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Third Person Perspective

Both mare and human stared into each other's eyes, Rainbow Dash grinding her hips against the human she loved as Lee caressed her face. The mare's wings were growing stiff, painfully so as her marehood started to grow hotter against the human's pants, she gave him a pleading look, desperately hoping he'd understand just how much she wanted this to happen.

"Rainbow," Lee started, cupping her face. "Are... are you sure y-" Rainbow stopped him from speaking, smashing her mouth against his in a passionate kiss, snaking her tongue past his lips and invading his mouth as she flapped her wings, flew up and deposited them both onto the bed with her on top. He didn't fight it, only deepening the kiss as she struggled to take off his jacket. he helped her along, grabbing his jacket and quickly pulling it off and throwing it to the floor.

Rainbow pulled away for only scant seconds, staring at his shirt before she grabbed the collar in her teeth and tried to yank it off. "You and your damn clothes!" She growled as Lee stopped her, the human taking off his shirt and kicking off his shoes as she started on his pants. He was wearing a belt, and she cursed as the human started working on it, she busied herself with kissing his neck. We're doing it, we're actually doing this! She had thought of going further with her coltfriend, but couldn't bring herself to say anything.

But now, now they were going further, and she was going to enjoy every second of it.

Rainbow moved to the side so he could take off his jeans, and she felt her face growing hotter as he pulled them off... and she saw even more clothes. A tiny whine escaped her. "Lee, you're killing me here." She said as she stared at the boxers covering his hardening cock.

"Eh, you know why I wear clothes." He told her with a shaky grin and a shrug as the mare sat on his legs, "as cliché as this might sound, my junk is probably going to look a lot different then... uh... well, what some of ya'll are used to?" He told her, an uncharacteristically nervous tone to his voice.

Crawling up to the human, Rainbow kissed him again, lingering on his lips before saying, "I don't care." She whispered to him, her voice having a husky drawl to it as she moved down to his boxers. Rainbow stared at the dark colored cloth before grabbing the edges with her teeth, and in one swift movement yanked them off, tossing them to the side with a jerk of her head before turning back to him. her eye caught sight of his member, and she grinned. "Hmm..."

Lee chuckled to himself nervously, "Yeah, I know I ain't a monster like most stallions or stuff, but... uh..."

A giggle from Rainbow Dash, "it looks like its wearing a little helmet." She told him as she watched it stand, throbbing before her. She reached out to it, and tapped it, getting a quiet grunt from Lee. "It's cute."

... I'm not sure how to react to this. Lee thought, his junk was never called cute, nor told it looked like it was wearing a helmet. He pondered if that was taken form somewhere else. Shrugging, he sat up, leaning back against the head board as Rainbow leaned in closer.

Rainbow could tell Lee was, in a word, big, she wasn't sure how big humans were but he seemed to be a decent size. The fleshy seven inch member throbbing as she touched it, licking her lips she buried her nose at the base of his shaft and inhaled his scent, she shuddered as she felt herself getting wet. Instead of pulling away completely, she stuck out her tongue and dragged it from base to the tip of Lee's cock, savoring the tangy flavor. She stopped at the top, half lidded eyes looking up at her human as she kissed it, giving the tip a tiny lick.

"Ahhh jeez!" Lee groaned, watching as his marefriend gave him a sultry look while she teased him. Ahhh the teasing, shit! He cursed as she opened her mouth and took in the tip of his dick, her tongue wrapping around it as she bobbed her head ever so slightly. The human just leaned back, deciding to let her do her thing. He only had this done once in his whole life, and it was by his old girlfriend Rebecca, however, she wasn't as skilled as Rainbow. What his marefriend was doing to him right now, was blowing him away.

While she worked his shaft, her free hoof had made its way down to in between her legs, the tip of her hoof found her already dampening entrance, keeping one hoof busy stroking Lee's shaft, while the other was rubbing her at her dripping sex, slicking her hoof in her juices. The room was slowly but surely starting to smell of the other's musk, and neither one minded it at all. Rainbow's legs clenched together, flexing and relaxing ever so often as she slowed herself.

This continued for some time, Lee's body shivering from the pegasus' ministrations. Getting an Idea, Lee said, "Hey Rainbow." he gasped out, making her slow to look at him. He scooted forward a bit and she pulled off of him, "Let me... help you out." He said, getting an eyebrow raise from her.

"You mean... uh..." Her eyes flicked down to where her hoof was, then she looked back up at him. I didn't know he was into that.

Lee nodded his head, "Yeah, I mean... why not?" He shrugged, smiling sheepishly. Now that he looked, Rainbow was pretty big, and not in a fat sense, but more in a she wasn't exactly a My Little Pony pony. To him, Rainbow was about as big as a full grown pitbull. Her wings were extended outward, and her mane fell in front of part of her face, it only made her look even more enticing to the human.

Biting her lip, Rainbow thought about it for a moment, she had... shamelessly been with a few stallions in her time, but none of them had offered to do such an action. But here Lee was, offering to help her out while she sucked him off. She slowly pushed Lee down onto the bed and turned around, putting herself into a position so that she could continue her treatment, and so Lee could get a good view of her cunt. Rainbow moved her tail to the side, and went back to bobbing her head up and down Lee's shaft as she felt her human's hands grab her flanks, giving them a loving squeeze.

She smells spicy. Lee noted as he stared at Rainbow's already glistening lips, a trail of her pre ran trailed down and fell onto his bare chest. He had never exactly paid much attention to his marefriend and her exposed sex, as surprising as that may sound, it was true. But now that he had a good look at it, he could see she was really smooth, save for a tiny tuft of fur above her clit that was soaked in her own juices and led up to her small but ample sized breasts. She's really wet, the human leaned in closer, the scent of Rainbow's dripping arousal filling his senses and causing his already throbbing erection to twitch in his marefriend's mouth. Not wanting to wait any longer, he stuck out his tongue and gave her a nice long lick.

"Mmm~" Rainbow moaned, her wings giving an involuntary flap as she took in more of Lee's cock. To the mare, he was different from stallions, he lacked the flared tip that most seemed to possess, the massive length and girth, but she didn't care. She wanted to take their relationship to the next level, and she was going to do just that. Rainbow kept taking in Lee until she hit his base, the tip of his member poking the back of her throat and making her gag. She hummed, making a vibrating sensation that caused Lee to groan, she smiled at that sound and swirled her tongue around, combining it with her bobbing. She would pull away, almost letting his dick fall from her mouth, only to keep the tip secured to her lips before quickly moving back down.

"Shit!" Lee hissed under his breath as he licked Rainbow's cunt, trying to match her. He dragged his tongue up and down her slit, causing more of her honey to flow forth and coat his mouth and chin, some of it trailed down his neck to his chest as the mare above him moaned her approval. He had only done this once before, so he knew what he was doing... somewhat, porn was actually pretty useful for something. He brought up his hand and used it to spread the darker cyan colored lips apart to get at her pink folds. She winked at him before he dug in deeper, the mare tasting ever spicier somehow. Hehehe.

The two kept up their treatments, the room smelling more and more like sex, and the sound of moans, heavy breathing and filling it. But like most hot and heavy things, it had to end soon... sorta.

"Mmmm, Lee~" Rainbow shuddered around Lee's rod, feeling something building up inside of her. The pegasus' mare bits throbbing against Lee's mouth. A few whimpers escaped her as he sped up, her heavy breathing and moans were pretty much vibrations against his cock, and it was enough to push him over the edge. "Lee, I'm gunna...!"

"Same!" He groaned in reply, thrusting once into Rainbow's mouth before she pulled away with a cry.

The mare trembled, and she clenched her lips against her human's tongue as she went over the edge. "Ahhhh!" She cried as she came, covering the human in her love. her eyes clenched shut in pleasure as she finished off Lee, the human grunting hard as she shot off his load with a growl. She swallowed it all with a moan, determined to not let a single drop be wasted until he was spent, the same was said for Lee, however he did miss some of it, he didn't mind however.

Eventually they were both spent, Rainbow falling to her side with a cough. She wiped her mouth as Lee's head fell back, hitting the headboard. Both were tired...

But it ain't ending yet...

I lied.

Rainbow crawled up to her human, licking his face as she flicked her tail. Neither said anything as Rainbow licked her cum off of his face, her own spicy taste filling her mouth and joining Lee's tangy flavor. Eventually she stopped, staring into her human's clearly pleased eyes. "I take it you enjoyed that?" She asked, kissing his cheek.

Lee nodded, "oh, believe me I did, hehe." He told her, when he searched for her, he wasn't expecting this to happen. That wasn't to say he wasn't enjoying himself, he was happy, more than happy to do something more with the mare. "I guess, I just wasn't expecting it."

Rainbow rubbed his chest, the cold of her hoof feeling quite nice against his skin. "Me either, to be honest." She said, still breathing heavily, she could smell her scent on Lee's breath, and it was intoxicating enough to get her ready to go again. "Shame you can't go again, I was hoping we could have rutted." She said, a bit of disappointment in her tone.

Lee surprised her however, waggling his eyebrows and saying, "Rainbow, just how much do you know about humans?" he asked.

"Just what you told me," She said, laying her head on his chest and kissing his chin, following it up with a lick.

A chuckle. "Well I may have forgotten something," He said as he lifted up his marefriend, dragging her over to lay on top of him. Once he put his arms around her, he kissed the tip of her nose. "Humans, last longer."

She blinked. "Wait, I... I thought all stallions only lasted once?" She wondered, head tilting in confusion. Her coltfriend lifted her up further so he could kiss her, holding it for a few seconds before letting her go.

"Rainbow," He leaned in again, this time to her ear. "I'm not a pony." He told her, nibbling on her ear and making her gasp slightly.

She was about to ask how, before she felt Lil' Lee poke her stomach. She sat up, looking down at his member which had begun to harden again. "No way." She breathed, she thought all stallions only lasted once, the ones she had been with had only lasted one time before falling asleep, leaving her to take care of her own needs.

"Yes way." Lee told her, kissing her once more, running his hands along her wings, making her moan her approval. "You up for this?" He wondered.

She nodded, licking the side of his cheek before kissing him once more. "Let's do this," She told him, grinding her soaked marehood against his dick, rubbing it and getting it nice and wet for what was about to come. She stood up, balancing on three legs before grabbing him, positioning herself above his member. She lowered herself until her slit kissed his tip, and a shiver ran down her spine. Without waiting, perhaps a bit impatiently so, she slammed herself down on him.

Both cried out, both holding onto each other as the feeling washed over them, a pleasurable sensation that made them feel... complete. Rainbow felt her coltfriend inside of her, the warm tingling feeling making her body tense and relax. He was smaller than a stallion, that much was obvious, but it felt... better somehow, for her. She held onto Lee, a tiny moan leaving her as she kissed his neck, lips lingering on his skin as her human held her lovingly. They did nothing for a few moments, enjoying the feeling of being closer then they've ever been before.

Rainbow pulled away from him, hesitantly so before looking into his blue eyes, Lee doing the same. They saw only one thing in the other's eyes, something that they've felt for each other for years, and only now did it feel stronger then ever. Their hearts beat together, and they shared another kiss, eyes closing. This one different from every other kiss they've ever had. It was filled with raw unbridled passion, adoration and love, something they both wanted and needed from each other, something they couldn't bare to live without.

"Lee," Rainbow whispered as she ended the kiss, reluctantly, and said with as much love in her voice as possible, "I love you... so much."

"I know." Lee replied, smiling warmly as he added, "I love you too."

Rainbow kissed him again, this time moving her hips around in a way she knew he would like. She flexed and relaxed her walls around his cock, groaning as she started to slowly bounce atop him. Keeping the kiss going for as long as she could, she darted her tongue into his mouth, tasting herself from before. The odd combination of her spice and Lee's smoky taste, it was delicious, and it only made her heart beat quicker.

The two had a routine already, when Rainbow would move up, she would almost pull off completely, only to fall back down with a moan. Lee added onto this, having timed it so that when she came crashing down, he would thrust up and force himself deeper into the mare. The two kept it up, the lewd sounds of Rainbow bouncing on top of Lee could be heard in the room, along with her groans. Lee's hands traveled down to Rainbow's flanks, gripping onto them above her cutie mark and helping her move up and down. Rainbow had her arms wrapped around the human, the hard edges of her hooves digging into his skin but he said nothing.

The two kept this up for some time, the feeling of their climax building up inside of themselves. Minutes, hours passed them by, time was nothing to the two as they kept up their lovemaking. This point in their life, it was something they would cherish for as long as they lived. Everything they've ever experienced with one another, was nothing compared to right now. Rainbow was growing louder to the point where she was biting her fetlock to keep from screaming, and Lee buried his face in Rainbow's neck, teeth biting onto her skin. They had started moving faster, and harder, and soon enough they both went over the edge... again.

"Ahhhhh! I'm com-ahhhh!" Rainbow tried to tell him, only her climax stopped her. She cried out, pulling the human closer to her as she slammed herself down onto Lee several times, hard and fast as her walls clenched around his member like a vice, her cum gushing forth and covering them both and the bed. The mare rode out her shuddering orgasm as Lee exploded inside of her, the warm feeling of his spunk shooting inside of her, filling her and causing her to have another tiny orgasm that she was more than happy to ride out atop her colt as he bit her neck, canines digging into her skin.

After what felt like an eternity, Lee fell back, dragging the mare with him. Rainbow fell atop him, wings still extended as she struggled to get up. She didn't move much however, still wanting to keep him inside of her. She breathed heavily as she looked up at her man, the latter's eyes closed as he breathed heavily, a fresh sheen of sweat covering his naked body. She moved her head up to his face, giving him one last soft loving kiss on the lips before lying atop him, nuzzling her head under his chin as he wrapped his arms around her.

They laid there for some time, before eventually falling asleep as the sun died outside, being replaced with the moon soon after...

Author's Note

I tried to be romantic and cool and shit, I failed...

Brought to you by SHITE ROMANCE Studios, Crap Clop Films and TL;DR Productions.

Also, preread by: Pusspuss and Norbu
Thanks guys! :D I owe you one, legit!