Shitty IRC Clopfics

Chapters

Carmine x Big Mac: I wish I knew how to quit you...
Wil x Horse Power: Pumping more than just iron...
Gnomey x Oblivion: Between a rock and a hard... place
Arby x Spike: You can't help who you fall for...
Carmine x Futapie: Pink is our favorite color...
Wlah: Shipping? Fuck that shit.
Wil x Numbers x Everypony else: Change counts...
Rune x Wil: Typos can be a real bitch...
Octavian x Ridire: If you play on my cello, I'll play on your tromboner...
Arby x Spike: What one does for the ones they love...
Lucefudu x Carmine x Futapie: Long time no sexual intercourse...
Slorg x Junebug: Welcome to Ponyville...

Carmine x Big Mac: I wish I knew how to quit you...

"Heya, Big Mac," Carmine stated walking into the barn.

Big Mac nodded in response, he was standing at the far end of the barn lifting some heavy crates full of apples that needed to be shipped out the following morning. Yesterday he had asked if Carmine wanted to help him out and being the good friend that he was, the dark-grey stallion agreed.

"So... what do you need me to do?" Carmine asked, walking forwards.

"Move the crates from the front there, to the back here."

"Alright," Carmine trotted to the front, and picked up the crate nearest to him.

Now it is a well known fact that one does not simple take the bottom most crate in a stack. In fact, one does not take any object from the bottom of any stack. Such an act is quite perplexing to those who understand the fundamentals of physics and gravity. Perhaps Carmine wasn't thinking straight, it was a well-known fact that he was always trying to impress Big Mac at any chance he got.

"Watch out!" Big Macintosh shouted as the stack of crates started to tip over. Luckily he had pulled Carmine away from the crates as they came toppling down. It fell across the front of the barn blocking the barn doors.

"Oh no! We're trapped! I'm so sorry, Big Mac," Carmine said, then looked up at the stallion's face. Big Mac was looking down at him in between his legs.

Carmine could feel his breath on his muzzle, his manly musk intoxicating him with a sudden roar of lust. Grabbing Big Mac's mane, he pulled his face closer to his and let their lips meet.

At first Big Mac fought against Carmine's sudden advance, but he had been taught certain skills, certain maneuvers with his lips that titillated Big Mac into opening his mouth, letting Carmine explore every inch of it. Never in his life had Big Mac been kissed that way, not even in his dreams. A faint scent of sour apples tantalized Carmine's taste-buds, and he searched for its source. Their tongues danced a ballet of seduction, as they slowly succumbed to their most primal of instincts.

Distracted by the euphoria of such a passionate osculation, Big Mac didn't feel Carmine's hooves starting to go lower and lower along his abdomen. But the time he realized what was going on, he did not want it to stop. Carmine expertly worked Big Mac's big mac (wink, wink, nudge, nudge), taking delicate care not to hurt it. Big Mac's member throbbed with expectation, but a quick and playful Carmine knew how to prolong his torture.

Wrapping his one hoof around Big Mac's big balls, he squeezed causing him to jerk upwards in pain. "What you do that for?" He growled.

Tenderly, Carmine placed the tip in his mouth, wrapping his tongue around the head, slowly taking as much as he could down his throat. The way he worked his mouth made Big Mac relax in another erotic-induced stupor. Seeing this, Carmine made his way down the shaft and started licking the two balls. He placed them in his mouth, and noticed how full they were.

"My, my," He said after releasing them, "Somepony's been saving up..."

Carmine retraced his tongue back up the length of the member, making sure that no other part of him touched the red Earth pony. He did this several times, always avoiding the 'sweet spot' on the penis.

"No more!" Big Mac shouted suddenly, and pushed Carmine over, pinning him down on one of the unbroken crates. He grabbed his tail, and pulled it upwards exposing anus.

Big Mac aimed his tip at the entrance and pushed hard. Carmine's saliva all over his cock so it slid it easily as he gasped in ecstasy, his body accepted the package.

"Deeper!" Carmine yelled, "Fuck me deeper!"

His fore-hooves gripped Carmine's sides as Big Mac pulled Carmine onto him, letting his arms guide the colt down the remaining distance of his massive organ. His powerful muscles lifted him up as he vigorously pumped mighty strokes. Each stroke filled Carmine, he could feel his belly filling up with Big Mac's huge manhood, he could feel it rub along his spine when he bent forwards, he could feel his body squeezing, willing, hoping and hungering for his ball-juice.

But Big Mac wasn't satisfied. He twisted the colt around his cock in mid-air and pressed him down on the crate pushing himself in and out of Carmine's ass repeatedly.

He let out a roar of ecstasy as Carmine felt his body accept his juices. It flowed into him, and he relished the feeling willing his body to suck and savor every drop. Carmine leaned forwards and kissed Big Mac on the lips.

"Now, wasn't that nice?" Carmine said, wiggling his flank up and down.

"Eeeyup."

"Wanna do it again?"

"Eeeyup!"

And so they did. And all was well in the world.

Wil x Horse Power: Pumping more than just iron...

Wil checked out his massive gut in the mirror. "Damn, I'm fat." He grabbed his flab and pulled it, then smacked it around angry that he just had this obnoxious 'thing' there. The mares laughed at him and his attempts to woo them. "That's it! Time to go to the gym and get buff!"

It took approximately fifteen seconds to walk to the gym, which was right across the street from his home. It was late in the evening but Wil had made up his mind. He wasn't going to put up with it anymore. Even if he had to beg, he was going to work his gut off starting right now.

The sound of a bell tinkled as he pushed the door open and walked to the reception. A large, white Pegasus with tiny wings was sitting behind the lobby desk reading the latest Stallion's Fitness magazine.

"We're closed! Come back tomorrow!" The stallion barked.

Wil shook his head, "Look, I want to get rid of this," He grabbed his flab and shook it irritably, "And I want to start right now!"

The stallion jumped up, "Are you telling me that no matter what, you're going to start working out right now and nothing I can say will stop you?"

"That's correct." He replied in impeccable English.

"Yeah! That's the attitude!" The other pony yelled, "Let's do this!"

Wil followed the stallion into the main gym area. They were the only ones there. He took note of the weights lying around, and the various workout machines around the place, the smell of sweat and oil filled his nostrils. It was a strange scent, but Wil found that he actually liked it.

"So, what do I need to do?" Wil asked. He'd never been to a gym before, so he wasn't sure what to do.

"Call me Horse Power!" the stallion shouted, "And if you need to work off that gut, then you need to do situps!"

"Okay! How do I start?"

"Lie down!" Wil lay down on the ground.

"On your back!" Horse Power bellowed.

Wil blushed, "Oh yeah."

"No! Put your gut into it!" the white Pegasus inhaled a large amount of air, "Yeah!"

"Yeah!" Wil shouted as loud as he could.

"That's better! Work on it! Use your stomach to lean up!" Horse Power roared.

Wil pulled himself up, already he could feel his stomach struggle against this new form of exercise.

"Lay back down! Don't touch the ground!"

Wil did as he was asked.

"Again!" Horse Power demanded.

Wil didn't argue. He began to go up and down, up and down, counting each one with his eyes closed trying to bare the pain that was building up in his midsection. On his tenth, he went all the way up and stopped to take a rest. He felt something poking his chin.

Opening his eyes, he looked down and blushed.

"What's wrong?" Horse Power yelled, "It's just an erection! I get really excited when I see ponies giving their all!"

"B-b-b-but... it's in my face..." Wil replied shyly.

"No it's not!" the stallion yelled, then grabbed Wil by the back of his head and shoved his penis forward.

Wil tried to resist, but the pony's penis was too strong. It felt as if he didn't open his mouth the powerful phallus would have broken his teeth, and Horse Power was way too strong for him to fight off. Before he knew it, he had a mouthful of pony cock as he struggled not to gag from the massive member.

"Now it's in your face!" Horse Power grunted forcing Wil's head up and down faster and faster.

Suddenly the feeling of hot, warm goo flooded his mouth. There was so much of it that Wil felt like he was going to drown and coughed. Some of the semen exited from his nostrils. Horse Power held Wil's head in place for a few more seconds before releasing him, sliding his cock from his mouth. Wil coughed and tried to spit out what he could.

"That felt great!" the white stallion blared, "Now onto the next exercise!"

Carrying Wil on his back, he brought him to one of the exercise machines. There was no use fighting, this pony was far too strong for him.

"This machine is used to exercise your legs!" Horse Power exclaimed, placing Wil on it. Using his strength, he pushed the two leg parts together and forced Wil's legs in each one. Then, he put the weight to the heaviest setting and let go. Wil shouted in pain as his legs were forced apart from the sheer weight. He tried to stand, but Horse Power easily pinned him down with on hoof.

"It's hurting!" Wil moaned.

"Don't worry! I'll make the hurting stop!" Horse Power shouted.

"No! Wait!" Wil struggled again, but Horse Power was rock hard and rearing to go. The more Wil struggled, the more his anus spread open. "Stop! Stop, please! I'm not ready!"

Shlick.

The suddenness of the invader made Wil scream like a filly. He shuddered as his precious plot was attacked by this beast.

"Now it's my turn to work out my gut! Yeah!"

Back and forth the white stallion went, sliding his meat in and out of Wil's poopchute. Something inside Wil started to stir. He found himself starting to enjoy it, and he felt his own manliness inflate. He tried to fight the urge, but he couldn't resist and soon his little friend was standing at full attention.

"You want me to work out my hooves too?" Horse Power asked, seizing Wil's masculinity and pumping it up and down.

"No! Stop!" Wil begged, "I'm... it's too much... I can't..."

He felt the warmth flood his intestines as he released his own man-juices spraying it all over Horse Power. He came so hard that he black out.

Who knows how long it was before he woke up, but he found himself lying on a bench in reception, white stallion nowhere to be seen. Slowly, Wil stood up and exited the gym heading towards his house.

"Well, that was... interesting. I can't wait to go back tomorrow!" Wil chuckled to himself.

Gnomey x Oblivion: Between a rock and a hard... place

"Next!" Oblivion shouted, annoyed that he was stuck here covering for his coworker, who had just decided that he wanted to take time off to hang around with her coltfriend. Bitch.

Once again the Ponyville Department of Horse Vehicles was full of ponies renewing their licenses. He hated this job. Hated it! Taking the clipboard he read the next name on the list. "Gnomey. Gnomey?" Has asked himself, that was a weird pony name.

A small pony walked up to him. "Hi," he said, looking up and beaming a broad smile, "I'm Gnomey."

Oblivion did a double-take. The pony was just slightly bigger than a colt! Yet he could tell that this 'colt' was not a colt at all, but rather a young stallion. A handsome young stallion, at that. His blue coat matched his bright eyes hidden under a greenish luscious mane. These miniature ponies weren't common way out here in this town. Usually they congregate in big cities like Canterlot and Manehattan.

"Uh... hi. So, you're here to get a new license?" Oblivion asked.

"Oh yes," Gnomey replied, clopping his little hooves together excitedly, "I've already passed the written, now I'm ready for the practical!"

Oblivion laughed to himself. Despite the apparent age of this stallion, he certainly acted like half his age.

"My name is Oblivion and I will be your tester."

"Obli?"

That made the black Unicorn chuckle, "Fine, you may call me Obli. Please, this way." He gestured towards a large double door that led to the back of the DHV.

There were only three carts there. Gnomey stood in front of the front-most one ready for his first test drive, eager to get started. Oblivion went around to the other side and levitated a clipboard and quill to his face.

"Ready when you are."

Oblivion watched as the little Earth pony strapped himself in; the harness carefully placed over the the body. The size of this particular cart seemed a little too big for Gnomey. His girth could barely accommodate the trace. A part of Oblivion wanted to stop the test right then, this wasn't safe. If Gnomey needed to swerve out of the way, there would be no way he would be able to with the harness attached the way it was. Still, slow turns should be fine.

"How am I doing so far?" Gnomey asked, pulling the emergency brake down gently and adjusting his rear view mirrors.

"Just fine." Oblivion smiled, "Okay, let's go for a little drive around town, shall we?"

The blue Earth pony squeed in delight, "It'll be like a date!"

Oblivion couldn't help but blush at that, but he didn't complain.

The first half of the drive was easy. Gnomey signaled every turn, looked both ways, was alert and focused. Not bad for a guy who could barely turn the cart he was driving.

"Very well done, Gnomey. Let's head back to the DHV and get that license for you." Oblivion smiled.

"Aw. Already? Can't we just... take a little detour?"

Once again, Oblivion couldn't deny the feeling of blood rushing to his cheeks. That made Gnomey giggle. Neither of them noticed a rabbit hopping across the road in front of them until it was too late. Instinctively, Gnomey pulled the cart to the left, but he wasn't tall enough. Without thinking twice, Oblivion reached over and pulled the harness, sending the two of them into a ditch with a loud crash.

"A-are you okay, Obli?" Gnomey asked.

"Fine. Just fine. Let me see if I can get out..." Oblivion tried to move, but he was stuck. Completely. The only thing he could move was his flank up and down. Everything else was stuck. The shaft had extended across the ditch, protecting them from the rear half of the cart, which had flipped over and fallen on top of them, covering them up like a small tent. If it hadn't been for that, they might have been crushed. Oblivion's head was stuck, his horn was jumped into the rear of the cart where the covering for the passengers had been lowered on such a lovely day, the harness had wrapped around his neck preventing him from being able to move it downwards. His legs were also caught on something. He was completely immobile, except for his waist. "I'm stuck."

"Let me try." Gnomey shuffled himself backwards.

The little Earth pony moved backwards, but he was pressing up against something. He wiggled his flank trying to get whatever it was to move out of the way.

"S-s-s-stop..." Oblivion's voice squeaked, "Stop, please..."

"I think I can get out. Whatever this is feels like it's move-" Gnomey's voice was cut short as he felt something poke his behind. "Mmm. What's that?" He asked coyly, gently bumping against it, "What is that?"

"Me." Oblivion was glad he couldn't see the smaller stallion under him. His face was surely scarlet. "Please stop. You're rubbing against me."

"Ooh. So, is this what I think it is?" Gnomey pressed up against Oblivion, wiggling gently, brushing his member with the top of this tail.

Oblivion muttered something, "Pl-please!"

"Please what? Stop? Continue? Do something... more?" Gnomey cooed, pushing his tail to the side and letting Oblivion's member run across his anus for a second.

The Unicorn let out a gasp of surprise. That made Gnomey giggle.

"So? Please stop, continue... or do you want more?"

Oblivion muttered something under his breath.

"Sorry, I didn't hear that. Louder, please."

"I said... mrrh..."

"Hm? Speak up, Obli."

"I said... more... please."

Gnomey pushed his tail to the side, allowing the tip of Oblivion's penis rub against his hole. He felt the pre-cum moisten his anus as he expertly rubbed the tip, all the while Oblivion gasping at each pass. Everytime he moved forward out of instinct, Gnomey would move forwards just out of reach, and each time he'd let out a grunt of frustration.

"No need to rush, Obli," the young Earth pony giggled, "plus I think you might be too big for little ol' me."

It was clear that Gnomey was enjoying this way too much, teasing the Unicorn the way he did. But the more he teased, the more frustrated Oblivion got. He started struggling against the harnesses, trying to latch onto the little stallion between his legs, to grab him, to hold him, to thrust himself into him with all his might! He was getting desperate.

And little Gnomey was enjoying every minute of it, feeling his own erection under him grow.

"Need. That. Body. Now!" Oblivion growled.

Fear and excitement surged through Gnomey as he saw Oblivion struggle against the harness, trying to get it off him. His legs closing in on him.

"Come and get me. Fuck me hard. Fuck me now!" Gnomey begged, still keeping just out of Oblivion's reach.

"Oh, I'll fuck you. I'm going to fuck you hard!" Oblivion roared.

With one last pull, Oblivion's forehooves broke free from his restraints and he instantly seized Gnomey by his haunches and pulled him down towards his member. With the amount of pre-cum lubbing his anus, Oblivion slipped in and he gasped as he felt the tightness of the Earth pony clench around him.

Oblivion was true to his word, and he did fuck Gnomey hard.

"More!" Gnomey begged, his head on the ground as he felt Oblivion slide deep inside him again, his body loving every inch of his rough invasion.

"I'm... I'm going to cum!" Oblivion shouted.

"Cum, cum, cum inside me!"

Oblivion shouted in ecstasy as he felt his balls empty into the little Earth pony.

"That... was... great..." Oblivion panted, resting his flank on the pony under him.

Just then he felt the cart lift off his head, and he stared in shock as a large group of ponies stood around them. It was a large crew of fireponies that had come to help them, and they were clearly not expecting what they saw.

"Oh. Shit."

Gnomey nuzzled Oblivion's chest and pulled his head down towards him, "So... did I pass?"

"Uh... yeah... you did."

Gnomey frowned, "Aw. Now I'll never get to see you again."

"That's not true." Oblivion put his hoof on Gnomey's cheek, lifting it up and giving him a passionate kiss, "We could always go on a nice drive together... maybe without the crashing."

"I'd like that, Obli. I'd like that very much."

Arby x Spike: You can't help who you fall for...

"... and here's the library..." The ash-gray pony with the bright red mane said, gesturing to the tree-house, which was literally a tree with a house built into it. "So. I guess that concludes the tour."

The maroon pony with the light brown mane looked at him, "Thanks, Tap. So... um... can I check out a book now?"

Tap rolled his eyes as he pushed his glasses up his muzzle, "Arby, why are you asking me?"

"Well, I don't know. Just... I'm new and..." He blushed.

"Shy. Great. Fine, come with me." Tap walked to the door and knocked.

"Just a moment," A voice sang from inside. Moments later a purple dragon opened the door, "Oh, heya Tap. What brings you all the way out here?"

"I was forced to join the 'meet and greet' group by Fluttershy. A new pony just moved in, so I'm showing him around." Tap sighed, "Why I have to do this is beyond me."

"Well, isn't it better than hanging around dead ponies all day?" Spike asked, genuinely concerned.

Arby's mouth dropped, "D-d-d-d-d-d-dead p-p-p-p-p-p-ponies?"

"Don't worry about it." Tap turned and gave Arby a very blank stare, "It's not your time... yet."

The next thing Arby knew was the painful embrace as the ground meeting his face.

"Hey, take it easy." Spike said, gently letting helping Arby sit up. He was lying on a couch.

"What happened?"

"You fainted. Tap sorta... scared you. Not that I blame you. He's the town mortician, and he deals with the deceased... yeah, he's a weird one." Spike laughed, "The way you fainted you would've thought that you thought he was the angel of death or something."

Arby's face flushed.

"You did?" Spike giggled, "Don't worry. He's harmless. The only thing scary about him is his sense of humor."

"Oh. Well, I'm Arby. I'm an artist." He smiled, "I've never actually met a Dragon before... I was overwhelmed when I saw you... to be honest." He mumbled the last part to himself and looked down at the floor unable to meet Spike's eyes.

Spike didn't notice. "Well, I'm Spike. I'm Twilight Sparkle's assistant here in this library."

"C-can I get a membership? I'd like to check a book out."

"Sure. Hang on a second, here," He held up a cup of water to him. "Take a sip."

Suddenly the glass was surrounded in a light-maroon aura that surprised Spike making him yank his hand back out of reflex. He laughed after a moment. "Wow, you scared me. I didn't know you were a unicorn."

Arby, once again, blushed. "Yeah. I hide my horn in my hair..."

"Why?"

"Well... I'm an artist, and I respect some of the great Earth pony artists of our time. I just want to emulate them." He pulled his mane aside to show his small. hidden horn, "Unicorns can use their magic to hold a brush, mix paint... do anything they want, but I feel that true art, the real art comes from your own hooves! You need to feel the brush, you need to feel the paint mixing, you need to..."

He stopped when he saw Spike looking at him, a small smile on his face. Those big green eyes peering into his. Those narrow slits piercing his soul. Arby quickly brought the glass of water to his face in a feeble attempt to hide the rush of blood to his cheeks. Why? Why was he blushing so much? And from a Dragon too! It could only mean one thing, and as much as it shocked him to realize it, he really had just fallen for the purple Dragon. Love at first sight. He believed it could happen, yet he never expected it to happen to himself.

"That's... really beautiful, Arby."

A jolt of electricity shot up Arby's spine. "You... you think so?"

Spike nodded, but his expression changed, "Your face is all red," he placed his claw on the top of his head, "are you feeling alright?"

The Dragon's claw was cold to the touch, yet he could feel warmth coming from the Dragon.

"I-I-I'm fine!" Arby said jerking himself backwards.

"Don't be afraid, I won't hurt you." Spike said, a little shocked at Arby's reaction.

"I-i-i-it isn't that, Spike..." Arby stammered, "i-i-i-it's..."

"What?"

"Spike. It's you. I think... I think I like you." Arby looked down again, "I'm sorry, it's just... it's your eyes... they're... beautiful."

This time it was Spike who was taken aback. This pony sitting there actually liked him? But how? They had only just met!

"You can't like me, Arby. We only just met." Spike said standing up and walking over to a large table. He pulled out a large blue book and placed it on the table, his scaly claws gently running along the edge as he pulled the cover open. "I mean, I'm flattered, but..."

"I know. It just feels... right." Arby looked up at Spike, "Sorry, Spike. I didn't mean to scare you."

"Oh, you didn't scare me. Come over here. You need to fill out your personal details n this book before I can give you your library card." Spike dipped a quill in the inkwell and held it up for Arby.

Standing up, Arby walked over and looked at the open page. It asked for the basic information. Name, address, and a few other minor details. As he was filling out the form, he felt Spike next to him looking over his shoulder. His heart had began to race, and he found it hard to concentrate on anything apart from how close Spike stood next to him. With every ouch of willpower in his mind, he wanted that Dragon to touch him, to brush against his fur. He wanted contact. He wanted to be touched again with those cool scaled claws, the thought of them stroking his mane and his fur made him shudder.

"What's wrong?" Spike asked, pulling Arby's face towards him, "Are you sure you're not ill?"

The way he had grabbed him... Arby couldn't take it anymore! He leaned forwards and kiss the Dragon on the lips.

Spike pulled away, shocked. Real shocked. Very shocked.

And turned on.

Arby let out a squeak when Spike jumped him, pushing up and onto the table. The way he stared at him, those hungry eyes gazing into his. Arby had never felt this excited in his entire life. Ever.

"You," Spike sated between breaths as he leaned onto the Unicorn, "you started it."

"It's okay..." Arby replied, barely whispering. "I want it."

Something slimy and pointy was pressing against him now. Two of them, to be exact. Looking down, Arby saw Spike's penis had unsheathed itself from his body, two protruding organs that seemed to mimic the shape of tip of his tongue.

Spike leaned in and kissed Arby, forcing his tongue into his mouth. It snaked its way in, exploring his mouth, licking his teeth, and ever wrapping around his own tongue. The kiss lasted several minutes, and when Spike pulled back, Arby found himself drooling for more.

He felt Spike's hips grind, as his dual-penis rubbed on either side of his scrotum, between his tights. It felt wonderful, the pre-cum from Spike's organ literally soaking his fur down there. Unable to contain himself, Arby pulled his hips up, trying to get Spike to aim lower. Spike reached down and grabbed Arby's member in his claw at that moment and squeezed, making him throw his head back in ecstasy.

"Oh, Spike! Please! Just... do... me..." Arby begged with his eyes closed.

"Do what?" Spike asked, feigning innocence.

"Me!" Arby pleaded, humping Spike's firm grip.

"Do what?" Spike asked again, this time leaning it so that their heads touched, their eyes inches apart.

"F... f..." Arby blushed furiously and tried to look away, but Spike let go of Arby's penis and pulled his chin so that their eyes were once again locked together.

"What?" Spike asked, "I didn't quite catch that."

"Fuck..." Arby's voice squeaked, "me."

Spike grinned and pulled Arby up by pulling his penis towards his stomach. Two points pressed against his anus and Spike slowly allowed the points to enter first.

The long moan from Arby's throat made Spike's member harden. He had never before been this turned on. Ever. That was besides the fact that this was actually Spike's first time with a pony. He's always wondered how it would feel, and he was liking it. A lot.

He pushed himself in, all the way to the base.

Arby shouted in shock and hugged Spike in his hooves. The pain from the suddenness had sent shock waves through his body, yet he didn't want Spike to stop. In and out, the Dragon went. Each time the two pronged penis would change direction. One would go up, the other down, or sideways, or any other direction, but each time it sent chills though Arby's body.

"I-I'm coming." Arby squealed, and sure enough, his penis emptied itself onto his stomach.

Spike, pulled himself out, and looked at Arby, who shyly looked away. He'd come by being fucked by a Dragon! And it was the best orgasm he had ever achieved.

But Spike wasn't done. Not yet. Flipping the Unicorn over, he pinned him down on the table, and with his free hand pulled his tail aside as he rammed his Dragon cock deep inside him. In and out, again and again, with no signs of slowing, Spike continued.

"Spike... I can't take it!" Arby shouted, "I'm cumming aga-"

He tensed up and felt another push as he came once more, this time right onto the table. Spike didn't even pause, he pounded away until he locked his legs together and pulled Arby back.

He let out a roar, and Arby felt the warm flow of Dragon flow deep into his body. He wiggled his rear, milking the Dragon for even drop. Spike collapsed on top of Arby, and kissed him behind his ear.

"That, was awesome." Spike said slowly grinding against Arby.

He pulled out and Arby felt his cum starting to ooze out of him. He clenched as hard as he could. He wasn't going to let a drop of Spike escape. He wanted to keep it all to himself.

"Thanks, Spike. Can... can I come tomorrow to borrow a book?" Arby asked, smiling sweetly at the Dragon.

Spike grinned, "I'd be hurt if you didn't."

Arby giggled as he leaned in and kissed Spike on the cheek, "I'm good with my mouth too, you know." He whispered in the Dragon's ear.

Spike watched as Arby walked away from the library. He was walking really funny with his head lower to the ground, and his rear up high. Some of the ponies passing by couldn't help but do a double take.

"Spiiiiiiiiiiiiiiiike? Spike!" Twilight barked, walking in on the Dragon still sleeping.

"Huh? Twilight? What are you doing up so early?" Spike asked, stretching.

"It's not early. It's after nine. And can you come with me." Twilight turned and stormed off.

Spike followed moments later, "What is it Twilight?"

"Can you tell me what's on this book?" Twilight asked, pointing at the big blue registration book. The ink was smudged, and there were liquid stains all over the pages.

Spike grinned nervously at Twilight, "It's... uh... coffee... and... stuff... cream... yeah..."

"Now I'm going to have to redo this whole page! Spike, can't you be more careful?" Twilight asked.

"Yes, Twilight. It was just... this was a spur of the moment thing. I just... kinda... went with it." Spike looked out the window to see a maroon Unicorn skipping towards the library, "And... I'm also going to take the rest of the day off."

Twilight looked a little shocked, but shrugged, "Fine. Just be sure to finish your chores later."

"Will do." He replied as he heard the knock on the door, his heart fluttering in his chest, "Will do."

Carmine x Futapie: Pink is our favorite color...

[16:35] Carmine: I'd totally blow Futapie

[16:35] %Vargras: What the fuck, Carmine

Carmine was on his way home from Sweet Apple Acres humming a tune, when suddenly he was tackled by a pink ball. The ball unfolded itself to reveal everybody's favorite party animal.

"Carmy!" Pinkie squealed, "Where've you been?"

"Oh. Hello, Pinkie. I've been around. You know. Doing what I do..." Carmine picked himself up, and looked at the Element of Laughter, trying very hard not to stare. Every time he was near Pinkie, his heart would beat faster and faster. Sometimes it would beat so hard and so fast, he'd actually feel very lightheaded and clumsy.

Pinkie Pie bounced around Carmine, "You never play with me anymore, Carmine. Why?"

Because I think I love you and I can't say it out loud because I'm too scared. Carmine thought in his head, "I've been very busy lately."

Pinkie folded her hooves in front of her chest and pouted, "No fair."

"Please, Pinkie, I promise you I'm not doing it on purpose, but I got to earn money and eat. It's not everyday I get a job, and I've managed to get some regular work over at the farm." Carmine smiled to himself, "Anyway, I've got to get home..."

But at that moment, Pinkie was no longer in front of Carmine. Instead she was now standing next to him, standing next to him peering into his eyes. Carmine was a taken aback by this and stumbled backwards, his face felt hot. Pinkie, seeing this, leaned forwards again, making the stallion back up again. They kept doing this for a while. Pinkie would take a step forwards, while Carmine would scramble back -- but not too far. No, he couldn't even if he wanted to. Not from Pinkie.

"You're acting awfully." Pinkie giggled.

Carmine tilted his head to one side. "Strange? You mean, right? I'm acting awfully strange."

"Nope," Pinkie bounced around Carmine, "that's not what I meant at all. Your acting sucks."

"What do you mean?" Carmine asked, Rotating his head to follow her as best he could.

Pinkie managed to stop bouncing in mid-air and magically appear next to Carmine on the opposite side of where he was looking. To other ponies, this would've caused them to scream in terror, flee in confusion, or faint out of raw terror. But not Carmine. Carmine loved that about Pinkie. Loved the way she just... was. Laws of physics and magic be damned, this was Pinkie Pie.

"You're a real bad actor, Carmy. Your Cutie Mark wasn't for acting, that's for sure." Pinkie laughed as she touched Carmine's flank, stroking his mark with her hoof gently.

Carmine gasped quietly, and moved away from Pinkie, fighting the sudden urge between his legs. He could not get hard now. He must not get hard now. Think of Granny Smith in the shower, think of Granny Smith in the shower... Carmine was relieved to see it was working; no problem at all.

"What do you mean, Pinkie?"

She looked at him dryly for a moment before smiling sweetly at him. Carmine felt his heart melt. He was putty in her hooves, he'd do anything and everything she wanted. So why couldn't he just tell her how he felt?

"Carmy, can I ask you a question, and promise me you'll answer honestly?" Pinkie asked.

"Uh... sure..."

"Promise?"

"Okay, I promise."

"Pinkie Promise."

Carmine nodded, "Cross my heart, hope to fly, stick a cupcake in my eye."

"Carmine, do you love me?"

Carmine stared into Pinkie's eyes, he felt the sweat dripping off his brow. What could he say? What should he say? He knew how much she meant to him. She was everything to him. He loved her so much it hurt. Yet, he could not say it. He wanted to. Every inch of his being was screaming the one word he wanted so much to say to her: yes. Yes, by all the stars in Luna's sky, he loved her.

And yet, he couldn't say it. He wanted to, but he couldn't. Yet, he also knew that he could not break a Pinkie Promise.

Nopony breaks a Pinkie Promise.

Nopony.

"What?" Carmine asked lamely.

Pinkie just looked at Carmine without changing that wonderful expression on her face. That sweet smile. Those inviting lips. Everything about her was perfect. The way her mane sat so wonderfully on her head, the way her eyes had that sparkle behind them, like stars on a perfect night.

"Do you love me?" She asked again.

"I... wha-"

"Cut the bullshit, Carmy. I know you love me. You think I'm dumb?"

"N-n-no!" Carmine was shocked. "I-I-I just... I didn't think you'd..."

"Shut up and kiss me." Pinkie cut him off, planting her lips on his.

Carmine's eyes shot open in shock. Was he dreaming? Was this a figment of his imagination? Did he hit his head on a rock when Pinkie tackled him?

A sharp pain in his lip snapped him out of his reverie as Pinkie bit down and sucked on his lower lip, pulling it into her mouth and letting her tongue explore it. She then pushed forwards and Carmine opened welcomed the intruder into his mouth, where their tongues commenced in a duel of heavenly bliss. Oh sweet, sweet Celestia. Please don't let this end.

Almost immediately after he thought that, the kiss ended.

Pinkie was panting, her mouth a little open, her lips moist, and her eyes narrow. She leaned in once more and pulled Carmine's head towards hers, turning it to the side and whispering in his ear, "Let's go to your place." She licked his ear, sliding her tongue along his pinna, right up to the tip, where she bit it gently and tugged on it, shaking her head lightly, imitating a hungry predator.

"Okay." Carmine's mind was numb. If Pinkie had told him to jump off the tallest tower in Canterlot over the cliff, he would've done so without question. He was hers, and he didn't care.

It was hard for either of them to look natural. Carmine found it hard to walk with his erection between his legs, and Pinkie could barely stop her juices from leaking onto the road. Luckily for the both of them, it wasn't long before Carmine opened the front door to his home. He didn't even get a chance to put his keys down when Pinkie launched herself at him.

Backing their way through the kitchen and into the living room, Pinkie shoved Carmine onto his sofa, his penis standing at full attention.

Tracing her tongue along the shaft, she followed the underside down from the tip, right to the top of his scrotum. She licked around the base of his penis, all the while he clenched his legs tight, way Pinkie moved her was incredible.

"No fair. I want to feel good too." Pinkie said, pushing Carmine's head so that he was now laying down.

Climbing onto the sofa with him, she turned her body around and forced Carmine's face between her legs. "Lick."

He didn't need to be told twice. Gently, he caressed her thighs first, allowing his tongue to explore every inch of her. Then, he pulled her one leg up, holding it with his hoof and allowing his tongue to climb its way up towards her slit.

Pinkie gasped when he breezed over her womanhood, shuddering from the wave of pleasure that literally wafted over her nether regions. She moaned, and gently bit his penis on the side before wrapping her lips around the tip and suckling on it, rolling her tongue over his sensitive bit.

It was Carmine's turn to gasp, as he could no longer take the ecstasy. He pulled Pinkie's labia apart, exposing her clitoris. Gently, he caressed it with his tongue, massaging it with expert precision. The pleasure was too much, and Pinkie pushed Carmine's head away, unable to take any more.

In response to him, Pinkie pushed her head down along his shaft. Carmine threw his head back and shoved his groin forwards in reflex, causing Pinkie to choke. Yet, she held his flank and pulled him even further inside her, sucking his member as hard as she could.

"Pinkie... that's too much... I cant'..."

The feeling of his warm, cum shot down her throat, and Pinkie drank every last drop, sucking his balls dry.

"That... that was amazing, Pinkie... I..."

Pinkie kissed him, rolling her cum-soaked tongue into his mouth. He welcomed it. It was disgusting, but he was okay with that. He would never say no to this mare. Ever.

As they broke, a thread of cum-saliva formed between their lips, but Pinkie wasn't done, and shoved her pussy into Carmine's face. He began to lick her as she rubbed against his snout.

"I'm not done." Pinkie hopped down and pulled out a vial from... somewhere. Who cares. She opened it up, the dark purple liquid glowed once the cork on the top was popped. She drank the contents and smiled. "I've got a present for you."

Pinkie's clitoris suddenly started to convulse and spasm. Carmine watched as it started to grow until it was as long and as thick as his cock. She walked over to Carmine, and stood up on her hind legs. She put her hoof and pulled his face up so that he looked into her eyes.

"You're going to suck me until I tell you to stop, understood?"

Carmine nodded.

"Open your mouth."

Carmine did.

Pinkie slipped her clit-cock into his mouth and began to pull his head in much the same way he had done to her just moments before. He kept going, ignoring the gag reflex, and rolling his tongue over it. It tasted like cotton-candy, which made him suck hard. She moaned and started rocking her hips, which excited Carmine even more, his penis began to signs of life once again.

Suddenly, she pulled herself out of Carmine's mouth, making a loud sucking noise as she did.

"I'm going to fuck your ass. Bend over."

Carmine didn't argue. He turned around and lifted his tail and spread his ass open. Pinkie didn't need any lube, as Carmine's spittle was enough, and she pushed herself into him easily. Both ponies let out a long sigh as Pinkie pushed deeper and deeper inside him. She gripped his sides and pulled him towards her as she pushed forward as far as she could. Carmine could feel her deep inside him. In and out she went, and he enjoyed every strong, every push, each one sending a pulse through his body, his flaccid penis rubbing against the sofa started to feel real good.

"Turn around." Pinkie demanded.

Carmine said down and looked up at Pinkie who took his erection. She pulled open her labia and slipped his cock into her. "Now, suck me while fucking me."

He did as he was told, leaning forwards and taking Pinkie's tip into his mouth as she bounced on his cock. He moaned in pleasure as Pinkie's soft, moist insides tightened around him. It was too much and he pulled Pinkie down on his cock at she same time she pushed his head down on her clit-cock and both of them climaxed at the same time. Pinkie felt another flood of Carmine's cum soak the insides of her vagina, while Carmine tasted the tangy, salty juices. He drank every drop, fucking the last few drops out of her by bobbing his head up and down with his mouth.

They both collapsed onto one another on the floor.

"Yes." Carmine stated after catching his breath.

"Huh?" Pinkie asked.

"Yes, Pinkie." He turned to look at her with a warm, heartfelt smile on his face.

Pinkie smiled back, but still wasn't sure what he was talking about. "What do you mean by 'yes', Carmy?"

Carmine held her head, pushing a lock of mane out of her face. It had become straight from her sweat, and drooped over her eye. He held her there for a long moment before leaning in and kissing her lips gently, "Yes, Pinkie, I do love you."

Pinkie woke up later and looked at Carmine nuzzled in her chest. His sleeping face looked so calm, so serene.

Unable to resist, she reached into her secret place and pulled out another vial, drinking it all in one gulp. The effect was instant, and she watched her clit-cock reform. Then she pushed Carmine onto his back and shook him gently.

"Wha-? Hi, my love." Carmine said, kissing Pinkie on the lips, "Is it morning?"

"Shut up. Prepare your anus."

"Again? But we've already done it ten times!"

And despite his protests, Carmine didn't stop her, nor did he wipe that silly grin off his face.

Wlah: Shipping? Fuck that shit.

[17:42] [deathtap] Since I'm creating a IRC clop metaverse, I could make Wlah a creepy stalker type who likes to document sexual escapades.

[17:42] [@Wlah] I would

[17:42] [deathtap] heh

[17:43] [deathtap] Done

[17:43] [@Wlah] I don't stalk though

[17:43] [deathtap] lol

[17:43] [@Wlah] I'm a lot more upfront than that

[17:43] [deathtap] Even better

[17:43] [Arcainum] Wlah just stands by the window

[17:43] [Arcainum] and stares.

[17:43] [Arcainum] O_O

[17:43] [deathtap] Oh gawd

[17:43] [Arcainum] "Um, hello?"

[17:43] [Arcainum] O_O

[17:43] [deathtap] Hahaha

[17:43] [Arcainum] "Who... who are you?"

[17:43] [@Wlah] nah I tell the girl I'm phyiscally attracted to her but nothing more

[17:43] [Arcainum] O_O

[17:43] [Cyanide] Hello good sir may I watch your creepy horsesex?

[17:43] [@Wlah] most don't take that very well

[17:43] [Arcainum] "No, seriously, this is getting a little weird."

[17:43] [Arcainum] O_O

[17:44] [@ScyStorm] lol

[17:44] [Arcainum] "Please, leave"

[17:44] [@Wlah] Arcainum and then I go "HERE'S JOHNNY" and whip out my 'gun'

[17:44] [Arcainum] O_O

[17:44] [Arcainum] Yup

[17:44] [Arcainum] and "shoot" them

[17:44] [Arcainum] with "bullets"

[17:44] [@Wlah] funny situation anyway

It was another gloriously hot and sunny Saturday in Ponyville. Cheerilee giggled as she placed a dress in front of her in the mirror, trying to see which one would go with her new horseshoes that she had bought from Rarity at a special price. She was so excited about her date with Big Mac, that she could hardly contain herself.

Deciding that the yellow and white floral dress looked better than the blue and turquoise one, she carefully slipped in on after a hot shower. She sprayed her favorite perfume on her body, a little on her tummy above to 'woo-woo', and proceeded to style her hair before placing a straw hat with a wide brim over her head.

She looked at herself in the mirror and spun around, "My, my, don't I look nice."

"Yes. You do." A voice stated.

Cheerilee almost screamed, covering her mouth as she stumbled backwards in shock. Behind her was the visage of a dark blue pony with piercing gray eyes and a dark amber mane. The pony didn't blink, he just stared at her through her window.

She took a deep breath, "C-can I help you?"

"No."

"Um... what are you doing there?"

"Watching."

She furrowed her brow worriedly, "Can... can you go away."

"Yes."

The blue pony remained where he was.

"Um... so... what's your name?" Cheerilee asked. She would need to give a name when she reported this clearly troubled pony to the authorities.

"Wlah."

Cheerilee asked cautiously. "Wooler?"

"Sure. 'Wooler'. Fine. Let's go with that one."

Cheerilee stared at the pony's face for a long moment, feeling unsure of what to do. Then, she turned around, took her little purse from the dresser and slipped it over her head and backed out her main door, closing it gently behind her. Out of curiosity, she opened it again and looked at the window. The creepy pony was still there staring at her from across the room. A chill shot down her spine, and she closed the door locking it behind her.

After filing a police report, Cheerilee headed towards the large meadow on the far side of Ponyville. Because of her students, Cheerilee decided that they needed a secluded spot far away from the town so that if... things got a little too hot, at least there would be nopony around to witness it. She felt a wave of hotness tinged her cheeks at the though, yet she was so excited she felt her juices eager to flow. Still, she was a teacher, and could easily control herself. After all, one does not 'leak' in front of the students, especially when one's back is turned to them to write on the blackboard. Still, one rarely does not leak when it comes to doing it with a stallion as stallionly, strong, gentle and most of all hung like Big Mac.

They don't just call him 'big' because of his body size.

Wiping the saliva from her lips, she saw the object of her desire standing under an apple tree. The way he leaned against it, that muscular physique just, those broad shoulders, everything about him...

"Hi, Big Mac," Cheerilee grinned, "how are you?"

Big Mac snorted, steam emanating from his nostrils, "Horny."

"Me too." Cheerilee could barely keep her legs closed, she wanted him so badly. Working five days in a row with a bunch of kids stressed her out to no end. She needed a good rutting to get her mind and body free of the stress those miserable brats put her through.

Big Mac didn't wait, he got behind her and pulled her towards him. Cheerilee put her head down and spread herself open ready to receive. He rubbed the tip against her, slowly poking her slit, her juices covering him, when she heard the bush to her left rustle. Two gray eyes stared straight at her.

This time she did scream, but Big Mac didn't realize why, and he plunge his entire length deep into her loins.

"B-B-Big Mac... please... s-stop... there's..." She inhaled a long gasp out of ecstasy as he pulled his out to the tip, and slamming in back into her.

Two gray eyes kept staring at her.

She turned away, the force from Big Mac not letting her get a single coherent word out, and she couldn't help but let him continue his thrusting. It was like watching the pistons on a great steam engine work. She moaned in throes of passion, squeezing herself tighter around his cock in an attempt to get him to cum faster.

"Oh, sweet Cheerilee... y-y-your pussy's too tight... I can't..." Big Mac roared and threw his head back as he shot his load deep into her uterus.

A feeling of overwhelming disappointment welled up inside her. She didn't get to have an orgasm.

"That was wonderful." Wlah commented, "I'll give you a six out of ten. You didn't make her cum, that's minus three points."

Big Mac screamed and fell backwards, his penis falling out of Cheerilee with a 'pop'. "What in tarnation!"

The huge stallion recovered quickly and stormed the bush, crushing it to the ground, shredding it into tiny pieces. But Wlah had vanished.

"I'm sorry Miss Cheerilee, but I ain't got no more energy to go again. Wanna try tomorrow?" He asked.

"Oh, Big Mac, it's okay. I'll... be fine." She smiled, but inside she was frustrated beyond belief. She needed a stallion inside her and quick!

Walking quickly back towards the town, she searched for a cute stallion for her to rut. Rutting was needed, and stat! Her loins were burning with desire.

A strange prickly sensation ran up and down her spine, and she spun around to see a face poking up out of a barrel across the street in an alley. Two gray eyes stared at her unblinking. Without thinking, Cheerilee starts towards the dark blue pony.

A sudden shout and the sound of tires screaming made her jump back and away.

"Watch where you're going, bitch!" an ebony unicorn roared, his chocolate mane neatly combed to one side.

A smaller blue pony patted his shoulder, "Easy, Obli, easy." The smaller pony got down and smiled up at her, "Are you okay, darling?"

"Fine, just that..." she looked across the street only the find that the barrel was empty, devoid of anypony. "Look, I'm so sorry, I'll be glad to repay you in..." She looked at the two stallions. Two, young, strong-looking stallions, "in any way you want." She purred suggestively.

"No. That's okay. We're good. Thanks for the offer, though." The little blue earth pony giggled, "And I think I'm a little at fault for that, I was..." He leaned in closer to Cheerilee, "sucking him off, so I don't think his full attention was on the road."

Cheerilee's vaginal juices almost gushed out of her when the little blue pony said those things, his lips moist, probably with the other stallion's pre-cum.

She needed pony pummeling pronto!

"They won't do it with you." A cold, steel voice stated from next to her. In the garbage bin, the navy blue pony peeked his head out of the it, a banana peel draped over his head, "They're in love with each other. I know. I gave them a eight and a half score."

Cheerilee opened her mouth to scream, but was distracted by the little blue pony, "Oh, ma'am, by the way, do you know how to get to the beach?"

She pointed vaguely in one direction, "Do you know where I can find a horny stallion with a huge penis?" She asked.

"Oh, yes. Have you met Big Mac? He's really hung..." The look on her face said it all, "Oh. Um... well..."

"There's always Caramel." That voice said from behind her.

"Oh, hi, Wlah! Still spying on ponies going at it?" The blue pony giggled, "What's my top score?"

"Nine." Wlah pulled out a small black notebook, "So far."

"Wait... you... you know this crazy pony?" Cheerilee asked.

"Of course. He's the Fucking Rater. He rates our fucks, and sometimes gives us pointers on how to do it better." The blue pony blushed, "He's actually really good."

"If he's good then..." Cheerilee spun around hopefully. She didn't care! Creepy pony or not, she needed something inside her.

Wlah stuck a hoof out, "No."

"What?"

"No. I don't do other ponies." Wlah sunk back into the bin, slowly lowering the cover with him.

"Why?" Cheerilee practically shouted, her sexual frustration making her want to scream.

"Because..." He paused while the top was just low enough to reveal his eyes, "I'm an asshole." He then closed it over him.

Cheerilee bucked the bin with all her might, but nopony was in it.

"Fucking hell, Cheerilee!" Bon Bon shouted, "What the fuck's wrong with you! You better pick that shit up, before I smack you upside the head!"

"Sorry, Bonny. I was just... I'm just frustrated. I need a good long hard one inside me, and I can't find anypony that wants to just... do it!" Cheerilee began picking up the garbage and putting it back in the bin, "It's driving me crazy!"

"Go fuck Spike. He's always horny."

"Awesome!" Cheerilee skipped away.

Wlah set his camera down, and walked over to his office. Taking a stepladder, he placed it against one on the far end in corner and walked up it, pulling out a drawer marked 'C'.

"Carmine... Carpetbagger... Cyanide... hm..." He picked up a new blank folder and wrote something on it and placed it inside the shelf, "Cheerilee. Mare. Slutty level? Low. Needs more work. Fetishes? Large cocks. Not into Dragons." He grinned to himself, "Not bad for a Saturday."

Setting himself back down on the floor, he checked his massive room full of filing cabinets. He bathed in their glory, of all the thousands of secrets and fetishes they contained. Every detail, every photo, everything anypony could ever want to know about the citizens of Ponyville's sexual exploits was recorded here.

Only here, in the sanctum of this sacred place, did Wlah find it worthy to clop.

And thus, he did. And it was messy.

Wil x Numbers x Everypony else: Change counts...

There are times in a pony's life everything goes wrong. When your whole life comes crashing down around you. Wilhelm, a not so interesting pony from Manehatten, had just been fired from his job, was forced to move out of his downtown penthouse suite. His marefriend had left him, his friends no longer wanted anything to do with him and his coworkers didn't give him the time of day. He was up shit creek without a paddle!

Where was he going to do? He was done here. The fast paced life, gone. The fancy society parties that he frequented were now nothing more than a distant memory. Perhaps it was time to go 'home'. Perhaps returning from whence he came was the wisest decision. That meant... back to Ponyville.

With a heavy sigh, he locked his apartment for the last time and stepped into the elevator. The tinkle of an old classic tune butchered into a barely tolerable rendition on a keyboard. Wilhelm knew the tune, but the title just escaped his lips. Instead, he thought about the events that had brought him to this point.

How did everything go so wrong?

He knew the answer to that question. It all started one day, about a month ago...

It had been ages since Wil had last went out without his partner. His marefriend was out of town, visiting her best friend. He honestly wouldn't have minded, except the best friend was also an ex-coltfriend. Of course she denied going there to sleep with him, but Wil wasn't sure he was being honest with him anymore. She had been acting so, so strange with him lately that he just didn't know anymore.

A cold shudder ran down his spine, and he turned around to see a familiar face.

"Numbers! Sorry, I didn't see you there," Wil smiled despite the uneasy feeling inside him. "What's up?"

"Nothing." The white, black-spotted unicorn took a seat next to Wil at the bar and faced the bartender, "One Horse's Neck."

The bartender nodded, pulling out a bottle of Bourbon with her wing, and topping it off with some ginger ale. Taking a lemon, she expertly carved the skin off using her wing to hold the lemon while with her hoof she carved it off, turning it into a cork-screw. After filling a highball glass with crushed ice, she place the lemon spiral into with one end at the bottom and the other over the rim, and placed it in front of him.

"Here you go, Mr. Numbers." The mare said, giving him a flirty smile.

If he noticed, he blatantly ignored her and kept steeling sideways glances at Wil, making him feel a tad bit conscious.

Wil liked Numbers. The unicorn had his shit together. He worked at a large multinational at a very senior level, had an apartment on the top floor of one of the most gorgeous buildings on the north side that made Wil's place look like a tiny studio, and the carts... oh, the carts! So many, wonderful carts.

They'd been fast friends since Wil's arrival in Manehattan. They hit it off literally from the get-go. Wil looked up to Numbers. Everything about him was excellent. His life, his style, his... everything. If there was somepony whom he wanted to be like, it was Numbers.

For a long while, Numbers sat there sipping his drink and staring into the distance. Various expressions flashed across the stallions muzzle, some of which made the cold shudder re-run down his spine several times. Something was off about him, and it terrified and, in a strangely way, excited him.

"Numbers... is something wro-"

"Wil, there's something I have to tell you. Something you need to know about me," Numbers interrupted, "I haven't been completely honest with you. I've been... holding something out." Numbers rubbed the back of his head with his hoof, "I'm not entirely sure how I can say this..."

"Just say it." Wilhelm smiled, "How bad could it be?"

Numbers stared at Wil for a long, long time. Wil shuddered as those dark purple eyes to stared deep into him. Desperate to break eye contact, Wil found himself glancing over Numbers' cutie mark. The square root of minus one. The silence continued for even longer and it started to get slightly uncomfortable.

"How'd you get your Cutie Mark?" Wil tried to change the subject.

Numbers moved suddenly and pulled Wil close to him so that their lips were inches apart. Numbers was a lot stronger than Wil thought, he was like a doll within those powerful forelegs.

"Wil, I... I love you, Wil. I've loved you ever since the day I laid eyes on you. I know it's wrong, and I'm not... I don't..." Numbers inhaled, "What I'm saying is, I can't see you anymore. Every time I do, I'm tempted to..." He shook his head, "You're like a drug to me, Wil. A bad addiction. I want you to pack up your things and leave Manehattan."

Wil was shocked. What was going on? Numbers have always been such a mares stallion. He had no idea that...

"I can't just leave, Numbers. My work, my job, my home... everything I have is here!"

Numbers sighed, "I know that. But you can't stay here. This is my city, and you're ruining my life. You need to leave, Wil, and that's why I'm going to ruin you. I'm going to ruin your life, Wil. I'm going to take everything from you. Everything. You won't have a life here anymore. You won't have a life. I can't let you remain here, Wil. As long as you are in Manehattan, you're a liability to me, and I can't have a liability, Wil. Do you understand? You have to go. You have to get out of town. You have to disappear."

Wil eyes opened wide. Emotions flooded through him. Shock. Betrayal. "Why?"

"Don't make me repeat myself, Wil. Can't you understand? I can't love you. I just can't. I've got a mare! But every time I see you, I want to..." Numbers took a deep breath, "You are going to leave the city, and you're not going to resist. This is the only way, Wil. I'm sorry, but it's your own fault for... being you. I'm not gay, and you're just too..." Numbers stood up, polished off his drink and politely paid the bartender, "Goodbye, Wil."

And with that, he left.

"Mother fucker!" Wil shouted, scaring the couple in the lift with him. "Mother..." His voiced died in his throat. He just didn't understand. He understood what had happened, but just couldn't wrap his head around why.

Numbers had said that he loved him. But if he really meant that, then why do this? If he really did love him, then couldn't they just kept themselves the way they were? Whatever. It was too late now. He had nothing because of Numbers, and he wasn't going to forgive that stallion.

Wil whispered to himself, "I'll go back to Ponyville. Get away from here. Go home, start again. Then I'll come back and show you, Numbers."

As soon as the elevator doors opened, he had made up his mind. He would show everypony that they had not seen the last of Wilhelm. Not by a long shot. Each step he took away from the elevator and his building was a step towards a new life, a new goal, a new beginning. He would show them. He would show them all.

He didn't notice the weird looks he got as he started laughing out loud.

The walk to Grand Central had changed Wil's outlook, and he actually found himself looking forward to getting back. A part of him had forgotten just how much he missed it. Everything about Ponyville started to look better and better. The food from the various local restaurants, the gyms he looked forward to attending... everything seemed to look so much better. And especially the delicious mares that lived there. So many wonderful, delicious, sexy, horny mares.

Yummy.

He reached the station and looked up at the giant signboard. Platform three. Leaving in twenty minutes.

Nearly giggling, he took one good look around. The next time he'd return, things would be different. He didn't know when he'd be back, all he knew was that he would be back. He even put on shades and said so to the station attendant in a funny accent.

"I'll be back."

He proceeded towards his train, unbeknownst to him that two pairs of eyes watched him go as he wove his way through the crowd.

"Hi, is this berth fourteen?" A beautiful mare asked poking her head into the private compartment on the train.

Wil had tried to book both bunks in this particular compartment because he didn't want to see anypony else. However, he no long could afford it, and was lucky he had enough bits left to even get a spot on the train. However, looking at this fine piece of flank, he was glad that he didn't reserve both seats and was actually getting rather excited at the prospect of a potential hanky-panky.

"Yes. Yes it is," Wil said, standing up. He gestured to the seat opposite him, "Do you need help with your luggage?"

"Oh, no. Thank you. But I have help. Gentlemen, this is it." She stood aside and allowed two large stallions behind her to place her luggage in the overhead rack. "Oh, thank you boys. That'll be all... for now."

The two did as they were told, flashing Wil filthy looks that made him shudder to the bone. He didn't like the way those two looked at him. It send chills down his spine, and not the good kind either. Still, he thought nothing of it. Numbers had wanted him out of town, nothing more than that. Right? Cold sweat dripped from his head.

"... excuse me?" The voice of the mare sounded from next to him,

Wil jerked his head back and looked at her confused, "What?"

"Sorry, I didn't mean to startle you. I was just curious as to where you were going."

"That's okay. I should be the one to apologize, my mind was on other things..." Wil smiled gently, "I'm headed to a small town called Ponyville. How about you? Where are you headed to?"

"Nowhere in particular." The mare returned his smile, "Just going... somewhere."

Wil nodded in approval, "No plans, just go. Wish I could do something like that. I'm just going home, collect my thoughts. Who knows, might come back here, though I doubt it."

The mare looked at him funnily, "Me too."

It took Wil a moment to absorb the weight of those words. "What?"

"Oh, I doubt you'll be coming back to Mantehattan anytime soon. In fact, I doubt you'll be coming back here at all." The mare's smile was still plastered on her pretty face, but this time it looked something other than friendly. It looked downright sinister.

"Who... who are you?" Wilhelm gulped, the train lurched under him as it started to move. Suddenly loud music blared from the next door compartment.

Before Wil could react, a hoof was pinned against his throat. He couldn't shout! The mare grinned, her eyes glowed green, "Welcome to the herd, Wil. Your friend, Numbers... well, he sold you out. See, since our defeat in Canterlot, we've become what you call 'free agents'. Well, a pony's got to eat... and we changelings need to eat too."

Wil tried to resist, but it was futile. He couldn't breathe.

"Shit." He managed to squeak before his mind gave out.

"Honey? Honey!" A familiar voice sounded panicked. He opened his eyes and turned to see his marefriend sighing in relief, "You were having a bad dream." She held his head in her hooves, "It's okay, you're awake now."

"I... I just had the shittiest dream ever. I dreamt that I lost everything. My apartment, you... everything. I don't know what I'd do if I lost you... I... I'd die without..." Wil took his marefriend's hooves from his head and held them in his, "Don't ever leave me."

"I won't." She purred, "You look tense... let's get that tension out of you."

Slowly she began to grind herself against Wil's thigh, biting her lower lip as she leaned in and pulled his head to her neck. Instinctively he began to lick her her, feeling her body shudder as he slid his tongue over her fur. Then their lips locked in a passionate kiss, their tongues dancing into each others' mouths.

She lowered herself body his body, cupping his penis in her hooves, and sliding the tip of it under the sensitive part. He gasped, and peered down at her as she looked up. The look in her eyes, it was so hot and sexy. Then she licked the tip, the sensation cause Wil to close his eyes as he felt his member jerk up expectantly.

The sudden feeling of warmth around the tip caused Wil to shudder in ecstasy. She rolled her tongue around the tip and slowly lowered herself further onto him. He couldn't help himself and raised his hips up out of reflex, pushing it as far into her throat as he could. She took it deeper than ever before, nearly causing him to finish right there.

"I... I love you..." Wil whispered as he gasped for air.

"I know." She replied, looking up at him. Her eyes had a green tint to them.

"You... you're not..."

She suddenly pinned Wil down onto the bed and straddled him, "I'm going to fuck you, Wil. I'm going to slip your cock deep inside me, and I'm going to ride it. I'm going to milk it." She started to grind him, squeezing his penis with her vaginal walls.

Wil moaned. He had never felt anything so wonderful in his entire life! She was the best fucking... fucker! She was the best fucker he had ever fucked! And, by Celestia's engorged clitoris, was she good.

On and on the two of them kept going until, at last, Wil came. He let out a howl of pure ecstasy as his scrotum emptied themselves into her. As he did, he felt his body weaken, his mind grew cloudy, and his bones began to ache.

His 'marefriend' changed. Her body glowed green and suddenly he saw Equestria's Most Wanted mare: Queen Chrysalis.

"I'm very pleased with you," Queen Crysalis looked at the pony under her, "what is your name?"

"W-W-Wilhelm..."

"Well, for servicing me properly, I will let you keep some of your sentience. For now."

"M-m-m-my sentience?" He asked. His eyes drifted down towards his body, and he let out a scream (it was a very girly scream) as he saw his body no longer his body, but that of a changeling. "What have you done to me?" he asked as he began to weep.

"When you gave your love to me, I changed you into one of us." Queen Chrysalis stood up, letting Wil's limp dick flop out of her tight hole, "You're now a changeling. Think of it as a reward for giving me all your love."

"That love wasn't for you!"

"No, maybe at first it wasn't, but now..." She pressed her breasts against his face, a sudden urge roared through his loins and he felt his pony penis poke her pretty pink pussy, lusting for her, wanting her, desiring her in every way, shape and form.

"Fuck," He whispered.

Queen Chrysalis thought that was a wonderful idea, and did just that.

Wilhelm stared out his window at the rolling fields of wheat, the twisting trails of rivers, the quaint villages that popped here and there. It was beautiful. And wonderful. And everything good there was. Ponies, in their nature, were very loving creatures. They loved to play, loved to work, loved to dance, loved to see, but most of all, the loved to love and be loved.

Essentially there was a lot of loving going on.

"Next stop, Ponyville," the ticket conductor announced, "Ponyville, next stop."

Wil got up, and nodded to the beautiful mare opposite him. His new Queen, his ruler, his everything. She saw the adoration in his eyes, and he could see her mouth water at the love he was exuding from every pore on his new body. He knew she wanted him, to consume the love her wanted to give, and he wanted to feed her, to give her every last drop he had within him. Such is the way with changelings.

Getting off at the station, Wil looked around. Nopony was there for him. Not that anypony would be, he was a relatively unknown pony in Ponyvile. Actually, he no longer was a pony. He was now a changeling... in the town with the Elements of Harmony.

"I'm a fuckin' dumbass!" Wil stated aloud.

"Yes. Yes you are." A familiar voice replied.

"Tap?" Wil looked at him, "What are you doing here?"

"As the town's mortician, I sometimes come to the train tracks in hopes that one of you assholes has thrown yourselves across the track. I do love scraping your carcasses off the rails. It makes me feel useful." Tap replied, a sadistic glint in his eye.

"You're a sick pony, you know that?"

"Wil, I'm joking. I came to get you. You sent a letter two days ago saying you'd be on this train. Said that you would like to have someone meet you? As the town's mortician, I rarely have anything else better to do, so I volunteered." The ash gray pony grinned, "How was your trip?"

"Eventful," Wil replied truthfully, feeling his face flush.

"Got laid?"

"Oh yeah. You have no idea..." Wil grinned.

How long had it been since he had eaten? Couldn't have been long, yet Wil's stomach, or what he thought was his stomach (he wasn't sure since he didn't have an anus, not in his original form at least) roared and demanded it be fed. His natural instinct was to find somepony to love and extract all the 'love' he could get, but how? Nopony in Ponyville, except Tap, wanted anything to do with him.

Wil thought about seducing Tap, using his newly acquired powers, but something about that seemed really wrong. And besides, Tap was just too awesome morbid for him. Plus he had this really strange sense of humor and reeked of formaldehyde. No, Wil would sooner die a long and painful death from starvation then tempt Tap for anything more than a friendly conversation.

With that in mind, he thought about all the mares in Ponyville. There were some fine specimins indeed, and then there were his newly acquired arch nemeses, the Elements of Harmony. So much love to acquire... so little time.

Looking into the mirror, Wil couldn't help but grin to himself. He was in a unique position here. He could be himself, his old pony self, and then he could be whomever he wanted.

"Carmie? Is... is that you?" There was an eery silence in the shed, "This isn't funny 'kay? You're freaking me out..."

"I'm over here, Pinkie." A voice called out. There was a slightly cold edge to that voice, not like the usual fearful tone that he had. Pinkie loved that slight twitch in his voice, every time she heard it her heart would skip a beat because she knew that her voice excited him so.

Pinkie headed towards the source of the voice, "There you are! Got your note. Why did you want to meet here? You know how much Fluttershy hates it when we go into her shed."

"Yeah, I know. What's up is that?" Carmine grinned, "Now, Pinkie, I wanted to tell you something..."

"I know you love me, Carmie. Why did you want to meet..."

Carmine placed his lips against hers, "No. No talking. I just want," he pulled her down, smiling strangely, "to do naughty and perverse things to you."

"Um... okay..." Pinkie looked at Carmine suspiciously, "You're acting really weird, you know that?"

Carmine started sweating, "Well, that's because I'm nervous about being in Fluttershy's shed."

"Oh. Okee dokee lokee... let's do it then."

Carmine moaned and groaned as Pinkie bounced on him. When they finished, Pinkie left the tired Carmine where she had found him in the corner of the shed, laughing all the way.

Moments later, as soon as she disappeared, a green hue enveloped Carmine and revealed the newly changed changeling. Wil just grinned, he got a ton of love from the Element. She really did adore Carmine, she had made that abundantly clear. Now he had all that love. All of it, but... it wasn't enough! He needed more! More!

He heard a voice, an angelic, singing voice, and grinned.

Fluttershy...

Fluttershy opened her shed door, wondering why it was unlocked from the outside, and walked in making sure that the door was closed behind her. She then went to a secret wall near the back and pulled it open to reveal all sorts of things hanging neatly on the wall. Dildos, gimp suits, chains, leather harnesses, straps, whips, gags, masks... everything! Fluttershy took one of her toys down and gave and excited squeal.

A bump in the dark made her jump.

"W-w-who's there?" She stuttered, "A-A-Angel bunny?" Her eyes drifted downwards to the object between his legs, "Oh... my..."

Overcome with a wave of lust, she dropped the dildo where she stood and stared at her most wonderful, most incredible pet. His huge wang lay on the floor. Something was not right about this, bunny cocks shouldn't be that big, but she was too horny and too desperate to care. She wanted a good stiff rutting, and common sense be damned! She wanted that log inside her sawmill.

Laying on the floor, she spread her hind legs as far apart as she could and turned around to look back, "Come here, Angel."

Angel aimed his massive bunny missile and ran as fast as he could, ramming his rod right up inside her to the base. She gasped as he hit his mark, making her cum almost instantly. Seeing the dildo by his side, Angel picked it up, licked it, then slipped it into her anus.

Fluttershy went nuts, convulsing and gyrating against one another until they both creamed themselves in ecstasy.

So... much... love... Wil thought, as his bunny eyes had a green haze flash over them. He pulled out, walked over to the front of the shed and pulled it open slightly.

"Bunny... wait... more..." Fluttershy started, but she was still having spasms surge through her loins, and Wil was full. He had two mares who filled him with their love, and he didn't need to hang around anymore. He closed the shed door and vanished into the woods, morphing into his pony form as he did.

"Hello, Carmie!" Pinkie said, skipping along. "That was fun. Thanks."

"What was, Pinkie?" Carmine asked, unsure what she meant.

"Duh! Having sexy times in Fluttershy's shed." Pinkie replied. "It was awesome!"

Carmine looked at her, "Um... Pinkie... I've been -er- working at Rarity's all day. And I wouldn't dare go into Fluttershy's shed."

"But... if you weren't there," Pinkie said, her eyes widening with horror, "then who was shed?"

A knock on her door came loud, and hard.

"Coming!" Rainbow shouted, putting away her leftovers for dinner.

The knock didn't stop.

"I said I was coming!" She shouted again, "For Luna's sake!"

The knock came again, harder than before.

"Look, whoever it is I'm gonna..." She pulled it open to reveal a familiar looking stallion standing there. "Soarin!" She gasped in surprise.

Soarin rushed in, pinning Rainbow to the floor as he positioned himself over her. Her eyes grew wide as she felt something rub against her sex far below, and instantly her juices went to work. Soarin had never been this forceful with her before, and she loved it. She loved this very rough, very forward, very horny Soarin. What in Tartarus was wrong with him? Or rather, what was right with him. Usually he would barely get his tip in before he'd finish, leaving Rainbow to unsatisfied and having to finished herself off with one of Fluttershy's many toys which she'd 'borrow' from her shed (she had plenty, she wouldn't miss one).

This time, however, she couldn't help but cum the moment he pushed his way into her, and then she came again when he pulled her down on his cock, so that his balls rubbed against he anus. Then he pulled her upwards so that their torsos rubbed against one another with his wings and fucked her as hard as he could for as long as he could, which -- compared to Soarin's previous performances -- was abso-fucking-lutely fan-fucking-tastic!

Screaming in delight, Rainbow shuddered as she felt his juices spray her vaginal walls; the sloppy, sticky medley of their love potion seeping out of her, trickling over her grundle and onto her tail.

He slowly pulled himself out, let a few drops dribble onto her belly, turned around, and sped off into the setting sun as she tried to catch her breath.

With her legs shaking, Rainbow walked to her front door and closed it. She had wanted to break it off with Soarin for some time now -- she just wasn't happy not being able to have a stallion make her cum -- but now... now she wasn't sure she wanted to. If Soarin could rut her like that, then there was no way she'd end things.

She heard a knock on her door. She walked over and opened it and saw Soarin! She pulled the door open and smiled at him, "Up for another round?"

"You betcha!" He replied excitedly, and Rainbow turned herself around raising her rump into the air expectantly.

He didn't even get it inside before shooting his load all over her floor.

"Aw, come on, Soarin! Fuck me like you just did a few minutes ago!" Rainbow pleaded, still wiggling her rump for him.

Soarin stood there confused, "I have no idea what you're talking about, Dashie. I just came..." He giggled at his own joke.

"B-b-but... if that wasn't you, Soarin... then who was that?" Rainbow gulped. Did she really want to know?

Yes. Yes she did. Badly. She wanted to know who that stallion was who pounded her silly.

"Heya, AJ" A voice said from behind the orange mare.

"Oh, heaven's to britches, Big Mac, ya scared the bejeebers out of me." Applejack replied, clutching her chest. "Wanna help me move these crates over there?"

"Sure." He walked over to her and watched as she moved a box over, pushing it with her head. She stopped and turned to look at him when he didn't move, "Ya gonna stand there an' watch, or are ya gonna help me?"

Big Mac got behind AJ, and before she knew it, she felt his powerful forelegs around her waist as he pulled her towards him. She was too shocked to think as she felt her own brother's member push against her vagina. The thought of her brother trying to take her was... disgusting... and erotic, in a wrong way, and she felt her juices flowing. She tried to deny them, but she couldn't help it as she felt him push deeper and deeper inside her.

"S-stop it," she whispered, her voice betraying her words, "ya can't do this... yer mah brother."

"For now I'm your lover, AJ." Big Mac whispered into her ear, sending chills down her spine, "For now, just let me have you like this."

She couldn't help herself, and she bent forwards, and moved her tail to the side out of instinct. The taboo of what she was allowing her body to do was too much for her to resist. She wanted it. She hated it, but she wanted it, and she could not resist as she felt her brother plunge his manhood deep into her, and she felt something she knew she shouldn't. She felt affection for him. Un-sibling-like affection. The kind of affection a pony had for another pony when they wanted more than just friendship. She felt love for him. Forbidden love.

And it drove her crazy.

But she didn't see the sadistic grin on her brother's face, or the green glint that flashed across them as she squeezed her insides together in another orgasm. She fell forwards on her face as her brother empties herself into her, shaking himself so that every drop emptied into her.

The last she saw of him was him sauntering out the barn door, his cock dangling inches above the ground.

She awoke hours later and walked towards her home, where she flew into the arms of Granny Smith. Despite what she had done, the overwhelming feeling of guilt burned into her soul and she told spilled everything. All the details without revealing how she really felt about Big Mac ravaging her.

And just as she ended, she heard the familiar lumbering steps of her brother on the porch as he pushed the front door open. He hung up his yoke and turned to see Applejack and Granny glaring at him, and he turned his head to one side, "What's goin' on? Why're you lookin' at meh like that?"

"Ah can't believe you'd do that to yer own sister, Big Macintosh! You oughtta be ashamed of yerself!" Granny cursed.

"What are ya talkin' about?" Big Mac replied, honestly having no idea what she was on about.

"You had... you did... you know what you did, you big red bastard!" Granny spat out venomously, "You took my granddaughter's innocence in the barn!"

"Ah never did such a thin'!" Big Mac protested.

Applejack narrowed her eyes, "But... you did, Big Mac. You..."

"But ah wuz at Rarity's all day, helpin' her out with... somethin'..." He shouted back, "You can ask Rarity if ya don't believe me."

"You callin' yer sister a liar?"

"Eeyup. Weren't me. That's just sick."

Applejack looked into her brothers eyes feeling just a tad hurt by those words. But being the Element of Honesty, she could see that he wasn't lying, "But... if that wasn't you... then who else could it be?"

Rarity was putting away her reams of cloth and bolts of fabric when she heard her front door tinkle. Looking up at the clock over her studio, she realized that it was very late.

"Funny. I thought I had locked the door to my boutique," She said aloud. Walking downstairs she was surprised to see the stallion standing there inspecting her mannequins. "Fancypants!"

"Oh, hi Rarity. I was just in town and thought I'd stop by for a quick visit." Fancypants smiled, "Hope you don't mind."

"No, not at all. Of course I wouldn't mind, don't be silly. Come in, come in, do take a seat..." Rarity smiled, "Are you going to be in town long?"

"No. I'm actually leaving on the next train. Thought I'd drop by for a quickie." He said, grinning.

"A what?"

"A quickie." He walked over to her and kissed her, pushing his lips into her mouth, "You see, I'm just here for that find white plot of yours."

"Oh, Fancypants! What will Fleur think?" Rarity gasped, "You're a married stallion."

"Forbidden love, Rarity. I can't deny these feelings I have for you. They aren't affection, nor love. I just want to stuff it down your vagina, release myself into your womb, and leave. Impersonal, casual, run-of-the-mill rut'n'go sex. Now, let me get some of that fine flank!"

Rarity eyes just opened wide, and her mouth dropped.

"Oh, good call." Fancypants nodded, and shoved his penis into her mouth.

She was hesitant at first. Fleur De Lis was one of her best friends, and a generous client! Still, she couldn't resist the cock of the stallion that she has secretly had a crush on for so long. This was wrong. Very wrong. She pulled his penis out of her mouth and was about to say something when he leaned forwards and smiled.

"I secretly love you, Rarity. You're going to be my mistress. Our forbidden relationship will keep me awake at night, and our sexcapades will be my inspiration was I nail my wife back at home. You will be saving my relationship with her Rarity. Your generous nature will help us rekindle our passion." Fancypants smiled and touched her face gently, "So, let's just forget that I am a married stallion for now and enjoy our one night."

Unable to resist, she nodded and began to lick his penis. It wasn't long before she turned around and allowed Fancypants to plow her. He didn't take his time. Hard and fast, just the way she liked it. Efficient. She came hard, and felt him spurt inside her.

"Thank you. That was magnificent. Now, if you excuse me, I have a train to catch."

And with that he was off.

Rarity stared at the door for a long moment wondering what had just happened when she remembered something peculiar.

She had seen Fancypants off at Canterlot main station when he left on vacation to Las Pegasus with Fleur two days ago. There was no way he'd be anywhere near Ponyville...

Late. Luna's moon was high in the sky and Twilight sighed as she looked at the book in front of her. She loved to study. Studying was her most favorite past-time, and this time she was reading a naughty book she had found in one of her shelves. She had always strayed away from fiction, but if fiction works included books like this...

"Twilight," a voice gently called to her.

Twilight spun around in surprise to see the Princess herself tapping on her window. "Princess Celestia!" Twilight exclaimed as she stood up and opened it.

"Oh, Twilight, I couldn't wait any longer. I just had to come and see you," Princess Celestia began as she stroked her student's mane, "I just wanted to tell you that I appreciate you more than you could ever know."

Twilight's face beamed with pure joy. She always loved it when Celestia praised her on her hard work and commitment.

"Can I get you anything? Some tea? Coffee?"

"How about a nice warm cup of your vaginal juices and a side of that flank." Celestia replied, a coy smile on her face.

"Oh, sure Princess, just one moment while I..." Twilight froze in her tracks, "Wait..."

As Twilight turned around slowly, she saw Princess Celestia making her way towards her. She was stalking her, like a feline predator, hunting her. Her eyes were narrow with hungry look. Not the kind of hunger one has when looking for nourishment, this kind of hunger one has when looking to satisfy a different kind of urge. An urge that itches far blow.

"I'm thirsty, Twilight," Celestia purred, "aren't you going to give your Princess and mentor what she wants?"

"Princess, I'm sorry, but it sounds almost as if you're..."

He mouth was silences when Celestia pressed her lips against hers, "Since you will not get me what I want, I will just have to take it myself."

Forcing her student down on the bed, she pinned her down with her stronger forelegs above her head and, using her wings, pulled Twilight's hindlegs apart. There was little resistance.

"Princess..." Twilight moaned, her face flushing red.

Celestia lowered herself and began to lick Twilight's tight pussy with her tongue. At once an overwhelming flood of emotion erupted from the little unicorn and Celestia bathed in her affection, sucking every last tasty portion of it. It was delicious, far more delicious than the others. This was pure love, a mix between the love a daughter had for her mother and the love a mare had for another. A forbidden love on a different level.

As Twilight came, the love hit Celestia hard, and she immediately rushed to her window, "I'll be back, Twilight Sparkle."

Then, she was gone.

Twilight lay down there and looked out the window where the Princess had gone and sighed, "Well, that was fun, but that was not the Princess. Now, to find out who the culprit is, and dish out some much needed punishment."

Just before midnight, the Mane Six had gathered inside the library.

"Where's Spike?" Rarity asked.

"Spending the night at Arby's again." Twilight replied.

"Ooh, that lucky pony, getting Spike all to himself. No fair." Rarity groaned.

"Look, we're here to find out who's been going around and having sex with us." Twilight stated, "We need to find out who they are and make them stop."

The girls all relayed their stories to one another, not sparing any details. In the end, none of them gathered any intelligence from it all. They all looked down at the floor and heaved a collective sigh.

Then there came a knock on the door.

"Come in." Twilight called.

Tap stepped inside, "You summoned me?"

"Yes, Tap, I was wondering if you had any idea who's been causing new sexual problems in town." Twilight asked.

"You're asking me?" Tap laughed at the stupidity of that question, "If you really want to know, then ask the master of masters when it comes to that kind of thing."

Before the conversation could continue, there was another knock on the door.

"Come on in!" Twilight shouted.

Wilhelm entered and smiled, "Howdy, girls. Long time no see!"

"Welcome back, Wil. Sorry for calling you so late, but we're making an investigation."

"Oh? On what?"

"Somepony or a group of ponies have been sleeping with us, and we want to know who." Twilight stated.

"Yeah!" Rainbow barked, "And we need to know right now!"

"Oh yes... I would like to know too." Fluttershy said, her pussy getting moist at the thought of another session with 'Angel'.

"This is easily resolved." Tap stated aloud, "I can get this whole thing squared away if you let me."

Twilight nodded, "Okay. I'll leave it to you then."

Grinning, Tap pulled out a ball from his saddlebag and lobbed it towards the fireplace, "Wlah, I choose you!"

The ball hit the black soot and at once two large eyes popped open, "What?" A mouth magically formed out of the blackness. Wlah was upside down so his body was up inside the chimney.

"How the fu-" Twilight began, but was interrupted.

"Who has been screwing all these nice ladies?" Tap asked.

Wlah's eyes turned to face Wil, and he felt his blood grow cold. Ice cold. Liquid nitrogen cold. Really fucking cold.

"He did it. He's a changeling now. Queen Chrysalis fucked him on the train and changed him." Wlah informed the group, "Then he had to eat, so he went around had intercourse with you all because he wanted to eat the love from the Elements of Harmony."

"How in Celestia's mane do you know all that?" Wil gasped as he felt six pairs of eyes bore down onto him.

"Because," Wlah grinned as his body slowly ascended up into the chimney, ".. I've got nothing." And with that his head vanished up the chimney.

"Well, since that's all sorted out, I guess I'll be going... oh!" Tap walked over to Wil and took out a tape measure and started taking measurements by lining the tape across his body.

"What you doing that for?" Wil asked.

Tap grinned, "For your coffin. Have fun."

"So, Wil..." Applejack began, cracking her heels, readying them for the bucking of a lifetime, "Big Mac, huh?"

"Aw. Shit."

Rune x Wil: Typos can be a real bitch...

[14:53] [Rune] Wil X HP = OTP

[14:53] [Feurisson] Who is HP?

[14:54] [Changeling_Wil] Rune: DAMN YOU SIRE

[14:54] [Changeling_Wil] NO E

[14:54] * Changeling_Wil chases E

[14:54] [@Wlah] [Rune] Wil X HP = OTP

[14:54] * Charlemagne adopts E

[14:54] [@Wlah] doesn't "sire" imply Rune is your master?

[14:54] [Rune] oh god wlah don't imply that

[14:54] [Changeling_Wil] Once again

[14:54] [Changeling_Wil] Damn E

[14:55] [Changeling_Wil] Damn the swine

[14:56] [@Wlah] Wil X HP x LittlePip OTP?

[14:56] [deathtap] "[14:54] [@Wlah] doesn't "sire" imply Rune is your master?" - There will now be a Rune x Changeling_Wil clop

[14:56] [Changeling_Wil] ....

[14:56] [Rune] ...

[14:56] [@Wlah] bwahahahaha¨

The changeling awoke in a glass chamber. Above him there were tiny holes, and a vague outline of a door on the one of the walls, a tiny slot at the very bottom. Prison. He was in prison. Trapped!

"Well, well, well. You're finally awake you changeling scum. I see that you've survived Applejack's attack."

"W-w-where am I?" Wil asked.

"In a holding cell especially designed for creatures like you." The pony marched around the glass walls glaring at the changeling in the middle, "It's going to be your new home for a while."

Suddenly Wil felt sick and nauseated as fifty angry drunk ponies walked in an started sleeping on the floor next to the glass. They were filled with anger, sadness and hatred. They were not Wil's favorite flavors. In fact it tasted like fecal matter, only worse. It tasted like fecal matter that was boiled in a bowl of sewage water, then fried in pig urine before being broiled with decomposing potatoes with a generous helping of manure.

In other words: Wil no likey.

He wanted to vomit, but changelings had no digestive tract. They had no stomach, yet he used to be a pony so that feeling of retching still came to him. So he coughed his lung up, and tried to evacuate the contents that weren't there. Wil was dying. Wil couldn't breathe. Wil... turned into a huge jug of booze.

In that moment the love he felt drew life back into him. The drunks all touched the glass prison, rubbing it with their hooves, drooling along it. Some had even began to masturbate because they beheld just a beautiful site, their pony penises pressed up against the glass like okra in a serving bowl.

"Enough! Everypony leave! Now!" the jailer shouted. When nopony moved, he turned on the sprinkler system, and all the ponies fled. Filthy homeless ponies hated being clean and fled quicker than a Pinkie lookalike at a Carmine convention.

"I see you're going to play rough, eh? Well, do you know who I am?"

Wil shook his head.

"I am Rune. I am from the island paradise of Fillypines. I was called here because of my expertise in ancient runic magic, and that is why you're behind this jail. You see, you can change into anypony you want, and this prison makes sure that you don't change into anypony here. You're trapped and from here on, you're mine."

"Oh yeah?" Wil challenged and charged the nearest wall. As he drew closer he felt his body change and suddenly he was a light grey pony with a slightly darker gray mane. He gasped at his reflection. He was Tap! But... how did he change? As far as he knew, nopony in Ponyville loved Tap.

"Oh, you like that? Yes, you see, I know what makes you changelings change. What makes you turn into those... lies that you permeate! I know, Rune walked around the jail until he was face to face with Rune, "everything about you and creatures like you."

He stepped up onto a step and pushed his way through the door and into the jail.

"You... you hate me! You despise me. I can taste your hatred. It is worse than those homeless drunkards! This is... poisonous..." Wil gasped, trying to breathe, "G-g-g-get away from me..."

"Yes, I hate you. Your kind has been the bane of my existence for years!" Rune drew closer to the cowering changeling.

Wil started to walk backwards away from the rage-filled Rune, skittering on his hooves till he felt himself lean against the far side of the glass prison. He caught a glimpse of himself in the mirror. A white hue with a red mane and a red patch just belong his chin on his throat, a black circle as a cutie mark. Void Chicken.

"I know why the others hate me the way they do, but why is your hate so much... more! I haven't harmed you in any way! I need love to live! I don't hurt anypony!" Wil pleaded as the red unicorn makes his way towards him; his slow lumbering steps making Wil wince each time they drew closer to him.

A smile spread across Rune's face, "You know, after months of research at the Canterlot Academy of magic, I have made substantial leaps in the field of changeling magi-biology. For instance, I know what triggers your morphing abilities," Rune said, now standing directly over the the weakened Wil, "It's scent. But not just any scent, it's the scent of love. You are able to naturally change your body to induce the strongest of those scents."

Wil shuddered. Rune smelled like a combination of decaying flesh mixed in with rotting eggs in a garbage heap in the middle of a desert. It was like breathing in a diarrhea coated diaper with its contents streaming down your nostrils as you inhaled. That was how bad it was. It weakened him to the point where he just wanted to turn over and die.

"Please..." Wil begged, "I didn't mean to hurt anypony..."

"That's just not good enough. There are a lot of mares who are very angry at you."

At the mention of the word 'mares', Wil saw a glimmer of hope. Somewhere, somehow, he had caught a whiff. He could not have missed it, it was like getting a breathe of fresh air in a blocked sewage. A ray of light in a thick, odorous blanket of darkness. Wil needed that break. That breath of fresh air. With all the strength he had left, he closed his eyes and willed himself to change.

The effect was instantaneous. Wil had never felt such raw love in his short existence as a changeling. It hit him like a ton bricks in near-orgasmic bliss, and when he looked at his reflection he saw a dark blue mare with an orange and yellow mane. Anypony in Equestria knew that mare.

"Spitfire?" Wil asked turning to Rune, "You're in love with Spitfire?"

"No," Rune replied truthfully, "they just look the same. Spitfire's a pegasus, my true love was an earth pony, and I did love her. I had thought I had shoved those feelings deep in my heart, but it seems even now she returns to haunt me."

Wil watched as Rune walked closer to him... her... and touched his... her cheek.

"My love... you are still as beautiful as I remember..."

The wall of genuine love and lust that Wil felt from Rune made him swoon. He had never felt anything like this before. Nothing this strong. It was incredible, and Wil found it hard to think straight, his newly created vagina moistening at the rawness of Rune's feelings.

"W-w-what happened to her?" Wil asked, barely able to speak, his... her tongue hanging out of his mouth as he began to succumb to his... her natural instincts.

"The love of my life... died," Rune said, the suddenness of the words crushed the overwhelming feelings of passion he had hand a millisecond ago. "Died a long time ago."

Rune eyes narrowed and again a blast of hatred pinned Wil to the ground, the scent was indescribable. There were no more words or analogies one could make to justify the portrayal of the scent Wil was inhaling through his special love senses that changelings possessed.

With all his might, Wil forced himself to change into the mare again. In his desperation he did the only thing he could do at that moment. He leaned in a kissed Rune, tears flowing from his eyes, "Please... stop... I beg you... don't hate me."

"You do not get to use that voice!" Rune shouted, forcing the changeling back with his magic, "You abomination!"

Wil was desperate, "Please... d-d-d-don't hate me. I just want to be loved. I don't want to be hated..."

Rune narrowed his eyes, "Then prove it."

"How?"

"Take this pill." Rune used his magic to levitate a small blue pill and threw it at the changelings hooves, "Take it, and then I may listen to your plea."

Without a hint of hesitation, Will scooped up the pill in his hooves, and popped it into his mouth and swallowed. The effect was instant. In that moment he literally fell head over heels in love with Rune. He could feel his stomach filling up with the same raw feelings of love from before. Rune's love for her.

Only for her.

Rune pushed her against the glass wall, meeting her lips with his. Wil's vagina exploded with her juices as she let out a moan. The love. The sweet, sweet love! And lust. So much lust. She wanted that lust. She wanted all of it deep, deep, deep inside her newly created loins. Her virginal pussy.

Wil wanted Rune so bad, but he was too content in merely holding her there. No, not now. Not with so much love. Wil needed to drink it in. To taste it herself, with her own mouth... her newly formed mouth.

"Runey... please..."

Another wall of love hit her like a wall. The name. Runey. Something that he used to be called by 'her', his long dead lover. Wil understood how much that name meant to him, and she treasured it.

Unable to contain herself, she pushed Rune back and dropped to her knees and licked his stallionhood with her newly formed tongue. The taste of Rune's raw flavors were intoxicating, and Wil's face flushed as she felt the lustful desires of rune flood over her. He wanted her now. It didn't matter if he knew what she really was, all he wanted to do was bend her over and fuck the living daylights out of her.

And Wil wanted it so, so bad. She turned around and waved her tightly formed kitty-box in the air, and Rune pressed his muzzle upon it and gave it an almighty whiff. She squealed in bliss as the feelings of his nostrils flaring tickled her grundle, and she spread herself wider to accommodate him.

"Runey... please..." Wil moaned, her voice dripping with expectation, "plug my tight pussy with your Fillypino cock..."

"Beg."

"Please... my stallion... master... sire..."

Rune's erection hardened even more.

"Oh yes, sire, fuck me! Fuck me hard!"

Rune did not need to be told twice, and plug her up he did! All the way in. They both grunted and moaned as Rune pumped his cock inside Wil's virgin slit, the pain of her hymen being penetrated quickly subsided from the feeling of passion that was slowly finding its way up her loins.

"Oh fuck!" Rune announced, "I'm cumming!"

And Wil pulled the walls of her warm, moist cave tighter around her new love, milking that man-meat for every drop he had.

The both collapsed on the floor, cum dripping out of Wil, and out of Rune's penis as they lay on the floor together.

"I... I love you, sire," Wil whispered, and was surprised by how sincere her words were.

Rune leaned in and kissed her check, "Me too, Willy. Me too."

"Wilhelmina!" Rune called up the stairs.

"Coming, sire!" Wil replied, "Just give me another moment!"

"We're going to be late!" Rune shouted, "You know how the others are!"

Wil trotted down the stairs and showed off her dress, "Well? What do you think, sire?"

Rune nodded in approval, "Not bad. I like it. It makes you look hot."

"Oh stop," Wil waved a hoof, but her blushing face and her giggled betrayed her attempt at modesty.

Turning to go, a bottle dropped to the ground and rolled over the floor in front of Wil. She bent down and picked it up, "What's this?"

"My cologne. You like it?"

"Like it? I love it. It makes you smell... so... good..." Wil purred, pulling Rune closer to her. She had a sudden urge to pin the stallion down right at that moment and having her way with him.

A gentle laugh and a kiss on her cheek snapped her out of her hunger for love, "Later, I promise. I'll fuck you till you're sore and raw."

"Promise?"

"Cross my heart, and hope to fly, baby. Now, let's go before the gang thinks we're ditching them again for another night or rutting."

"We do not rut that often, do we?"

Rune put his hoof against Wil's pussy making her scream in surprise. She had jumped in the air and did a 180 degree turn to face her lover, who was licking a very wet hoof, "With you always this wet, how can I not keep rutting you?"

"Stop..." Wil whispered, but she couldn't resist and started shaking her tail from side to side, she was trying to masturbate with her tail.

"This is all your fault," Rune leaned in and kissed her lips, "Your fault for making me want to fuck your pussy all the time, you little fuck-slut."

"Oh yes," Wil moaned, "I'm your fuck-slut. Fuck your little slut, sire. Fuck her good..."

Rune mounted her from behind and hit his mark with expert precision. Even Olympic shooters and archerers would have marveled at the accuracy of Rune's insertion of his arrow into Wil's bulls-eye -- or in this case 'pony-vagina'. Right town to his balls, Rune rammed it in like Grond on the doors of Minas Tirith, city of Gondor.

"C... cum... cum in me... now... now, now, now, now..." Wil shouted, pushing back on his stallion-meat.

They both gasped as they both climaxed at the same time, Rune pushing every drop of semen into Wil and she pulling every drop from him. They remained were they were for a moment, each one shuddering at the quickie they had just had. They remained in that state for a few minutes more before Rune pulled his cock out of her and stood up.

"We reek of sex!" Wil complained, "We can't go out like this, sire..."

"Why not?" Runes asked, "On the way back, we can rut in the woods."

"You do know how to treat a lady," Wil replied coyly. She licked Rune's face and they both exited their home and headed along the path towards their friends house for a late night dinner.

The fucked again in he bushes a few minutes later.

"Mr. Rune?" The doctor asked the red unicorn sitting outside the emergency room, his hooves were tapping nervously on the tiled floor.

Rune had always hated hospitals.

"Mr. Rune."

"Er, yes! That's me."

"Please come with me, right this way." The doctor led Rune down a corridor and into a room where Wil was lying on a table, her legs hanging over the edge of it.

With a bright smile, and a flushed face, Wil smiled at Rune making his heart swoon. He hated how she managed to do that to him every time. He hated how much he loved her. He hated it because he knew deep down inside the mare in front of him wasn't the same mare he had fallen in love with all those years ago. This was a changeling! But yet, he couldn't help himself.

"Mr. Rune. I just want to congratulate you. The symptoms and everything your wife-"

"Marefriend, doctor." Wil cut in, "We're not married."

"... marefriend have described to us are evidence of one thing. We've also run some tests and have come to the same conclusion."

"Which is?"

"I'm pregnant, sire!" Wil shouted, a huge smile on her face.

Rune fell off his seat, "What?"

"Sire?" The doctor asked.

"It's a pet-name," Wil replied on behalf of her lover, who was still in shock.

The doctor recovered quickly, "That's right, sir. You're going to be the father of a healthy filly. Congratulations!" he patted Rune on his back

Rune's eyes fell on Wil laying there, her red and yellow mane seemed to be brighter now, and her face...

Wil squealed in surprise when Rune pinned her to the ground as soon as the door to their house closed behind him.

"Careful, sire. You'll hurt the baby."

"I've never rutted a pregnant mare before," Rune admitted, stroking Wil's pussy-lips with the tip of his hoof, "I think I'll enjoy fucking your pussy."

"No. You can't! You'll hurt the baby!" Wil replied, pushing him back gently, "How about we try something... else?"

"Oh? Like what?"

Wil leaned forward and raised her ass into the air, and moved her tail upwards and too the side, "My plot."

Rune nearly came on the floor at that moment. He knelt behind Wil and began to lick her puckered hole with his tongue, moving it down to savor the flavor of her dripping wet sex. The moan that escaped from her lips was too much for Rune and he pulled himself up and rubbed his cock against her anus.

"Gently, sire, we've got no lube," Wil reminded Rune looking back at him with those magnificent green eyes. Those eyes that adored him, that wanted him... that loved him.

He pushed his way into her rectum right up to his scrotum and their love-making was short and sweet as he pulled his cock out and fired its contents all over her flank and tail.

"Nooo! I wanted it inside me!"

Rune leaned forwards and gave his pregnant slut a kiss on her cheek, "You think that's all I've got? You've got another thing coming, baby. I'll come in you plothole later, my little slut."

And, true to his word, he did.

"Push! Push harder, Wilhelmina!" the doctor shouted, "Push!"

"I am pushing!" Wil shouted back furiously, "You think it's fucking easy to push a foal out of your vagina! You try it some time you fucking shit-fuck!"

"Wil, rela-" Rune began.

"Fuck you! You did this to me! You bastard! I hope you rot in Tartaru-ah! Ah!" Wil screamed as the pain reached new heights as the foal started to exit her uterus.

The sound of the child crying made their heart swoon. The doctor cut the chord and placed the newborn in her mother's arms. The little foal filly was still crying as Rune and Wil looked down upon her.

"What do we call her?" Rune asked.

Wil smiled, "Morpheme. My little Morpheme..."

"You fucker!" Wil screamed in rage, chucking the bottle of solution at Rune, "So this was how you kept me your prisoner all this time? How you made me your love slave?"

"Calm down! The only reason why you're acting like this is because you've gotten used to it!" Rune shouted back, "Think about your daughter!"

At the mention of Morpheme, Wil froze. She gritted her teeth and lobbed another bottle of the 'cologne' at Rune's head, "Don't you dare bring her into this! Our entire relationship is a lie! You've been using me for nothing more that to satisfy your dream of starting a family with that dead mare! Well, Rune, I'm not her! I'm not even a fucking pony!"

"Then what? You'll leave us?" Rune shouted back, "Do we really mean that little to you?"

Wilhelmina's eyes filled with tears, "I can't! Every passing moment, I remember how for all this time you've done nothing but control how I felt with this... this..." she picked up another bottle and slammed it on the floor, "shit! I don't want to go, Rune I don't want to leave you, but if you don't find a way to make me love you again, I will. I can't love the way you do. Now anymore. All this time it was your love for me that sustained me. If you share that love with our daughter... we can't be together anymore."

"Do you want me to choose between you and our daughter?"

"No," Wil said, smiling gently at Rune, "That's not an option. I will always love our child, Rune. But I can't love you."

"Then... this is goodbye?"

Wil didn't say anything and closed the distance between them, planting a kiss on his lips.

They shared their tears knowing full well that soon their love would be nothing more than a distant memory. Their life together a thing of the past. Rune now had another person to love, and Wil couldn't share that love. He loved Rune, for now. He loved Morphene, for now. Bit all that would change when those hormones in that cologne wore off. Wil knew that once he was free, he would feel nothing for his new family. He would have no regret.

And for the first time since his transformation, he hated being a changeling.

But he also loved it, because if it weren't for that, he would have never have met Rune, nor lived with him, nor have had a child. It was all because he was a changeling that he got to feel all this. And she wouldn't have changed it for the world.

Standing over the little crib, Wil looked down at the little purple-blue ball of fluff. Morpheme, the name was perfect for her.

Wil bent down and kissed her... his daughter's forehead, and brushed her flowing lavender mane back to reveal her tiny horn on her forehead. She would grow up to be a great mare, Wil knew.

Taking care not to make any noise, she... he opened the front door to their home and slipped out into the foggy, cold morning air, the door closing gently behind him.

Rune blinked the tears away from his eyes, and gave a soft smile, "Goodbye, Wil. I love you."

Octavian x Ridire: If you play on my cello, I'll play on your tromboner...

"Ponyville?" Octavia asked, "I have never heard of such a place."

"That's because it's a very small town, Octi," The grey earth pony who was almost a mirror image of the mare opposite him replied. In fact, the only difference between them was their Cutie Marks. Hers was a treble clef, while Octavian's had a tiny '8' at the bottom (that means he's an octave lower for you musically illiterate), "I'm sure that if it had a large amphitheater you would've heard of it."

"Why are you even going there, Octan?" Octavia asked, "It's not like you have to leave here anytime soon. You're more than welcome to stay here with me in Canterlot."

"Thanks, but no thanks. I can't keep mooching off of my famous baby-sister..."

"Octavian. I'm only your little sister by about three minutes," Octavia replied, "that hardly qualifies me as you baby sister. And besides, mom said to keep an eye on you so you don't do anything stupid."

Octavian frowned, "Yes, yes, whatever you say, dear sister."

"Why can't you just..."

"Look, Octi, as much as I would love to stay here, I can't! Mom taught us both to be cello players, and I can't compete with you. I mean, look at you! You're famous, you own a nice mansion in the center of the city. You can't go anywhere without every single stallion and mare begging for your autograph... not to mention the amount of flank you bring home!"

"Lies! I've only brought somepony home twice in the time you're been here," Octavia protested.

"That twice as many as me," Octavian muttered pouting.

"I just need a play to go where I can be myself. If it doesn't work out, I can always come back."

"Okay, Octan. If that is what you want..." the very eloquent Octavia began.

"It is. And who knows, I might meet my very own special somepony..."

"Ponyville," the ticket attendant shouted, "this is Ponyville."

Octavian stood up and took his luggage from the overhead rack. One cello case, and a small suitcase with all his other peripherals. Octavia had insisted that he bring at least fourteen bow-ties in case he managed to find a job as a musician here in this small town, a very optimistic outlook on his abilities. Octavia was a genius with the cello, there was no doubt about it, but Octavian was good for the most part, just not as good as his twin sister.

Their mother had insisted that they both learn the same instrument, and they had both taken to it naturally. Octavian, however, was more inclined towards traditional tunes. He could imitate anypony on the cello, but when it came to creating his masterpieces, they turned out to be masterful-flops. He just wasn't good at creating his own tunes like his little sis. And at first her was incredibly jealous of her raw talent, but eventually, over time, he managed to get over being so small and petty. One thing they did share, though, was a love for a good rutting.

"Welcome to Ponyville," Said an ash-grey pony standing on the platform, "I see you're new here. My name's Tap."

"Hi, Tap." Octavian looked at the cutie mark displayed on his rear, "What's that?"

The ash gray pony turned and looked behind him, "That? That is a wall."

"No, I meant your cutie mark. What is it?"

"It's a... you look familiar, do I know you?" Tap asked.

"No. Now, about that cutie mar-"

"No, no. I know you. You're that cellist. Octavia, right? Your voice sounds a lot deeper than I imagined."

Octavian grunted and facehoofed, "I've got a sore throat." Octavian was tired of this nonsense, and decided to have a little fun at the Tap's expense.

"Wow. The famous Octavia comes to a tiny town like Ponyville. I guess if you live long enough, you're bound to see some strange things once in a while. So... where do you want to go?"

The musician thought for a moment, "Is there a hotel around here? I'll need a place to stay."

"There is one... but it's a sleazy place that Wlah frequents at..."

"Who?"

"Never mind. Anyway, I'll take you to this motel. It's not bad... it's worse."

Tap led him to the place in question and he was appalled by what he saw. It was filthy, dirty, run-down... and a lot of noises of climaxing ponies emanated from the inside. Despite his better judgement, this was where he wanted to stay.

"Thanks for your help, Tap."

"No problem. Just don't die. I don't want to see your body later."

"W-what?" But his question fell of deaf ears as Tap walked away, the sound of the couple next door banging away was ear-numbing.

Unpacking his things, Octavian looked at what was packed. To his horror he must have brought the wrong suitcase! In this one, he only had two bow-ties, and three cocktail dresses. He picked them up and looked them over. How could he have mistook the two?

A knock on the door interrupted him, "Who is it?"

"Ya need ta pay before ya can sleep here!" a voice hollered from the outside of the brown door, "I'm tired of here ponies ruttin'n'runnin'!"

Octavian peered out of the door and looked down to see a pony glaring at him. This only lasted for a moment before he stumbled backwards in shock.

"Y-y-y-you're that famous fiddle-pony Ah seen in the papers... Octavier!"

"Hm?"

"Well, blow my britches! You can stay fer free!"

At the word 'free', Octavian's entire demure changed. He gave the man his best sultry expression, one that he had seen his sister do a hundred times before, "Well, thank you very much."

The stallion's eyes almost popped from their sockets, "Y-y-you're very welcome, ma'am. Please don' hes'tate to let me know if you need anythin' at all. Anything'."

This was too good to be true! A free night at a motel, with the potential to have more benefits... by imitating his own little sister! This was too good to be true. He closed the door gently, the stallion leaning on the tips of his hooves as it shut in his face. She never did get his name, not that it mattered.

Standing with her rear to the door, she looked around the room. A new dawn of possibilities suddenly lay bare before him. He could do anything he wanted... if he just acted the part of his own sister. No. That's not true. He's have to put that theory to the ultimate test. Looking at the dresses on the bed, Octavian suddenly had a very good, very naughty plan. His face opened up into a wide grin as he picked up the black slip.

"Why should Octavia have all the fun," the stallion whispered as a wide grin spread across his lips, "I'm sure she wouldn't mind if I had a little fun on her behalf..."

The electronic beats coming from the club weren't hard to miss. Octavian saw the line and took a deep breath, and headed for the front of the line. She stood there as a huge white pegasus with the tiniest wings eyed him. The way he glared made Octavian feel as if his plan had failed even before he had a chance to start when the pegasus dropped his clipboard.

"You're famous! I know you but I don't! That means you're famous! Yeah!"

"Hey, Horse Power! Isn't that Wil?" a red pony shouted from the line.

"Where?" The huge white stallion spun around, as he did two ponies quickly slipped through the entrance as quietly as possible. "I don't see him..."

Everypony in the line started to snicker and giggle.

He turned around and eyed the line menacingly, "Which one of you fuckers said that?"

"It was Figments!" somepony else shouted.

"Aw! Fuck you, Amit!" Figments yelled as the rest of the ponies were no longer able to contain themselves and burst out into rancorous fits of laughter.

The dark-green pony with the flowing blue mane just shrugged, giving Figments the 'you-better-run-or-you-gonna-get-raped' look.

The next thing Octavian saw was Horse Power chasing Figments off into the distance, the red pegasus laughing his flank off as Horse Power tried his best to catch him. They soon took to the air and disappeared into the night sky, the red pony nimbly evading the larger one's attempts at catching him.

"Octavia?"

Octavian spun around and smiled at the pony who was looking at him, "Yes?" He replied in a falsetto voice, trying his best to imitate his sister's.

"Sorry about this, but I just wanted to see if it's really you. I'm a huge fan of yours. My name is Ridire. Night Ridire," the young khaki green earth stallion replied looking Octavian up and down, his strange yellow-green mane bobbing along with his head. There was definitely impure thoughts going on in that head of his.

"Nice to meet you, Ridire. I'm not sure what to make of all this..." Octavian replied, trying to sound like his posh sibling.

"I positively loved your last piece," Ridire continued ignoring her previous statement, "the way you moved into that solo... it brought tears to my eyes, that's how beautiful it was."

Octavian wasn't surprised. A lot of ponies loved Octavia's renditions. She had a talent that he could not match. She had the ear for that kind of thing, while Octavian could play perfectly, he lacked the insight to create his own compositions. For the longest time it plagued him, but he had started to accept that he'd be nothing more than a musical-copier.

"Well, welcome to Ponyville! This is Berry Punch's place. Best parties in... well, Equestria. We'll make your Canterlot shin-digs look like a filly's fifth birthday party."

Octavian raised an eyebrow at that, "I'll believe it when I see it."

"That was really fun!" Octavian slurred, his speech addled by the amount of booze he had consumed, "I had a really good time, Ridire. Thank you for showing me around."

Ridire blushed, "No, no! It was my pleasure. I just had to apologize for some of my friends. They can be a little... excitable."

"That pink one was certainly entertaining. And not to mention that grey stallion from the station..."

"Who? Tap? Yeah, he's got more than a few screws loose up in the ol' brain department. He's not as bad as Pinkie in some ways, and worse than her in others."

"Pinkie! Oh, dear me, how could I forget a name like that!" Octavian giggled. He had somehow fully immersed himself in the role of his sister and was amazed with how easily it came to him. He was his sister, "And that cute couple. You know, the pony with a strange accent?"

"Who? Rune? Yeah, nopony knows where he picked up that mare from, but they're really happy together. I haven't seen Rune this happy... ever..." Ridire looked past Octavia, "So..." he said slow, a gentle smile on his face, "this is where you're staying?"

Octavian's blood froze, "Er... yes..."

"C-can I come up?"

"Well... okay," the stallion replied against his better judgement.

He led him up the stairs to his room and opened it, letting Ridire into his room.

What am I doing? the stallion thought to himself, If he finds out I'm not Octavia...

In his mind, flashes of scandalous news articles appeared. A confused brother, jealous of his sister's success, pretending to be her and riding on her success. He could see his sister disowning him, telling him to get out of her life and her house, the disapproving looks on ponies everywhere. So, why, oh why, did he bring Ridire into his room?

Ridire walked in and stood nervously by the door as Octavian walked further inside, her mind still going over just how ludicrously foolish this was. Taking a deep breath, he turned around only to see his guest staring at the cello case.

"Can... can I hear you play?" Ridire asked.

"S-sure. I just... I've had a little too much to drink," Octavian replied quietly, "I might not be very good right now."

Ridire sat down and shook his head, "I can't believe that. You're Octavia! You've won three different music awards in three years! You're the most amazing musician to play the cello!"

Despite the compliments he was hearing for his dear sister, Octavian could not help but feel a little jealous. He had never won any awards in his entire professional career.

"O-okay... I'll try." He picked up his cello case and opened it. Placing the point on the ground in front of him, he places the neck against his shoulder and picks up his bow and slowly slides it across the strings. With expert precision, he begins to tune his instrument just like he has done so many times before.

Ridire watched in fascination. He had been to some of Octavia's concerts before, but never in his wildest dreams did he imagine he'd get a private performance from the legend herself. And in her private room in Ponyville!

"Easy, Rid. Don't let your mind wander. Just relax and enjoy the show," Ridire muttered to himself in his head.

"I think you'll recognize this one," Octavian said and began to play.

The music resonated in his ears, feelings of joy and bittersweet memories flooded through him. Ridire knew this song by heart, he had heard it play over and over so many times before, and just like usual, it was beautiful and played to perfection.

Ridire sat in silence for a long time staring up at the ceiling, his mind blank. Only emotions pulsed through him, and words could not find themselves to describe the overwhelming avalanche of feelings that enveloped his mind. This was and will always be the greatest concert he had heard.

"Do... do you like it?" Octavian asked in a whisper, not wanting to meet Ridire's eyes. He had played one of his sister's greatest pieces as if it were one of her own and had tried to portray the emotions that came with it. Happiness and joy, with a little bit of sadness. 'A song of remembrance', his sister had liked to call it, 'a song to remind of past loves long since faded away.'

"Y-yes. That was amazing. But... can I hear something... original?"

"Original?" Octavian searched about the room, unsure how to respond to that, "But I'm not in the right frame of mind to play something original like that... I would need to spend some time... thinking... I need to find me special... something..."

Ridire leaned forwards and walked over to him, sitting just in front of him on the floor.

"Let your heart guide you... I'm sure that you'll find that special something... here, with me..." Ridire carefully, cautiously placed a hoof on 'hers', and smiled gently, "Just play."

So sincere was Ridire's words that Octavian decided that he ought to give it a shot. And why not? He could always blame his drunken state if things didn't go according to how it should've been. Raising her bow against the strings, he started to play.

It was nowhere as good as his sister's pieces. In fact, it downright sucked. Octavian knew it, and stopped. He looked up and Ridire and saw the look in his eyes and turned away. "I'm sorry," he whispered, "I didn't mean to disillusion you."

"You must be under a lot of stress," Ridire said, "your notes were not... flowing like usual."

"I... I know... but it's just..."

Ridire stood up and sat next to her, "It's okay. Sometimes a pony will get into a rut. All they need is a little time to find themselves."

Octavian looked at the khaki stallion in his eyes, "Y-you really think so?"

"I know so..."

Suddenly he leaned forwards and planted a kiss on his lips.

Octavian was not expecting that and quickly pulled away from Ridire.

"I-I-I'm sorry..." Ridire said leaning backwards and looking away, his face crimson, "That was... I'm an ass!"

"I-i-it's okay," Octavian felt her face burn, "I just... didn't expect it."

Ridire snapped his head back to look at the mare, "Are you s-saying..."

This time 'Octavia' leaned in and kissed the earth stallion on his lips. At first 'she' didn't know what to expect, but when Ridire wrapped his hoof around the back of 'her' head, she melted into his arms.

How could he allow something like this happen? What would his sister say? What would his parents say? What would the public say?

But... he couldn't help it. He wanted somepony to be there with him so badly. He didn't realize just how lonely he was until the young colt kissed his lips. But... how could he lie to him? It was cruel to make him think that he was his sister. I needed to tell him the truth. He deserved that much, didn't he?

"Ridire... there's something you need to know about me..." Octavian began.

"Whatever it is, you can tell me later..." Ridire panted, pulling the 'mare' to him, "right now, all I want is to be with you like this."

"O-okay... but promise not to hate me later?"

"How could I ever hate somepony like you?" Ridire asked incredulously, "How could anypony ever? You're the most perfect pony, and I would never be able to hate you at all! Why would you ask me such a question?"

Why was he making it so difficult?

"Just promise me."

Ridire looked at 'Octavia' and sighed, "Okay. I promise. I won't hate you-"

No sooner had he uttered those words than Octavian planted his lips hard against the earth pony's. Ridire, unable to contain his excitement lifted the grey earth pony up from her chair and carried her to the bed. He tried to lift the dress off of the mare, but she held it down over 'her' privates, "N-no... with it on... please..."

Ridire nodded and didn't argue. He felt his penis swell.

Reaching down, the young colt rubbed his erection against Octavian's grundle, searching for 'her' vagina.

"N-no... I'm in estrous... not there..." he whispered, "L-lower... please..."

Steam flared from Ridire's nostrils, "Are you sure?"

Octavian nodded shyly, blushing furiously, "Just... slowly. It's my first time, okay?"

The way 'she' said that made Ridire's heart skip a beat. What did he do to deserve this moment? The goddesses must have been watching over him and his pleas! This was without a question, the single greatest moment of his life.

Doing as he was told, Ridire aimed his cock for Octavian's puckered hole, rubbing the tip of his shaft, allowing his pre-cum of lubricate the entrance. He shuddered as he kept on rubbing it, allowing more and more of his love juice to spread along her hole.

"P-please... I want it inside me..." Octavian squeaked, unable to show his face. With one hoof, he his his blushing cheek, and with the other she pulled down the dress over his manhood also getting aroused by Ridire's advances. Slowly Ridire began to push into him, and the feeling made the stallion groan in pleasure. "Ooh... yes..."

Not wanting to hurt the pony, the khaki earth pony started to move his cock in and out of 'her' anus in quick succession, each stroke pushing it further into her. As he went deeper, the further apart 'Octavia's' legs went.

Octavian had never felt anything like this before. He had always thought it was something he'd never do, but yet here he was in the middle of nowhere, in a small town famous as the dwelling place of the Elements of Harmony, did he find himself not only having sex with somepony, but with a stallion. And said stallion was now penetrating his rear with as much vigor and lust as he possessed.

Why hadn't he come here sooner?

Ridire pushed and pushed until his entire length was buried deeply inside of 'Octavia'.

Suddenly something snapped inside him. An epiphany.

"Quickly! I need my cello!" Octavian said sitting up.

Ridire looked at the 'mare's' face inches from his own, and kissed her passionately, before pulling out. Octavian rushed for his cello and began to play. Nothing. He had lost it. It was gone. Turning to Ridire, he felt angry and frustrated.

"I lost it!" he stated, and lay on the bed again as Ridire slipped his cock in.

Again that feeling. He could hear the notes. See them in his mind's eyes. Play them.

"Again! Stop!"

Ridire pulled out without question and watched as 'Octavia' picked up 'her' bow and began to play. For the first few seconds it sounded magnificent, then it slowly started to fade. Again, from the beginning, the notes flowed with poetic practice, the music saying words and paragraphs without using any actual dialogue. But everything else had gone.

"Sit here."

"W-what?" Ridire asked, a little taken aback by her sudden demand.

"Sit. Here."

That's exactly what Ridire did. He places himself on the couch.

"No, no. Sit the other way!" Octavian whined, "Quickly!"

Turning around, so his penis was sticking straight up, Octavian mounted him letting the cock slide up his rectum right to the base of his shaft. Then, placing the cello against his shoulder, he began to play.

If Ridire thought her music was beautiful before, what he heard was beyond amazing. This was... divine! The way 'she' stroked the bow-strings across her cell-strings made sounds that he had never heard before. Beautiful sounds, notes that were impossible to reach were met with ease and filled the melody with emotion.

But it wasn't without pleasure. As Octavian played, his body moved and slid around Ridire's cock. Each stroke sent shudders up and down his shaft, and up into Octavian. Faster and faster he played, and quicker and quicker went his strokes.

"N-n-no... stop... I'll c-cum..."

That only made Octavian play harder and faster, until his music sounded like a frenzied, angry bee buzzing around a flower garden trying to pollinate as many flowers as it possibly could. Stroke after stroke, until Ridire threw his head back and lead out a roar!

Octavian slowed his pace as he felt Ridire shoot his load deep into his abdomen, the music was coming to a slow and satisfying conclusion, after reaching a climax. It was then that Ridire noticed that he was holding onto something stiff, hard, cylindrical, the end of which was soaking wet.

"Y-y-you're a stallion?" Ridire cried in horror, trying to push Octavian off of him.

Slowly, and carefully, the Octavian stood up, Ridire's cock popping out of his ass.

"You promised you wouldn't hate me..."

"You never said anything about being a stallion!" Ridire paced the room, "Oh my god, Octavia's a stallion."

"No she's not. I am," Octavian confessed, "I'm her twin brother. As a big fan, you should know that."

Ridire stopped and looked at the stallion, "You're Octavian, the copy-cat genius. Ponies say that you sometimes sit in for you sister at concerts when she is ill."

"I've never taken my sister's place on a stage. She takes great pride in her music. She'd never let anypony, even her own brother, try to play for her at her own concerts."

"Then why..."

"I wanted to discover myself! I wanted to be my own pony instead of being her 'copy-cat brother'. I came here to get away from that, to see what else Equestria had to offer. To stop mooching off my own little sister. I mean, what kind of brother am I, letting her pay my way through life."

Ridire stood there silently. "I'm sorry," he replied looking away from Octavia, "but I can't... I don't feel anything for you." With that, he picked up his things, and headed for the door. "Good-bye, sir."

"Ridire, wait..."

But the kahki pony did not stop as he pulled the door shut behind him. Every step Octavian heard him taking led further and further away from him. Each one felt as if a bit of happiness was pulled out of him. The noise faded into the night and Octavian slumped down where he stood and did something he had not down in a very long time.

He wept like a little foal.

"Hope ya enjoyed yer stay in this here town of ours," the stallion at the desk stated, "and thanks for comin' clean about who ya really are. That's mighty horn'able of ya."

"How much do I owe?"

"Nah, nothin'. Don't have the heart. Me and the missus heard yous bawlin' last night, and I'd not feel right with myself if I took yer money after ya been so darn honest. You just mind yerself out there, and know that you got a home here in Ponyville anytime you wanna come back."

"Thank you... that mean's so much to me."

Knowledge of Octavian had spread like wildfire throughout Ponyville. Some looked at him with curiosity, but most were pleasantly surprised at how much he resembled his famous sister. Of course, they were almost identical, so that was obvious.

But no matter how hard he looked, Octavian couldn't see Ridire.

At the station, Octavian spotted the ash-grey pony standing and looking up at the train arrivals and departures. "Uh... hello, Tap."

"Oh, hello not-Octavia. You're Octavian, right?"

"I am."

"Wlah tells us you made some hanky-panky with somepony last night," Tap wiggled his eyebrows an leaned in closer to him, "Was it worth it?"

Despite his strange way, Tap did have a point. Octavian had created a new piece, and it was good. Even by his sister's standards. He looked at Tap and nodded, "It was well worth it."

"I'm happy for you."

"The Canterlot Express will be stopping along platform one. Please make your way to the correct platform."

"Am I on the right platform?" Octavian asked fidgeting a little, his rump was still a little soar from Ridire's pounding.

"Mm-hmm..." Tap toned and nodded.

"By the way... who's Wlah?"

Tap looked at Octavian and smiled, "If you don't know who he is, I think at this moment we should just let that one be. Maybe if you come on back, I'll tell you."

The train slowly rolled into the station. It stopped and the engine let out of long, loud hiss as steam floated up into the sky. The ticket attendant approached her and smiled, "Canterlot, sir?"

"Yes, please."

"Just one?"

"Yes... please." Octavian wondered why he had hesitated at that moment. What was he expecting? There was no way Ridire would just run onto the platform and into his arms...

"Rider!" a voice shouted.

Octavian's heart skipped a beat as he turned around to see... a little colt in red with his mother.

"Wind Rider, how many times have I told you not to run away from me like that? Do you it again and I'll spank you flank silly, you got me?"

"Yes, mommy..."

"Sir?" the ticket attended said louder, bringing Octavian's attention back to him.

"Yes?"

"Your ticket," it was shoved into his hoof.

"T-thanks..." Octavian looked at the ticket in his hoof and then up at Tap, "I guess this is it..."

Tap looked at the stallion, "Have fun back in Canterlot for us. I guess you could say we'll miss your 'mare-ness'."

Octavian couldn't help but chuckle, "Thank you for being so understanding."

"There's a lot of weird shit that goes on in this town," Tap replied, "you faking being a mare is perhaps the most normal. Trust me when I say that."

"I'm surprised that so many of you know, considering how Ridire stormed off last night," Octavian said looking down at the ground, and at his cello case, "I'd think that he'd wanted to keep it a secret."

"With Wlah around, that's perhaps the most impossible thing ever. Nopony escapes him. Nopony. Not you, not him, no one."

"I don't know he is is, but he seems pretty dastardly." Octavian made a face.

"Well, what can you do? Some ponies in this town love that about him. Others... well, they learn to love it. Mostly to provide some form of sanity in this crazy place."

"All aboard!" the station master shouted from outside his office, "All aboard!"

A whistle was blown, and the engine let out a high pitched wail announcing its intent to depart. Octavian put his cello and his sister's bag onto the compartment and climbed aboard. He turned around and hoped...

Nothing.

"What am I expecting..." Octavian muttered, "he made it abundantly clear how much he hated being tricked..."

The station master slammed the door to his carriage shut with him inside. He pulled down the window and kept his eyes on the station entrance. Even after all this, in his heart he still held on that one sliver of hope. The train lurched forwards slowly, then started to pick up speed. Still, Ridire did not appear.

"Bye!" Tap said and waved, "See you around!"

"Right..." Octavian whispered, "As if I'll be back here anytime soon..."

The gray earth pony felt betrayed! He knew that he was being foalish, but he couldn't help it. In that short, one night, Ridire had done more for him then anypony in his whole life! He had given him his own music, taught him how to 'feel' the notes flowing through his mind and body. As much as he hated to admit it, he had completely fallen for that stupid khaki pony, and it hurt him so much to leave like this. But, he had no choice. His life was back in Canterlot.

The train moved away from the station, and Octavian kept looking back towards the platform, the ash gray pony still stood there waving his hoof lazily in his general direction. Still no sign of Ridire.

Then, just as he was about to turn and sit down, he saw something on a hill. Flowers. A huge array of them in the shape of a teble clef, with a small figure '8' at the bottom. He stared as the train made it way around the hill and in large letters written in red were the words, 'Octavia, I love you.'

Sadness fell on the gray pony's face, but before he could shed a tear, a khaki colored pony stood on top of the hill and waved. Curiously, Octavian leaned forwards and watched as the khaki pony seemed to give a sign and three pegasi pulled a large green tarp revealing an 'N' in a white.

'Octavian, I love you.'

Tears did flow from his eyes as he poked his head out the window. The khaki pony waved, and pointed up.

Above him, the clouds were being hastily put together by the same three pegasi. Again, more words. Actually, just one word that changed his whole world.

'Sorry'.

Wiping the tears from his eyes, he continued to wave towards Octavian. He kept on going long after he had vanished from sight.

"So?" Octavian asked, "Probably not as good as yours, but what do you think?"

"What do I think? Brother, if you had not performed this for me I wouldn't believe you had made it yourself! Where did you pick up your new inspiration?"

"In Ponyville. I... met... somepony."

"Oh? Who is she? What's she like?" Octavia chirped, leaning forwards keenly interested, "Please, tell me!"

"Well..." Octavian began, "he's not a 'she', first off..."

"Oh my! A stallion?" She giggled, "I didn't think you swung that way."

"Neither did I. Actually, I was wondering if he could come here and stay for a little while..."

"Here? Of course! Anything that'll make my brother happy! I'm so glad for you. This is perfect! Wait till I tell mom..."

Octavian winced at that, "You think mom and pop would be happy to learn that I was seeing a stallion?"

"Who cares?" his sister shouted, "This is great! I've never seen you so happy before, and the way your cheeks blush when you talk about him..."

"Please, Octi, you're not making this any easier on me..."

"You have to let me tease you a little about this. It's is just too cute!" Octavia picked up her cello, "Why don't we celebrate by playing something together."

"Sure! But what?"

"How about our own original piece. You lead."

Octavian grinned, placed his bow against the his cello and started to play, all the while thinking of Ridire on the train coming to him.

Arby x Spike: What one does for the ones they love...

A/N: This chapter contains bestiality. The means sex with animals, and considering this fanbase, that has left me quite confused. It has wolves in it. If this offends you, then what are you doing here in the first place?

Spike waited impatiently staring out the window, heaving a long sigh and rapidly tapping the floor with his foot. Twilight had gone to Canterlot to visit her family there, leaving Spike home alone. Nothing could have been better. He had agonized for this day for so long. They couldn't go to Arby's place because he had a roommate by the name of Static Shock, a green pony with a brown mane, and was a little off in the head. What he did in life was a mystery to Spike, but it was a well known fact that Static would go bat-shit insane whenever he saw a typo.

That was probably why Twilight had explicitly forbade him from ever stepping hoof into the library ever again. He would bitch and moan about all sorts of grammatical errors, which eventually made the mare banish him from her abode permanently.

A knock on the door made his heart skip a beat. "By Celestia's top-left nipple! That better be you, Arby!" Spike shouted as he approached the door. As he opened it something sprang at him seizing him in a tight embrace. Before he could blink, Spike felt a pair of lips plant themselves onto his.

"Spiky! I've missed you so much."

"It hasn't even been a single day since we last saw each other, you silly pony!" Spike laughed, but despite his words he was incredibly happy to see his maroon coltfriend too. He hugged Arby, "What took you so long?"

"Oh, Static invited Tap to hang out. I tried to get away, but they kept asking me to draw things. 'Draw this, Arby,' and 'draw that, Arby', 'the teats on Celestia aren't that big, Arby.' It just didn't end. I had to literally run away after pretending to go to the bathroom!" Arby giggled, "I don't know about you... but I'm feeling rather... heated at the moment."

Spike ran his claw through his mane, "I know what you mean." His eyes narrow as he pulled Arby into the middle of the library. "I want you, Arby. I want that you so bad. I'm going to fuck you silly."

Arby's face brightened at Spike's words, "Um... oh-okay... a-are you going to use me as a cock-sock this time?"

"Yes. I want you, I want to feel you." Spike tugged Arby closer to him so that their lips were millimeters apart. Just when the pony thought that the dragon would kiss him, Spike spun him around and pushed him to the floor. A squeak of surprise and delight escaped from Arby's lips as he lay on his back, grinning up at his lover. The way Spike leered at him made his Pillar of Autumn stand tall. Quickly and shyly, Arby hid his privates with his tail, holding the end of it with his hooves in a weak attempt to hide his erection, while at the same time he giggled with anticipation.

Spike lowered his body to the floor, lifting Arby's balls with one hand while the other shoved the tail out of his way. He wanted to see his Tower of Orthanc stand proudly alone in the center of his nakedness.

The unicorn shuddered at the sensation of his sex being revealed like prize at a game-show. He was so delightfully embarrassed that he was forced to look away in a poor attempt at hiding the wide smile slowly spreading across his lips. "Please be gentle," he whispered.

A naughty grin appears on Spike's lips as Arby lay there before him. His long, forked tongue runs links the area under the scrotum, just above his hole teasing it with the two tips as it explores the area around it, avoiding the middle purposefully. Arby spread his legs further apart, his cock throbbing like the veins along Carmine's forehead when he reads a shitty fic.

"No."

At those words, Arby flexed his ass muscles making his anus flux, sending air deep into his gut. He tried to stop himself, but Spike was much too dragonly for him and he could do nothing to resist his spasms. After a few more seconds of this, he let out a loud, explosive fart, the force of which shook the windows. Arby's face went from a faint red to a fluorescent crimson. How could he fart like that for the dragon of his dreams? Would he be disgusted? Would he be turned off? Would he not want to see him again?

"Smells like dragon-cum. You didn't wash yourself properly from last time, you dirty colt..." Arby face somehow got even hotter, and his breathing got even harder. The mention of last time's sexcapade made his hormones surge through his body, much like the ejaculations of many a reader perusing this highly inspiring work of literature. "Let's clean that right up..."

The maroon unicorn could only squeal in delight as his anus was pulled further. He squirmed around from the ticklish sensation in a halfhearted attempt to get the dragon to cease his teasing. Panting with his tongue hanging out of his mouth, Arby stared at the purple dragon in a hormone-induced stupor.

"That's my little pony," Spike said breathlessly, his words flowing gently over Arby making him shudder.

Spike grabbed his weenie firmly, then proceeded to give it slow, gentle strokes. Suddenly, Spike's long, strong, tongue found its way deep inside Arby, like a fat ringworm who lost his GPS device and was headed the wrong way. At this, Arby flopped around like a fish out of water, squirming at his touch 'bad touch'. His eyes were tightly shut, too embarrassed to look his dragon-lover. He felt so exposed, so used, so... slutty. They both loved it.

"S-stop p-please... I... it's too much for me..." Arby pleaded, his voice not matching his words.

Spike withdrew his tongue slowly from Arby's pulsing rectum and up his black superhero (that's Shaft, in case you didn't know what I was referring to). He shuddered and moaned out loud as Spike licked him from the base of his balls right up to the tip, his tongue exploring every inch. Then, the long snake-like tongue wrapped around his entire member, like the bandages of an ancient mummy, taking his time near the sensitive area.

This caused Arby to thrust his pelvis upwards as he put his forearms above his head letting out an exasperated moan of ecstasy. "Oh yes... I'm yours... I'm your toy... your plaything... your... slave..." He squeaked the last word out breathlessly.

"You're such a little slut," Spike muttered after he had retracted his tongue from his dongle, "Since you're my slave, I'm going to treat you like one."

Reaching towards the nearest table, Spike opened a drawer revealing a long silk scarf -- one that he kept near the front door for cold days and nights. They hadn't been a couple for very long, but Spike knew what his playful little Arby wanted him to do; he liked being tied up. Restrained.

Arby remained where he was, not daring to move so as not to anger his 'master'.

Spike knelt at the end of the bed, placing a knee on other side of his waist. Then, he leaned down and traced his stomach with his tongue proceeding upwards running it over his chest and up his neck. At the same time he slid his claws up along Arby's forearms and, using his dragon strength, forced Arby's hooves closer together just above his head. Then, Using his scarf, Spike wrapped it around the hooves, before looping it around the base of a nearby sofa.

Cupping Arby's face in his claw, Spike straddled the shoulders of his lover, his two headed turtle poked itself out from its shell and he took turns to rub each one along Arby's lips. Spike's grin grew wider and wider as he saw Arby's eyes grow hungrier and hungrier.

"Suck. Suck it now, my little cum-slut."

Obediently, Arby opened his mouth as wide as he could taking in both the heads of Spike's meat and began to suckle on it like a newborn foal on a mother's teat.

"Good boy." Spike whispered as he stared down at Arby. Unable to resist, he reached down at his pony-lover and pulled his head up, thrusting his cock forwards at the same time.

Arby's eyes widen as Spike's double-dragon invaded his throat, pinching his uvula between them. There was too much Spike for him to take and he flailed around as he began to choke.

Unabated, Spike held Arby in place for a little while longer, his flailing slowing down and his face turned fifty shades of blue before the reptilian relaxed his grip and pulled his forked-cock out of his mouth with a 'pop'.

As soon as his airway was unblocked, Arby gasped at the most deliciously flavored air... until he remembered the huge fart he had let off from before. Still, air was air, and he was grateful he could breathe although a small part of him couldn't help but feel a little bit disappointed that Spike didn't cum in his mouth.

Seeing the sad look on his lover's face, Spike leaned down and kissed Arby on his lips, rolling his tongue onto his, and feeling his way around his oral cavity, relishing the feeling of warmth as his precum meld with their saliva.

"My little fuck toy..." Spike whispered, licking Arby's jaw and gripping his pork sword.

Panting with a little mucus dribbling from his nose, Arby tried to grind his cock with his legs but found he couldn't do anything as Spike gripped his hairy hotdog firmly, but in such a way that it protected it from any outside stimulation. Still, Arby tried to get any form of stimulation from his efforts, only to be disappointed with the outcome.

Spike, unable to resist his lover's cute, desperate noises slowly began to move back down the length his body, licking every inch of the stallion as he went lower and lower. Arby stopped his gyrating the moment Spike reached the area where his ankle-spanker was.

The dragon moved his claw down to the base of Arby's tally-whacker, while at the same time he licked the very end of it, letting his tongue explore the edge. Overcome with an overwhelming rush of lust, Spike took his incredibly long tongue and wrapped it around Arby's stallionhood, like one of Applejack's lassos around Rainbow Dash when she tries to escape her filly-fooling desires. Then, Spike began to vigorously stroke the fat meaty pencil with a nice firm grip; he was masturbating Arby with his tongue.

Tonguesterbation!

Arby arched his back at the sudden overwhelming sensation, bucking his hips up towards the Dragon's mouth. With a devilish grin, Spike raised his head out of the way.

"P-please... master..." Arby begged.

Spike looked up at the pony panting heavily, his tip leaking from the tip. Leaning forwards, Spike let just the very end of the pony's cock into his mouth as he continued to masturbate the pony's pork sword with his tongue. His free claw found its way to his dual-ding-dong and he rubbed.

Squeezing his own pre-cum, Spike placed some onto his finger. Arby breathed heavily as Spike used his middle-finger and index-finger and his thumb to pry open that tight ass. Then, carefully, while the thumb and middle finger kept the anus wide open, Spike rubbed his middle talon along Arby's anus, spreading natural lube all over his orifice. A moment later, the finger pushed its way into him.

"Ah! Oh, by Luna's dark blue earlobes! Yes! Yes, yes, yes!" Arby spread his legs begging to be used deeper and harder. His eyes looked over to his side, and what he saw made his eyes pop wide open. A wolf sat beyond the doorway in the darkness of the kitchen, its eyes focused on him. Terror welled up inside the pony. Wolf? Here? How...

"I see you've noticed my new pet," Spike whispered into the pony's ear, "Do you like wolves, Arby?"

The unicorn shook his head quickly.

"By the end of tonight, you will." Spike licked the terrified pony's lips, forcing his mouth open with his reptilian tongue.

Spike knew that Arby couldn't fight him when he was like this. Right now he was nothing more than his little toy, his cum-dumpster, his bitch. But both of them did know one thing: they loved it. With that knowledge in claw/hoof/hand, Spike gave Arby's penis a quick suck before releasing it and using his dragon strength flipped the pony onto his stomach.

"Move your tail," Spike demanded.

Not wanting to disappoint his master, Arby complied and did as he was told. He moved his tail to one side.

"Raise your flank up."

Again, not questioning Spike's demands, his rump was raised into the air waiting expectantly.

Spike wasn't about to disappoint. Sitting next to the horny pony, a claw was run through Arby's mane.

"Come, Bane."

At once the wolf darted towards the two of them, Arby's body tensing up out of reflex.

"Don't worry, he knows exactly what to do," Spike reassured his lover, a playful smile spread across his face, "I taught him."

Arby did not have time to process Spike's words as the canine wrapped its front paws around his waist and pulled the stallion towards him. The wolf humped with excessive vigor trying to penetrate the pony's asshole. The feeling of being completely vulnerable especially with a predator made him shudder with excitement. He loved how his ass was exposed in this way, and he wasn't about to complain to anyone. He was completely at Spike's mercy -- or in this case, Bane's mercy, eagerly waiting for the wolf's heat seeking moisture missile to hit its target.

Bane, however, was useless and kept missing his mark.

"What does my little fuck-slut want me to do?" Spike cooed, enjoying watching the pony wiggle his rump around trying to engage contact, "Tell me."

"Ahn... help him in! Please..." Arby tugged on his own cock as it throbbed in painful in frustration; his hoof was not enough for him to cum.

Spike reached for Bane's wolf mutton-dagger, gripping it by the base of his sheath. He aimed the wolf's shlong at the expecting anus. The wolf slammed himself forward with all his strength the moment the tip of the canine phallus touched his puckered sphincter. Reaching under Arby, Spike pushed his hoof aside and gripped his cock before kneeling under the maroon unicorn and placing it in his maw. He sucked on his cock in a manner that ensured that the stallion did not climax.

It was too soon for that.

Arby started bucking his hips in rhythm with Bane's thrusts, while at the same time he fucked Spike's mouth. The wolf moved faster and harder and Arby arched his back to allow the animal to go deeper into him. His face flushed a hot red as he panted full of lust.

Faster and faster the wolf pumped until they looked like the pistons of the Canterlot express, which was coincidentally leaving for Canterlot at that moment, drowning Arby's cries of pure ecstasy. This lasted for a little while longer, after which Bane shoved his knot inside Arby and it began to swell up, tying them together.

If you have no idea how that works, then consider yourself lucky.

Bane's cum started to fire away deep inside the pony's abdomen, much like the guns of a battleship. Wad after wad of wolf sperm found its way into Arby's guts. The wolf dismounted and turned his body around so that their flanks were touching each other, the back of their hind-legs in constant contact. The combination of the cock and anus had completely bound them together, much like tasty junk food a fat guy.

Unable to contain himself, Spike pulls the unicorn up on his forehooves to that Arby's head it level with his two-headed trident. He began to face-fuck the unicorn. The feeling of the warmth of Arby's mouth and lips felt glorious for Spike, but he wasn't done yet. Lowering himself to the ground, Arby had no choice but to lower himself as well. Now Spike lay on the ground next to the pony, and he slipped under him, taking both sets of balls and placing both pairs in his mouth, like four small jawbreakers. And, as one does with jawbreakers, Spike sucked on them.

"Mmm... salty."

Pulling himself out of Arby's mouth, Spike first untied the tie that he had used to bind the hooves of his victim together. Spike hugged his lover tightly, and reached down to help Bane get out of his slut's hole. When the wolf wasn't doing it quick enough, Spike decided that he'd give him some help. A swift kick to the wolf's precious gems did the trick, and with a loud yelp, Bane was out of Arby immediately doing what all dogs do after having a fuck. He licked his genitals.

"Help him," Spike demanded, shoving Arby to the floor.

Arby did as he was told and began to lick the dog's genitals as well. That got Spike so hot and bothered, he shoved his own dynamic duo deep inside Arby. And by Celestia's third eyelash from the left on her right eye did Arby love it. Hugging Arby from behind, Spike lifted him off the ground and spun him around. Instinctively Arby wrapped his hind-legs around the dragon with his forehooves around his neck, to avoid falling to the floor.

"Um... Do... do you think we could go do this outside in the woods somewhere, master?" Arby barely whispered his question, but he wasn't satisfied yet.

"You dirty slut. Let's go get you some wild wolf cock!" Spike exclaimed.

Spike took a blanket from the linen closet and wrapped it around Arby, then as stealthily as he could, he walked out of the library and out into the Ponyville night. All the while Spike's split-pea cock was deep inside Arby's bunghole.

"W... where a-are we going?" Arby asked nervously.

"Somewhere where we might find some really wild wolves, my little fuck-pony."

Arby didn't like the look on Spike's face when he said that. He loved it.

There they were, standing outside the Everfree Forest. Arby started to have second thoughts about all this. Wasn't the Everfree really dangerous at night?

"Hello you two, what bring you here. Don't tell me that his cock is stuck in your rear," Zecora rhymed with exceptional talent. She was standing to their left, a huge dildo stuck in her vagina, her eyes were watching Fluttershy clopping to herself with a large carrot. "I love the sounds she makes, when she pretends it's with her bunny she mates."

"We're looking for some hot wolf action tonight, Zecora. Any tips?"

"It is going to be easy to find what you seek tonight, but prepare for hardcore action, not light."

"Sounds super." Spike rushed into the Everfree Forest, leaving Zecora to clop to Fluttershy clopping to her rabbit.

They didn't go too far into the forest before Spike pulled the blanket from around Arby and threw it upon the ground. Then he dumped him onto the ground and walked away. Almost within minutes they started hearing the baying of a wolf nearby. Suddenly a pack of wolves appeared. Larger than Bane and woody.

Timberwolves.

They sniffed the air, but kept their distance...

The largest, biggest wolf walked up behind Arby and sniffs at his anus. Its nose buries itself in his ass-cleavage inhaling the scent of his used hole. From its sheath came the timberwolf cock, that resembled something between a doggy-penis and a mango-flavored popsicle.

Spike watched as the wolf mounted Arby. The size difference was amazing, and Spike used both his claws to stroke both ends of his twin-penis. Double the fun!

The timberwolf fucked Arby swiftly and hard, the pony had barely time to breathe before he felt himself being tied to the wolf. The knot was so big, he could feel it press against his stomach. The wolf remained like that for a few minutes before standing up. Problem was, because of their size difference, Arby's entire lower half was picked up as well.

So, here was Arby hanging with his flank stuck to a timberwolf, handing upside down with only his forehooves able to touch the ground. The wolf started to trot around relishing the mobile-orgasm inducing pony cock-sock, which was weird because he wanted to be Spike's cock-sock, not some timberwolf.

Finally, the wolf had enough and dove into the river nearby, where it was rough and unsteady because the river serpent was busy pleasuring himself at the sight of a pony stuck to a timberwolf.

The cool waters of the river insta-shrunk the canine cucumber and the timberwolf darted off back into the Everfree.

Poor Arby limped out of the water, his anus was in agony. But worst of all he still had not cum! Tears almost falling from his eyes, he reaches his beloved dragon, "Can we... go home now?"

"Of course! Did you enjoy it?" Spike said reaching down and pick the blanket up and wrapping it around Arby.

Arby just blushed, and nuzzled Spike, "My butt hurts..."

Spike laughed and noticed that his protrusion had not receded, "You didn't cum?"

The unicorn shook his head. "He was way too big for me..."

At the dragon's insistence, they walked back into the library as quickly as they could, which didn't take long. Spike sat Arby on the nearest sofa, and nuzzled his neck, "Then, as a prize for being brave, here's my reward," Spike pulled the the blanket apart, and teases his inner-thighs with his tongue, slowly making his way towards his pelvis.

"Oh, that's better..." Arby whispered, spreading his legs, his little warrior growing bigger as Spike's mouth got closer.

Taking Arby's balls in his mouth, Spike gently nibbled on the skin, letting his tongue roll around them. Then, he licks him right up to the tip and placed the entirety of Arby's rooster into his mouth. Arby gasped and reached behind Spike's head and pushed him down onto his groin.

Arby's strength wasn't enough to keep him down and he pulled himself off of Arby's cock and leaned back to look at his desperate face.

"Wanna fuck me?"

Panting, Arby nodded as he started to jerk himself off, "I-I'm so close..."

"Then fuck me! Stick it inside me! Let me feel your cum deep insi-"

Spike was cut off when Arby reached over to his dragon and pulled his head down again and shoved his penis into his mouth. Then, Arby grabbed the back of his head again and started using it to masturbate. The dragon let his love cotrol the momentum and speed of his facial fornication, only helping by using his incredibly long tongue to enhance the pleasure.

With a cry that would have turned on an Ursa, Arby let out a guttural howl of pleasure. The pony pulled Spike down all the way to the base of his cock, and lifted his pelvis at the same time. The feeling of warm pony cream run down his throat, and Spike sucked it all down. Every drop.

Slowly, Spike released the cock, taking care to lick every drop of cum off of it. The once rock-hard pony penis was now as limp and spent. He slumped down on the sofa, relishing the afterglow, his hands resting by his sides as his panting starts to slow, resting his head against the armrest.

Spike kissed his cheek and got into the sofa with him, curling up as close to him as possible. The unicorn had barely enough strength to droop an exhausted hoof over his coltfriend. They both curl up into a big ball of scales and fur, a blanket to help keep them warm for the night,

Somewhere in the distance he heard a wolf bay at the moon.

"Alexstrazsa, Alphacat, Amit, Archonix... ah-ha! Arby," Wlah picks up the small file from the first cabinet at the top shelf, "Tonight's rating is an eight for you, Arby. Lose two points for leaving a river serpent to finish alone. Tsk, tsk, tsk. Shame on you."

Wlah placed the new content into Arby's folder and into the drawer.

Lucefudu x Carmine x Futapie: Long time no sexual intercourse...

Carmine awoke to the sounds of Fluttershy's birds chirping away outside his home. He had moved into an empty cottage not far from where the yellow pegasus lived, and found that her animals would often frequent by his place, not that Carmine minded. In fact, he sort of liked it, apart from the fact that they seemed to like defecating on his yard, but the wildlife did make for a nice view in the mornings when he looked out of his windows.

Stretching his body out, he walked down the stairs and helped himself in the kitchen, savoring the scent of the freshly brewed fresh cup of real coffee. He took a long, slow sip letting the warmth kick-start his insides and wake him up as he prepared for the day ahead.

Pinkie was still asleep upstairs worn out after their previous night's escapades. They had both decided to try and have some fun-times with Wlah. They had decided to try and play a game with him by doing it without him finding out. This made them find time to fool around in the strangest of places. In the water-tower, down a rabbit-hole, in a closet in somepony else's home (happened to be Yip's), and even underwater in the spa.

Failed every time. Somehow Wlah would always be there, his steel gray eyes boring down on them -- and always when they were about to climax, so there was no option but to finish. Well, there was, but who would stop themselves having an orgasm in the heat of the moment? That aside, the navy blue pony would also appear in a such a way that it'd surprise his victims in such a way that it's amplify the orgasm.

"How does he do that?" Carmine muttered, shaking his head.

A knock on the door broke his train of thought and he opened it to see Derpy standing there.

"What's up, bubble-butt?"

"Mail for you."

Carmine took it, and opened the enveloped as Derpy flew off. Carmine caught the sight of her sex as she swooshed her tail to the side in a reflex to maintain her balance. Instantly he got hard. He had been rather easily turned on as of late. He wondered why that was, but didn't complain. The more time he got to spend inside his new marefriend the better.

Not wanting to waste this opportunity, he spun around slamming the door shut with his own tail and galloped up the stairs to where Pinkie lay down sprawled out across his bed on her back. Her head was on the pillow, so her muzzle was rubbing against the head of the bed.

He grinned as he rubbed the tip of his cock against her wide open flower, working it gently around her labia. Pinkie let out a low moan spreading her legs further apart as Carmine continued to stimulate her sex. After a few minutes of teasing her, he placed the edge of his hoof on her clitoris and began to massage it gently. Instinctively Pinkie began to rub against his hoof, moving her hips to grind against his appendage, her head tilting forwards slightly but her eyes still shut tightly.

Knowing fully his mare's quirks, Carmine stopped what he was doing and saw Pinkie frown for a moment before her head leaned back against the bed and her slow steady breathing restarted as she once again fell asleep. Then, carefully carmine slid his now freshly lubricated cock inside her. She let out a quiet moan as he worked his way into her slowly, pulling it back just as the juices started to run dry and rub raw. Every passing attempt got himself deeper and deeper into the mare, and yet Pinkie did not stir. She lay there with her legs spread wide open, a smile appearing along the corners of her lips.

In and out Carmine went, pumping his cock slowly. He did not want to wake his mare. Not yet, at least. He knew Pinkie and her body very well now. He knew how to pleasure his marefriend just right. He could see her mouth breathing in faster and faster, her cheeks began to redden in color, and her pussy started to squeeze on his colthood, tightening around the shaft, her body massaging it naturally in order to receive his seed.

Carmine fought the urge to ejaculate, pulling his cock out and letting it remain outside his mare until the feeling subsided, before sliding back inside her. This time he easily slid all the way into her, and Pinkie opened her mouth and inhaled a deep breath as she shuddered and shook. She let out a loud moan and hugged her pillow tightly before turning around and fell asleep on her side, the angle of which forced Carmine out of her body.

"That's not fair, Pinkie. You can cum and I can't?" Carmine scolded quietly, smirking to himself. She was just too adorable.

As if on cue, Pinkie's tail curled over her flank, revealing her tight plothole. Carmine spat in his hoof and carefully rubbed his saliva along her anus, being careful not to wake the mare. Instead he was pleasantly surprised when she leaned more towards her belly exposing her precious rear to him. She gurgled a little and folded her legs up, grabbing the end of her tail with her hooves and suckling on the tip of it -- a common habit of young foals. The folded up legs completely exposed her flank to him, baring her holes for him, and her suckling had conveniently moved her tail away.

Unable to resist, he rub his tip against her anus making the mare fold herself more, spreading her hole open vertically and her flank cheeks apart as she hugged her hindlegs with her front hooves. Carmine's saliva wasn't enough, so Carmine quickly dipped the tip of his cock into Pinkie's soaking wet pussy before rubbing once more against her passage and slowly working it into her body. As soon as the tip pushed past, Pinkie's legs swung back and she clenched with all her might. The suddenness of the grip made Carmine howl in ecstasy and he looked down to see Pinkie looking up at him, a coy smile on her face.

"Good morning, darling," Carmine said as he lowered her head and kissed the pink mare's flushed cheek, "you're as beautiful as ever."

Pinkie didn't respond with words, she turned her head and pressed her lips against his slipping her tongue into his mouth. Even this time in the morning, Pinkie's breath tasted like sweet cakes as she breathed into his mouth, and he relished her flavor. Carmine placed his hooves around the mare and pulled her downwards along the bed, closer to him, his penis slipping deeper into her. She pulled away and let out a squeak of pleasure and pulled Carmine's mane as she once more ran her tongue into his mouth.

"Carmie," she whispered in his ear as they broke their kiss, "do it harder... my plot wants your cream for breakfast..."

Like a good boy, Carmine obliged. Placing his hooves on either side of her, he slid himself deep into the mare and began move just the base of his cock in and out of her, before pulling it right to the tip and doing the same. He kept altering the two ends of his penis until he climaxed. At that point, he rammed in deep into Pinkie's plot and moved slowly as Pinkie squeezed her coltfriend's member, moving her flank in small circles.

"Nummy..." Pinkie said, and licked carmine's muzzle, "that's delicious."

"I'm... glad... you... liked it..." Carmine replied between breaths.

"Ponyville!" The station master announced, "Welcome to Ponyville."

The platform was deserted except for a ash gray pony sitting on a bench as Lucefudu stepped off. He looked around and smiled at the quaintness of the place. The station was quaint, the platform was quaint, the benches were quaint, the station master was quaint...

"The fuck you lookin' at?" The ash gray pony asked.

Now that wasn't quaint at all.

"Um... beg your pardon?"

"I said, 'the fuck you lookin' at'? Stop staring at me."

"Sorry... I was just admiring how quaint everything... my name's Lucefudu."

"Tap. Pleasure."

Lucefudu waited for a moment for him to say something else. When he didn't, he continued, "So... um... I'm lookin' for somepony."

"As long as it's not Wlah, I'm cool with helping. If it's Wlah, go find somepony to fuck and he'll find you."

Lucefudu didn't quite know how to take that. Instead he tried to speed things up. The sooner he got the answer he needed, the sooner he could get away from this foulmouthed pony. "W-well, no. I'm looking for a pony named Carmine. Have you heard of him?"

"Yes. I've heard of him. Black earth pony. Reddish mane?"

"Dark gray..." Lucefudu saw Tap staring at him with a bored expression for a long moment without speaking, "Sorry..."

"Are you done talking? Do you have anymore things you want to say?"

"No..."

"Then shut up. If you want to find Carmine, head over to his place. Exit the station, take a right, then take your fourth left, then the second right, up the hill, second left, past the big tree, then straight on through until you see a house with a blue roof. You get that?"

Lucefudu shook his head.

"Fine! I'll take you. Follow me."

"Here you go," Tap pointed at the front door to the house, "See, that wasn't so complicated?"

"I am so lost..." Lucefudu admitted.

Tap shrugged, "Well, if you need to head into town... you know what, why don't you just use your wings and fly there." The ash gray pony stalked off grumbling to himself.

Lucefudu could have sworn the pony said 'fucking pegasi' as he stalked off in a huff.

With his heart in his throat, Lucefudu pressed the doorbell with the tip of his hoof and stood back. He heard somepony running down some stairs and the door swung open. A pink mare grinned at him, "Oh hello there stranger! My name's Pinkie Pie! Are you new around here?"

"I-I'm sorry, I'm looking for Carmine..."

Pinkie turned around and took a deep breath, "Carmie! Somepony's here to see you! Carmie? Carmie! Caaaaarmieeeee!"

"Alright, Pinkie! I'm coming, I'm... coming..." Carmine's voice died in his throat as he saw the stallion standing at the door. He stopped where he was and for a moment didn't move. "Lucy?"

"Hello, Carmine."

Another long awkward silence.

"Why don't you come on in, Lucy," Pinkie said, gesturing to him towards the living room, "Make yourself at home."

"... and so, that's why I'm here. I sold everything, and decided to settle in a small quiet town. I picked Ponyville because it seemed like the perfect place. Near two big cities, yet somehow left alone by the two. City life is such a hectic place, it's hard for a writer to find his niche..."

"Why here, Lucy?" Carmine asked, suddenly interrupting his story. He was sitting in the corner, seemingly very interested in his cup of coffee which he held between his hooves.

Again that long awkward silence.

"Carmie, you hafta let him talk..."

"No, Pinkie, you don't understand... Lucy was... is... my..."

"I'm his wife. Well, husband-wife. We're married."

Pinkie's jaw dropped to the floor.

"No, no! We're separated..." Carmine said standing up and diving to Pinkie's hooves, "He means nothing to me anymore, only you do!"

"I..." Pinkie stood up, leaped over the grovelling Carmine and out the door. She never once looked back.

"Pinkie! Wait!" Carmine called after her, but she was gone even before he could even take a step out the door.

Lucefudu's voice purred behind him, "Pink, hm?"

Carmine whipped around, tears in his eyes, "I hate you!"

The pink pegasus stallion shrugged, "It's your fault for not coming clean. You should've told her. In fact, that's the first thing you should've told her."

"I thought I'd never see you again!" Carmine fell to his knees, "I never wanted to see you again..."

Lucefudu knelt down and pulled Carmine's chin up so that he faced him, "Neither did I, but I guess life has a way of changing things."

Carmine did not resist as Lucefudu planted his lips onto his, their tongues finding their way into each others' mouths. Nor did Carmine resist when Lucefudu licked his chest, pulling him up to a standing position, and neither did he complain when Lucefudu's mouth went lower and lower until they wrapped themselves firmly around his shaft, his tongue licking the underside of his body until he was fully erect. Carmine did not protest at all as he shoved Lucefudu onto his sofa and rammed his cock deep inside his 'wife's' rectum, fucking 'her' with all his might.

"I missed you too..." Lucefudu whispered, pulling Carmine into a tight and loving embrace, "I missed you so much."

They held one another tightly as Carmine released himself into Lucefudu.

Dirty.

That's what Carmine felt as he stood in the shower letting the hot water wash over him. His thoughts replaying what he had just done. He fucked his wife. He had sex him up as hard as he could mere seconds after Pinkie had run out on him. He didn't even chase the pink earth pony, his pink pegasus partner was downstairs napping.

The thought of his cock pulling in and out of the Lucefudu's tight rear excited him, and he hated it. He fought the urge to allow his member to inflate and when that was failing he turned the water on as cold as possible. It didn't help. He hated how turned on he was to 'her'. Lucefudu's tail was immaculate. His mane was done perfectly, and worst of all were those golden-yellow eyes that were like tiny bright suns staring deep into his soul.

Lucefudu and Pinkie could have been twins! He had not realized how close their coats were. Both were pink, but while Pinkie's was a bright light pink, Lucefudu's was slightly darker, almost as dark as Pinkie's mane, but it was the style of the mane that got to him. Carmine loved Pinkie's puffy hairdo, but there was something about Lucefudu's curls. He loved them, and the way she would swing them whenever she...

"He's a stallion for fucks sake!" Carmine roared, punching the wall, breaking a tile, "He! He! Not a she!"

"Carmine?" A voice called from downstairs, "Is everything alright?"

Carmine's erection turned solid at the sound of Lucefudu's voice. His outburst must have woken her up. Even with ice-cold water, he could not deny just how sultry and feminine that voice was. He wanted to put his cock into that mouth, between those perfect lips...

"No!" Carmine yelled again and dropped to his knees, "Pinkie... I'm so sorry..."

"Carmine, are you talking to yourself again?" Lucefudu's voice admonished.

Just then a doorbell rang. Curiously Carmine poked his head out of the bathroom door and listened.

"... oh, hello, Pinkie. Welcome back."

"Hi, Lucy! Where's Carmie?"

"He's upstairs. He's getting himself all cleaned up."

"Oh? Did he do you?"

There was a giggle, "... and yes, he did 'do' me."

Carmine leaped down the stairs and towards the front door, but it was closed. He turned and walked into the living room to see Pinkie and Lucefudu sitting together and smiling.

"Pinkie! I'm so sorry... I should've told you about Lucy."

"That's okay, Carmie. I figured that you'd want some alone time with your wife. Anyway, I've come back to party!" With that, Pinkie stood up grinned, "We're going to have a threesome!"

"We are? That does sound like fun!" Lucefudu said standing up and clopping his hooves together, "The more the merrier!"

"The more the merrier!" Pinkie echoed.

Carmine stood there stunned. Two pink mares... well, as far as he was concerned, they were both mares, wanting to have a threesome with him? Celestia be praised! Luna be praised! Fausticorn be praised! Tap be praised!

For some reason, Carmine felt really sick in the stomach after the last pony's name, but he ignored it. It was time to...

Pinkie pinned Carmine to the floor, "Lick my pussy!" she yelled and shoved her marehood right into his face.

"Right down to business, eh? I like this mare," Lucefudu said, and walked over to Pinkie and licked her cheek.

Carmine watched as Lucefudu and Pinkie started making out. He saw their tongues intertwining, their lips caressing one anothers', and their hooves exploring every inch of their bodies. Not only did Carmine get real hard -- so hard in fact that it felt like his cock would have burst open from the amount of blood pulsating through his member, but he nearly finished before it started.

"Pinkie, lookit what we have here?" Lucefudu said, and touched Carmine's tip.

A long, breathless moan escaped his lips.

"How many times did he cum with you, Pinkie?" Lucefudu asked.

"Just once. You?"

"Once as well... and look how hard this is..."

The next thing Carmine knew was a warm sensation around his member. He tried to lean forwards out of reflex, but Pinkie's pussy was in his face and her entire body weight was too heavy for him to lift with just his neck. He was pinned down as he felt the warmth descend down his shaft, further and further.

"Ooh, wow! That's pretty good! Can I try?"

"Of course!"

Pinkie stood up, much to Carmine's disappointment, and turned around before sitting back down on his face, her pussy perfectly fitting on his mouth again... much to Carmine's delight. Then he felt Lucefudu hand Pinkie his cock and felt the mare suck on him like a lollipop. Moments later he felt another sensation around his balls as Lucefudu explored his nut sack with his mouth, suckling on his marbles, polishing them with his tongue. This went on for a few delicious minutes.

"Lick his plot, Lucy."

Lucefudu did as he was told, and began licking Carmine's hole. He shuddered and gasped for breath before burying his face into his mare's plot once more.

"Oh, Lucy, give me yours. It looks so lonely."

Carmine turned his head to see Pinkie sucking his wife's cock. Her head delicately bobbing on the pink pegasus' member. He watched as the wings on Lucefudu's back remained stiff, and wide open. He saw the expression on Pinkie's face as she took his length within her mouth. Carmine felt Luce's mouth around his member again and he threw his head back in ecstasy, using his hooves to pull Pinkie's flank onto his face. Pinkie was sucking Lucefudu's cock, while he sucked Pinkie's pussy while Lucefudu mouth-fucked him.

Pinkie moaned as Carmine breathed in her scent. He sucked out her juices. He wanted more. More!

"Wait! I want a cock too!" Pinkie said, interrupting everything. She ran over to a cupboard and pulled out a vial of special fluid and drank from it. The vial that was given to her by Twilight. The reaction was almost instant as the potion took effect. Pinkie felt the familiar tug of skin and muscle as her clitoris grew forming her infamous clit-cock.

She eyed Lucefudu, and spat on her hoof, rubbing it over the tip, "Bend over."

Lucefudu did as she was told raised her plot into the air. Pinkie spat on the hole that lay bare before her and rubbed the end of her phallus against the entrance. Carmine watched the two mares begin fucking one another and he nearly came on the spot by himself, but the two mares weren't done yet. Lucefudu walked over to Carmine and turned around so his rear faced Carmine's body as he lay on his back. Then, slipping her cock into Carmine's anus, Pinkie straddled and sat down on Carmine's erection into her pussy.

So, Lucefudu was fucking Carmine's ass backwards with his cock between his legs, Carmine was fucking Pinkie's pussy as she straddled his member on the sofa, and Pinkie's clit-cock was firmly embedded into Lucefudu's anus. It was like a triangle. The Triforce of Sodomy.

All three began moving trying to get themselves and each other to climax at the same time. That didn't happen. Carmine climaxed first, spraying his seed into Pinkie's pussy. The sight of Pinkie fucking his wife was too much for him. He had a serious problem when it came to the color pink. He shuddered as Pinkie squeezed his cock hard around his member, milking it expertly with her vaginal muscles.

At this, Pinkie pulled Lucefudu closer to her, the thick clit-cock forcing its way deep into the pegasus' body.

"Oh sweet, sweet, Luna!" Lucefudu moaned and fell to her face, raising her rear high up into the air before pushing backwards as hard as she could into Carmine's plot.

He felt his wife's seed spray into his abdomen moments later as she shuddered from an orgasm most likely instigated by Pinkie's clit-cock. Pinkie hammered into Lucefudu for a good solid minute before throwing her head back and flashing a wide grin, the tips of her mane were straight from her sweat. In a flash, Pinkie pulled her clit-cock out of Lucefudu and threw the pink pegasus next to Carmine and showered them both with her love-juice. It tasted like cotton-candy, which Carmine relished, and licked it from Lucefudu's body greedily.

"That was fun! But I got to go help bake some cakes with the Cakes, so... later!" And with that, Pinkie was up and out the front door, and happily making her way home, leaving the couple alone together in the afterglow.

And for the first time since he had seen his wife reappear, Carmine felt happy and content and showed her by kissing her cheek.

"I... I'm glad you're here, Lucy."

Tears formed in the corner's of Lucefudu's eyes, "Thank you, Carmie. You don't know how much that means to me."

It had been a month since Lucefudu had moved in. It had become comfortable and awesome. Carmine's life could never have been better. He was one lucky stallion. He had a beautiful pink pegasus wife, a beautiful pink earth pony girlfriend, and they both loved fucking him and each other. In fact, it had now come to a point where they could not really have a good orgasm without the third pony's presence.

And Lucefudu made friends all around town. Everypony loved him. There wasn't a pony in town who had anything bad to say about the mare-stallion. In fact, he even started gaining a fan-club of his own. Even Rainbow Dash started taking note of just how many followers the pink pegasus was gaining against her own posse. Not that Rainbow minded. She was still far more popular.

Lucefudu spent most of her time helping out at Rarity's boutique. Being from the big city, Lucefudu knew fashion and style quite intimately and could help Rarity form her ideas, and together they were dictating what the next 'in' thing was going to be. It was just a shame that Rarity held all the talent in the creation department, but Lucefudu was content in taking a backseat to the white unicorn's popularity, and would even go as far as avoid any special recognition. That annoyed Carmine a little, but no matter how much they talked about, Lucefudu refused to budge. It was weird because he was never like that in the past. In fact, that was one of the few reasons that Carmine left Lucefudu in the first place. Carmine couldn't make up his mind whether he liked that about his new marefriend, or hated it.

Most of the stallions in town were always trying to get inside Lucefudu's plot. Many a time Carmine had to get a little rough with his words when another stallion didn't get the message and tried to get a little lovin'. This gradually became so frequent, that Carmine wanted to lock poor Lucefudu in his home. Still, being part mare, Lucefudu did put his hoof down when Carmine got a little too possessive for his liking. Still, the pink stallion did not complain about the extreme protectiveness of his husband, and usually kept silent.

Although, not many stallions were really intimidated by it.

The thing was, everything about the pinky pegasus pony spelled 'mare', yet he had a decently sized penis between his legs and wasn't afraid to use it. So, he was a curiosity for many of the ponies in and out of town. What made his especially popular was his kindness that rivaled that of the Element of Kindness herself. The things she would do for everypony, and in the short time that Lucefudu lived in Ponyville, he had become a much loved member of the community. Everypony loved him.

Especially Carmine.

A crack of lightning and the rumble of thunder snapped Carmine out of his reverie.

"I'm worried about Lucy, Carmie... it's been raining really hard today," Pinkie squeaked, putting another plate on the table. They were going to have a romantic dinner, just the three of them.

Carmine smiled, "Don't worry, Pinkie. Lucy's probably on her way home as we speak. She should be here any moment now."

Despite his words, in his gut Carmine was worried. Thoughts of Lucefudu getting lost in the Everfree and being attacked by timberwolves or getting attacked by a bunch of sexually frustrated ponies at the edge of town or him deciding it was time to leave and was now waiting for a train at the station all flitted through his mind.

The sense of relief that flooded through him as somepony knocked on the door calmed him and angered him at the same time. How could Lucefudu make him worry like this?

He saw Pinkie giving him a look, "S-s-see? I told you... now, I'm going to give that mare a piece of my mi-"

The rain outside may had been heavy, but Carmine could clearly tell the pony standing outside his door was not only not a pegasus, but he was a he as gray as gray could be, and there was not a hint of pink anywhere. Carmine made a face. He did not like this pony.

"Carmine."

"Tap."

"Can I come in?"

Something in his voice made it clear that 'no' was an unacceptable answer, so Carmine stepped aside as Tap made his way into the house.

"Oh, hi Tappy!" Pinkie chimed, "Want something to drink?"

"No, Pinkie. Please, both of you, take a seat."

Carmine looked at Pinkie, who looked equally confused, but the two sat down on the sofa next to one another in front of the gray pony.

There was a long moment of silence, broken only by the rain outside pattering on the ground. Taking a deep breath, Tap opened mouth and began to speak. What Tap said changed everything.

Everything.

The morning was bleak and gray. The rainclouds remained where they were as everypony in Ponyville was too shocked about the news. None were more surprised than Carmine and Pinkie who were sitting in the hospital trying to piece together what exactly happened.

"We tried everything we could," Dr. Stable said, "but his disease had progressed too far."

Carmine shook his head in denial, "Can't be. S-she was perfectly find yesterday! We saw her off in the morning..."

Dr. Stable placed a hoof on Carmine's, "I understand. But... his -er- her heart gave out. Nopony, not even her, could have predicted it."

"She never told me... us! She never told us... I had no idea... she was sick..."

"Will you be okay?" The doctor asked.

Carmine shook his head. Pinkie was still weeping into his shoulder, shuddering every few seconds as she tried to catch her breath. In the background, an ash gray pony stood stoically. He did not say anything, he did not do anything, he just stood there passively.

"I know it's... it's sudden, and I know that it's silly considering her reputation... but it is the law in Equestria. You need to go with Mr. Tap and identify... her."

Looking up slowly, Carmine turned his head to the doctor, then to Tap, whose expression still remained unchanged.

"As her only reference and contact in Ponyville, you have to do it..." Dr. Stable continued, but Carmine wasn't listening. His mind was full of memories of the pink Pegasus, so full of life...

"Carmie?" Pinkie whispered, "I don't wanna go."

"It's okay, I-I'll go alone," Carmine replied and stood up, "Lead the way."

Tap nodded, turned and pushed the door to the Doctor's office open letting Carmine out. The two of them then proceeded down the hall, down the flight of stairs, and out the rear entrance towards a very non-descriptive looking building at the very back of the hospital grounds surrounded by an equally non-descriptive looking fence surrounded by non-descriptive looking trees.

The sign on the only door read:morgue.

Looking down at Lucefudu's face, Carmine ran a hoof along her neck. He looked like she was sleeping peacefully. He looked like He could awaken at any moment, stand up and embrace him. But he felt ice cold to the touch. There was no life in her.

Tap stood off to the side patiently as Carmine stood there unable to do or say anything. The tears did not stop.

After a long, long while, Carmine looked up at Tap and nodded.

And Tap replaced the white cloth on the pink pegasus' face.

"... and he came to us and changed our lives forever. Lucefudu was sweet, kind, gentle, a little naughty." That brought some giggles, painful because of how happy the memories were, "We will miss your laughter, your voice... everything. We will always hold a special place in our hearts for you. Thank you for being a part of our lives."

There was no applause. There wasn't a need. Twilight stepped back after her speech, and hugged Carmine and Pinkie in silence.

For a moment nopony moved.

Then Carmine stepped forward.

"I'm... not real good at speaking, so I'm going to make this short." He took a deep breath, "Lucy, thank you for everything. I hated you when you first came here, but you reminded me why I fell for you in the first place. I will never understand why you never told us about your heart, but I think I can guess. You didn't want me, or any of us, to constantly worry about your health. You came here to live the rest of your days in peace... and I... I was such an ass!" Carmine choked back the urge to cry. He needed to finish what he had to say, "You were like a bright flame. You brunt so bright, and so quick that you were here and gone in the blink of an eye... yet you revealed so much. Especially to me. Thank you, my love... and goodbye."

Then the tears came for real, and Pinkie held Carmine tightly.

One by one, ponies placed calla lillies, Lucefudu's favorite flowers, on the casket. Each gave their condolences to the couple, each one telling them a fond memory they had with the pink pegasus. Each brought bitter-sweet laughter and heartache.

Finally, as the last pony laid her flower on the casket, Twilight nodded to the six unicorns. They all watched as the casket got lowered into the ground, the familiar glow of unicorn levitation magic surrounding it as it was gently lowered into its final resting place.

"All ponies return to the earth, no matter how far they go..." Twilight intoned, as was pony tradition.

"Back to our roots, we give back to the land what we have taken," the others replied.

"May our paths cross again..."

"Our roads will join, our journey will continue."

"May the wind be always at your back..."

"Let the breath of the lands guide you on..."

"May the sun shine warm upon your face..."

"Let your glow lighten up our lives..."

"May the rains wash away your sorrow and tears..."

"Until we meet again with happiness and joy..."

"Farewell, farewell, farewell," everypony said in unison.

They all watched as Carmine scooped up a hooful of dirt and stood looking down at the coffin, "Farewell..."

As he tossed it in, he felt a weight lift off of him. He felt strangely free, content. It felt right.

Slorg x Junebug: Welcome to Ponyville...

The train came to a hissing halt at the station. The steam billowed from the engine covering the entire platform with a blast of warm, moist air. The train was the slow train from a distant town where few ponies lived. Almost immediately the doors swung open and the passengers stumbled out. For some, this was only a stepping stone in their journey towards distant cities. For others this was the end of the line.

For one particular pegasus, this was his final destination.

An ash gray earth pony stood there staring at the compartment door. "Welcome to Ponyville!" he announced.

"Hi," the newcomer said as he stumbled out. On his back he carried quite a few bags.

Too many to be a tourist, the ash gray pony thought to himself, before saying out loud in the most bored tone imaginable: "I'm today's town greeter -- since nopony else will do it," he mumbled the second half to himself. "This is where the Elements of Harmony live. We have a library, a beauty spa, a boutique, and the best cakes in Equestria."

"Hi, my name's Slorg."

"Slorg? Slorg! Sounds like a hoof condition."

"And what's your name?" Slorg replied, not really minding the minor insult.

The gray pony narrowed his eyes at him. "Tap."

"Tap? That's it?"

"You don't want to know the rest. Trust me. Anyway, Slorg. That's a funny name. What's it mean?"

The light blue and white mottled Pegasus blushed, "Um... I don't want to tell you-"

"It means Slut, Whore, Pig!" Wlah shouted from a vase above them, grinning from ear to ear.

Slorg jumped backwards in shock while Tap rolled his eyes.

"H-h-h-h-h-h-how is he fitting in there?" Slorg asked staring at the huge head coming out of the vase.

"He's got Pinkie-like powers," Tap replied. Despite the confused look on Slorg's face, he didn't feel like explaining. There was a lot of shit that went on in Ponyville that was best left alone. "So, what you come to Ponyville for?"

The pegasus shrugged. "Well, just looking for a place to start afresh. Don't really like living in the clouds, you know. I feel more at home down here on the ground. Strange, no?"

"Not really. We get a lot of grounded pegasi here. One of the Elements is a ground-hugger too. Name's Fluttershy, I think. Not really sure. Don't really talk to the Elements. Come. I'll take you to the hotel."

"Thanks." Slorg rubbed the back of his head. "So, um... Tap, right?"

The gray pony nodded and led the way from the station.

"I'm looking for a job-"

"Apple Farm. Go there and ask. If farming's not your thing, you can always try one of the other stores in town. Ponyville's not a big place, but there should be plenty of things to do. Just don't go into the Everfree Forest, and if you do, don't take the eastern path. That's where I work. It's not a place where you should go. Since you've got wings you could also try the weather team..."

"You work in the Everfree? I heard that place was dangerous. What is it you do, by the way?"

Tap stopped and looked at Slorg, "You don't want to know."

"Yes I do."

"No. You don't." Tap bit off that bit of conversation before it had a chance to form.

The suddenness of the retort made Slorg stop in his tracks. He stared after Tap for a moment before shrugging and running to catch up to him. After a few minutes of walking in silence, Tap stopped and pointed to a small building opposite a bakery that was built to look like a cake. "That's the motel. Best place in town."

"Really?"

"Yeah. Mainly cause it's the only place in town." Tap turned and started walking back towards to station.

"Hey! What if I need more help? Where can I find you?"

Tap stopped, turned around, "Don't. Dealing with you once is enough. You don't want to see me again. Trust me."

And with that, the ash gray pony walked away.

"Morose fellow isn't he?" Slorg muttered to himself and proceeded into the motel.

"Thanks, Big Mac," Slorg replied as he received his first payment. Fifty bits! Quite the amount for a month of hard labor. There were a lot of farm hooves there, but most of them seemed to be more interested on getting on top of Applejack then on top of the work that needed doing. It was somewhat strange and exciting at the same time being able to work so close to somepony so famous, but the Element of Honesty didn't seem to allow her status to bother her or anyone else for that matter. She was very content on treating everyone like a friend.

"Eeyup," Big Mac said while nodding. He appreciated the help the pegasi did, although he was still a little weaker than a good, sturdy earth pony like him. But he carried his weight, and didn't seem all that interested with mounting his sister, something that the other farmhands were only too keen on doing.

It helped that the pegasus could do one or two things that he could not. For example, moving a raincloud to help water his crops, or help spray fertilizer from the air and cleaning out hard to reach areas, and getting small items delivered around town. Tasks that would've taken him and other earth ponies a lot longer.

"So... no work tomorrow?" Slorg asked, just being sure. The last of the apple harvest was done, and the crop was now packaged and ready to be shipped of to all corners of Equestria. Most of them ended up in Canterlot.

"Eeyup."

"I'll see you on Monday then?"

"Eeyup."

"Okay, see you!" Slorg ran off with his bits. He needed to pay for his motel stay, then he was going to go to his second job and from that pay move into a place he had found the other week. He had fallen in love with the place and he really wanted to move in as quick as possible, which was why he did two jobs.

"... and that is why you should build your own cloud house," Rainbow Dash informed the pegasi.

"But I wanna live on the ground!" Slorg protested.

Rainbow smacked her face with her hoof "Look. You're a pegasi. We belong in the sky! Don't you want to live where the rent's free and you can build your home however you like with clouds?"

"But I wanna live on the ground!" Slorg moaned again.

"Why?"

"Because. I like it."

"You're just like Fluttershy!"

"Who?"

"Element of Kindness. Lives by the Everfree."

"Oh. Don't know who she is."

Rainbow growled. Slorg always annoyed her with how stubborn he was. "Whatever. Move those rainclouds over there. We've got to get ready for this storm, so we need to gather a bunch of them, okay?"

"Okay! I'm on it!" Slorg zipped off as quickly as his wings would take him.

Standing in front of his new home, he chuckled to himself and stroked the door like it was a pet of some sort. "Nice house. Nice house. You're a good house. I'm going to take care of you, fix you up, make you like new and I'll invite my friends over and we'll have dinner and..."

He stopped talking after hearing a quiet giggle from behind him. He turned around slowly and saw a mare standing at the entrance of her picket fence. She was giggling to herself, hiding her massive grin behind her hoof.

Slorg blushed ferociously. He had no idea somepony was watching him. "I-I-I-I w-w-was j-j-just t-t-talking to m-m-my h-h-house a-and... yeah, I got nothing. I was talking to my house. Happens."

"I think it's cute," the mare said. "I'm sure your house would appreciate it if you fixed her up."

"Her?" Slorg looked up at his place and beamed. "Her. I like that."

He took it in. The windows were broken, the frames cracked, the roof had more holes in it than a sieve and portions of the wall were missing. A weird smell wafted from round the back where a haphazardly placed windmill had pierced the septic tank, when it got windy a brown sludge would ooze up from below. Luckily the smell blew away from the town because of the location of the home, between two small hills with the valley leading into the Everfree. The only thing that looked normal about the house was the main door, most probably because nopony wanted to come near that place.

Slorg got it for a steal. Five hundred bits.

Or perhaps someone ripped him off, but he didn't care. This was his home.

"H-hi. I'm Slorg. I'm from Cloudsdale... well, I was. Now I'm from here," he laughed and snorted really hard. He blushed even harder and looked down.

Why did he just snort like that? Why was he acting like such an idiot?

"Hi, Slorg. My name's Junebug. I'm from Ponyville, born and raised. How do you do?" she replied walking over to his side of the tiny cobbled path and offering him her hoof.

Slorg stared into those light green eyes. They drew him in, and he couldn't take his eyes off of her. She tilted her head to one side slightly. "You okay?"

"Wha-? Yes! Yes, ferpectly pine... I mean pefertly rine... I mean... good. I'm good," Slorg replied stupidly. He blinked a few times and grinned nervously.

"So... Slorg, huh?"

The pegasus gulped. "Y-yeah?"

"Never heard that name before. What's it mean?" Junebug asked.

"Slut, whore, pig!" a voice stated. They all turned to see Wlah poking his head out of the chimney of Slorg's house.

"How-"

"Oh, Wlah, it does not mean that. Now, go away." Junebug chuckled.

Wlah pouted, but did as he was asked, and lowered himself into the chimney.

"H-how does he do that?" Slorg asked, still unable to process what had just happened. "Wait... does that mean he's broken into my house?"

Junebug smiled. "You must be new around here. Wlah's always like that. He may say mean and rude things, but he's actually a really good pony once you get to know him."

Somewhere Slorg thought he heard a pony go, "Ha!" but he wasn't sure.

"W-well, we're neighbors now. Um... so, if you need anything, then don't hesitate to ask. Okay?" Slorg put in.

"Sure!" Junebug replied. "And the same goes for you."

"Really?" Slorg asked leaning forwards.

Junebug took a step back, but covered her lips with her hoof to hide her smile. "Really. I have to go water my flowers. Nice talking to you."

"A-and you. I'll s-see you soon! You know. Because I live opposite you now so we can always see each other... I mean, we can always see each other when we want to... that doesn't mean that I'm going to watch you all the time... what I mean is that I don't want to. N-no! I don't mean that... you know what? I'll shut up now."

Junebug smiled. "See you around, Slorg."

As Junebug walked across the street he waited until she shut the door behind her before throwing his head against the ground and repeatedly bashing it into the grass for his stupidity.

"It's her eyes! Her eyes are what's amazing!" Slorg sighed. "And the way her mane flows in Celestia's light... it's like a dream. And that flank..."

Static Shock rolled his eyes. "Oh, he's got it bad. Real bad."

"Incredibly bad!" Artimae agreed.

"Amazingly bad!" Archonix concurred.

"Stupendously awful!" Void Chicken inferated.

"You ponies from the IRC are a strange lot," Berry Punch pointed out.

They all put on various shocked expressions.

"Strange? Strange! We're not strange, my dear. We're fuckin' ridiculous!" Niaeruzu insisted.

Berry just nodded. "That you are."

"Hey! We of the Incident Review Committee take our job very seriously! We're not just a bunch of handsome stallions hanging out all the time!" Archonix retorted.

"Yeah!" Niaeruzu concurred.

Berry snorted at that. "That's for sure. You're not a bunch of handsome stallions..."

"Hey!" both stallions whined.

"Guys! Come on! What's going on? Why do I feel this way?" Slorg asked. "All I can think about is her! Every single day. It's not like I can forget her. She lives right opposite me, and each morning I wake up to see her tending to her flowers when I leave for the Apple Farm! Then when I go help the weather team, I can spot her in the market from a mile away!"

"He's got it real bad," Artimae reiterated.

"I already said that!" Static exclaimed.

"Meow," Alphacat meowed.

"Hey! I said no pets allowed!" Berry shouted.

"Alpha's not a pet!" some pony shouted from the back.

Yipyapper placed a hoof on Slorg's shoulder. "Look, you're in love. It's as simple as that. Don't be a moron."

"Love? Me?" Slorg asked dumbly.

Everypony facehoofed. "Yes! You!"

"I'm in love... I'm really in love!" he shouted and stood up on a table. "I'm in love!"

"We heard you the first time, dumbass!" somepony shouted from the other end of the bar, throwing their mug of beer at him for good measure. "Let us who haven't found it drink it peace. Son of a bitch."

Rainbow was doing a checklist of the clouds they've corralled for the storm. There still wasn't enough, and they'd need to get more before it'd be ready. Ready for the storm. She hated making storms, but they were necessary. She tried to remember why, but she had fallen asleep too many times in weather school to remember. Besides, she was a mere supervisor.

Her boss had told her to make the 'mother of all storms', and that's what she was going to do.

"Slorg!" she shouted when she looked at the charts.

The stallion flew down and landed on the cloud she stood on. "Yes, Rainbow?"

"What is going on here?" she threw the checklist at him. "Why are these clouds not corralled?"

He blushed. "Sorry, Rainbow. I'll get it done right away."

"You know, you've been acting real dumb lately. Like your head's been in the clouds -- so to speak. What's up?"

At that, Slorg's face managed to get even reader and he couldn't look his boss in the eye. "N-nothing..."

The Element gave Slorg a deadpan stare. "Oh Celestia, you've got a crush on somepony."

He laughed stupidly and nodded. "Yeah..."

"Well, I don't really care. Just do your job or I'll fire you. Understood?"

Slorg red face blanched and he gulped. "Y-yes."

"Yes, what?" Rainbow growled.

"Yes, ma'am!"

"That's better. What are you still doing here? Get going!"

Exhausted, tired, and pooped, Slorg collapsed on his cheap sofa in a heap. It had been a really long arduous day. Applejack worked him hard, making him bring all the baskets from the trees to the barn, then Big Mac made him help fill the wooden crates with apples, before putting them on carts and hauling the cargo from the farm all the way to the station. There he helped load the crates onto the train, then flew back to the farm and helped the Apple family clean up.

Then he did his weather duty job, which included moving more storm clouds into the corral, kicking stray clouds that were not quite big or heavy enough to be rainclouds, and leaving the thin ones so they could grow. It seemed simple enough, but there were very few pegasi on the weather team and he had to fly quite a bit from here to there making sure that his job was completed. Celestia forbid that he missed just one cloud. Rainbow seemed to like shouting at him and found almost any excuse to scold the mottled pegasus.

There were rumors that Rainbow had a crush on Slorg, but that was quickly solved when Rainbow the pony that confronted her about it was found unconscious in a ditch.

"Hello?" a voice asked. "Slorg. Hello."

Slorg opened his eyes a crack to find two shining emeralds staring back. He blinked away the sleep and jerked his head back.

"June?" he asked sitting straight up faster than was physically possible. "W-w-w-what are you doing here?"

"I should be the one asking you that," Junebug replied with a raised eyebrow.

Slorg furrowed his brow. "What do you mean?"

Junebug shook her head. "Wow, you must really be tired. You live over there."

As Slorg's followed the direction of her hoof, his eyes grew wider and wider. There, across the street was his place. He gulped and grinned stupidly. Feeling like an utter moron, he apologized and ran out of her house like a bat out of hell.

"She hates me!" Slorg shouted out loud before banging his head against the bar. "Why did I fall asleep on her couch like that? How did I end up in her home? Why am I such an idiot?"

"What's his problem this time?" Void Chicken asked.

"Fell asleep in the house of the pony he's crushing on," Archonix replied.

"What a dumbass!"

Slorg didn't hear the conversation because he was too busy feeling sorry for himself. He picked his head up off the bar. "How am I supposed to live this down? If she hates me I don't know what I'd do." He promptly bashed his noggin back down.

Everypony in the bar laughed at the pegasus.

"Did you try explaining things to her?" Void asked.

Slorg turned his head and looked at the unicorn. "No..."

"Then why don't you go and do that then? We of the Incident Review Committee, the IRC, state that you should go and talk to her, right guys?"

There was a collective roar, but whether or not it was regarding Slorg's current predicament was not clearly declared. It sounded more like someone shouting loudly and the others agreeing absentmindedly.

Of course, because it's the IRC, that's exactly what had happened.

"... and that's what happened." Slorg couldn't look Junebug in the face while he explained the situation. "Also, I kinda was tired and fell asleep on your couch after thinking it was my home. I'm sorry about that."

Junebug chuckled lightly. "Your explanation of how you got your Cutie Mark was fascinating, and yeah, I figured that you appearing on my sofa had something to do with how hard you've been working. You've been coming home very late lately."

"Yeah... I know. Did I say that I'm sorry?"

"You already apologized, Slorgy."

Slorg face grew hot. Slorgy? He liked that. A lot. Something in him suddenly steeled his nerves. A strong resolve that forced him to pony up (so to speak). "Um... i-i-i-i-if y-you don't m-m-mind... would you like to... I mean, if you think it's okay- um, what I'm trying to say is... w-will you have dinner with me?"

"I'd love to."

"Oh? Maybe next time-" Slorg did a double-take. "Y-you said yes?"

Junebug nodded, covering her lips with her hoof and giggling.

Slorg played it cool. "Great! I'll pick you up tomorrow around eight?"

"Okay. See you tomorrow." Junebug slowly closed her door to her home. "I'll be waiting."

As soon as the door clicked she heard a: "WOOHOO! YES, YES, YES, YES! BEST. DAY. EVER!"

She was glad that she had shut the door because now her face was on fire -- and she loved the feeling. She couldn't keep herself from smiling.

Slorg was sweating. Profusely. He hadn't been on a date in ages, and this was with a mare that he absolutely found astounding. He was about to knock on the door, but stopped and breathed into his hoof and smelt it. His breath was still minty fresh from brushing his teeth, flossing, brushing his tongue, flossing, brushing his teeth again, flossing, gargling a strong mouthwash, flossing, brushing his teeth and gargling again for good measure. He spat out the contents after swirling the concoction in his mouth for nearly half and hour while he got changed.

Then he spend ages doing his mane, only to give up because his mane decided that his sense of style was stupid and did its own thing. Even with the multiple layers of gel and mousse he slapped on there.

At last, confident that nothing could go wrong, he knocked on the door.

Meanwhile on the other side of the door, Junebug had been ready for nearly an hour. She kept checking through her door's spyhole waiting for Slorg to come out of his home. When he eventually did, her heart leaped in her chest. She was so giddy from excitement that she could hardly contain herself. She again fiddled with her mane, checked her lips, and made sure that her eyes were highlighted properly.

She watched as Slorg checked his breath and did the same. She blushed at the thought. She had fully intended to finish the night with a kiss, and she wanted it to be special in every way possible.

Then came the knock. It was so light that Junebug thought it was just her imagination. Carefully she pulled the door open to see Slorg standing there. He gave her a friendly smile that slowly morphed into an expression of pure awe. The mare standing in front of him was gorgeous. The way her mane fell caught his breath in his throat, the blue stone set in a white-metal necklace sparkled dully compared to those bright eyes staring into his. He gulped, afraid to speak or breathe in fear that the apparition before him would vanish. After all, something this beautiful wouldn't grace his mere presence for surely this was more than a mortal being.

Still, he needed to say something.

"H-hi."

"H-hello." Junebug looked away trying to hide her face.

"R-ready to go?" Slorg asked trying not to have his smile split his face. He had never felt this happy before.

Trying to act normal, Junebug nodded. "Yes."

Slorg offered her his hoof and she took it. The two of them walked down the street in silence, happily holding one one another's hooves as they headed towards the restaurant for their first date.

"I had a wonderful time," Junebug said. She was absolutely glowing and Slorg's heart was racing a mile a minute.

Their date was fairly uneventful as far as dates go. Dinner and a movie. The dinner wasn't half bad, and the movie was some boring show that neither of them really paid attention to. They were in fact having a good time just finding excuses to touch one another, be it reaching into the tub of popcorn, or taking a sip of the drink. Anything.

This was it. This was what he was waiting for, and honestly, so was Junebug. Problem was that neither of them knew what to do. Both were smiling at each other, but none of them made a move. To the passerby it would have looked as if they were having a smiling-staring contest.

"S-s-so..." Slorg began, trying to break the silence.

"Yes?" Junebug replied, leaning forward, her eyes opening wide.

"W-would... you..."

"Yes?" she leaned in closer.

"I mean... if you d-d-don't mind..." Slorg gulped.

"Yes?"

"C-can I... i-i-if it's alright with you..."

"Yes?" Junebug was now leaning on her front hooves and her rear hooves were off the ground.

"Can I take you out again?"

And just like that both their worlds came to a shattering halt. Somewhere someone burst out in sadistic laughter. Slorg thought her heard the phrase: "What a moron!" echoing through the night but he wasn't sure.

"O-of course, Slorgy," Junebug replied fighting back her tears. Why did he not want to kiss her? Was she ugly? Did he only take her out because he thought of her as a friend? Was he interested in somepony else? These were the questions flying through Junebug's mind, and even though a part of her knew she was overreacting, she couldn't help it. She had really wanted to take things further with him.

She felt so hopeless.

Meanwhile these exact same questions (in a more masculine form) were flying with Slorg's mind. The most prominent question of all was, "What in Luna's name is wrong with me?"

Both of them felt heartbroken as she closed the door. The sound of the latch taking felt like a nail in the coffin.

"You're an idiot," Archonix stated taking a drink from his mug of cider.

The others nodded. It was unanimous. Slorg was an idiot.

"What do I do?" he asked looking to the members of the IRC.

They all shrugged. They weren't very proficient when it came to helping others with relationships. Partially because none of them really had a say in who they were paired with, but also because they sucked when it came to relationships in general. Those few that had good advice usually were swamped with the mob mentality of the group, which usually consisted of very little to no thought process at all.

Such was the way things were here.

"Why don't you go talk to somepony who isn't drinking themselves away in a bar?" somepony suggested.

The others did a collective gasp. Sense! Rarely seen or heard anywhere this lot. Who was this strange pony who brought such a rare gift to them? Who dared try to put some reason into their otherwise meaningless existence?

"Don't talk to them, Lyra! Bon-Bon, you better get her away from here," Berry Punch suggested to her close friends.

The two mares looked at each other, then at the group, nodded, and promptly exited the bar. Berry sighed in defeat. Despite the fact that a good chunk of her business was from these guys, they were also a bad influence. They were very good at talking about nonsense and despite their groups title they rarely discussed any incidents at all. The fact that there were hardly any incidents of note that went on in the little, quiet town of Ponyville also made the group fairly redundant.

Luckily for the town the group was primarily volunteer based.

How Slorg ended up with this group was beyond the comprehension of the pink proprietor. It seemed that he had no friends at all in town, which was sad. Berry would've been his friend but she made it a point to stay away from strange ponies since she couldn't keep her hooves off of them when she got intoxicated, which led to a lot of embarrassing scenarios.

Suddenly there was a vicious debate between the members of the IRC regarding what should be done, which slowly degraded into senseless conversation of who was the better princess. This was usually about the time when most of the smarter ponies made themselves scarce as 'who is best princess' arguments rarely ended peacefully.

They never ended peacefully.

As a chair flew across the room, Slorg made his way out the bar while poor Berry was trying to protect her precious bottles of booze.

Outside, the pegasus let out a long sigh. He was seriously depressed.

"Oh, hello, Slorgy!" a voice squeaked from next to him.

"Hi, Pinkie."

"What are you doing here?" she asked.

Slorg shrugged. "Nothing. Just got out of Berry's."

Pinkie peered into the bar, which had now descended into a full, all-out brawl. "Who is best princess?"

"Who is best princess," Slorg replied sniffing a little from the cold's bite.

"Well, they still look like they're having fun. So, how was your date?"

There silence spoke for him.

"Oh. Well, don't feel bad. I'm sure you'll do better next time. Oh, did you know that Junebug hates thunder?"

Tilting his head to one side, the new information was something that he did not know. "Really?"

"Yeppity-yep. So... just thought you ought to know. She hates thunder. Hates it more than anything."

"Okay..." Slorg replied slowly. He did not know why she was mentioning this.

"Oh yes, she really is terrified of thunder. She usually cries and hides under her sheets when there's a storm," Pinkie stated.

"H-how do you know this?"

"Wlah told me!" Pinkie replied nonchalantly.

"And how does he know this?"

"It's Wlah! He knows all these weird things. I've seen his files. They're impressive! A little weird but..."

Slorg tuned himself out. He had no idea what Pinkie was talking about. The only thing that he understood was that Junebug was frightened of thunder. For some reason that really stuck. Probably because, apart from that, he didn't know her that well at all.

"Okay, head home all of you. Alright?" Rainbow said hoofing each of them their bit-bags.

Everypony took their pay and got out of there. Sadly for Slorg, because he was the slowest, had to do the job of making sure that the office was clean and batted down for the big storm. Rainbow placed the keys into his hoof and headed out just as the rains started to pick up.

"Why me?" Slorg muttered to himself and cursed his slowness.

He first closed all the windows and shut the shutters making sure to close the outside shutters first. As he closed the last window he looked up at the sky that he had helped create and frowned. Something didn't look right about how the clouds were forming. The pattern was all wrong. The wind was picking up a lot faster than expected.

Somewhere in the back of his mind, Slorg thought her remembered Rainbow telling him to corral the clouds and make sure that they were all enclosed properly. A sudden knot formed in his stomach as he also remembered that he had left one of the gates open when he was putting the last few clouds in and was such in a hurry to pick up his pay that he forgot to shut it behind him.

He quickly finished what was left and rushed to the door and pulled it open.

A huge flash of light stretched across the sky. Thick bands of lightning stretched through the darkness illuminating everything in an ghostly glow before fading into darkness. Moments later a deafening growl of thunder echoed through the night, reverberating off the wall of clouds above him.

His first and only thought was of Pinkie's words to him.

"Oh, did you know that Junebug hates thunder? She *hates thunder. Hates it more than anything. She really is* terrified of thunder. She usually cries and hides under her sheets when there's a storm..."

Then another voice from Cloudsdale came howling through the night. The voice of his flight instructor.

"Flying in a storm is reckless, stupid and usually fatal. Never fly in a storm!"

Wise words.

Slorg shut the door behind him, folded his wings behind his back. Since he couldn't fly, he was going to have to run, and run he did.

A loud series of banging came from the front door. Junebug was shaking under her blankets in her room upstairs, the sound of the thunder having sent her there. She knew it was silly for a grown mare like her to be afraid of thunder, but she couldn't help it. It was not that she hated thunder or lightning, but the sound scared her to no end and she would scream every time the skies would rumble.

Why did they have to have storms?

Again came the series of knocks, this time a lot more urgent.

Thoughts flowed through Junebug's mind. Who could that be? Was it a pony or some strange creature from the Everfree? Was it a ghost or a monster? There was nopony sensible who would be out in a storm like this.

"June? Are you in there?" came a faint shout.

She recognized that voice. She could recognize it anywhere.

It can't be. He wouldn't be here for me... would he?

"June! It's me!"

Sitting up in the bed, Junebug stared at her bedroom door. Another flash danced across the sky followed by a deafening boom as the thunder followed seconds behind. She squeaked and put the blanket over her head again. She slowly pulled the cover off and waited.

Silence.

Maybe it was the wind playings tricks on her? Surely he wouldn't be-

"June? I'm still here," the voice said, this time a little bit weaker than before. "I'll be here if you need me."

Her heart skipped a beat and she closed her eyes and gulped hard as she placed a hoof on the floor. The skies flashed and a crash of thunder nearly sent her flying back under the covers.

She held her own. How could she hide away under the covers of her warm bed when the stallion she liked was outside her home at that very moment waiting for her.

She pushed the door to her room open and looked down her hall towards the stairs. Were they always this long?

"I'm coming, Slorgy," Junebug whispered struggling to get to the stairs.

Again lightning flashed through the windows and Junebug crouched to the ground as the thunder's bellow shook the entire abode. She squealed and shut her eyes tightly as the sound faded into the rain striking her roof. She looked upwards and took another few steps to the top of the stairs. She saw her front door there.

Closing her eyes once more, she took the first three steps easily before a flash of light streaked through her curtains. She hugged the wall, slipped, squealed again and fell the next few steps as the thunder boomed. There was a long moment of silence as Junebug lifted her head from off the ground as she stared up at the door in front of her.

"Slorgy..." she whispered. She wasn't hurt, she had not fallen hard. But she was scared. Scared of the thunder and lightning, but also that she was too late. Too late and the stallion she wanted to be there would have gone across the road to his home.

She reached for the handle.

Lightning.

Thunder.

She covered her head with her hooves. So close... she just needed to reach up, unlock the door and pull it open...

And there he was. Standing in the rain, drenched to the bone.

Her eyes sparkled as she looked up at him, her heart begging for him to do something. Say something. Anything!

"Hi," he said with a smile on his lips.

"Slorgy? What are you doing here at this time?" Junebug asked. The stallion was standing on her doorstep, soaking from head to tail from the rain outside. "Come inside before you catch a cold."

He was panting heavily, as if he had run clear across Equestria to be there.

"I, um, heard that you were, y'know, scared of lightning and I came to-"

A strobe of bright light followed by a horrendous crash made Junebug leap into Slorg's hooves.

"Don't leave me alone. Please!"

"Okay, okay. I'm here. I'm not going anywhere..."

"Are you okay?" Junebug asked.

Slorg looked up from his cup of tea. The two towels draped around his shoulder and back were helping him dry off. He took another small log and tossed it into the fireplace, rubbed his hooves and hovered them in front of it to help warm him up. He looked up at her and smiled. "I'm fine."

"Why did you come here?" she asked. "And in this kind of storm?"

Slorg blushed a bit at the way she said it. It wasn't that she was angry, just happy and curious.

"I told you that already-"

"No, I know that, but why did you come here? You could've joined your friends over at Berry's bar or something..."

Slorg smiled gently. "Well, maybe I like your company much more."

Her heart did a somersault in her body. "R-really?"

"Oh yes. There's no question about it." He took another sip from his cup.

Thunder crashed outside and in the next instant Slorg found Junebug hugging him tightly around the waist. He held the cup up and away from her so that she would get singed by the water, but that only made it a little bit more awkward because his sheath was now poking her neck as he leaned back.

The proximity was not helping, and he felt his body reacting naturally.

"Think of Granny Smith in the shower, think of Granny Smith in the shower..." he demanded of himself.

Junebug felt it and looked down, her eyes growing wide as she realized what was happening. She looked up at Slorg's face was beetroot red. He couldn't meet her eyes, and she also blushed and quickly sat up. Slorg instantly hid his nether regions by placing a towel over it, much to Junebug's disappointment. She really wanted to meet his little friend.

"Um... so... how was your day?" Junebug asked, trying to make conversation.

"Tiring. Rainbow works me like a slave! And Applejack as well. I'm so exhausted when I come home that I sometimes get lost and... well, you know. I fell asleep on your couch once." Slorg laughed at that, rubbing the back of his head.

"Y-you can sleep there again tonight, if you like," Junebug replied. Her face burned when she said it, but what she had wanted to say was, Sleep with me in my bed tonight, please.

"I-I would l-love that."

"R-really?" she asked.

"Yeah! W-well, I'm wet now, so I'll have to wait till I get dry..." he laughed nervously and looked away. He peeked at Junebug through the corner of his eyes and saw how sad she looked. He inhaled a breath and coughed. "Y-you know, I-I c-could, um, if it's okay with you, you know..."

"Yes?" she asked looking at him.

"I could..."

"Yes?" she leaned in forwards.

"I... could..." he whispered, their noses inches apart.

"Yes?" she whispered.

Lightning.

Thunder.

She screamed. He went forwards to catch her.

As the light subsided from the room, both their eyes were wide open, their hearts racing at a million beats a second as they found that their lips were locked in a tight embrace.

Slorg broke the kiss and smirked. "I-I've wanted to do that ever since I met you."

"Why didn't you?" Junebug asked wrapped her hooves around the stallion's neck and pulling him closer.

He blushed. "I-I w-was scared. S-scared that you'd reject me."

Junebug leaned in and nuzzled his neck. "Why would I reject a cutie like you?"

Placing a hoof around her, he just shrugged. "I'm an idiot. What can I say?"

"Kiss me."

"What?"

"Kiss me. Now." Junebug demanded.

And he did.

As they broke their kiss, Junebug felt an overwhelming sense of happiness.

"You don't know how long I've been waiting for you to do that," she whispered and rubbed her head against his jawline.

"Me too."

"Then why didn't you... don't tell me you were scared that I'd not like you."

Slorg laughed lightly and held her close. "Sorry, but I didn't want to risk you hating me. I'd rather have you as my best friend than as somepony who didn't like me anymore."

"You should've just... told me..." she mumbled, but in her heart she knew that she had also felt the same way. She would have never had the courage to tell him straight out.

Another rumble of thunder made Junebug yelp and she hugged Slorg as close as she could. The stallion rubbed her back and felt her warmth on his torso. Again he started feeling a stirring down below. The stallion closed his eyes trying to suppress his growing colthood, but Junebug's body felt so good.

The mare felt something poking her chest and looked down. Unable to resist, she placed a hoof over it.

Slorg yelped at the sudden touch and leaned back slightly.

"D-did I hurt you?" Junebug asked.

"No! No. You could never hurt me, June. Ever."

At those she leaned in and once again placed her lips over Slorg's.

"W-what was that for?"

"For being every bit of stallion I imagined you to be."

The two of them stared into each others' eyes, their hearts beating so hard in their chests. For such a long time they had both wanted the same thing, they had both desired one another since the first time they met, but neither had told the other their true feelings. How much time had they wasted because of that.

"D-do you want to sleep... with me?" Junebug asked so quietly, that it would've been impossible for anypony to hear her.

But Slorg did because he listened not to her words, but to her needs. He heard her heart. "Of course."

Junebug looked up and smiled warmly. She stood up and turned to lead the way, giving the pegasus a full show of what he was going to claim in a few minutes.

He could smell her body, her scent gradually getting more pungent as her sex leaked her juices. Slorg could not control his desire as his cock slowly emerged from its protective sheath as he ascending the stairs.

Junebug turned her head slightly towards him and lifted her tail, swinging it to the side slightly, her face glowing around her cheeks. "T-this way."

He walked as if in a trance. He was mesmerized by her body, her eyes, her glow, her mane and her scent. Everything about her was beyond his wildest imaginations, and he wanted her. He wanted every bit of the delicious mare in front of him. His lust was prominent, but that was not all. He also wanted her because he felt something he had never felt for any mare before.

As much as he wanted her to be his, he wanted her to want him the same way. He loved her absolutely. In that moment he knew that there could be no other for him.

At the top of the stairs the light outside flashed and she whipped herself around and dove back into Slorg's hooves. She felt him pressing against her and felt his engorged, throbbing member smooshed up a between them. It felt strange and good at the same time; the long hot, hard rod made her body react to him.

"Slorgy?"

"Yes?"

"D-don't leave me," she whispered.

"Never."

Carefully, gently, he pressed her down onto her back. She put her hooves over his shoulders and looked up at him, their eyes locked onto each other. She opened her legs and looked down at the top of his cock lying on her torso between her two rear legs.

"I-it's m-my first time. P-please be gentle..."

Slorg smiled gently and kissed her lips. "Of course."

He bent his hips upwards and lowered the tip of his member. Waves of electrical ecstasy flooded his body as his cock found its way to her feminine entrance. She gasped in surprise as she felt him at the opening to her maidenhood. Slorg looked at her as she gave him a gentle smile, then a nod.

Slowly, he pushed forwards.

"O-owie..." Junebug moaned. "Y-you're too big..."

Slorg kissed Junebug on the forehead. "Sorry. Should I stop?"

"No."

The way she said it, coupled with the finality of her voice made Slorg chuckle a little.

"Stop laughing!" Junebug protested, blushing and looking away from him.

"Sorry, it's just that you're too adorable for words."

Her eyes returned to lock onto his. "Really?"

"Really."

Their lips met again and he felt himself enter the mare slightly. She closed her eyes and arched her back in a mixture of pain and pleasure. Reaching down, she pulled her lips apart to help the moist interiors lubricate the tip of his tool, the sudden warmth making him shudder. Instinctively he pushed deeper making the mare squeak and fold her body as she tried to pull away.

"T-too much?"

"Yes. Just... just wait a little. Please. I'm... I'm trying my best."

"Just take your time. I'm in no hurry."

Junebug shuffled herself under him until she was comfortable. When she was happy that everything was okay she nodded, and Slorg pushed deeper into her. Slowly, bit by bit, he entered her. Each time she winced or demanded he stop, he did so and waited until she was ready for more. He was very patient with her, giving her the feeling of safety and control she needed, but also the feeling of care and tenderness she wanted. This made her want him even more with each passing moment.

"I think... I think I'm all the way in..."

"Then... can you... please?" Junebug asked, her voice barely audible over the sound of the rain pattering on her roof.

"With pleasure," Slorg replied, and kissed her deeply.

They started slow, the tightness restricting his movements, but soon he was moving in and out faster and faster. Her voice picked up in pitch as she moaned, in agony at first but as her body became used to his gyrations, with overbearing pleasure.

"More!" she demanded.

Slorg complied with gusto.

Their voices started picking up in volume as their bodies joined together as one.

"Slorgie!" she screamed at the top of her lungs, her voice reaching a crescendo as her body peaked in natural, carnal bliss. She held the note as her body shuddered along Slorg's shaft before a clap of thunder drowned her voice out.

Then there was silence.

"Morning, darling," Slorg said as the mare of his dreams entered the kitchen.

She walked a little funny, but she had a smile on her face and a red tint on her cheeks. "I'm a little sore down there."

"Shall I kiss it to make it feel better?"

"You're not touching me there until it stops hurting," Junebug retorted giving him a mock-angry look. She then walked over and pecked him on his cheek. "I've waited so long so someone like you."

"Well, here I am, and I'm here to stay."

Nuzzling his neck, Junebug let out a contented sigh. "Okay, but no more double-shifts. I don't want you to tire yourself out."

This time Slorg's face turned a shade of rouge, and they both shared a happy, loving kiss.