Stallion Surprise

by AmtrakBrony

Rating: mature
Tags: Alternate Universe, Romance
Length: 3733

Rarity is going about her usual day at the Carousel Boutique, sewing together dresses and other outfits for her clientele. All of a sudden, an unfamiliar stallion walks in and claims to be someone she knows...

As Rarity puts together a number of outfits, she is greeted at her boutique by a stallion who sounds like one of her dearest friends, but looks nothing like him. How will Rarity react when she finds out who this stallion really is?

The sole reason for the Alternate Universe tag is that, since she never technically pulled it off in the series, Twilight is able to perform age spells in this case. Therefore, please note that Spike is fully aged up in this story, in terms of both body and mind (but mostly body).

Published 1970-01-01 00:00:00 UTC
Last updated 2015-08-17 00:30:01 UTC

Who Exactly Are You?

"Come on, Rarity!" Sweetie Belle said to her older sister, "Just let me help! I know how to make these look better!" Rarity was in the middle of sewing together a large order of identical outfits for one of her customers in Canterlot, and she had to finish them by the end of the night.

"Sweetie Belle, darling," Rarity replied, slightly annoyed by her younger sister's seemingly strong desire to help, "I appreciate that you want to help, but this is a very large order," she said while joining two pieces of fabric with one of her sewing machines, "I have to focus on every little detail that I add, and I'm not exactly in the mood for changing any part of the current design. Why don't you go and play with Apple Bloom and Scootaloo?"

Sweetie Belle lowered her head, saddened at the fact that her sister didn't want her to be around, but she knew that Rarity was busy, and didn't want her to potentially lose a client, or worse, maybe her business. "Okay..." she replied softly, turning around and exiting the boutique.

Rarity continued sewing more pieces of fabric together and eventually completed another outfit. "Phew...25 down, 25 to go," she said out loud and to herself. Before turning back to the rolls of fabric she used, she stared at the outfits she had already made, then a thought crossed her mind. "I could just as easily put these together with magic, and that would save me quite a bit of time. However, it just wouldn't feel right," she thought to herself, "I would send them off knowing that I barely put any hard work into making half of them. But Sweetie Belle...oh, how I hurt inside from seeing her so sad. I wish I had more time to spend with her. But still...ughhh..." Rarity grunted inside her head after going through the pros and cons of using magic for this occasion.

Just then, the fashionista heard her front door open, and she turned her head to find an unfamiliar earth pony stallion walking in. His fur was sort of a bluish-pink, his mane and tail were green, and so were his hooves, which looked like the same style of hooves that Big Macintosh, Fancy Pants, and Shining Armor all had. He was a few centimeters smaller than Big Mac in terms of height, but overall still a hefty stallion.

Rarity smiled as she welcomed a possible new client. "Hello," she greeted, raising a hoof, "Welcome to the Carousel Boutique. I'm Rarity, the owner and proprietor. How may I help you on this fine day?"

"Rarity? It's me, Spike!" the stallion said in an adult-like tone.

Rarity froze in confusion. "I'm sorry, what was that?" she asked, raising an eyebrow.

"Come on, Rarity! I know I look and sound a bit different, but it's really me! Just look at my cutie mark!" Spike, as the stallion claimed to be, said as he turned to his side and revealed a striking cutie mark, which was a parchment rolled up and sealed with a brown loop with a golden letter C on it, the parchment itself half-engulfed in flames.

Rarity walked towards the stallion, her eyes widening. She had to admit, his voice did sound like that of her baby dragon friend, only a bit deeper. Plus, he was the same color in stallion form as he was in his dragon form, and with that exact cutie mark, she knew it may just be him. "S-Spike?" she asked nervously, stunned by how handsome he was, "Is it really you?"

"Of course it is, Rarity!" he replied, "I'd never try to deceive you! And if you don't believe me, look!" he said while pointing to a familiar heart-shaped gem in a golden necklace up on a shelf, "I gave you that fire ruby! Remember?"

Rarity looked up at the red gem that was generously given to her by her young dragon friend just before his birthday that one year. She remembered that day like it was yesterday. At that moment, she knew it was really Spike standing there in front of her. However, there was one particular question on her mind. "Spike, how exactly did you turn into a stallion?" she asked.

"Well, bottom line, Twilight dared me to do this." Rarity's face sported a surprised and, at the same time, perplexed expression. "You see, earlier today, I was trying to convince her that there are more benefits to being a dragon than being a pony, no offense..."

Rarity smiled. "None taken, darling," she said.

"And then she said I wouldn't last a week as a pony. So, I told her to bring it on, and now, here I am."

"But how come you're not a colt? Why did Twilight advance you in age as well as turn you into a pony? I didn't realize Twilight could actually do age spells in the first place, given how she had to fake it when she got Trixie to relinquish the Alicorn Amulet."

"I don't know," Spike replied, "She must have taken an interest in learning that sort of thing once she got the amulet back. I, myself, was surprised when she pulled this off on me. To answer your first question, though, I didn't really ask her why, probably because I usually want to be good-looking when I'm with or around you, and I thought you might like the way I look right now."

Part of Rarity's brain told her to protest by saying that she liked Spike the way he usually was, because that would normally be all that mattered, but another part of her brain couldn't get over how amazing he looked. His mane and tail were perfectly clean, the edges of his hooves were shining, and she could also see his chest, which looked very firm and muscular.

"Well, darling," Rarity began in a seductive tone, "You're certainly right about that." She then moved closer to Spike and started to gently rub the side of her head against his neck, occasionally nuzzling him. Spike shivered slightly as he felt his love's soothing, and somewhat enticing, contact. The soft fur of her cheek caressed his while her silky mane brushed over his face. "Mmmm...you look absolutely fantastic, Spikey Wikey," she continued as her head moved to the side of his chest, her cheek feeling row after row of firm, toned muscles, "And you FEEL fantastic, too...mmmm..." she finished as she felt his muscles with a forehoof.

"W-Wow, R-Rarity," Spike began, stuttering out of sheer glee and disbelief, "You r-really l-like this, d-don't you?"

Rarity cooed as the felt Spike's strong hind legs. She then lifted her forelegs and head, resting them on his strong, firm back, sighing as the side of her face rested on the soft fur. "Hhhhhaaaaa...I sure do, darling."

Spike then felt something he had only felt a couple of times before, but this time, it was completely alien to him. "Uhhh, Rarity," he began in a slightly nervous tone, "Something's happening."

With that, Rarity got off from his back and looked down, noticing a very enticing sight. Spike's new stallionhood was unsheathing itself at a rapid pace, and Rarity couldn't help but get slightly aroused by it. As it grew larger, Rarity could only imagine having that enormous, purple rod inside her, rutting her until she passed out. Plus, it belonged to someone who really appreciated and cared about her, only making the heat in her loins grow as she felt her nether regions go damp.

Rarity smiled seductively and giggled. "Hmmhmmhmm...well now, Spikey Wikey," she began, "You're liking this, too, aren't you?"

"Oh, yeah..." Spike replied while exhaling, "I've never felt you against me like that. I wish you could do that more often." Spike then felt his now fully erect cock twitch, and his slightly more matured brain only wanted one thing; blissful, orgasmic release.

"Well then, darling, I think I can arrange that," she continued in her seductive tone before kissing him on the cheek, the electric sensation making the first drop of pre-cum make its way out of Spike's erection.

Rarity then paused as she realized a big problem. "Oh, darn it!" she exclaimed, "I have to finish all these outfits first!" She was slightly displeased knowing that she'd have to wait to fulfill both her and Spike's desires...or did she? Rarity grinned as she glanced at Spike. "Just give me one moment, Spikey Wikey," she told him. Hearing her call him "Spikey Wikey" turned the stallion on further as he suddenly grew impatient for his mare's smooth, velvet touch.

Rarity's horn lit up and the remaining fabric lifted into the air, eventually forming into outfits identical to the ones she had already finished. After 3 minutes, All 50 outfits were finished, and the white fashionista smiled at them proudly. She then turned her head to face Spike, a devilish grin appearing on her face. As she walked toward him, Spike said, "Wow, Rarity. Those look wonderful!"

"Thank you, darling," Rarity replied, her tone quickly changing back to a sultry one, "Now come along," she said, taking one of his forehooves in hers as she pressed the side of her body against the side of his. She then whispered seductively in his ear, "We have some OTHER business to take care of." She then let go of Spike's hoof and walked in front of him, toward the stairs. Spike soon followed, entranced by what he saw. As the two of them walked upstairs, Rarity kept swinging her gorgeous, alabaster rump in front of Spike, occasionally flicking her indigo tail to reveal what would soon be his. Spike could only gulp and feel more waves of arousal move through his body, his member continuing to twitch.

Soon, Rarity opened the door to her bedroom, standing aside to let Spike in before her. "Ladies first," he said in response.

Rarity blushed, the act of chivalry sending a pulse through her lower lips, which were completely soaked at this point. "Thank you, Spikey Wikey," she responded, attempting to remain polite in her overly-aroused state. The two ponies were soon inside Rarity's bedroom, and the white unicorn soon closed and locked the door with her magic before focusing her gaze on the muscular stallion before her. "Now then," she began, sultrily, "Come over here." She led the two of them to her bed, Rarity climbing onto the silky, red blanket before Spike followed her on. Rarity then lay on her back, her head against the pillows. Spike went wide-eyed as the mare of his dreams spread her hind legs, revealing her moist lips. "All yours, darling," she said to Spike.

Spike stared at the white mare's pussy. It throbbed with need, leaking a generous amount of juices, staying true to its owner's usual behavior. It took a while for Spike to realize that Rarity wanted him to eat her out, and once he did, he moved in front of her, lowering his head down between her legs. Rarity jittered with anticipation as she felt Spike's breath on her vagina. Soon, Spike lunged forward and planted a firm kiss on Rarity's lower lips, the action causing the unicorn to moan loudly in pleasure. "Oooooohhhhhh!!!!!!"

Taking the initiative, Spike began eagerly lapping at his lover's pussy, her liquids coating his tongue. They tasted heavenly. He then parted her lips with his tongue, reaching some of her innermost pleasure points. The skilled tongue inside her caused Rarity to begin bucking her hips upward. "Yes...yes...yes...yes...Spike! Please don't stop!...Aaaahhhh!!!!" Spike obliged, thrusting his tongue in and out of her canal as fast as he could. It soon wore out slightly, and Spike proceeded to wrap his tender lips around her clitoris, beginning to suckle it gently.

No matter how gentle he was, Rarity couldn't stop bucking her hips upward. Her body was racked with so much ecstasy that she knew she wasn't going to last much longer. "Aaahhh...Spike!" she cried, "I'm going to cum!" Not even a second later, Spike felt his mouth become flooded with Rarity's marecum as it flowed out of her pussy in rapid succession. It tasted a bit like fresh blueberries, reminding him of her majestic blue eyes as he drank as much as he could.

After a while, Rarity came down from her high, splaying herself out on her bed as she panted heavily for breath. Spike swallowed the remainder of mare juice in his mouth before saying, "D-Did you like that, Rarity?" Rarity moaned happily in response, letting the stallion know that he had satisfied her quite well.

Not long after, Rarity sat up and repositioned Spike so that he was lying on his back in the exact same spot she was just in, his head resting against her soft pillows. The unicorn stared at Spike's cock, admiring the many veins that ran around it. She noticed that he was leaking a decent amount of precum, and she said, "Mmm, that looks good," before licking his tip clean.

"Aaaahhhh!!!!" Spike moaned in pure ecstasy as his mare began working his erection, both her front hooves stroking him up and down. Rarity took a moment to hug Spike's towering penis against her chest, basking in its warmth before resuming her stroking and sliding the tip into her mouth. She grinned around the large head at her lover's facial expression. Spike had his eyes clenched shut and his mouth wide open, moans and groans of pure bliss emanating from it. Rarity closed her eyes and began sucking his cock, sliding a few inches into her mouth as she stroked him harder.

Spike opened his eyes temporarily to see Rarity looking directly at him and giving him her most sultry eyes as she eagerly sucked him off and masturbated him at the same time. The sight was too much. Spike began bucking hips hard into Rarity's muzzle as he cried out in pleasure, "R-Rarity, I'm close!"

All of a sudden, Rarity ceased her ministrations completely, letting go of Spike's stallionhood and popping it out of her mouth, all while giving him a lusty gaze. Spike himself was panting feverishly, his mind struggling to comprehend what his lover was doing. "Rarity, why'd you stop?!?" he screamed whilst breathing heavily.

Rarity only chuckled. "Silly Spike. You know that if I let you get off now, you won't have the energy for what we're about to do." Spike was about to ask what she was getting at, but his question was quickly answered as Rarity brought him up to where he was standing above her, she herself standing under him, looking back lustfully while her rump stayed very close to his throbbing, dangling erection. "I'm all yours now, Spikey Wikey. Go ahead," she said in her seductive tone.

Spike was raring to go, but he had to ask her one thing. "Uhhh, Rarity, could you lie on your back instead?" Rarity was a bit taken aback by his request, but her desire for sex prevented her from asking him why. She then flipped onto her back and spread her hind legs, her pussy aroused once again.

Spike then lowered himself until his tip was only a centimeter away from his lover's lower lips. "Wow, I can't believe this is happening!" he thought to himself, "Me and Rarity, here, in bed together, making love, I thought I'd have to wait years for this! This is all I've ever wanted!" At that moment, Spike pushed his cock inside Rarity, the couple moaning as they connected in the most intimate way possible. It didn't take long before Spike had completely hilted himself inside his lover. He remained there half a minute, letting both himself and Rarity take in this amazing moment. Soon, he pulled out of her until only his enormous tip remained inside, then he thrust all the way back in.

Both ponies were in heaven. Rarity relished in the feeling of having her innermost walls being spread by Spike's massive member, and Spike was in total bliss as his cock was repeatedly clenched down upon from all sides by Rarity's vagina, drawing him in further. Spike continued to leak precum inside of Rarity, but Rarity wanted more than just that.

"S-Spike," Rarity suddenly said. Spike stopped thrusting so he could hear what she had to say. "I-I think it would feel better for both of us if I stood on all fours like I did originally."

Spike was a bit hesitant. He was fine with their current position, but he was open to trying new things. "Okay, Rarity," he said, pulling out of her completely. Rarity then flipped back on all fours, moving her tail aside to present herself to her lover once again. Spike immediately mounted his mare, wasting no time in letting his member be enveloped by Rarity's moist, tight walls. As he resumed his thrusting, he realized why Rarity wanted to be in this position. She yelped in pleasure louder and louder each time he thrust into her, and it didn't take him long to figure out that his ballsack was slapping against where her clit was. Plus, he could feel a few spots inside her that he hadn't remembered rubbing against the first time around.

Rarity cried out in sheer pleasure as Spike continued pounding her from behind. Her body jerked involuntarily with each thrust, pushing her hips back to meet his as they mated. Suddenly, Spike once again stopped thrusting. "Ahhh...Spike, what's wrong?" Rarity asked, panting heavily.

"Rarity," Spike began, "I know you're enjoying this position, but I'd really like for you to be on your back. I want to be staring into your beautiful eyes when I finish."

Rarity couldn't help but blush furiously at his comment, being reminded of how pretty she was to him. With a sigh, Rarity motioned Spike to pull out while she flopped onto her back, and Spike was quick to re-enter her. Though she was no longer feeling the benefits of being rutted from behind, Rarity was still in a complete state of ecstasy.

Both lovers continued moaning as their hips kept meeting with a wet slap. Spike leaned down and kissed his lover, immediately trying to dive his tongue into her mouth, to which the white unicorn obliged, parting her lips and letting her soft, velvety tongue mingle with his. They were now as close as two ponies could scientifically be. Spike's member was deep inside Rarity, and their tongues were in each other's mouths. It was the best feeling either of them could ever remember feeling.

All of a sudden, Spike felt an unfamiliar pressure building up in his loins, Rarity experiencing something similar. "R-Rarity," Spike began.

"Aaahhh...Yes, darling?..Aaaahhhh!!!!"

"Mmmmpf...I'm gonna cum!"

"Keep going, darling!...Aaaahhhh!!...Stay inside!"

"Okay, whatever you say...AAAAHHHH!!!!" Spike bellowed as he finally slipped over the edge, burying his cock as far as he could inside his lover as he came into her womb. Long, thick ropes of pearly, white cum spewed from Spike's tip, filling Rarity to the brim as she reached her own climax, coating his dick and scrotum in a mixture of both of their ejaculates. Both lovers screamed in monumental bliss as they rode out their orgasms. Not too long after, they simultaneously came down from their highs as Spike pulled his softening penis out, his limp body collapsing to his right as Rarity turned to her left, embracing him and looking him romantically in the eyes.

"Spike," she began, still breathing heavily, "That was so amazing. Thank you."

"No, Rarity, thank you," Spike replied, "Thank you for letting this happen. This was the best thing that's ever happened to me. I love you."

"I love you, too, Spikey Wikey," Rarity cooed as she kissed him on the lips. Their tongues played with each other before Rarity pulled away, yawning before saying, "Maybe you should get dear old Twilight to dare you to stay like this for a month, or even a year, or even..." she sighed contently as the warmth from both Spike and her amazing afterglow took over her body, and she fell asleep in her lover's embrace. Spike kissed the unicorn on the forehead before pulling the covers over both of them, and then he fell asleep not too long after.

Rarity awoke a few hours later to a disappointing sight. Spike had left, much to her dismay, but she quickly spotted a note with her name on it. She grasped it in her magic and brought it in front of her eyes. It read:

Dear Rarity,

First of all, sorry if my writing looks atrocious. I'm not used to writing with my mouth.

Anyway, thanks again for this experience. I obviously woke up long before you did, and you looked like a sleeping angel, so I didn't want to disturb you at all. I left because I didn't think Twilight would want me gone for much longer.

I hope you and I can do this again very soon. I'll also try to convince Twilight that being a full-grown stallion for just one week was too easy for me. See you later!

Love,

Spike

Rarity smiled contently at the sweet note from her lover. She yawned, then got out of bed and trotted downstairs, only to find her 50 newly made outfits adorned with identical accessories that she hadn't remembered putting on. "Surprise!" Sweetie Belle said cheerfully as she leapt out from behind one of the outfits.

"S-Sweetie Belle? What have you done?" Rarity exclaimed in total shock.

"Oh, come on, you don't like them?"

"Like them? They're immaculate! Why didn't I think of adding these blue stripes myself?" she said as she took the edge of one outfit in her hoof, smiling widely at its new addition.

"See?" the filly replied in a tone that suggested 'I told you so', "I told you I knew how to make them look better."

"Well, then, thank you, Sweetie Belle, darling," Rarity said as she hugged her little sister, "I think I could make a fashionista out of you sometime soon, now, could I?"

"Maybe," Sweetie Belle replied as she unembraced Rarity, "I do have a question to ask you, though."

"Oh?" Rarity asked with curious eyes, "What is it, Sweetie Belle?"

"Who was that green-haired stallion leaving the boutique right before I walked in?"

THE END