Hell comes to Equestria

I awoke in Fluttershy's warm embrace, one of her wings wrapped around us as we slept. I kissed her nose softly.

"Morning Shy." I whispered. She grunted slightly and snuggled closer to me.

Well there was more then one way to wake up a sleeping mare. I gently began caressing her soft body sliding myself down the bed while doing so, kissing her here and there. Making my way down to her small pert nipples I kissed them both eliciting a small gasp from her.

I was pretty sure she was awake at this point but she didn't move so I kissed a bit lower to her sweet marehood. I began to lick her slowly; her little squeals and shrieks turning me on. Finally giving up any pretending to sleep she whimpered.

"Don't stop... Please, more..." I was more then happy to accommodate her, lifting her back legs up off the bed I swiped my tongue over her slit poking it in then licking some more. She was thrashing about her wings spread, tossing her head back and forth making little squeaking sounds in the back of her throat.

"Ahhh...!" She squealed, her little pussy squirting a bit as she collapsed onto the bed panting. I shuffled back up to lay beside her and took her in my arms kissing her.

"How was that for a wake up call Shy?" She smiled at me. Her forehoof reached down to rub along my erection.

"Perfect. But how about you..?" She asked with a hopeful look. I gasped in pretend shock at her.

"Why you dirty little mare." I said with a smile. She blushed as I kissed her before she could say anything, as she guided me into her wet marehood she gasped.

As we made sweet soft love again I thought of Twilight, but as much as I loved her she didn't seem to want anything to do with me. And beautiful Fluttershy was here with me.

If you can't be with the one you love, love the one you’re with right?

Fluttershy held me tightly her big beautiful teal eyes gazing into mine. She’s put all her faith in me; I'll do what I have to, to keep her safe. All of them.

Her tight satiny hole squeezed me urgently as she orgasmed again; I kissed her firmly as I came as well.

With her soft wings wrapped around me, we lay there together for a few minutes then I scooped her up and carried her to the washroom where we took a shower together. I gently washed her wings and shampooed her soft mane and tail, getting quite clean as well in the process. As we both headed out of the library to our duties she hovered up to me and kissed me.

"Love you." She whispered. Her love so pure and sweet brought a pain to my chest. I hugged her tightly for a second.

"And I love you Shy. Have a good day." She flew off towards Rarity’s as I headed to the mayors office to see if there were any new developments. Everything was still on schedule, no doubt thanks to Twilights organizational skills. With a heavy sigh I headed to the practice yard and worked myself and the trainees hard. By the end of the day we were all exhausted, as well as training my special ability’s I began working on strengthening my endurance and strength. I wouldn't always be able to just stay back and protect the others as they did the fighting, nor did I want to. Too many years of video games and junk food had definitely taken their toll on me though, but the new vegetarian diet I had going on here was certainly going to help.

As I dragged myself back to the library I didn't sense anyone inside so I was surprised when I came down the stairs to find Princess Luna there waiting with my evening meal.

I quickly bowed to her. "Princess! I couldn't sense you were here." She looked at me indifferently and gestured for me to sit and eat.

"My sister and I have certain defences that keep... Shall we say intrusions? Such as that, away. It is important that Crysalis does not know we are both alive yet." I nodded and began eating as she watched me. She seemed a bit apprehensive and I could guess why, I finished eating quickly and turned to her.

"Princess surely you don't have to..." She looked at me sharply.

"Don't have to?! You think our appreciation is any less then that of our sister's?! Or any mare's?!"

"No! No. You just seem.. Well like you don't want to be here. And I totally understand that.." Her eyes turned downcast as she spoke, barely above a whisper.

"That is not it. We.. I mean I, have been away for a long time. Since my return I have not had much time to form any.. Relationships of any sort. In truth I am not sure I remember what.." I stopped her gently putting a finger to her lips.

With your permission Princess." She nodded blushing slightly as I pushed her back onto the bed. While smaller then Celestia she was still a big mare. I ran my hands down her lean and firm body watching her face carefully for any sign I should stop or back off, she just closed her eyes and leaned back.

Her marehood was slightly damp as I gently ran my fingers over it she gasped biting her bottom lip, eyes wide open now watching as I lowered myself down and teased her with my tongue gently running it over her velvety folds once. Her taste was as unique as any other, liquorice both sweet and salty. I lifted her flank off the bed and began to lick her pussy more quickly; moving my lips and tongue around to see what would get the most pleasurable reaction from her. She remained silent but the arching of her back as well as her desperate gasps made it clear I was doing something right.

After a few minutes of pleasuring her, her horn suddenly glowed grabbing me and throwing me onto the bed, her magic quickly disrobed me as well as she climbed on top of me her dripping marehood engulfing my erection. She slowly began to ride up and down my shaft her wings pulling her up and slowing her decent. Her gasps and groans as well as mine became more animalistic as she rode me hard, her coat shining with sweat as her tight marehood convulsed draining me as she collapsed on top of me, both of us spent.

After half and hour or so she stirred rolling off me and coming to her hooves. The look on her face was unreadable, gratitude? Disgust? She turned to go.

"We thank you human. You performed well." She lowered her voice slightly. "It helps..." With that she left up the stairs leaving me to clean up. I was fortunate that someone.. Er somepony was looking after the laundry, everyday there was always a clean set just waiting. Twilight? Why did I have to go and think of her again.. I felt a pony presence enter the library above and come to the steps.

"Come in." I said before they could knock. Fluttershy came down the stairs a basket held in her mouth which she quickly spat out on the bed.

"I saw Nightmare Moon... I mean, Princess Luna, leave.. She.. She didn't hurt you did she?" Although I was quite sore from the riding she had given me I smiled at Fluttershy and hugged her tightly shaking my head.

"I'm fine Shy. How was your day?" She smiled happily and brought out the uniform she had made for me herself, I tried it on and it fit perfectly. It was a bit flashy but I supposed as a general I looked the part. I got undressed and we climbed into bed together, she happily snuggled against me as I held her tightly. We quickly drifted off to sleep.

I can't be in love with two mares at the same time...

Can I?...

The next morning I awoke early, seeing Fluttershy still sleeping peacefully. I didn't want to awaken her so I gently disentangled myself from her and quietly ate. I left her breakfast on the nightstand as well as a note letting her know I was heading out early and I would see her later and of course that I loved her.

As much as I would have liked to stay in bed with Fluttershy the goblin army was getting closer, I had to pick up my training pace if I wanted to be effective.

As the day progressed I felt I had reached a point where I could protect our entire small force of two hundred and fifty fighters as well as expanding my 'sence’ing range out to at least a half of a mile. Still I pushed myself and the ponies under my command to train late into the evening.

Heading back at the end of the long day I was surprised when Rainbow Dash landed right beside me.

"Dash! Everything ok? She looked at me slightly annoyed.

"Of course. Sheesh I'd be in a lot more of a hurry if they weren't. Their still coming steadily."

"Good, good we'll be ready for them. So how can I help you?" She stiffened a bit at that question.

"Nothing. I just thought I’d walk you back to the library is all." I nodded and we walked back in silence, I could see her cuts suffered in the last battle were almost healed fully, she was one resilient pony. We arrived at the library and headed in; I could feel a pony downstairs and wondered who it would be tonight. My train of thought was disrupted as Dash nudged me from behind.

"Oh right. Thanks for walking with me Dash." She looked at me a second then rolled her eyes.

"Look, are we going to do this thing or what?” She asked as she turned around presenting her hindquarters to me.

"There’s no need to be in a rush Dash..."

"Look no offence. I'm into mares ok? Not freaky furless things. Again no offence, thanks for saving us and all... And for taking care of Fluttershy.. I really do appreciate that." With that she turned around again. Clearly there was no arguing with her. I dropped my pants and moved behind her grasping her firm muscular flanks and slowly pressed the head of my penis onto her marehood. She pushed herself back on it suddenly.

"Just stick it in." I did as she asked, she was quite tight, her muscular vagina squeezed me tightly and she let out a small groan as I began to thrust. She seemed determined not to enjoy herself and I suppose I couldn't blame her but I still tried my best to bring her to climax before me. Her wings unfurled stretched out to the max, I reached out grabbing them gently and stroked them softly at first then more roughly as she responded.

"Dammit! Just pull them!!" I gripped them tightly still worried about hurting her and pulled back slightly. Her wing muscles were exceptionally strong and I had to keep pulling harder and harder as her wings kept yanking me forward slamming my member deep into her every time. Her wings pulled from my grasp extended fully forward as she fell to her knees shuddering uncontrollably, I collapsed right on top of her having spent myself deep inside of her. We lay there for couple of seconds before she pushed me off and trotted to the door.

"Ya, well... Thanks." She said as she ducked out taking to the air. As I got to my feet and pulled my pants up I thought.

Are all the mares crazy here? Or is it the Princess who's the crazy one? Or is it me? I guess it doesn't matter.

I headed downstairs to find lovely Fluttershy waiting for me. A meal all set out. I sat down and we ate together. She told me about her day, all the uniforms would be ready in time.

"Was.. Was that Rainbow Dash upstairs?" She asked.

"Yes... Is that ok? I know she's a good friend of yours..." She blushed a little.

"Oh not like that. I mean we tried it once before but.. I just wasn't into it. I'm glad she chose to come though.. Um.. Did you.. Please her?"

"Well.. I think I did. I hope so. I don't want to upset her.. Or you." She smiled happily.

"It should be fine." We settled down to sleep shortly after.

Another day closer.

The first step of Equestrian liberation.

I awoke the next morning to a pleasurable experience. Fluttershy's beautiful marehood poised right above my face as she experimentally took the tip of my erection into her mouth running her tongue around it.

"Ahh.. Shy..." I grabbed her hindquarters and pulled her down so I could bury my tongue in her slit. She groaned and pushed her head down deeper engulfing my member. She bobbed her head up and down choking herself occasionally as she found her rhythm, inexpert as she might be she was giving me a huge amount of pleasure and I couldn't hold back any longer cumming in her mouth. I then did my best to return the favour thrusting my tongue deep in her while rubbing her engorged clit until she squirted shuddering and collapsed on top of me.

I turned her around gently and held her.

"And good morning to you too Shy." I said with a grin. She smiled slightly.

"Did.. Did I do it right?" I leaned forward and kissed her.

"You did amazing Shy. But you don't have to do anything for me you don't want to. OK?" She blushed a little.

"Oh.. Well, I just wanted to try.." She snuggled against me. "We could all die any day now.. I don't want to go without experiencing more." I hugged her tightly.

"Anything you want Shy." I reluctantly pulled myself up. "Well I better get some more work done. See you tonight." I kissed her and got dressed heading out again to the practice arena.

Everypony was beginning to improve but actual combat would be a sore test of our abilities. Most of them had been in the original fighting but it had been unstructured chaos. I hoped sincerely that fighting in ranks and being able to hold the line against the disorganized goblin horde would turn the tide for us.

Our fighting force had reached its maximum, just over three hundred with the reinforcements from Cloudsdale. Against the fifteen hundred goblins as well as the fifty or so Changeling overseers that were coming against us it seemed a possible battle. But against the tens mayhap hundreds of thousands that remained in Equestria...

I headed back to the library and found Fluttershy waiting for me just inside the door, she looked nervous for some reason.

"Hi Shy." I gave her a kiss. "What’s wrong?"

"Oh.. Well.. Rarity asked if you would come over to her place tonight.." She looked down at the floor shuffling one of her hooves.

"Ok.. I'll do that. Now what’s wrong?" I lifted up her face to see tears forming in her beautiful eyes.

"Well.. Rarity is so beautiful.. You won't want me any..." She then burst into tears. I felt a little teary myself; I grabbed her hugging her close.

"Fluttershy! You’re my mare now. For as long as you want. I'll do as the Princess wants but you’re the only mare I want." I lied. I felt bad for lying to her, but if she knew I loved Twilight... Well I loved her too and I didn't want her to worry. She looked up at me still sniffing a bit.

"Really?" I kissed her hard, our mouths opening to allow our tongues to explore one another for the first time. Separating a few moments later we were both flushed.

"I will be back after I see Rarity. I promise you Shy." She kissed me softly once and I left to head to Carousel Boutique.

It was bit overcast and starting to sprinkle a bit as I arrived. I noticed a dim light inside so I knocked quietly, Rarity answered the door and ushered me inside.

"Shh, Sweetie Belle is sleeping upstairs." She led me over into the kitchen.

"Okay.. Uh you did ask me to come over though right?"

"Of course darling." She smiled and strolled around me. "You know Fluttershy and I are best friends? We tell each other everything." She said with a seductive smile. "But I can't leave Sweetie Belle all alone to come and see you at the library... Perhaps we can take a stroll in my garden?"

"I would be glad to.. But its beginning to rain out." I said. She stopped and looked out the window for a moment, then seeming to come to a decision she turned to me.

"I can dry off after darling. You'll keep me warm won't you?" With that she sauntered out the door. Shaking my head I followed her, I'll never understand women.. Mares, females. We walked a short ways thru her small garden to a stretch of well manicured grass, by this time her mane and tail were soaked and flat along her body. The effect was very erotic; she shivered slightly laying on her side in the grass.

"I'm getting a bit chilly darling." I was no fool; I didn't need any more of an invitation then that. As I knelt down at her side she opened her legs to reveal her pristine white marehood, her magic tugged my shirt over my head as I leaned down for my first taste of her pussy. It was tangy and delicate like a fine wine; she gasped wrapping her hind legs around my head pushing me down. I licked her folds kissing and sucking on her clit as she moaned loudly. Fortunately the storm had intensified a bit; rain was coming down steadily as well as a bit of thunder and lightning. So thankfully nopony would be out and about and see us right out in the open. I lifted her off the ground a bit as she spread her legs exposing her puckered backdoor. I experimentally ran my tongue around it eliciting a shocked gasp from Rarity.

"Dirty, dirty boy..." She immediately got on all four hooves and turned lifting her backside to face me. I immediately began to lick from her clit up to her sweet ass, concentrating more and more on her asshole while rubbing her clit.

"Yes! More. Don’t stop darlingggg…” Screamed Rarity as she came. She collapsed to the grass and a laid down right beside her, as we caught our breath she turned to look at me.

"I see Fluttershy wasn't exaggerating. Not that she would. Though she will want to try that one out too now." She said with a sly smile. Her horn glowed as she removed my pants and shorts with her magic.

"Now let’s see what we can do with this." She moved over beside me taking my rain slicked member in her forehooves. I expected them to be hard or rough but she was very careful and her hooves were smooth as she slid them up and down my shaft with a smile on her face.

"Well, seeing you got me all ready darling." She lay down beside me, her tail wrapped around my hand as she magically guided my member into her tight rear end. I grasped her tail and pulled experimentally as I entered, she gasped.

"Yes!" I needed no further instruction. I gently pushed deep into her ass, the extreme tightness driving me crazy as her anal muscles squeezed me mercilessly. I began to thrust faster as she got more used to it. Her loud gasps and moans driving me on.

"Rarity, I'm going to.." She eased off and pulled me out.

"Not yet." Letting the rainwater wash me clean she climbed on top of me lowering her satiny marehood down on my cock. "That’s right." She groaned riding up and down on me. "Just a bit.. More... Yess!!..." She collapsed on top of me allowing me to roll her over and finish just moments after her.

We lay there in the rain for a few minutes, I covered her with my rain soaked pants and shirt to warm her somewhat as well as holding her. She sat up drawing a deep breath.

"I must look a fright darling. Come inside and dry off." I gathered up my clothes and followed her inside where she produced a pair of towels; I dried her off and then myself as she fixed her mane.

"There’s certainly room in my bed tonight if you want to stay..." She said her mane falling back into place perfectly. I smiled at her.

"Thank you Rarity. But i have to get back to Fluttershy." She looked at me, her expression unreadable.

"I understand.. Give her my best." I promised to do just that. Putting on my sodden clothes I headed out, slowly making my way back to the library in the dark and rain.

Rounding a building I ran into somepony. A beautiful purple mare with a load of books on her back, a magical spell shielding her from the rain.

"Twilight! I.. I'm sorry, I didn't see you there." I apologised while helping her up. She looked at me for a second, her beautiful purple eyes captivating me.

"I just wanted to pick up some books.. I didn't know you were out.. What were you doing out in this storm?" I sheepishly looked at the ground.

"Oh, well I was just at Rarity’s and..." She looked away.

"I see... Well goodnight. I hope you’re ready." With that she turned and vanished into the rain leaving me alone. I sighed heavily and walked the rest of the way back to the library.

I opened the door quietly to find Fluttershy fast asleep on the couch, dinner prepared and waiting for me. I went to the washroom and got out of my wet clothes and dried off. I went and sat down gently so as not to disturb her and quietly ate. I gathered her gently up in my arms after and carried her downstairs to bed. As I laid her down she yawned and opened her eyes to look at me.

"You came back."

"Of course I did Shy, I promised you." I kissed her softly and got into bed beside her. She snuggled up to me laying her head on my chest.

"Can we win?" She asked softly.

"We have to. We will." She shivered slightly.

"If.. If things go wrong... You won't let them take me will you?" She looked up at me her beautiful teal eyes shining. I knew what she was asking, not to let them take her alive if things went bad.

I wasn't sure I could...

"As long as I’m alive Shy. They'll never touch you." She kissed me gently and settled back down against me. I lay awake for some time sleep eluding me.

Come tomorrow..

My foolish plan will surely fail..

We all die..

Fluttershy.. Twilight..

I sank into a dreamless sleep.