Rainbow Dash awoke to the bright morning sun in her face with a quiet groan, her body mildly aching despite the cloud-bed's electricity, her lower belly and pussy feeling very, satisfyingly full. Her lower body's fur and her muzzle felt matted down with the dried remains of a sticky fluid, but more importantly, she felt something hard and fleshy gently pulsing with a heartbeat inside her pussy.

A heavy warmth even deeper in her belly.

A large pair of hooves surrounding her chest.

A large, furry chest pressing into her back.

Then she remembered the previous evening: she remembered inviting Soarin' over, basically dragging him to her bedroom, then they'd had sex, twice, while she was in heat. Without protection and with him finishing both times deep inside her fertile womb.

Rainbow squirmed slightly as she felt what was Soarin's hard penis and quite large load of virile semen still deep inside of her, realizing he must have slid back inside of her while they'd slept...or he'd simply put it in her again before sleeping himself. She then remembered they'd shared their first time having actual, penetrative sex together last night, smiling softly at that fact. She remembered how he'd ravaged her, his sizable member spreading her open as they'd submitted to their primal instincts to breed. She remembered that she'd allowed him to properly breed her twice and likely gave her his foal, the thought of carrying her lover's and her progeny making her smile and blooming a warm, fuzzy feeling in her chest.

Rainbow thought of how much of his cum he'd shot so deeply into her, which was still compacted into what must be her uterus by his cock's sheer length and the quantity he'd shot. Soarin's flare was even still spread wide inside of her, encouraged to stay swollen by her body's instinctive kneading. Rainbow felt that her breeding instincts were now quelled, her estrus having ended – and knowing what that likely meant, she now couldn't stop thinking of having a foal by him from that lovely, warm creampie deep inside of her womb.

Rainbow carefully squirmed her way out from her stallion's hooves, letting out a quiet, displeased whimper as Soarin's still-flared cock slipped out of her slowly, trailing with it small pulses of pleasure through her and a small stream of his and her cum drooling out of her. She then wobbled her way to the bathroom, her legs still slightly shaky from just how rough he'd ridden her at her demand. She went into the shower, intent on cleaning their sticky cum and sweat from herself.

As quickly as possible Rainbow got into the steamy shower, letting out a pleased coo as the warm water washed over her body, making pleasant tingles roll through her. As she bathed, she thought about Soarin' and herself, how handsome he was and what a personality he had. How much she loved him and how much she wanted to spend the rest of her life with him. With last night, she knew for sure he felt the exact same way. She also thought of their foal; what they may one day look like, if they'd be a filly or a colt. She was hoping for a little filly, but would be happy with either.

Rainbow soon finished her shower, her tense, well-worked muscles feeling much more relaxed as she walked to their shared bedroom...before she saw Soarin' now laying on his back, with his boner laying straight up along his belly and lower chest. "Heh, he must be having one hay of a dream..." Rainbow whispered to herself, seeing a small blob of precum on its tip, seeing it gently throbbing with each beat of his heart, "...probably about how awesome we were together last night."

Meanwhile, Soarin' was indeed having quite a saucy dream, his instincts still urging him to breed, inspired by Rainbow's fertile scent still around the bedroom:

<Soarin' was laying on his bed, rubbing his mare's ears as she slathered his shaft with licks and kisses, pleasuring him only gently for now. From her scent he could tell that she wasn't in heat anymore, her faint odor only that of her mildly sweet, musky arousal mixed with her own unique scent, and she was working to pleasure him now. He still had the taste of her arousal on his tongue, knowing that he must have recently eaten her out as he so often did after they'd married. This time, however, it was different. After licking his flare for a while, not even putting it into her mouth yet, Rainbow stopped. Rainbow then stood...and Soarin' saw that her lower belly was quite swollen, her giving him a smile as she then sat and pet a hoof softly over her many-months-pregnant womb.

"I still can't believe that we did this Soarin'," Rainbow said, absolutely glowing with a maternal aura and happiness, "I'm so happy. We made a foal...a little piece of you and a little piece of me joined together to make something so much more..." She was smiling brightly as she then turned, presenting herself, her tail flagging over her back and revealing her milk-swollen teats and arousal-swollen pussy, the round curve of her foal-heavy belly visible between her legs. Clearly offering him to mount her. "I want you again Soarin'. Take me like when you gave me your foal."

Soarin' stood, giving her a soft kiss on her croup, before he then only too eagerly mounted her.>

~

"R-Rainbow...y-yes..." Soarin' mumbled out, startling Rainbow a bit from the sudden voice, with her so entranced with his boner that his sleep-heavy voice broke its spell on her. As she looked up, she saw he was still asleep however; "...want you..."

As she realized he must have been talking in his sleep, likely having quite the saucy dream judging by that, she grinned. "Well, since you're offering..." Rainbow mumbled to herself and, despite noticing Soarin' was still asleep, decided that maybe he needed a little wake-up call, Rainbow Dash style. Rainbow carefully climbed onto the cloud bed beside her coltfriend, seeing his cock still gently throbbing, begging for attention, and she only too gladly obliged. Rainbow gave Soarin's flare a lick, seeing his whole stallionhood twitch hard in reaction, as well as getting a subtle moan from him. She could still taste her dried fluids on him, as well as the masculine, faintly bitter flavor of his dried semen as well.

Emboldened by that pleasured sound, as well as the salty-sweet, mildly bitter, bit distinctly 'male' taste of the dollop of his precum now on her tongue, Rainbow opened her mouth wide, before clamping her lips softly around the base of his flare and taking the whole wide thing into her mouth. Soarin's hips gave a sharp hump upwards on instinct to the warm wetness now surrounding his flare, moaning quietly in his sleep alongside, with Rainbow expecting it and compensating for it by pulling her head back just as quickly, not ready for him to enter her fully yet. She wanted to take her time.

Rainbow suckled on her stallion's flare only for a while, enjoying each little throb his cock made, still reminded of just what it was capable of as she felt the heaviness in her lower belly. Reminded she'd likely be carrying his foal soon. Feeling between her legs growing a bit moist at the thought of him maybe taking her again later, as well as the passive urges she still felt despite being filled up twice, her wing trailed down her body, a pinion feather quickly touching her swollen slit and earning a sharp inhale from her at the sensation of soft feather on her pussy-lips. As she slid that feather inside and started to rub her entrance, she let her head lower and took more of him into her mouth, feeling another hard hump from him in reaction. This time, she allowed him to hump to his heart's desire.

Rainbow quickly started to swirl her tongue around Soarin's rock-hard member, slowly lowering her head until she met his medial ring just past the mid-way point, hearing a quiet breeding whinny from him as her tongue's tip slid over that ultra-sensitive ring of cartilage. His hips were steadily pumping away now, though Rainbow held his hips down to prevent him from fucking her mouth at the pace of a rutting stallion that he clearly wanted to instinctively, instead taking it nice and slowly. Enjoying her own flavor and his that was still dried on him.

It wasn't long after she'd first touched his medial ring before Soarin's humps started growing more desperate, Rainbow feeling his flare starting to expand, knowing he was ready to pop within seconds. She knew Soarin' was a heavy sleeper, but she'd never imagined he'd sleep through a blowjob! Suddenly, before she could really react, the cock in her mouth started throbbing rhythmically, Rainbow soon feeling her jaw being forced a bit wider as her stallion's flare grew thicker. She was reminded of feeling it expanding inside of her earlier, remembering the thick glans swollen up so deep inside of her pussy and filling her up, and continued to rub all over her soaked pussy with her wing, targeting her winking clit with a slicked feather.

<Soarin knew she was close, feeling Rainbow's inner muscles clamping down on him, squeeeezing just right in that instinctive pattern to milk her stallion best. As he felt his flare at full expansion, he knew it was only a matter of seconds until he once more painted his mare's insides white.

Soon after, Rainbow felt Soarin' tense up, then a thick warmth flooding the back of her mouth and over the back of her tongue, gulping quickly as she bobbed slowly over his cumming stallionhood. She swallowed greedily, chugging down most of his load, before pulling up to allow his final, smaller shots to land directly on her tongue and letting her savor the flavor of his semen. When he finished pulsing, she heard a satisfied exhalation from him—before suddenly feeling a hoof landing softly on her head.

As she looked up, she was met with the eyes of her lover.

"Well, good morning to you too, my love. Hay of a way to wake up, with a beautiful mare making me cum." Soarin' said in a sleepy tone, feeling his afterglow rolling through him now while he gently panted through his nose. He'd woken up once his orgasm had started both in his dream and reality, only to find out the sensation was real. He'd watched as Rainbow determinedly swallowed his load, feeling each pleasurable ejaculation sending a surge of pleasure through him as Rainbow had firmly sucked on his cock the way he'd always loved. When his climax slowed, he felt as Rainbow pulled him back so only his flare and little more was in her mouth, gently easing her tongue's tip over his glans process, teasing the little nub of its final squirts and making Soarin' squirm in the process.

Now, when all was said and done, Rainbow still feeling Soarin's flare swollen solid in her mouth as the rest of him started to soften already, Rainbow looked into her lover's eyes with her own lidded. Her tail was flicking slightly, the scent of aroused, though not fertile, mare coming off of her. Soarin' couldn't smell Rainbow's heat anymore, and knew that only one thing would knock an estrus out overnight like that. Both ponies knowing the implications of this, Soarin' smiled as he popped out of his love's mouth and Rainbow smiled herself.

"I'm not in heat anymore...I'm pregnant." Rainbow said quietly, feeling excitement welling up in her chest as she realized it again; that her heat had ended and what that entailed, "Soarin', I'm pregnant! You gave me a foal! I love you so much!"

"I know my love. I'm happy," Soarin' said, his own smile wide, "and I love you too."

Rainbow quickly met her lips to Soarin's, not realizing she still undoubtedly had some of his semen or flavor still in her mouth. This took Soarin' slightly by surprise, never having tasted his own cum before, but it wasn't the worse thing ever. Besides, the warm, soft lips of Rainbow's on his own, the tongue gently tracing his lips, was well worth the slightly-bitter flavor.

Soon, the kiss ended, Rainbow having held his gaze the whole time, the love she felt for him quite clearly displayed in those beautiful cerise-pink pools of emotion. Soarin' could see tears forming in them, her eyes lightly glistening in the morning sun's light, before they started slowly trailing down her cheeks. He knew, however, these were not sad tears; these were tears of joy. "I'm s-so h-happy..." Rainbow said, her voice trembling with emotion, very unlike her usual, stoic self; "...I'm gonna be a mama."

"Yes you are, and you'll be quite the beautiful mother too." Soarin' said softly, nosing into Rainbow's mane just behind her right ear, hearing her sigh in appreciation as said ear flicked. They just held each other like that for a while, their minds racing, considering now what the future held for them. After a while though, Rainbow squirmed, her own unsatisfied arousal being brought to bear again as she felt the moistness on the mattress between her legs, feeling herself winking into the soft sheets as she still tasted her stallion's semen, still smelled him so close to her. So virile and able to satisfy her once more no doubt.

"Hey, Soarin. Just cuz I'm not in heat anymore and probably pregnant doesn't mean we can't have sex again. I'm sure you don't wanna go for a year-long dry spell while I'm pregnant after all." Rainbow said, squirming so she could get to a standing position. Soon after, Rainbow had climbed over Soarin', her chest pressed to his as she draped herself over him, her muzzle to his, and finally, her crotch to his. This time, Soarin' initiated the kiss, starting softly, his tongue rimming Rainbow's lips before they parted and allowed him inside, sending a special brand of lighting up and down both of their spines as their tongues met once more in a tango of pleasure.

"Well, no, I wouldn't want to avoid sex for your whole pregnancy, and with a libido like yours, I couldn't imagine you'd want to either." Soarin' replied, their kiss having ended a short while earlier, both now simply basking in the other's presence as Soarin' softly rubbed Rainbow's back right between her wings with his hooves, "That is, unless you needed me to. I'd do anything for you."

"Thanks," Rainbow admitted with a smirk, "Speaking of, what do you think of having sex again, right now? I kinda need it, getting all worked up getting you off like that. Wanna make good and sure I'm knocked up too." Rainbow said as she still laid atop Soarin', with her stallion appreciating Rainbow's warm body atop him on this cool late-Spring morning. The wings wrapped around his sides were even more appreciated, wrapping him in a gentle wing-hug now; one of the most intimate and loving gestures a Pegasus could share with their friends, family, or lover. Also appreciated was when she started grinding her wet, warm, swollen pussy along his sheath, making him groan at the sensation, feeling his sheath starting to swell up again already.

"Well, I won't say no, but I think my 'little Soarin'' needs some time to recover from that great blowjob you gave him earlier." Soarin' said, looking down towards his crotch, "In the meanwhile though, I think I can come up with a way to take care of my horny, sexy little mare."

Before Rainbow knew it, she was on her back on the bed with her head resting on their pillow, Soarin' looking over her from above as he'd effectively reversed their positions. She felt his lips on hers again but only briefly this time, making her give a quiet whimper of longing for more of his taste. As she felt him nuzzle down into her neck, however, that whimper turned into a gasp as she felt his tongue lick slowly, sensually along her throat, sending a shiver through her. "Ooooh I love you so much..." Rainbow whispered, her wings curling up around Soarin' to give him another lovely wing-hug.

Soarin' soon moved so he instead knelt beside her on the bed, trailing ever lower with his nuzzles and licks; down along her chest, then her belly as he squirmed ever lower, along her teats, which he stopped to give a lick – thinking just how much bigger they'd get as her pregnancy progressed – nuzzling along her inner stifle, before finally reaching his final destination of between her legs. As he did, he shifted again so he was positioned behind her, then he gave her swollen marehood a gentle nudge with his warm nose, getting another whimper of desire and wink of the clit from her. He admired her beautiful dark-blue mound, it having a slight purplish tint given how swollen and aroused it was, the same as it was the previous night in her estrus, savoring the sight of her beautiful slit as it winked open and showed its pink inside and clit. He earned another squirm as he exhaled his equally as warm breath on her and earned an immediate second wink of the clit, another soft kick of the legs. She wanted him bad.

"C-C'mon slowpoke..." Rainbow breathed out, pushing her hips up towards him, moaning softly as her vulva touched his nose when she did, "...I want it. Gimme."

Without further hesitation Soarin' dove in, his tongue licking slowly along the whole length of her slit, starting just short of her ponut and licking until he reached the cleft of her clit's hiding place. He earned a whimper from her the first time, did it in reverse, then got a full moan from Rainbow at the second repetition, her hips pushing up into the lick. He felt her clit wink against his tongue, feeling the smooth, heart-shaped lump rubbing agaisnt his tongue momentarily, and seeing her back leg kick slightly as she gave a shuddering exhalation at that powerful stimulation.

As his tongue just barely parted her vulva, Soarin' could taste himself in Rainbow even after her shower, that scent and faint taste of his cum within her, marking her as his broodmare, driving him that much harder to please the mare who permitted him to fully breed her. The mare he loved, and was soon to start a family with.

Rainbow meanwhile was in ecstasy, her mouth lulling open partially, her eyes closed softly and her nose scrunched up in a rather adorable way as she panted through her nostrils. Soarin' watched all of this as he focused on her clitoral hood briefly, getting a quiet yelp from her as she winked in his mouth again and he swiped his tongue over that ultra-sensitive nub when it peeked out. He licked again as she winked once more, this time feeling her hips push up against his muzzle.

"I-in me. I w-want it in."

As Soarin' heard that pleasure-drunk voice, the voice of his mare asking him to pleasure her properly, his pheromone-ridden mind made out what she wanted and only too gladly complied. Rainbow pushed her head back into the pillow and moaned as she felt that warm, slippery appendage slip inside of her passage, finding it felt different than the solid hardness of his cock sliding into her, only having ever felt it on her outer pussy when they'd had oral sex before.

Now, having given her physical virginity to him the previous night, nothing held Soarin's tongue back from spelunking as deep into her as it could unlike before. "S-so awesome...this...you're so awesome..." Rainbow cooed as she felt his tongue hitting places it'd never touched before, reaching a hoof down to rub at one of his ears as he ate her out, her wings reaching for and touching his own now-erect wings. She got a quiet, pleased whicker as the four sensitive limbs made contact, feeling a pleasant shudder riding her own wings and spine too.

Soarin' could feel himself growing hard again from the pleasure he was giving to his mare, his hips starting to grind his semi-erect stallionhood into the soft mattress as he licked inside his mare. He felt her wings rubbing on his like this, an extremely intimate gesture in Pegasus culture that only lovers shared. The masculine, mildly bitter taste of himself and her sweeter, more dew-like flavor both were stronger inside of her passage than at her entrance, with him feeling that little ring-like sphincter separating her entrance from her actual vagina squeezing down tightly on his tongue when he bypassed it and entered the looser, softer inner passage of her vagina proper.

Rainbow let out a quiet gurgle and coo, squirming around at the completely new sensations of Soarin's tongue inside of her vagina, squirming with a dexterity a stallion's cock could never match. "W-Whoa...that feels...way different than your dick..." Rainbow mumbled through her quiet moans or stream of 'ahs, feeling as her stallion's rather thick, long tongue swirled slowly in her passage before finding him switching tactics.

Rainbow pressed her head back into the pillow again as Soarin' started to softly thrust his tongue in and out, the slippery muscle greeted by her equally as slimy and slippery walls. Soarin' felt Rainbow's hips pushing back into his muzzle and that, alongside the pleasured moans or other rather adorable sounds coming from her, her blissful expression and closed eyes, and her fully unfurled wings on the bed beside her, showed just how much he was pleasuring her.

Soarin' kept licking deep within his mare, savoring the cute little squeaks or moans he'd get from her, feeling her body shudder on occasion as he seemingly hit a particularly nice point in her. This was a Rainbow Dash he'd never seen before; submissive, trusting, caring, and undoubtedly a mare. This wasn't the mare pulling daring flight stunts off that most stallions couldn't dream of right now; this was simply a mare being pleasured by her stallion and letting herself enjoy his efforts for her, a mare being rewarded the morning after letting her stallion give her his foal and make her a mother. He was seeing her in a way nopony ever had before, and he felt truly blessed that she trusted him so much to let down all the mental bulwarks of 'coolness' and masculinity she'd built for the public all these years, for him and him alone.

"S-Soarie-bear...please, keep going...yes..." Rainbow begged, feeling so perfect right then, being tended to by her stallion; being treated like the mare she was, her prismatic mane tussling further as her head lulled back into the pillow, her eyes closing to the lullaby of quiet, wet schlicks coming her nethers as Soarin's tonguework continued. She felt the pressure building in her belly slowly unlike when he'd truly taken her like a feral stallion only hours ago, everything feeling tighter down below as her muscles' inward-pulling efforts started to increase, her clit winking more rhythmically.

Time immeasurable of slow, passionate licking later, Soarin' could feel a tightness growing evermore taut in Rainbow's pussy as he felt her inner massage on his tongue getting more demanding, as well as the growing crescendo of moans coming from her, indicating she was getting very close. As she finally reached the final stretch, Soarin' felt Rainbow's muscles start to squeeze down hard on his tongue again, heralding her orgasm as a long and deep moan escaped her throat and the rest of her body tensed in anticipation.

In reaction to Rainbow's looming orgasm, Soarin' pulled out of her pussy to a displeased whimper, but instead quickly wrapping his lips around hr clit's hood. On her next wink he gently suckled on it, keeping the hood from hiding it away again, earning quite the whole-body tremble from her as he did. As he felt her tense up, as well as getting a very feminine whinny from her, he knew that'd set her off just as planned.

Rainbow felt as Soarin's tongue thrust slowly in and out of her swollen, spasming inner sanctum again after setting her over, stimulating her that much more as she felt herself slowly ease into her orgasm. The slow pace gave rise to a much more delicate pleasure from this release then the out–right cumming of their earlier rutting, and she exhaled slowly from her nose as the gentle pleasure from this orgasm flowed through her, only slightly higher in intensity then that which she'd been feeling her whole cunnilingus.

Instead, the lack of intensity was made up by this orgasm's sensations being made up of a much deeper kind of pleasure and lasting far longer. She felt as the pulses of pleasure caressed her, making her shudder softly as she came – only the lightest panting coming from her as she had one of her least intense, yet most deeply pleasurable and satisfying, orgasms ever.

Soarin' felt as Rainbow came, her muscles and clit rhythmically contracting and winking, her fluids oozing out in excess down his chin, but it wasn't accompanied by a scream or moan, but a simple, satisfied sigh. He felt as her body trembled softly throughout her release, her soft, shallow panting and a quiet, contented whicker telling him all he needed to know. He kept his tongue's thrusts slow and shallow, her inner muscles' kneading and rippling eventually slowing, and after a while completely stopped. It's then that Soarin' opened his eyes, looking up to Rainbow's face, and looking back down at him was the most pleasured mare he'd ever seen.

"Soarin', kiss me..." Rainbow said in a slightly whiny, wanting tone, pouting a bit as she looked down to him. Without hesitation Soarin' crawled up to Rainbow, their lips quickly meeting, their passion displayed through their gentle kiss. Like his earlier pleasuring of her, the kiss wasn't rough; a simple kiss, but one that spoke volumes about their love for each other. Rainbow could taste herself on his tongue as she soon intertwined them, Soarin' giving a quiet groan at the sensations tingling up and down his spine.

Soon, Soarin's arousal was easily noticed by Rainbow, his once-again steel-like cock pressing into her chest and belly making it quite obvious. "So, ready to breed your mare again, huh?" Rainbow asked in a soft, but incredibly salacious, tone, earning a throb from Soarin's member, "Heh, I'll take that as a 'yes'?"

"Mmm, and what a good, feminine mare she is, letting her stallion give her his foal~!" Soarin' said teasingly, getting a blush from Rainbow.

"H-hey, that's not fair..." Rainbow said, looking genuinely hurt by that. Soarin', however, quickly kissed her on the nose, using a hoof to gently raise her chin so her eyes met his.

"Hey, I'm just kidding...though you are quite the beautiful, sensitive mare, and I love you all more for it. It's actually quite endearing to me you'd let me see this side of you." Soarin' comforted, seeing the sadness in Rainbow's eyes fade as they scrunched slightly in happiness, seeing Rainbow smile.

"You're such a dork." Rainbow chuffed, giving Soarin' butt a playful swat with her tail.

"Better to be a dork than a moldy feedbag I suppose." Soarin' teased, wrapping his tail around hers, her tightening the appendages' bonds in turn.

"Right, enough of the sappy lovey-dovey stuff. I'm horny, you're horny, we're both horny, so let's get to buckin'." Rainbow said, Soarin' nodding. He was indeed quite ready to go again, grinning in anticipation of claiming his mare again as he went to get up, but instead found himself pinned on his back, Rainbow atop him now. "Who said anything about you being on top again? I think this 'beautiful, sensitive mare' wants a turn being in control!"

Author's Note

Time for a riding Rainbow methinks!

~

Hope you enjoyed this chapter. I always love depicting oral sex, especially if it's slow and passionate like this! Next up: Rainbow giving Soarin' the ride of his life.

~

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