calling it off; the it in question being our secret relationship we had kept hidden for years. It had been heartbreaking, hearing that from her, but AJ had said that Apple Bloom had seen us together, and it was high time that we stopped and moved on with our lives. She had ended the conversation by leaning in and giving me a deep kiss, just like she had always done. It was bittersweet as I realised that it would probably be the last one she would ever give me, but in my heart I knew she was right. She would always love me, just not in that way anymore.

Granny Smith was up and pottering around in the kitchen, serving up eggs and toast onto plates. She seemed to be oblivious to the serious mood permeating the kitchen, and she put breakfast down on the table as if it was nothing more than another normal day. Eggs with hash, tomatoes and mushrooms. Coffee for AJ and me, with tall glasses of orange juice for Apple Bloom and Sweetie Belle. I piled eggs onto a plate and tucked in, pausing only to fill up a mug with coffee just the way I liked it; black and strong. I figured that whatever the cause of the mood was, it would come out in due time; no point in wasting a good meal over it.

AJ seemed to think the same as she tucked into her food a moment later, and for an instant, everything was back to how it should have been; the kitchen filled with the sounds of people eating, fat still sizzling in the pans on the stove, and just the sounds of life in general.

It didn't last, however, and within a couple of minutes we were all done. Well, all of us except for Apple Bloom. She had barely even touched her plate, shifting food around on it rather than actually eating it. Sweetie Belle's plate was nearly empty, though she too hadn't eaten everything she had been given. Granny Smith didn't seem to notice, taking the plates away and washing them like she always did. Normally this would be where AJ and I would go over what chores would need to be done during the day, but there really weren't any to be done today. AJ also didn't exactly look like talking much.

Finally, Granny Smith was done with the dishes and she returned to the table, still seeming not to notice the lack of conversation. When she was sitting down, Apple Bloom took several deep breaths and looked over at AJ. AJ nodded back to her, fractionally inclining her head in a single motion.

Apple Bloom looked almost like she was going to vomit, but she kept her nerve. "Big Mac, Granny, ah got something ah got ta tell ya'll."

I didn't say anything. There wasn't anything to say anyway, and it looked like if I interrupted, Apple Bloom might cave in all together.

"Huh, wazzat?" Granny Smith didn't have any issue with muttering.

Apple Bloom waited a few seconds longer, making sure that she had our attention. When all eyes were on her, she got up from the table and looked directly at Granny Smith. "Granny, ah need ta tell ya this. Ah've been meanin' ta tell ya fer a while now."

Apple Bloom paused and looked down at her feet. Granny Smith had finally cottoned onto the fact that this was no simple conversation. Apple Bloom had something to say.

She looked over to where Sweetie Belle was waiting silently, an equally nervous look on her face as well. Sweetie Belle gave her a small, brittle smile and Apple Bloom returned it before looking back to Granny Smith. "Granny, there's no easy way ta say this, so ah'm just going ta say it. Ah'm gay."

Whatever reaction Apple Bloom had been expecting to get to her announcement, she didn't get it. Maybe she had been expecting shock and horror from me and Granny Smith, maybe she expected to be thrown out of the room, disowned and disinherited.

What she got was near total silence. For a long moment, the only noise was Winona trying to lick up the last few scraps from her dog bowl. Apple Bloom looked at me, then to Granny Smith and then back to me repeatedly, looking for some kind of reaction.

Finally, Granny Smith broke the silence, bringing a hand up to cup her ear. "What's that? You want some hay? Ah suppose we got some in tha barn somewhere."

Apple Bloom shook her head, "No, Granny. Ah said Ah'm gay!" She spoke with more emphasis on the last word this time.

Again, Granny Smith seemed not quite to understand what she was saying. "Day? Yer right, Apple Bloom, it is a nice day."

Apple Bloom was nearly shouting now, and clearly getting frustrated. Granny Smith wasn't normally this deaf, and I doubted that she had really started now. More likely she was deliberately mishearing Apple Bloom.

"Ah don't know how else ta tell ya, Granny. Ah love Sweetie Belle."

Finally, Granny Smith's eyes opened in what looked like recognition. "Gay?" she said a little softer.

"That's right," Apple Bloom said, calming down a little now that Granny Smith seemed to have understood at last.

"Why of course ya'll are gay. Ah ain't ever seen ya so happy."

Both Apple Bloom and Sweetie Belle face-palmed at the same time. Maybe Granny Smith just didn't understand that the word gay meant something else nowadays. She was trying to use it in one of its older meanings; gay as meaning happy.

"AAUUGGGHHH!" Apple Bloom moaned, switching out face-plaming for head-desking. Sweetie Belle huddled up and put an arm around her, trying to comfort her girlfriend.

"Alright, Granny, you've had yer fun. Time ta knock it off," AJ said in a stern voice; a no nonsense tone that brokered no discussion. She was in full head of the family mode now.

Granny Smith huffed at her but sighed a moment later. "Ya young whippersnappers, never lettin' ya elders have any fun. Alright then." She paused and put one of her hands on Apple Bloom's arm, causing Apple Bloom to look up sharply. In one instant, Granny Smith changed from being the doddering old fool who didn't understand to being the kindly grandma we all knew her to be. It was a simple as a single change in one line of her brow, but the effect was total.

Apple Bloom looked up at her, still not sure about what was happening.

"Ah'm sorry fer leadin' ya on like that, mah dear Bloom. Ah know that couldn't have been easy. But you've told me now, and ah ain't gonna stop lovin' ya just fer that. We Apple's don't abandon a tree just 'cus a few seeds are a bit different."

Apple Bloom's mouth split in joy, overjoyed to hear that Granny Smith seemed to be understanding. "Ya really mean that. Ah ain't in trouble?"

Granny Smith gave her an understanding nod of the head. "Truth be told, little one, Ah kinda know what yer going through right now."

Apple Bloom looked confused. "Wait. Ya mean ya were..."

Granny Smith shook her head. "Naw, not me personally, but yer great aunt Apple Rose. She were like that; liked other girls. She did her best ta hide it from tha family, but we all saw through it. Ah felt so sorry fer her, having ta hide who she really was, but her pa would have disowned her if she had admitted it. Ah vowed ta myself that ah wouldn't let it happen again if ah could help it."

"Oh, thank ya, Granny. Thank ya so much," Apple Bloom said, getting up and embracing Granny Smith in a sharp hug. "It feels so good to have told ya."

Granny Smith gave her a pat on the head. "Aww shucks, it ain't nothin'. Ah know ya like to think of me as doddering old granny, off her rocker, but ah can still be hip."

Before we could do anything, Granny Smith got up from the table and started dancing around it, moving and bouncing in a fast paced jig of some kind.

AJ and I both got up, trying to stop her before she ended up hurting herself, but we were too late. A moment after she got up and started dancing, we all heard a loud popping noise.

Granny Smith's eyes widened, and her hand instantly shot to her side. "Oww, mah hip!" She started limping from the room, heading to her bedroom and muttering about needing to lie down. AJ followed her to make sure that she got to her room alright, leaving Apple Bloom and Sweetie Belle alone with me.

"Wow, breakfast and a show," Sweetie Belle half laughed, earning herself a dirty look from Apple Bloom.

AJ was only gone for a minute or so before reappearing in the kitchen and taking a seat directly opposite me. She sat there for a few more seconds, looking like she was trying to challenge me to a staring contest. Finally, she blinked and said, "ya were awful quiet just now, Big Mac. Ain't ya got somethin' ta say ta yer sister?

I shook my head slowly. "Eenope."

"Yer sister just told ya she's gay. Surely ya' have something ta say about that."

Again I shook my head. "Eenope."

It was Apple Bloom herself who first understood what I mean, and her face lit up when she realised it. "Ya' mean ya' don't care. It don't matter ta ya?"

I looked at Apple Bloom, and I could see that she understood. "Eeyep."

Apple Bloom's arms were wrapped around me in an instant, hugging me tightly. "Ah'm so glad ta know ya' don't mind. Ah was fretting somethin' fierce."

Sweetie Belle came over and joined Apple Bloom in the hug. "See, I told you it would all work out. You're all one family, and that means you stick together."

AJ cleared her throat, and we all looked over at her. She was still seated, and clearly had something more to say. "Ah'm really happy fer ya'll clearin' tha air and all. Ah have a little gift fer tha pair of ya'."

Sweetie Belle's eyes sparkled at the mention of a gift. Apple Bloom jus looked quizzical.

AJ got up and picked up a set of keys off the wall, ones that opened the door to one of the small cottages we had dotted around the more distant areas of the farm. Mostly used to house overflow family members during the family reunions, the cottages were fairly self-contained. I knew that AJ had been renovating one of the closer ones over the last couple of weeks, but I had just figured that she was getting a head start on some of the chores to be done after planting; not all the cottages were in the best condition and needed some repairs before the next gathering we had here. I was actually going to start work on one of them after I got back from my vacation.

She handed the keys to Apple Bloom, who took them with a look of wonder on her face. "Now, ah ain't kickin' ya out, but ah figured that tha pair of ya' would probably like somethin' a little more...private, if yer plannin' on bein' together. Now it ain't much, but ya'll are welcome ta call it yer own fer now."

Apple Bloom took the keys as if they weren't actually real. "Ya really mean it, AJ? We can have our own place?"

"It sure does," AJ said, nodding. "But don't think it means ya'll are excused from yer chores. Them piggies still need cleanin'."

"Ah know, ah know. Sheesh, ah ain't dumb, AJ." Apple Bloom still sounded amazed at the notion of moving out, even if it was really only to next door. I had done something similar when I had moved all my gym equipment out into one of the older disused barns. The concept of having your own space; a place all to yourself was something that everyone appreciated.

"Come on, Apple Bloom. Let's go take a look," Sweetie Belle said, taking charge of the situation. Clearly she wasn't one to look a gift horse in the mouth, and just took the offer for what it was, a gift to be accepted without questioning it.

AJ and I watched them run out the door, disappearing out behind the barn.

"Ya know, Ah think those two are going ta be alright," AJ said, taking a sip of her coffee.

I just kept watching them for a few moments longer, remembering a time long ago when I though I was in love. In love with a pretty young schoolteacher, who for a time I thought had loved me back, until fate had decided that it wasn't to be.

"Eeyup."

Chapter 1: A WHAT kind of beach???

Beauty on the beach
Chapter 1: A what kind of beach???

"Last stop, Horseshoe Bay! All passengers to disembark!" The shrill voice of the conductor, combined with the screech of the brakes woke me up from my half slumber as the train pulled into the station. I got up, grumbling a little at the aches and pains in my legs and blinking to clear the sleep from my eyes. Everything outside the train was still shrouded in darkness; I was on the first train to the bay, which in reality had been the last train out of Ponyville the night before with a short layover in Canterlot where I had just wandered around the closed station for an hour or so.

My body protested all the way down to my feet. I had spent nearly all my budget for this trip on the accommodations at the hotel in Baltimare, and hadn't had anything left to spare to pay for a booth in the trains sleeper car. Looking back down at the seat I had passed the night it; one far too small to comfortably seat someone as large as I was for long, I grabbed my travel bag and walked down the aisle towards the carriage exit, popping joints and stretching muscles as I went. One or two other people followed me, variously grabbing bags or stretching as I passed them.

Planting season was over on the farm; AJ and I had busted our humps getting everything in before the seasons changed, but we got it done. Apple Bloom helped out where she could, and every little bit helped. Now that everything was over and done with, I was taking a well earned vacation to the seaside. A week's long break to recharge my batteries and just take some 'me' time. No one could say I didn't deserve it; always up before dawn and toiling in the fields until after sunset.

But all that was over now, and here I was, a free man out to get a little R&R. Truth be told, I didn't really know anything about where I was going. I had never been to Baltimare before, except for one very short stop at the train station while on my way to somewhere else. Really, the only reason I chose here for my holiday was because of my cousin, Braeburn.

Last time he was down for the Apple family reunion, we were playing cards and he asked me where it was I was planning to go this year. Last year I had come up to see him and his kin out at Appaloosa. When I had mentioned I was thinking about the coast, he had instantly recommended this place to me, saying that there was this great little beach just past Horseshoe Bay where I could get everything I wanted. Sun, fantastic sand, and some great scenery. He had put maybe just a little too much emphasis on the last point, but didn't elaborate on it. I figured that one beach was as good as any other, so I made my plans for Baltimare.

Climbing out of the train, I looked around at the sleepy little station. Horseshoe Bay had originally been a seaport; thanks to its design it was very sheltered from the wind and tides, and the water level was deep until quite close to the actual shoreline. The wide mouth of the bay could easily accommodate larger ships, and allow them to load or unload passengers and cargo in relative calm and safety. Over the years, as trains allowed for faster and more efficient transport of freight, the small seaport had developed in tandem with its neighbour city of Baltimare. Now the once small seaport was a thriving hive of activity; Industrial cranes serviced the ships, moving freight containers to the dock, while on the other side of the bay there were berths for passenger craft and personal yachts. Set back from the waterfront was a thin layer of urbanisation that had sprung up to maintain and service the port, and the tourism that came with it. Market stalls hawked fresh fish and local produce, hotels boasted of seaside views and comfortable beds, and restaurants offered breathtaking meals at affordable prices.

In the murky pre-dawn light, all of this was still nothing more than just a blur on the horizon to me. Twinkling lights out at sea showed the location of ships waiting to receive the port's authority to approach and unload, while nearer to the train, merchants were loading out their stalls with their goods for the day, much like we would do back home.

The couple of other people who got off the train with me headed down towards the docks or some other area of the station. Rather than join them, I headed up towards the top of the bluff that overlooked the bay. Braeburn had been rather specific about where it was that I was to go once I had gotten here, even going so far as to write down directions for me. The beach he had mentioned was over past the other side of the bay, and it was a walk of about half an hour or so. Plenty of time for me to shake off the effects of the sleep and stretch my legs out a little.

Nodding to a ticket attendant who appeared to still be half asleep as I walked past her, I made my way up towards to top of the cliff. It didn't take long to find what looked like a rough dirt path leading in the direction I wanted to go, and it meandered along for quite a distance.

I set off at a good pace, whistling to myself as I walked along the dirt road. There wasn't anyone else I could see on the path, so it was possible that I might even have the beach to myself for a little while; it was still far too early to expect anyone other than business holders to be up yet. I had been looking forward to this for a while now, and I really didn't want to end up sharing the beach with dozens or hundreds of other people. Not that I begrudged them anything, but I just wanted to have some alone time to start off with. A nice pre-dawn swim and then settle down to dry out and relax on the beach, maybe work on my tan for a while; that was the ticket.

I kept up the brisk pace I had set off on, and it only took me twenty minutes to walk about the edge of Horseshoe Bay and look down over the sides of the cliff. In the distance, I could just make out a medium sized beach, effectively a miniature sized version of the bay I had just left. Protected on three sides and open only to the water, it was isolated and well sheltered; you could only really see it if you were directly in front of the opening, or up higher on the cliffs as I was. I figured that the path would lead to a opening that would allow for each access; the cliffs around it were fairly sheer and didn't offer easy access to the sand.

Heading towards the start of the path down, I passed by a small sign hammered into the ground next to the road. Most likely it would just contain the normal set of rules that one found on most beaches; things like dogs on leashes, no diving off the rocks, beware of rips, etc. Things that you would find at any beach in all of Equestria and beyond. I did see one thing a little different though. Right at the top of the sign, in big bold letters, the sign proclaimed 'Naturist Beach. Please be respectful of each others privacy. No photography permitted.'

Naturist Beach? What's that? Some kind of wildlife preserve, I guess I thought to myself as I passed the sign and headed down towards the beach itself. Another could of minutes later on and I was at the bottom and just about to step onto the sand. Before me the horizon was ablaze with orange; the sun was just about to peak over the top of the sea. Reaching down, I grabbed a handful of the sand and rubbed it between my fingers. It was so fine and smooth; it barely even felt like sand.

Compared to the dirt and grit we have on the farm, this was heavenly. I quickly flicked off both shoes and let my feet sink into the sand, wiggling my toes around until they were covered. Something this nice deserved to be enjoyed. I just stood there, lapping up everything the beach had to offer when the sun crested the waves. Like a curtain rising up, everything around me was lit up in glorious colour. The warmth of the sun washed over me, contrasting with the cool breeze coming in off the ocean. The beach looked like a little slice of paradise.

Guess Braeburn was right about this place I figured as I stepped fully out onto the beach and walked down towards the waters edge. There was no one else around so I just picked what looked like a good spot and dumped my bag on the ground, unzipped it and pulled out a large beach towel. Setting it flat on the sand and weighing it down against the breeze, I stripped off my shirt and pants, revealing an aging pair of swimming trunks under them.

I had had these trunks for years now, and there were getting a little beyond their lifespan. The stitching was fraying and they had faded in several spots, but there were still good enough for me. I figured that I would get another pair once I got back to Ponyville, but these trunks deserved one final send off. I replaced my clothes in my bag and strode down towards the water. The rhythmic pulsing of the waves was intoxicating and I wanted to get wet as soon as possible. I wasn't really worried about leaving my bag alone; Equestria had very little crime, and theft almost never happened. In addition, there just wasn't anything in the bag worth stealing. A couple of changes of clothing, some fruit to have for lunch, My wallet maybe, but even that only had enough money for today in it. The plan was to visit the bank in Baltimare once I had settled in to the hotel if I needed more.

Stopping just short of the water, I paused for a moment to take in the ambience of the place. Everything was so quiet, so peaceful, that I just wanted a second to let time stop around me. There was only the sound of the waves around me, the chirping of some far way birds waking up with the sun, and the cool breeze on my chest. It was exactly what I had come out here to find. Taking a deep breath, I strode forward and plunged my feet into the water.

The cold of the water was so strong, my feet almost hurt, but I had been out in far worse, so I strode forward regardless, quickly entering the water up to my knees, and then to my waist and finally to halfway up my chest. As soon as I felt there was enough water between me and the sandy floor, I dived forward and sank under the waves.

Far more effective than any shower, the cold water served to fully wake me up, and when I surfaced again, shaking droplets of water from my hair and out of my eyes, I was a totally different person to the one who had walked in only moments ago. The clean air and cold water; so different to the heat and sweat of working on the farm.

Diving under again, I started swimming off in any direction I chose, only surfacing long enough to take in another lungful of air. My body, toned and heavily muscled from a lifetime of planting and harvesting cut through the waves with ease, powering me forward with speed and clarity. Wherever I wanted to go, I just went there, arms and legs sending me there with powerful strokes and graceful kicks.

After about half an hour, I started to tire of swimming, so I headed back in towards the shore, not realising just how far out I had swum. By the time I got back to the beach, my arms and legs were burning with the exertion of having carried me so far, and I was breathing heavily. It was time for me to have a short rest on my towel and work on that tan I promised myself I would acquire.

Settling down on the towel, I stretched out, arms behind my head and closed my eyes. The sun, now well above the horizon was warm on my skin and quickly began to dry me out. Not yet hot enough to worry about burning; I took my time lounging in the light, turning over once or twice to let the sun bathe my back for a while.

I'm not sure how long I lay there, but eventually I heard voices coming from the direction of the path leading down to the beach. Idly I glanced up, hoping to get a look at the new arrivals. I knew that it was unlikely that I would remain alone on the beach for the entire day, but one could always hope.

Four women in bikinis were just getting off the path and were headed towards me. I hoped that they didn't settle down too close to me; they had the whole beach to choose from and just me around. There were unwritten rules of etiquette on things like this.

As they got closer, I got a good look at them, and sat bolt upright when I realised who they were. Dressed in decidedly skimpy bikini that showed off a generous amount of pale flesh was Roseluck, a flower grower I knew from Ponyville. Behind her were her two friends, Daisy and Lilly, garbed in equally revealing swimsuits that seemed to serve only to highlight just how little they were wearing. Collectively they made up the bulk of Ponyville's flower market, with each one specialising in a particular type of flower. Occasionally we would hire them, along with Carrot Top to help out with planting or harvesting, but mostly we just existed alongside each other; they sold flowers, we sold fruits and vegetables.

Behind them though was someone I knew far better. Someone whom I had once almost had the pleasure of being married to.

"Cheerilee?" I said, not quite believing my eyes. Compared with the others, she was wearing a rather conservative purple two piece bikini. Even still, there was plenty of cleavage on display, with slight bumps in the centre of each cup hinting at the nipple covered beneath.

Cheerilee, and the trio all looked up at me, realising for the first time who I was.

"Big Macintosh?" Cheerilee said, clearly just as surprised to see me here as I was to see her. "What are you doing here?"

"Ah'm jus' here for a holiday. Plantin' season's over," I said, pleased to see her. "You?"

"It's just about the end of school vacation, and these three," Cheerilee indicated Roseluck and the others, "mentioned that they were coming here today. I asked if I could tag along. I didn't think I would be meeting anyone I knew though."

I noticed that Cheerilee seemed to be blushing as she spoke, especially when she mentioned meeting someone she knew. I knew how she felt; we had always been a bit hesitant with each other ever since Apple Bloom and her friends had tricked us into drinking that punch and had woken up at the bottom of a pit, with her in a wedding veil and me with an engagement ring the size of a grapefruit. Since that day, we had been doing our best to skirt around that incident; never quite able to talk about it, but also not able to move on from it.

"Whatever, you two," Daisy interrupted, throwing an ornate towel down on the sand a little distance away from me. "I'm not here to catch up. Let's get sunbaking already."

There was a general murmur of consensus from the other two, and before I could ask them anything else, Lilly and Daisy casually unhooked their bikini tops and dropped them down to the ground next to them before going for the string knots that held their bottoms up. Roseluck followed suit, and in a few moments all three were stark naked and settling down on towels.

Shock at what they were doing must have shown on my face, and Cheerilee, who was about to do the same as the trio, stopped a moment before she would have pulled her own top off. "Mac, what's the matter?"

I pointed to Roseluck and the others, apparently totally unconcerned about the fact they had just removed every last scrap of clothing. Their breasts were exposed for all to see as they passed around a tube of tanning butter and took turns to rub it into their skin or into each other's backs.

Cheerilee seemed to understand what I meant, and nodded back up to the top of the path, to where I had passed the sign earlier. "Mac, you do know what this place is, right?"

"It's ahh, ahh, wildlife beach, right?" I said, remembering what the sign had said.

Cheerilee shook her head, "not quite. Mac, this is a naturist beach, or as most people prefer to call it, a nudist beach. Clothing is optional here." She pointed to her companions, who were all now rubbing the butter into their tits, apparently taking great pains to make sure that the lather was even everywhere.

I looked from her to them and back to her again, Braeburn's words when he described this place coming back all too clearly. Great scenery he had said, but it was only now that I realised that he hadn't been talking about the landscape. The warnings about privacy and cameras all made sense now.

Cheerilee's cheeks flushed as she went on. "I used to come to places like this quite often while I was doing my teaching degree. Whenever the weather was nice and I had the time. There's just something so...free about not having to wear clothes all the time. All the people who say that it's immoral have clearly never tried it."

She stopped and looked over to Roseluck and the others. They were either finished or were just rubbing in the last few squirts of tanning butter. Daisy had already lain back on her towel, eyes closed and clearly settling in for the long haul. A small windup clock had been stuck in the dirt next to her, idly ticking away the seconds until they would have to turn over.

"I haven't had much of a chance in recent years, though," Cheerilee continued. "Between being a teacher and tutor, and all the other things I have to do, I just haven't had the time. But, when I heard these three talking about coming here today, I decided to make the time and asked if I could come along. I figured with school just about to go back and the weather being nice, this would be my last chance for a while."

Lilly cracked an eye open and looked up at us. "You're one of my best customers, Cheery. You're always welcome to join us. Now get that top off; daylight's burning."

Cheerilee turned back to me, concern on her face. "That's not going to be a problem, is it, Mac? I don't want you to feel uncomfortable..."

"If he's uncomfortable seeing a bunch on independent women shaking off the shackles of oppression, he should go home," Roseluck said, walking up behind Cheerilee. Unlike the other two, she hadn't sat down yet, as she had been setting up a large umbrella and a couple of chairs for when they wanted to get out of the sun.

Getting right up behind Cheerilee, she brought her hands up and grabbed the sides of Cheerilee's top and before anyone could stop her, yanked it up and off of her body.

My eyes instantly sprang to Cheerilee's chest, locking on to her tits as they bounced around, jiggling with the motion of being freed so suddenly.

"There, take a look and get over it," Roseluck said, smirking as she dropped Cheerilee's top to the ground and settled down onto her towel to join her friends.

Cheerilee tried to cover herself on reflex, but quickly realized the futility of such an action. She lowered her arms to her sides and gave me a look that plainly said 'sorry.'

"It's alright," I assured her. She had nothing to be sorry for; she was attractive, cute, and had a gorgeous body; shapely in all the right places. Cheerilee fit the bill in almost every way for my perfect girl, and somewhere deep inside me, there was a part of my mind that hoped I would get to see more of her.

Unfortunately, it was not the only part of my body excited to see Cheerilee strip naked in front of me. My swimming trunks, already a little tight, were getting tighter. A glance down showed me that there was a noticeable bulge forming at the front.

Cheerilee followed my gaze, but if she saw anything out of the ordinary she didn't mention it. Instead she gave me a small smile before following the lead of the others and slipped out of her bikini bottoms. Dropping them onto the ground next to her top, she picked up the tube of tanning butter Roseluck had dropped and started to rub it into her skin.

I watched her, eyes fixed on her. The way she moved, even in the simple motion of just rubbing her own skin, it was mesmerizing. Her vibrant green eyes, dimpled smile, and toned body. Clearly she was someone who took the time to eat healthy and look after herself; she wasn't all skin and bones like some models were. I knew she was about my age, but you wouldn't have guessed it by looking at her.

After a few more moments, I realised that I was staring, and I turned away, breaking my eyes away from Cheerilee's form to look back out at the sea. With the sun now fully up, it sparkled and shone in the light; a gleaming sapphire crested with white foam. A couple of gulls flew overhead on light puffs of wind or pecked in among the fine sand.

I took in a lungful of the rich sea air; that unique combination of sand, salt and seaweed you don't find anywhere else and lay back down on my towel. Closing my eyes, I focused on listening to the sounds of the waves and the cries of the gulls passing overhead. Anything to take my mind off of the fact that there were four naked women lounging around close to me.

I thought about what I would do once I got into Baltimare. I would have to drop in and say hello to family while I was there; that much was expected of me. We had cousins who we only really ever saw at the various reunions who lived in Baltimare. They had a standing invitation to come visit them, though I doubt they ever actually expected anyone to really take them up on that offer.

It was hard, but I managed to fill my head with thoughts of finances for the farm, what I would be doing later on in the year, and even what needed to be done in preparation for the next harvest. I would need to resharpen the plough, make sure that all the baskets were up and ready for service and check on all the nets for when the fruit became ripe enough to entice the birds and bats that lived around the farm. Fruit bats were the greatest threat, ruining vast acres of crop in their insatiable lust for food. I knew that the bats were a vital part of the natural cycle on an orchard, and they were important for the long term betterment of the farm, but that didn't matter much when you were looking at an entire orchard that would have to go to waste because of them.

With my head now firmly off the topic of the women beside me, I relaxed and fell back down onto my towel. The sun was up high enough now that it wasn't shining directly into my eyes as I rested my hands behind my head and looked up at the clouds above us. Bright and fluffy, they floated around, caught in a stiff upper breeze that caused them to twist and dance as they moved about the sky. One second they looked like a horse, and then they were gone, only to be replaced by something else.

"Hey, Big Mac," Roseluck called out from her towel, bringing me back down to earth. I blinked a couple of times and turned my head over to see that they had all turned over at some point and were resting on their stomaches with their backs upturned to the sun. Lilly, already the more tan of the bunch shone a golden brown under the oil covering her body, but Roseluck and Daisy were still a more pasty white. Cheerilee was somewhere in the middle; her normally creamy skin was darkening towards a rich brown that served her accentuate her curves. Despite knowing that tanning was supposedly bad for you, her body looked the picture of perfect health; radiant beauty that spoke of someone who loved life.

"You are allowed to join us, you know," Roseluck said, pointing to my trunks. "You ever gonna take them trunks off?"

"Eenope," was my firm reply. They might be comfortable in going starkers, but letting it all hang out wasn't exactly on my to-do list. Even if this was a nude beach, there was still a lingering feeling of inappropriateness that came with the idea of a man being naked in public. While a woman sunning herself might be sexy to those around her, seeing a man doing the same seemed to be more of a 'call the police' situation.

"Aww," Roseluck said, sounding mildly disappointed. "That's half the reason for coming here; getting to see a guy's junk." She rose up on one elbow and looked significantly at me, or more accurately, at the bulge in my trunks. "I wouldn't mind knowing what's in that package."

Suddenly, it didn't seem like such a good idea to have worn my old trunks; just a size too small. When next I saw him, Braeburn had better have taken out a new dental plan.

I was about to say something else when a quick flash of light caught my eyes. It was only there for a moment, up on the top of the cliffs almost exactly where I had first glimpsed the beach. It was almost as if there was some kind of reflective material up there. The kind of glint you would get from a pair of glasses or...a set of binoculars.

"What's that?" I said, focusing on the cliff. I could just make out two shapes partially concealed in the brush at the top. I brought a hand up to shade my eyes and looked harder at them, squinting with the effort of trying to focus at the distant target through the heat haze coming off the rocks and sand. The two shapes resolved themselves into a pair of men, clearly trying to keep themselves hidden as they passed a pair of binoculars between them. Whenever they focused in my direction, the binoculars caught the rays of the sun and flashed, giving their position away.

Roseluck and Lilly followed my gaze and squealed when they realised what it was I was looking at, arms trying to cover up though it was far too late for that now. "Pervs," Roseluck called out, but there was no way her voice could carry all the way up there.

I wasn't about to stand for it though. Regardless of my own feelings to being here, these women didn't deserve to be leered at. Those kinds of men were the worst of the worst; bottom feeding filth who saw a woman as nothing more than property. If they wanted to ogle women, they could buy a magazine. Getting up from my towel, I headed off towards the cliffs, covering the ground in a couple of seconds. Behind me I heard Cheerilee say, "Don't bother, Mac. It's not worth it."

I wasn't about to have any of it; they were cowards and perverts and I was going to give them a piece of my mind. The distance to the rocks at the base of the cliff wasn't great, and my long legs easily ate through the distance without even having to breaking into anything more than a fast walk. Reaching the base of the cliff, I reached up and started to climb up the standing rocks; all the nooks and crannies in the rocks gave me plenty of handholds to climb up fast, just like climbing trees back on the orchard. As soon as I got a hand hold though, I head a voice from the top of the cliff drifting down on the wind, "Oh, shit. Dude, let's split." Clearly they had noticed me.

There was a rapid noise of foot steps on the dirt and rock, followed by Roseluck calling out, "and stay out, you perverts!" They must have seen me coming and turned tail to run.

There wouldn't be much point in trying to follow them now; by the time I got up the cliff, they would be far out ahead of me. Probably a lucky break for them, as I would have been sending them home with a few extra lumps if I had managed to catch hold of either of them.

Returning to the beach, Cheerilee had rolled over again, propping herself up on her arms and looking at me. From her position, it was hard not to look at her body, with her breasts trying vainly to resist the force of gravity and sliding down to the sides. Her legs were slightly opened, and I could just see a hint of pink between her thighs.

No, I wasn't going to look at her. That would make me no better than then men I had just chased off. Focusing squarely on her eyes, I made sure not to waver from those deep green pools.

That's right, Mac, keep your eyes level, looking into hers. Her perfect, beautiful eyes. Anyone could get lost in those eyes.

"Mac," Cheerilee started, concern on her face. "You didn't have to do that. This kind of thing happens all the time. You just get used to it and call the police."

I shook my head. "It ain't right. Ah don't think ya'll should have ta go through that."

Cheerilee smiled at me. "Well, thank you anyway. It was very gallant of you, wasn't it girls?"

Various mumbles came from the other three, but they had already apparently gotten over the incident and were focused on lounging around again. Daisy shot a look over to the clock, clearly checking how long it was before they were meant to turn over again. If they were distressed about having been spied on, they weren't showing it.

Cheerilee looked at them and shook her head. "Amazing. Well, I'm grateful to you, Mac. Thank you." She got up off her back and stretched out her arms. "I'm about ready to go for a swim. Anyone else interested?"

The others didn't respond, so Cheerilee looked at me. "How about you, Mac. Care to take a dip before lunch?"

I was getting a little hot lounging out on the beach, so the idea of getting back into the water sounded good. I extended an arm out to her and helped pull her up. Not quite sure of my own strength, Cheerilee got up a bit too quickly and she overbalanced, reeling forwards until she nearly fell into my arms. I caught her at the last moment, but for a second we were almost cinched together as lovers would; Cheerilee leaning over in my arms, gazing up into my eyes.

Quickly she regained her balance and we separated, looking in opposite directions for a split second. Out of the corner of my eye, I saw Cheerilee blush again, and run a hand through her hair.

"Well...shall we?" she asked, trying to power through the moment. She indicated the water. In the time that we had been on the beach, the tide had come in significantly; the leading edge of the small waves were lapping the shore only a couple of metres away from where we were camped out.

Cheerilee took the lead and strode out into the water. Clearly the cold wasn't fazing her, as she didn't even slow down as her feet were immersed in the water. In a couple of strides she was up to her knees, and then up to her waist. Much like I had done earlier, once she was up to her stomach, Cheerilee dropped the rest of her body into the water, diving forward and going under the waves.

I stopped in the shallows, just letting my legs get used to the water again. I looked out at the spot where Cheerilee had gone under, trying to see where she was likely to come out again. I had lost track of her when she dived, going under the white foam crest of an incoming wave. When she didn't reappear after a few seconds, I began to get worried; what if she had run into trouble under the waves?

As it turned out, my worry was unfounded. Nearly a full twenty metres down the beach, right at the point where the waves were breaking, Cheerilee surfaced, bursting out of the water like the mermaids in the old stories. Her hair was plastered to the back of her head as she rose up out of the water, spray and droplets running down her skin. She paused for a second, shaking her head around to get the water out of her eyes.

I froze looking at her. The way the sun sparkled on her skin, the way the water just fell off her, cascading back down into the sea as she ran her hands through her hair; it was perfect. Framed by the rocks and the waves, I might as well have been looking at the portrait of Venus, and not at the dedicated school teacher of a small town.

And right of cue, I felt the tightness in my pants return. Only this time, I did nothing to look away. I couldn't, wouldn't. I didn't care if Cheerilee caught me looking this time. She was gorgeous, breathtaking.

Cheerilee looked over to me. There was no question that she knew that I was looking at her. But this time, rather than shy away from me, she lowered her head slightly and brushed one hand down the cleft between her breasts. It lasted only a second, a quick tease just for me. Almost as soon as she was done, Cheerilee dove back into the water and swam off, heading nowhere in particular but just enjoying the feel of the water on her skin.

I glanced back at the group on the beach, but none of the others showed the slightest sign that they had seen what had gone on. They were content in their own little world, and anything outside may as well have not existed. Reassured, I dived forward into the water and powered after Cheerilee.

I had size and power on my side, and it didn't take long before I had almost caught up to her. Cheerilee noticed that I was not far behind her and closing fast, and she dove again, kicking with her legs in a motion that made her look like a fish. Under the water, she turned and twisted in ways that I could never match. I might have been faster than she was, but she could swim rings around me.

I tried several more times to catch her, an impromptu game of tag having risen up between us. I got close several times, but Cheerilee would just flit away at the last second, kicking off to one side and avoiding my hands. Eventually though, all the exercise caught up to us, and we both had to surface, panting heavily as we took in the air. Cheerilee swam up to me and flicked out a finger, booping me on the nose.

"Tag, you're it," she said, giggling like a schoolgirl.

I made one final lunge at her, but she dodged it, laughing all the way. I splashed back to the surface, coughing and spluttering for a few seconds before joining her laughter. It had been a long time since we had been able to share a joke together, and truth be told it was nice just to act like a kid again, even if it was just for the moment.

A loud gurgle from my stomach broke the moment, and we both looked down. It was only then that I realised just how hungry I was. It would have to be after lunchtime now, and I hadn't had any food since dinner the night before. I didn't count the packet of nuts I had on the train as a meal.

"Come on, Mac. Let's go get something to eat." Cheerilee began a lazy paddle back to the shore, more just floating and letting the waves push her in than actually swimming back. I was in agreement with her, and I angled in to catch a cresting wave, hoping to ride it most of the way back.

It only took a few moments for us to get back to the shallows, and Cheerilee got up, standing up tall to wring out her hair. Again, I couldn't take my eyes off her. With the sun reflecting off the water at her feet, she was radiant.

Cheerilee walked to the edge of the water and cupped her hand to her mouth. "Hey, Rose, Lilly. Can one of you pass me the water bottle?"

Roseluck lifted her head up and looked over to us. Rather than say anything she rummaged in the bag they had brought with her and pulled out a simple plastic bottle half filled with water. She rose up and arm and tossed it over to us, the bottle landing at Cheerilee's feet with a splash. Cheerilee leaned over and picked it up, popping the top off the bottle and taking a healthy gulp of the contents. When she was done, she indicated the bottle to me.

"You want some?"

I nodded to her. "Eeyup." I was actually quite thirsty, and while I had water in my bag, Cheerilee's was closer and she was offering.

Cheerilee tossed it over to me, but she overshot the mark and it went sailing right by my head and landed in the water again.

"Sorry," she called out.

I shrugged and leaned over to pick it up. It wasn't a disaster that I had failed to catch the bottle. Cheerilee headed back up to her towel as I walked over to where the bottle was floating and leaned over to pick it up.

As I was reaching down for it, I felt something happen in my trunks. They got tight for a second, before suddenly becoming rather loose around the crotch area, accompanied by the ripping sound of tearing cloth. A moment later, a cool breeze flowed between my legs.

I knew what had happed instantly. My trunks, old and worn had finally split. The seams had given out, tearing from the front to the back. Bent over, I knew that I must have been full practically mooning everyone on the beach.

"There it is," I head Roseluck call out from the beach. I could practically hear the grin in her voice. "Nice!"

My hands sprang to cover myself as I stood bolt upright. The water bottle was all but forgotten, floating sadly next to me as I tried to cover my shame with both hands, cupping myself and turning around so that I was facing the beach again.

Cheerilee, halfway to the beach, stopped and turned around again. She saw that the problem was instantly, and she picked up my towel and walked back again, handing it to me.

I was blushing furiously as she handed it over to me, stiffly grabbing it and balling it up to cover myself with.

"Don't feel embarrased, Mac," Cheerilee said kindly, purposely averting her eyes as she spoke. "You don't have anything that other men on the beach don't have." She waved her arm over the beach, and I saw that there were indeed quite a number of other people on the beach now. While most were women, there were a couple of men on the beach in various states of undress, some who were clearly holding a nude volleyball tournament. None of them appeared to be showing the slightest bit of attention to the fact that I had split my trunks and was now showing my tackle.

"Come on, you might as well just take the whole thing off. We've all seen it now, so no one is going to care. I don't imagine you would have brought a second pair of trunks to the beach, and there is no way you could be comfortable in your jeans here."

She was right. I knew I was being foolish at this point. Roseluck and the others had seen it, and everyone else of the beach didn't appear to care either way. Besides, with this being a nudist beach, probably I was standing out more having been wearing the trunks than if I had just taken them off right at the start.

Still though, it did feel strange as I dropped both hands and grabbed the waistband of my trunks. Taking a deep breath, I pulled them down and dropped my trunks down around my ankles. I was now fully nude; standing in the shallows and totally exposed. Cheerilee gave me a reassuring smile, keeping her eyes respectfully level with mine.

Back on the beach however, things were a little different. "Looking nice, Mac. I wish my guy's package was even half that size!" Roseluck gleefully called out, followed by rampant cat calls and whistles from Lilly and Daisy.

Cheerilee silenced them all with a scolding look. "Not helping, you three."

Roseluck shrugged and returned to her sunbathing. "Whatever, It's all old news now."

Daisy and Lilly followed suit, and just like that, it was all over. I'd stripped down, they'd all seen it, and now everything was right back to how it had been before I had torn my pants.

Cheerilee walked back over to me and gave me a pat on the back. "There, now isn't this better?"

I nodded slowly. I wasn't sure that it was better, but at least it wasn't like people were deliberately looking at me.

All of a sudden, I realised that was exactly what I had been doing to Cheerilee earlier. Even if she had seemed to be ok with it, I had still been focusing far too much on her at a time when she probably was just wishing that I would look away.

"Ah'm sorry 'bout earlier," I started.

"Hmm?" Cheerilee replied, reaching down to grab the water bottle before it floated away forever. "Sorry about what, Mac? You haven't done anything to apologise for."

"Before, when ya were in tha water. Ah was staring at ya. Ah shouldn't have been doin' that. Ah probably made ya feel uncomfertable."

Cheerilee gave me the smile that she would have given one of her students when they had though they had done something wrong, but actually hadn't; equal parts understanding and tenderness. "Mac, you don't have to apologise for that. I came here knowing that there could be people who might ogle me. Remember, you chased two of them off earlier. I wouldn't have come here if I couldn't handle a little unwanted attention." She leaned in and whispered into my ear, "Besides, I kind of like it. Knowing that you can still draw the eye, it's empowering in a strange way."

She pulled back before Roseluck or the others could see. "Now come on, I'm getting hungry. You wouldn't happen to have brought any apples would you?"

I had to laugh at her question, all feeling of unease at my earlier actions fading away at her words. "Of course ah got apples. Jus' who do ya think ah am?"

The rest of the day was spent variously lounging on the beach, or going out for swims in the water. Cheerilee was the most active of the others, joining me for a couple of dips now and then, but the others mostly just stayed where they were, shifting into the chairs after a few hours of having been in the sun. Roseluck got into the water once, but jumped out nearly instantly when she felt how cold it was. Daisy and Lilly didn't even go near it.

After a short while, I almost forgot that I wasn't wearing anything. The lack of clothing just became the normal thing, and soon it was no longer a problem. It was not an issue for anyone else on the beach, so why should it be a problem for me?

Still though, the day wore on and eventually it came time for us all to pack up and get ready to go home. Cheerilee and the others had to catch the train heading back towards Ponyville. I would be riding with them back to Baltimare, when I would be getting off to go check into my hotel. I had had a lot of fun here, despite how things had started off, and I might come back before I finished my holiday, though I suspected that much of what I had enjoyed had been more to do with who I was doing it with, than what I had been doing.

With the sun starting to dip down towards the horizon behind the cliffs, it was time for us all to pack up. Cheerilee and the others folded up their chairs and towels, while I just grabbed the umbrella they had brought with them. I didn't have much to take back with me, just my bag of clothing really, so I could easily help them out with something as simple as carrying an umbrella or chair. Friends and neighbours should help each other out, after all.

Finally we were done packing up, and it came time for us to head back to the station. It felt odd, putting my jeans and shirt back on. I had gotten used to the idea of being naked somewhat, and the feel of the fabric on my skin was strange at first. Watching Cheerilee put her bikini back on, and then cover it up with a stretchy white t-shirt and some shorts, I felt a tiny pang of regret that I wasn't going to get to see more of her over the next few days. Today had been one of the best days we had spent together in a long time; a day where we weren't trying to avoid eye contact with each other, or pointedly not speaking about what had happened between us that fateful hearts and hands day. It would have been nice if she could have stayed on in Baltimare for a while, but she had no reason to stay, and things that needed to be done back in Ponyville. It might have been school holidays for the students, but that didn't mean that the faculty had all that time off.

The trip back along the dirt path was uneventful, and the four of us took our time walking down back towards Horseshoe Bay. Daisy and Lilly were a deep tanned brown now, but Roseluck was already starting to turn the burning red of someone who had forgotten to reapply enough sun screen. Her normally white skin was starting to glow in the orange light of the sunset.

Cheerilee however, was perfect. She had reapplied her protection with all the fastidiousness of someone who never missed a spot, and as a result her skin was flawless. An even tan all over; no lines or smears to be seen anywhere.

As one, we all crested the hill and looked down towards the township of Horseshoe Bay, and specifically at the train station waiting for us. The train was waiting, but we could see a number of uniformed people standing around it, clearly absorbed in some kind of discussion while a couple of them inspected the train. It didn't take a genius to see that there was something wrong with the train. Around the front of the station, near the ticket booth was a large throng of people, all apparently attempting to get the attention of the people behind the booth at once.

"Oh, dear," Cheerilee said, looking from the train to the crowd of people. "I do hope that it's nothing serious."

We hastened our way down to the platform, but before we even got close, we could see that the mechanics had taken the wheels off of one side of the train entirely, and two of them were working on something delicate inside. I wasn't exactly an expert when it came to repairs, but I had fixed enough ploughs and tractors in my day to see that whatever the problem was, it wasn't going to a simple reconnect two wires kind of repair.

A security guard, apparently giving up on trying to keep the throng of people in an orderly line walked over to us, clearly seeing the confusion on our faces. "Sorry, folks. Train's not working at the moment."

That much was obvious. I was hoping that he would give us a little more information about what was going on. Like when it would be fixed.

"It's going to be a while," the guard continued, practically having read my mind. "The guys tell me that it's not a complicated fix to do, but it takes a while to do it. One of those tiny little gears right in the heart of the train has broken, and they have to remove a whole bunch of other parts to get at it."

"So what are we meant to do?" Lilly asked. "We have to get home."

The guard looked at us. "Do you have booked tickets on the train, or were you just hoping to buy one now?"

We all showed him our return tickets. The guard took a quick look at them, checking that they were valid and genuine before ushering us towards the group of people. "For those who have tickets, the company apologises and as the repair is expected to take until the morning, will be providing lodging for the night at some of the hotels in town."

"But we have to get back!" Lilly said, indignant. "We can't stay here."

The guard looked at her, not impressed by her outburst. "I'm sorry, ma'am, but there is nothing I can do. You can lodge a protest with the company, but right now, all we can offer you is accommodations for the night and a place on the first train to be leaving tomorrow." He paused for a moment before playing his trump card. "If you don't want to take the company's offer of a hotel room, you are free to wait here in the station until morning if you wish."

Lilly was taken aback a little; clearly the guard held all the cards in this argument. "No," she said just a little too quickly, "We'll take the rooms you offered."

The guard smiled and nodded. "Then just wait here in the line. The company will see to it that you are taken care of. If you have any reservations that will be affected by this, be sure to let the cashier know when you speak to her."

With that, there was nothing else we could really do. Just wait in line and take the small compensation the railway was offering, which admittedly was more than I had expected them to do in a situation like this. Still, all I could think about was the hotel in Baltimare that I wasn't going to be getting to tonight.

It took nearly half and hour of waiting around, but we finally got to the head of the queue. Well, I say head, but in reality we were the only ones left. The cashier gave us the names of two hotels in the area, one for Roseluck, Lilly, and Daisy to stay in, and one for Cheerilee and me. "I'm sorry that we have to split you up, but I'm afraid that the hotels don't have enough spaces left for all five of you to go to one."

"Well, this is turning into quite the day," Cheerilee said, trying to remain positive. That was her all over. No matter how bad it might get, and admittedly it could have been a lot worse, she would always look on the bright side.

"See you all in the morning; be sure to soak yourself in cold water, Roseluck," she said to Roseluck and the others before turning back to me. "Come on, we might as well go see where we are sleeping tonight."

Chapter 2: We need to talk

Beauty on the beach
Chapter 2 - We need to talk

When we arrived at the hotel, the desk clerk informed us that the only room they had left for us was a queen. They were very sorry, but we would simply have to share the bed for the night. Cheerilee took the key without grumbling; I suspect that she was like me, just eager to get somewhere to lay down for a moment or two.

Pushing the door to our hotel room open, Cheerilee and I walked and beheld the scene. I wasn't exactly expecting much from it, but it was nicer than I had thought it might be. When the station had said they were arranging complimentary rooms for us until the train was ready to go again, the thought of seedy rooms covered in filth had crossed my mind. Total bottom of the barrel cheap.

What we got was a small, but reasonably well appointed room. The furniture was old, and a little worn, but it all looked clean, with fresh linens neatly folded on the queen sized bed taking up pride of place in the middle of the room, with a bedside cabinet containing a desk lamp and a box of tissues. Around it were a couple of cupboards, a small table and some chairs. One wall had a large pair of windows showing off a wide shot of the bay. Perfectly angled, it blocked off the view of the industrial areas, giving the impression of a picture of nature and unobstructed coast. A door led off of one side of the room, opening into a tiny bathroom. I could make out a shower basin and toilet, all just big enough to accommodate one person at a time.

"This isn't so bad," Cheerilee said, walking into the room as I held the door open for her. "I was expecting much worse."

She walked over to the bed and dumped her bag on the ground next to it before sitting down and bouncing slightly on the mattress. It was clear that she was testing the springs, and from the expression on her face, she clearly liked what she felt.

I moved over to one of the chairs stuck in the corner. "You can have tha bed," I said, thinking about how I would be spending another night in a chair.

Cheerilee looked horrified for a moment. "Mac, don't even think of it. We're adults; we can share a bed for one night. Besides, I don't think you would be very comfortable in that chair. Come over here and see what you think of the bed."

I did as I was told and walked back over to the bed, sitting down where Cheerilee was patting. As soon as I felt the mattress, I was convinced that the chair might be a better option after all. It was far too soft for my liking, and even just sitting down on it, I sank down into the soft cushion top. I've always preferred to have a fairly hard mattress on my bed; one that can easily support my large frame without complaining. Still, it would only be for one night.

Cheerilee gave me a nod and got up off the bed again, heading for the shower. "I need to freshen up a little; get all this sand and salt off my body before I start to chafe."

She walked into the bathroom, shutting the door behind her. A few moments later, I heard the sound of running water. Not getting up from the bed, my mind wandered to what she must be doing in there. Slipping out of her clothes and stepping into the shower, lathering herself up with some of the complimentary soaps and shampoos, washing off every last trace of the sand and salt that she must have been covered in.

Deciding to get my mind off of what Cheerilee may or may not be doing in the shower, I poked around the hotel room. There was a small mini bar, filled with the overpriced miniature bottles of alcohol you always find in rooms like this. Stashed off in one of the cupboards were a chess set and a deck of cards. The deck was missing several cards, but the chess set looked like everything was present.

I pulled the set out and was idly moving the pieces around the board when I heard the door to the bathroom open and Cheerilee walked out, wrapped up in a towel. She had her clothes draped over her arms as she walked. "Much better. I'm sorry though; I think I might have overdone the hot a little. Not sure how much is left."

I opened my bag and grabbed a clean pair of pants and an old work shirt before heading into the bathroom. It was tiny; barely enough room for the shower and the toilet. It was awkward, but I managed to disrobe and step into the shower. The floors and walls were slick from Cheerilee's shower, and I soon realised that she wasn't kidding about the hot water. Even turning the cold tap all the way to off, the water was lukewarm at best, and fading fast. Not wasting any time, I jumped under the stream of water and grabbed the half empty bottle of shower gel. I didn't have the time to get more than just the main spots before the hot gave up all together and the water turned to liquid ice.

I finished up my scrub as quickly as I could after that. I just rinsed my hair out, not bothering to actually try to shampoo it and got out of the shower. Grabbing a towel, I dried myself off as effectively as I could in the stall and grabbed my clothes up off the floor.

Pushing the door open, I strode out into the main room, clothes in one arm and the towel in the other. Cheerilee had taken the opportunity to get back into her shorts and t-shirt. She politely averted her eyes as I walked into the room, but she didn't need to have bothered; we had just spent the day nude, and had seen every inch of what the other had to offer. Still, I appreciated the gesture.

A moment later, I was dressed in my fresh pair of pants. I put my shirt back on but didn't bother doing up all the buttons; it was too much effort, and it was unlikely that we would be going out again tonight.

When I had finished getting dressed, I turned around and saw Cheerilee sitting down at the table, looking down at the chess set. "You play?" she asked when she saw I was looking over at her.

I took the seat opposite to her and sat down. "Ah play ah little," I admitted. Granny Smith had taught both AJ and I how to play back when we were still just kids on the days when the weather was to raw to go outside and work on the farm. I never was all that good at it, but Granny and I still played on occasion on a winter's night.

"I haven't had a chance to play for a while now. All my students are either not interested, or say that I always cheat; that the knight can't move in an L shape."

I shook my head in amusement at that. "Even ah know that ain't right."

Cheerilee set up the pieces into their proper location and we both settled down to play a match. Cheerilee, being the white player, moved first, and from her first play - a highly aggressive jump out with one of her knights - it was clear that she was out for blood.

I countered hard, shifting my pawns around on the board and trying to block her advances, but it quickly became apparent that she was a far more skilled player than I was. It was all I could do to slow her pieces from dancing around the board, and every time that I managed to block off or protect one of my own pieces from her strategy, she always seemed to have a counter attack ready, or a new plan to fall back on. Within a dozen moves, I was all but trapped, but no option but to sacrifice my queen in order to escape check.

Cheerilee pounced on the chance and another half dozen moves later it was all over. She had me in a mate that I hadn't even seen coming; my king was surrounded by my own pieces, none of which could be moved properly to block her bishop. Mate followed swiftly.

The second game went much the same as the first. I tried hard and managed to get a couple of early victories against her reckless advance, but Cheerilee was ruthless. If it was clear that she couldn't save a piece, she wouldn't even try and just leave the rook or knight to its fate, using her turn for something more important. It took a few more turns this time around, but again she managed to mate me.

Determined to win at least one round, I took the offence in the third match, sending out my power pieces early and recklessly thrusting them into the heat of battle. For the first time, Cheerilee looked a little flustered and she made a mistake that she should have easily been able to see, leaving her queen exposed to a flanking attack. I took her queen with gusto and pressed the attack, cornering her king against the far edge of the board before closing in for the kill.

Cheerilee hung on, sending every last piece she could to bail herself out of the check, uncheck cycle I had her locked in, but finally it was all over for her. Looking up at me, she extended out one hand and toppled her king over, signalling for defeat and forfeiture of the game.

"Good game, Mac. Good game," she said, getting up from her chair to check the time on the wall clock. "Oh my, I didn't realise it was that late!"

I looked up at the clock. It was getting quite late now, pushing on towards midnight. While that may not have been that late to some, we did have to be up and moving quite early in the morning.

"We should probably get to bed now," Cheerilee said, looking over to where the queen bed stretched out invitingly. A moment later, she caught herself as she realised what she had said. "Oh, listen to me; I sound like an old married woman."

For the briefest of instants, I saw in my mind what life would be like if we had indeed been married that day. Cheerilee coming home after a long day teaching young minds, while I would be out working the earth. At night she would tell me all about her day; about how the kids were all acting like a bunch of little brats. I could listen to her all day if it made her happy.

We both laughed for a moment. Cheerilee got up first and headed towards the bed, checking to make sure that all the sheets and blankets were in good order. "Well, I don't know about you, but I didn't exactly pack any pyjamas, and these clothes aren't any good for sleeping in. Do you mind if I just go au natural?"

I shook my head, secretly a little glad at the thought that Cheerilee would be stripping down again. I was careful not to let it show, though; coving any expression that might have betrayed me by getting up myself and walking over to my duffle bag. I had packed a pair of boxers to use as pyjamas.

Or, rather I though I had. A quick examination of my bag showed that the pair of boxers I had packed was in fact not there. Everything else I had packed was, but the boxers were missing in action.

"Missing something?" Cheerilee asked, correctly interpreting the expression on my face. In the time I had been looking through my bag, she had stripped off her shirt and shorts and was just about to drop down her panties. The dim lights in the room really highlighted the colour of her tan, casting her skin in golden hues. I quickly averted my eyes back to the bag to as to not stare at her.

"Eeyup. Mah shorts."

Cheerilee walked around behind me and leaned over, her head resting on my shoulder as she looked over the contents of my bag. I stiffened a little as I realised I could feel her breasts crushed up against my back.

"Nope, I can't see them. Ah, well, it's not exactly the end of the world, is it?"

It wasn't, and I knew it wasn't. I must have just forgotten to pack them before I left. Still, it was annoying.

"Now come to bed, Mac. It's late, and we need sleep." Cheerilee's comments were punctuated with a yawn. "Excuse me."

With that, she got up and walked over to the bed, pausing only for a second to strip down her panties before getting under the sheets. I gave one more futile search for my boxers before giving up and getting read to join her. My shirt and pants were tossed into the impromptu pile that had been formed by my search, but I kept my underwear on as I walked over to the door and flicked off the lights.

Instantly the room was plunged into darkness, though the bed was caught in a beam of moonlight coming in from the large windows. Outside, the bay was cast in the silver hues of the night as the moon climbed higher above the horizon. Cheerilee had already rolled over onto her side, facing away from me as she tried to get to sleep. I headed over to the bed and climbed in, wriggling in under the sheets as smoothly as I could.

"Night, Mac," Cheerilee muttered, already sounding like she was half asleep.

"Night, Cheerilee," I replied, trying to get comfortable on the far too soft mattress.

It was no use. Every time I rolled over or shifted around, all I did was succeed in sinking further into the mattress. It felt like I was being sucked into it; that if I wasn't careful it could swallow me up whole and drag me off somewhere unknown.

To make matters worse, after only a few minutes, I could hear the light breathing and occasional soft snore from Cheerilee that indicated that she had no such difficulty in getting to sleep. She had just rolled over, closed her eyes and she was out like a light.

After about half an hour of trying to get to sleep, it was clear that I wasn't going to get any sleep. The room was too bright, with all the moonlight streaming in from outside, the mattress was too soft for me to get comfortable, and perhaps more important of all, my mind just wouldn't stop ticking over.

No matter what I did, I couldn't stop thinking about what had happened today. For all its ups and downs, today had been an interesting day for me. Out of all the people I would have expected to meet on a nude beach, Cheerilee hadn't been one of them. The other three girls, sure; they often wore somewhat revealing clothes when selling their wares; they said it helped draw in the customers, and I knew a couple of people who claimed to have hooked up with one or more of them at various points.

But not Cheerilee. Never Cheerilee. Never had I imagined that she might be into that sort of thing. Maybe it was just that she used to be my sister's teacher, but I never had expected that I would be lying naked on a beach, watching her emerge from the water, glistening wet and dripping like the depictions of the goddesses of old.

As I lay there, imagining the woman next to me, I felt a tightness forming in my underwear. All the thoughts about Cheerilee were getting me hard. I knew I should stop thinking about her; try and get some sleep, but that would sadly be impossible. The only way I was going to get rid of this boner was, quite simply, to take care of it.

I though about getting up, going into the bathroom, but if I did that, I would possibly wake Cheerilee up, and getting caught with morning wood in my hand was not the way I wanted her to remember me.

Turning over to make sure that she was indeed asleep, I carefully pulled the front of my underwear down, letting my half stiffened member pop free. I rolled the sheets back a bit until I was exposed to the air; I didn't want to leave any traces on the sheets for the staff to deal with later.

Closing my eyes, I grasped myself and started jacking, being careful not to make a noise or too much movement that could alert Cheerilee to what I was doing. My member quickly stiffened out to full length and hardness, and my movements became a little faster with every moment that passed.

Accompanying my efforts was the image in my mind. I was back on the beach. Cheerilee was there, sprawled on her back as Roseluck and the others rubbed tanning lotion into her skin. They seemed to be paying particular attention to her breasts, kneading and squeezing until her nipples stuck out like pointers.

Finally, Cheerilee was lathered from head to toe in oil. She looked over to me, eyes inviting as she spread her legs apart, one finger crooked and motioning me over. Her legs opened, revealing her dripping pink slit.

Roseluck and the others vanished from the fantasy; it was now just Cheerilee and I. "Make love to me, Mac," Cheerilee whispered, grabbing hold of me and pulling me closer to her. "Make me yours."

My hand was now flying up and down my length. Pre-cum oozed freely from the tip and I was no longer making any attempt to conceal my actions; good sense having long been overtaken by lust and need. Release was not far off, and I had the box of tissues at the ready to catch the evidence.

Just as I felt the tingling in my balls; that moment when you know that climax is inevitable, the unthinkable happened: Cheerilee rolled over.

She rolled over, snuggling into my back. One leg wound its way around mine while her arm snaked its way over my body, coming to rest on my throbbing dick. Her fingers instinctively curled around my shaft, lightly squeezing the flesh.

That was all it took. The brush of her fingers took me over the edge. I groaned in pleasure as the first spurt of cum burst from the tip of my cock, splattering onto my chest. More followed; each rope gushing forwards and coating my chest. Some dribbled down, coving Cheerilee's hand in my seed.

I couldn't stop the moan of pleasure that escaped my lips as I came; I was too far gone to care. It was the most vivid orgasm I had ever experienced and it was all I could do to just to enjoy it. The idea that I might wake Cheerilee didn't even register.

And as if on cue and woken by my moan, Cheerilee snapped awake, blinking rapidly as if she didn't quite know where she was. That didn't take long though, and quickly, she noticed exactly where she was, and what it looked like; her hand still grasping my wilting penis, while the last few drops of cum oozed from the tip onto her fingers.

She sat bolt upright in the bed, letting go of my dick and trying to shake her hand clean of the offending cum. In her haste, she didn't realise that she was still tangled up in the sheets a little, covering her body behind the thin cloth. "Oh, Mac, I'm-I'm so sorry! I didn't know what I was doing. I didn't mean to...to touch you like that."

She paused for a moment when she realised that her hand was still covered in my seed. Removing it, she looked down at the bed. Even in the washed colours of the moonlight, I could see the burning shame on her face. She must have been thinking that she had molested me in her sleep. "You must think I'm a sick pervert or something now."

Her voice was breaking, and I could see tears starting to well behind her eyes. In her mind, she had just ruined the first good day we had spent together in a long time.

I wasn't going to let her feel that way. She wasn't going to suffer because of me. Even if it meant painting myself as the very thing she thought she was right now.

"Cheerilee, look at me," I said, putting just a little steel behind the words, making it not so much a request, but a command. Automatically, she obeyed, but she still didn't really meet my eyes. Gently, I put a hand against her cheek. "None of this was yer fault."

"What do you mean?" Cheerilee didn't sound convinced. It was heartbreaking, watching her berate herself.

"You didn't do this. Ah was..." I may as well just come clean. "Well, ah couldn't sleep. Ah kept on thinking about you on tha beach. You were so pretty, and well, then mah little guy come out ta play. Ah couldn't help mahself; ah started ta touch mahself. Ah know ah shouldn't ta done it. Ya rolled over right at tha end, when it was already too late ta stop. Ya know what they say. A man's got two heads, tha one on his shoulders, and tha one in his pants, but only enough blood ta run one at a time.

Cheerilee giggled a little at that. "That's true enough." She cut herself from saying more as she cocked her head at me, zeroing in on something I had just said. "Wait. You said you were thinking of...me?"

This time it was my turn to hang my head. There wasn't really any way around it now. Big Macintosh, pervert. I couldn't bring myself to speak, but Cheerilee understood my meaning anyway.

"As in, you were masturbating to the thought of me?"

Again, I nodded. This would be it, the end of our friendship. There was no way she could possibly want anything to do with me after this. Thoughts of restraining orders floated through my mind.

Cheerilee let out a big sigh, slumping down on the bed. "Mac, I can't keep doing this. Lying to each other; pretending as if everything is normal when it hasn't been normal for a long time." She turned to look directly at me, lifting my head up with a hand as I had done to her. Framed in the moonlight, she was beautiful. "It's high time that we had a talk."

I couldn't agree more. We had both agreed that we would never speak of what happened on Hearts and Hands day again, but even unspoken it continued to dominate our lives.

"I know that things have been...strained between us ever since that day we drank your sister's punch. I'm still not entirely sure what was in that drink, but it couldn't have been anything good, and quite probably illegal."

"Eeyup," I agreed. Even when I had demanded that Apple Bloom tell me what was in that punch, she had evaded the question as best she could, giving me some phony answers about how Scootaloo and Sweetie Belle had been in charge of making it, or that the town herbalist, Zecora had given them some special flowers and seeds.

"But," Cheerilee said, going on. "Regardless of what we did then, we can't blame it all on the punch. It wouldn't have worked if there wasn't something there to being with. It couldn't create a spark, but it did loosen some inhibitions."

Cheerilee sat up straighter in the bed, letting the sheet fall down around her. The beam of moonlight perfectly framed her body and face, shrouding her in an almost angelic glow. "I like you, Mac. And it's fairly clear that you still feel something for me too." She waved her hand over my body, where there was still copious evidence of that fact.

She picked up my hand in hers, drawing it closer to her. The size difference was noticeable. Her slender fingers could barely wrap around my wrist, and her skin was as soft as velvet. She pulled my hand until it was touching her chest, right between her breasts. Her eyes were pleading as she spoke, her voice cracking. "I've wanted to say this for a long time, but I could never bring myself to actually do it, so I'm just going to say it. Big Macintosh, please...I want to be your special someone."

Even though she was already naked, in that moment, Cheerilee was as exposed to me as she had ever been. The mere idea of simply taking off her clothes was nothing against her baring her very soul. Through her chest I could feel her heartbeat, strong and rapid as she awaited my answer. Her eyes fell as she waited, one beat, two, three.

Without saying anything, I cupped her chin in my free hand and lifted her head up so that her eyes were once again fixed on mine. There was fear in those eyes. She had exposed her heart to me; let me know how she truly felt. If I rejected her now, it would crush her. Cheerilee opened her mouth to say something, but I put a finger to her lips and she fell silent again.

With my free arm, I cinched around her neck and pulled her in closer to me. I had wanted this for so long; dreaming of this exact moment, but now it was here.

The distance between us closed, and Cheerilee closed her eyes as we made contact. Her lips brushed against mine, a short kiss but it was all that was needed.

"Ah'd love ya ta be my special someone, Cheerilee." I said.

Cheerilee looked like she was about to break into tears again, but this time they were tears of joy, not of sadness. Then she was pressing herself into me, arms wrapped around me and grasping my shoulders as her lips met mine; stronger than before, more insistent.

I returned the favour, exploring her mouth as our tongues mingled. I could taste Cheerilee, a flowery scent from the lingering traces of the shampoo she had used. Cheerilee moaned into me, pressing her body tightly against mine as we rolled around on the bed. I would up on my back, while Cheerilee rolled on top of me, straddling my torso with her legs.

We broke apart, gasping for air. Cheerilee cradled my head in her hands, eyes blazing with passion. Her breasts hung down between us, just waiting to be grasped. I reached up and touched them, feeling their weight in my palms. Her skin was so smooth, while my hands were covered in calluses.

"I've waited so long for this, Mac," she said, leaning down and pressing her forehead against mine. "I wanted to tell you so many times how I felt, but I just couldn't do it."

"Me too," I whispered to her. "Ah was goin' ta tell ya, but every time ah lost mah nerve."

Cheerilee kissed me again, nipping my bottom lip as she pulled back. "Well, we know now-AHHH!" She yelped a little as I reached up and licked of her nipples, engulfing the tender tip in my mouth.

Before she could protest, I had her flipped around so she was now the one on her back. Her arms were up above her head, leaving her body exposed. "Oh, yes. Just like that," she muttered as I showered her neck and body with kisses, trailing my way up one side and down the other until I finished with her other tit.

I didn't stop there though. I kept moving lower, working my way down her torso, kissing her navel as I slid my legs off the side of the bed. We both knew where I was going, and I looked up at Cheerilee to make sure that she was alright with it. The look in her eyes said that she wanted this just as much as I did. She offered no resistance as I kneeled down on the floor between her legs and gently pushed them apart.

Highlighted in a beam of moonlight was Cheerilee's slit. The few brief glimpses I had gotten on the beach were nothing compared to seeing it now in the flesh. Perfectly symmetrical labial lips framed her puffy clitoris. Traces of moisture glittered in the light; evidence of Cheerilee's growing anticipation and excitement.

I could have dived right in, but I wanted to savour the moment. This was no dream or fantasy; this was real and Cheerilee was offering herself to me. One finger traced the contours of her legs, just avoiding her vulva and earning me a shiver and moan for my trouble. Occasionally, I moved in a little closer and glided right along the edge of her labia, brushing against her clit but never fully touching it. Cheerilee whined every time I did so, equal parts pleasure and frustration.

Finally, I had had enough of teasing her. It was time for the main course. Both arms hooked around her legs, pulling her in closer to me until only a hair's width separated us. Looking up, I locked eyes with Cheerilee. She was looking intently at me, and without breaking that contact, I gave her a long, slow lick.

The taste of her arousal, similar to that of other women, but subtly different hit my tongue. Cheerilee moaned, squeezing he legs together around my head as she grasped at the sheets, the mattress, anything she could get her hands around.

Buoyed by her reaction, I focused my efforts on pleasing her. This was our first time together, and I wanted to be special. My dick was hard again, and it throbbed insistently, aching for attention. I ignored it; this moment was for Cheerilee, and Cheerilee only.

I explored her folds, using my fingers to stretch her wider at times while plunging my tongue as deeply as I could. Cheerilee was tight, very tight around my tongue and she squirmed on the bed, writhing in pleasure. I could tell that she was approaching climax, so I slowed down a little, allowing her body to cool off a little. She calmed down slightly, relaxing her legs apart again.

Just as I was about to start licking her again, Cheerilee grasped my head and craned my neck up. "Mac," she started, panting heavily.

I looked up at her, waiting for what she had to say.

"Am I...do I...taste...ok?" Cheerilee sounded doubtful.

I didn't look away, but gave her another deep lick, earning a squeal. "Cheerilee, ya'll are beautiful." I meant it, too. There was nothing I wouldn't do to make her happy.

"Thank you." she breathed. I grinned at her for a moment before diving back in between her legs. This time, there was no mistaking the intent. Cheerilee was going to cum, and she was going to cum hard.

"Ahh, ahh, Mac!" Cheerilee uttered, back to squirming on the bed. I increased my grip on her legs, refusing to loose contact with her as I lashed her cunt into a frenzy. "I-I'm Coming!"

Cheerilee's body went rigid, Back arching off the bed while her hands clutched at the back of my head. Her cunt, already tight around my tongue, twitched hard. "AHHHHHHHH!" she screamed, surely loud enough to wake those in other rooms.

I tried to lick up he juices, not wanting to waste a drop if I could. But before I could complete my task, Cheerilee pushed me away from her cunt, panting heavily and very flushed. "Ahh, stop...too sensitive."

Reluctantly, I had to obey. Rather than stopping though, I climbed back up onto the bed and traded one pair of lips for the other. Her chest heaving, and now covered in a fine sheen of sweat, Cheerilee wrapped her arms around me as we kissed on the bed. I could feel my penis pressing into her stomach, and I was sure that she could feel it too.

Cheerilee kissed me passionately, her mouth hungry for me. No doubt she could taste her own flavour on my lips, and it only seemed to drive her on. We broke away, gasping for air. Cheerilee lay back on the bed, reclining on the pillows as she gazed up into my eyes. Her piercing green iris seemed to look right through me. "That was incredible, Mac. I didn't realize it could be that good."

I felt fingers wrap around my dick. Cheerilee had grasped it and was slowly jacking the shaft. It felt amazing, far better than doing it myself. We both looked down at her hand. Clear pre-cum was oozing from my tip, coving her hand in the slick lubricant. Cheerilee looked back up at me. "My turn," she said and flipped me over on the bed again. Giving my penis one firm squeeze, she slid off the bed and lined herself up between my legs. In one motion, she grabbed the hem of my underwear and pulled it down around my legs. I flicked it off to one corner of the room as she pressed herself against the edge of the bed, her breasts framing my rock hard rod.

"Ready?" she asked me, her mouth just inches away from my throbbing tip. I nodded, not trusting myself to speak. Cheerilee gave me a smile and gently she kissed the exposed head of my cock. Even though I had cum not half an hour before, it took all my willpower to not blow my second load then and there. Cheerilee must have noticed it too, as she pulled back from my penis and watched it throb and twitch in her hand. More spurts of pre-cum dribbled from the tip, leaking freely onto her hand.

Cheerilee giggled a little. "Aww, you like that? Then you are going to love this." Not waiting for any kind of answer from me, she leaned in again, this time not stopping at a mere kiss. She opened her mouth wide and the head of my cock vanished inside.

Watching as Cheerilee swallowed more and more of my penis was easily the most erotic sight I had seen. Or felt, for that matter. The exposed glands at the tip of my shaft were on high alert and the warm, wet feeling of Cheerilee's mouth was nothing short of pure heaven. I could feel every contour of her mouth, every flick of her tongue as she sank down lower around me. At a little under halfway in she stopped, presumably having reached her limit near the back of her throat.

The came the suction. Her tongue ran along the underside of my shaft as she lifted up, sucking hard all the way until only the tip of my cock remained in her mouth. Her saliva glistened on the flesh as she breathed for a second. She looked up at me, eyes questioning. I nodded once back to her and she swallowed me again, sinking down as far as she had before, and maybe just a little bit further.

I groaned, head falling back on the pillow as the pleasure in my loins dominated every thought. It didn't take Cheerilee long to build a slow, steady rhythm; sucking my shaft and licking the underside with her tongue. A few times, she tried to take me a bit further, and I felt the back of her throat close around my head. But no matter how she tried, she always gagged whenever she moved to swallow me further.

After a couple of minutes of head, she pulled off me, sucking in air as she did. A few strands of saliva bridged the gap between her mouth and me as Cheerilee wiped her mouth clean of her spit. I thought that maybe she was just catching her breath before going back down on me, but rather than take me in her mouth again, she knelt in closer to me and sat up a little higher.

My dick gave a little throb as Cheerilee stroked it a couple times before grasping her tits and crushed my shaft between them. I could see just the tip of my cock popping out from between her tits, while the rest was sandwiched between them as Cheerilee licked the tip. Then she started moving her chest, and the tip was enveloped within her ample bosom. Silky smooth and soft to the touch, they were almost as nice as her mouth. Her nipples pointed out between her spread fingers, hard nubs begging to be tweaked.

Pre-cum was freely oozing from the tip of my cock now, and it wasn't long before her chest was well coated in the slick fluid. With each stroke of her tits, she slid smoother around me; her tits so warm, so soft. It was all too much for me

By now, I was really having to concentrate on holding back my release; a battle I was steadily loosing. Cheerilee appeared to be aware of it as well, as when she pulled off after another half a dozen strokes, she gave the tip one more lick and whispered, "I want it, Mac. Give me your cum. I want to taste you, and swallow every drop."

Hearing Cheerilee, a teacher of young children talk so dirty, there was nothing I could do but obey. It only took another two strokes of Cheerilee's tits, and I felt the surge from my balls.

"Ah cummin'!" I said, voice hoarse with the strain of concentrating. Cheerilee release me, settling back down on her knees and grabbing the base of my cock with her hands. She opened her mouth and splayed her tongue out, resting the head of my dick on her tongue and giving the shaft a few final jacks.

The first rope of cum blasted out of my tip, splashing into the back of Cheerilee's throat like a canon. I felt her tense up as it hit, but she didn't let go of my spurting cock. Instinctively, she clamped down around my head andswallowed the cum, only for it to be replaced by another rope, then another. Cheerilee's eyes widened as she tried vainly to keep up with the flood, but after only another couple of spurts, it overwhelmed her and she had to pull off. The final gushes of cum dribbled from the tip of my cock, landing on her tits and chest.

I fell back on the bed, panting and dizzy from the force of my relief. Out of the corner of my eye, I saw Cheerilee swallow several times before gasping for breath herself. Her hand was still on my dick, shrinking though it was, and she squeezed it a couple of times to get out the very last of my cum, which she licked up with clear enjoyment "Mmm. It really does taste like apples."

"That was amazin'," I said, rolling over and making space on the bed for Cheerilee. She climbed up and lay down beside me, snuggling into my chest. "You, ahh, got a little somethin'."

Cheerilee looked down to where I was pointing and saw that her chest was covered in several globs of my seed. She scooped one glob off with her fingers, but rather than clean it off herself, she held them out to me. "Such a mess, Mac. Care to help me clear up?"

I didn't even hesitate, and licked her fingers clean of my own cum. Now, don't get me wrong; I didn't make a habit of this sort of thing, but I had no problem with the taste of my own cum, especially when it was mixed with that of a gorgeous woman's. Back when we were together, AJ loved it when I licked her out after having finished in her.

Once her fingers were clean, I went to work on Cheerilee's breasts, and in a few moments, she was licked clean of all she hadn't managed to swallow herself. I paid special attention to her nipples, suckling them as a child would have even if there was no milk to be had.

For her part, Cheerilee hadn't been idle either. She had been focusing on bringing me back to readiness with her hand, massaging my balls or stroking the shaft. It didn't take long for her delicate touch to have the desired effect, and by the time I was done cleaning her she had me back at attention and ready for more.

Cheerilee reclined back on the bed, spreading herself open for me. Her pussy, flushed and slick with arousal was clearly very ready for the main course. "Be gentle," she said as I climbed on top of her and lined my cock up with her opening. "And please, don't finish in me."

"Of course not, Cheerilee. Ah'd never do anythin' ta hurt ya. Ah'll be gentle." My cockhead probed her sex, parting her lips slightly and earning a hiss from her as the tip slipped inside for a moment. For all my desire not to hurt her, the simple logistics of the matter was that there was a size difference between her vulva and my penis. She was going to have to stretch out a fair bit.

I didn't go any deeper than just the tip for a moment, gently sliding it along her opening and spending the time making sure that I was coated in her juices and as slick as I could be. Once I was covered, I pushed ahead, watching as the full tip of my cock disappeared inside Cheerilee's vagina.

"Ahh!" She cried out as se felt it go in. "So big."

I took that as a cue to give her a moment to adjust, so I just made small thrusts in and out, only going a hair deeper with each thrust and giving her all the time she needed to get used to the size of my tool. When she gave me the nod to continue deeper, I pushed ahead, sinking in another inch or so. The heat and pressure of her vagina was intense, and a moment later, the reason for that became apparent.

With barely even a third of my cock within her, I felt resistance within her sex. A fleshy barrier blocked my way. It took me a moment to realise what it was, but when I did, I gave Cheerilee a questioning look.

Cheerilee dropped her eyes and looked away from me. "I-I've been saving myself for the right man." She sounded almost ashamed of the fact that she was still a virgin. But when she looked back at me, there was determination in her eyes. "But I know I've found him. It's you, Mac. Please, be my first."

I pulled back, withdrawing until the tip was all that remained inside her. "Ya sure about this?" I asked. I wanted to be absolutely sure that she knew what was coming next.

Cheerilee gulped as she eyed my cock hanging out of her, but she nodded to me. "Yes. I want this, and I want it to be with you."

Hearing her say that; that she wanted to me mine, it spurred me on. I slid in again, testing the barrier a few times. I could feel it bending around me, stretching out but not breaking. All it would take was one thrust to tear it asunder.

"Ready?" I asked, still gently probing her hymen. Cheerilee cooed every time I touched it.

She looked at me, steely eyed and resolved. "Ready." She took a deep breath to steady herself. "Fuck me, Mac."

I pushed forwards with all the strength of my hips. Cheerilee's hymen resisted vainly for a moment, but it was no match for the force of my thrust. It tore apart and I slid fully inside Cheerilee, pushing forward until I was nearly hilted inside her.

Cheerilee screamed as I thrust into her, a yelp of pain stifled by her biting down on her hand. She must have known it would be painful the first time, but it clearly was more so than she had been expecting. As soon as I was inside her, I held myself still, letting her get used to the feeling of being full up. From my perspective, Cheerilee felt amazing. She was so tight and wet; a velvet sleeve around my cock. If I hadn't already cum twice tonight, I probably would have blown my load then and there, but I remembered my promise to her and held back.

"How do ya feel?" I asked.

"...Full," Cheerilee finally replied. She giggled for a second. "I can feel your heartbeat."

Likewise, I could feel every twitch of Cheerilee's body; every time her abdomen tightened or loosened muscles around this new intruder lodged within her. After a minute or so, she made a sign that she was ready. Very slowly, not wanting to rush things for either of us, I withdrew and started thrusting. This wasn't the frenzied pace of two people just looking to bang out a quick one, but the slow and measured pace of one for whom the pleasure of his partner was all that mattered.

Cheerilee gasped every time I filled her up, arching her back up as she drew me down into a kiss. I returned it with fervour, making sure to keep my pace steady for her.

"Mac, this is...you feel amazing," she whispered into my ear.

"It gets better," I replied. Before she could ask what I meant, I picked her up and rolled over on the bed. Now Cheerilee was on top, and the new position meant that I was putting pressure on a whole new area of her vagina.

She gasped as she felt it. "Ohhhh!" In this new position, she was able to set the pace, and it didn't take long for Cheerilee to pick up the speed a little. They were still measured strokes, but Cheerilee was speeding up as she ground herself down on my cock. She would squeeze her muscles around me as she rose up before letting herself slide down again. With her on top, the angle meant that she could easily take everything I had to offer, hilting with every thrust.

It was beautiful, watching this goddess impale herself upon me. The way she bounced on me, face twisted in pleasure; how she gasped every time I bottomed out within her. I could have gone on fucking her for the rest of the night. But, virginal as she was, Cheerilee just didn't have the stamina for such a night, and before long she started to show the signs of impending climax.

I noticed that Cheerilee's motions were becoming more frantic, going a little shallower with each stroke. It wasn't hard to guess what was happening in her body. She kept up the pace, just working the very tip of my cock inside her, until with a squeal, she plunged down and sank deeply around my cock. I cried out in bliss as she engulfed me in sweet wetness as she came.

And she came hard, muscles rippling around my cock. As tight has she had been, this was far better. Cheerilee ground herself into my lap, trying to get my head just that fraction on an inch deeper.

"Oh, fuck. Mac!!! Give it to me." Cheerilee screamed, her body trying desperately to milk my dick for all it was worth. It was pleasure incarnate to feel her cum. Her spasms were so hard, so tight that I just lay back and let her body have its way with me. As she reached the peak of her crescendo, I felt the tingle deep in my balls again and I knew it was time.

As much as would have liked to stay; as much as my body yearned to fulfil its basic biological desire to procreate, I pushed Cheerilee onto her back and slipped out of her. Even in the throws of her climax, she realised what was going on and grasped at my throbbing cock, pointing it at her abdomen. A couple of quick tugs later and I unloaded my third round of cum onto her body. Having already cum several times, it wasn't as impressive as it could have been, and after only a couple of twitches, I started to soften in her hands.

Cheerilee wasn't to be deterred, and she engulfed my slimy cock in her mouth, licking and sucking out the final dregs of cum. I felt her swallow it all, her throat and mouth convulsing around me, licking me clean, but soon there was nothing more to be had and she let my floppy cock slip from her mouth.

We both collapsed onto the bed, hot and sweaty, but utterly satisfied. We just lay there, wrapped up in each others arms. I stroked Cheerilee's hair out of her eyes, while she hugged herself into my chest.

"Mac, that was everything I had ever hoped it would be," Cheerilee said, cuddling up next to me. "Thank you."

Outside the window, I could see the first traces of the horizon starting to lighten. Dawn would still be another ways off, but there wasn't any point to trying to get to sleep now. Cheerilee noticed it as well. "Hold me until we have to get up?"

I wrapped my arms around her, pulling her in and letting her know that she was safe, loved; that I would be there for her.

Chapter 3: Parting ways

Beauty on the Beach
Chapter 3 - Parting ways

The next morning found us in almost exactly the same position as before. Cheerilee had fallen asleep within a few minutes, despite her insistence that there was no point to going back to sleep. She had just wrapped herself up in my arms, head resting on my chest and she was out like a light.

I had dozed off a little myself. One moment I was just resting my eyes for a moment, the next the sun was streaming in on my face and it was past the time we had to be getting up.

I gently shook Cheerilee awake, and she blinked up at me, clearly groggy. "Mmm, morning, Mac," she said before groaning and clutching a hand to her belly. "Sore."

I had imagined she would have been, especially being her first time. "It won't hurt as much tha second time," I assured her.

"Good," she replied, hugging herself tighter into me, "because I want there to be a second time."

We got up after that and packed up our things as best we could. Cheerilee was moving a little slow and bow legged, but after she had a shower she seemed a little better. I washed as quickly as I could and within another few minutes we were ready to go back to the train station.

Roseluck and the others were already waiting for us there, along with a small crowd of the other people who had been stranded. Roseluck's skin had calmed down a little bit from the angry red of the previous afternoon, but she was still in for an uncomfortable few days. Up on the platform,the station master was trying to maintain order as people were jostling each other to get to the ticket counter. It looked like those who were going to be disembarking in Baltimare were being put in a separate carriage to those who were going all the way through to other places.

Daisy was the first one to notice us. "Hey, Cheerilee!" she called out, waving us over. As we got closer, she paused and noticed Cheerilee's stiffness. "Are you alright?"

Cheerilee nodded, but it was Roseluck who noticed how close she was standing to me, and put two and two together. "Oh, no way. You two totally shacked up last night. Cheerilee, you slut!"

"I don't know what you're talking about," Cheerilee replied in a tone that suggested she knew exactly what she was talking about. "Big Mac and I just had a nice evening together re-establishing an old friendship. Isn't that right, Mac?" Cheerilee relaxed back into me while I wrapped my arms around her.

"Eeyup."

Roseluck looked like she was going to press the issue a little further when the whistle blew on the train. It was finally fixed up and ready to go. The crowd started surging towards the passenger cars, dragging Lilly and Daisy along with them

"Whatever," Roseluck said, "we'll just have to work it out of you later." She turned and tried to merge into the crowd, clearly hoping to meet up with her friends before all the good seats were taken.

Cheerilee and I hung back for a moment. She turned to look up at me. "I guess this is where we part for now? I'll see you back in Ponyville, right?"

I put my hand under her chin and looking down into her eyes. "Ya could come with me, ya know," I suggested. "Ah'm sure ah could work somethin' out with tha hotel."

Cheerilee gave me a weak smile. "I'd love to say yes, really I would, but I can't. The school year isn't going to wait just because one teacher found love."

"Ah'll miss ya," I assured her.

"When you get back, I might be ready for that next time we talked about," Cheerilee said, reaching up on her toes until she was closer to level with me. "But until then, here's a little something to remember me by."

Our lips met, and Cheerilee poured herself into me, reaching up and clasping her arms around my neck. I could vaguely hear a muffled 'Woooo' from one of the train cars, but I didn't care. It didn't matter.

I had a special someone, and that was all that mattered.