Sunset sat up on Celestia's bed where she's been kept in for two weeks now. Her body is still recovering and is still weak. Celestia has been mothering her ever since she woke up and has been nursing her with her own milk. Which still weird her out as she learns that all mares lactate once they're fully matured, which is to ensure that any mare be able to feed any young. Sunset has been keeping busy reading books about the culture and how ponies are different from the ones she remembers, that Celestia says is just her memories been altered by the things she ate and drank that are used to make potions to stay alive.

Sunset had tried to tell Celestia that she isn't her Sunset as she's from a different world then from this one. But to her horror and shock, Celestia just broke down so badly that... she couldn't bring herself to fight it anymore. She gave in and be her daughter. Something she had always wanted from her Celestia but never received. And left her scared too, for even if she managed to got back to her own world, would her Celestia even after learning everything that this Celestia learn would even care.

Now as she recovers her strength she's learning all she could. She was shock and gave out a scream when she discovered that Celestia had a penis and balls, along with a cunt. All ponies in this world are hermaphrodite, with the bodies of females but with the added reproductive organs of a male. That are very well-endowed for both parts, compared to what Sunset seen in the human world. The other races do have different genders, well some of them. And with her only having the female part made her stand out, as no pony has ever been born with only one set of reproductive organs.

Sunset did discover that while ponies are very infertile which is why their reproductive organs produce large amounts of semen to make up for that. Ponies of this world gather into herds and would all help raise any foal born from the herd. As more partners would increase the chances of a foal. Because of this sex in this world is seen as something to be ashamed of, as it's just something that everyone does. But there are laws to keep it from just being a public scene, sex is for behind close doors and forcing someone into sex.

She also seen how the other ponies look at her when the maids and doctors came in to clean or check on her. Celestia told her that her scent is very strong and attracting ponies to her once they caught her scent. Sunset panic when she heard this and seeing how well-endowed Celestia is made her dread what the other ponies are packing. Celestia quickly stop her panicking with the thoughts of ponies forcing themselves on her. She made it known that she is her daughter and any pony who tries to force themselves onto her would be punish. And while Celestia is also effected by her scent, she is her mother and would never do that to her. Which she shows by holding her smaller body to hers and feeding her with her rich milk that's helping her body to recover. Sunset wasn't comfortable with breasts feeding but her body press against Celestia's larger and softer body allowed them to bond closer together.

Sunset has been eating solid food which was vegetarian meals while the ponies still eat plants, while she on the other hand can eat both plants and meat. So Celestia ask her about what kind of food she wants, as the castle kitchen staff have prepared food for meat eating guest before. Sunset told her she can eat some plants as she avoids meat with an exception to eggs, the unfertilized ones. Sunset gain a taste for eggs back in the human world, which she was ok with eating seeing how bake goods she had eaten when she was a pony was made with eggs. And gives her the protein that her human body needs. (1)

The door of the room open as Celestia came in followed by a younger purple unicorn. She's much shorter then Celestia but is still taller then Sunset around 6 feet. She's wearing a white shirt that barely held back her oversized chest, which is large but nowhere the size of Celestia's. And she wore a skirt that didn't hide the bulge of her male sex organ. She learn that underwear isn't something that ponies normally wear. And she learn from hands on experience that the ponies big breasts are lighter then they look. Sunset learn that ponies are much bigger then humans, with pesgasus being the shortest at around 6 feet, the unicorns around 7 feet and earth ponies around 8 feet. Celestia is the biggest pony being an alicorn counting her horn she's stand at over 9 feet, under it not counting her horn. (2)

"Hello Sunset, I like to introduce you to Twilight Sparkle. I hope you remember her," Celestia said.

"Hello," Sunset said as she's tries to remember and remembering the small unicorn when she was still a student. Getting a good look at Twilight up close, Sunset realized that she's just a teen like her. Seeing that Twilight is just around 6 feet which, Sunset remembers that ponies back in her world aren't fully grown till they in their late 20's like humans.

"Wow!" Twilight said as she walks up to the bed looking over Sunset. She heard about the strange creature found in the castle vault and is being kept in the princess's bedroom. The rumors have it that the creature is an old student of the princess and that she gives off a very alluring scent. She heard the nurses talk about how much she smell so nice and how they had wanted to have sex with her. But seeing how weak and thin she is, cause them to stop as they didn't want to hurt her. The princess found them surrounding her bed and since then kept her in her bedroom.

"She's here to help you in relearning about the world," Celestia said.

"Oh...," Sunset said as Celestia still thinks that all her memories are just the dried plants and bottles of liquids that are used in potion making, that mess up her memories. Seeing how she ate and drank almost all of the contents of the vault, none of the unicorns or the princess knows what it done to her.

Celestia sat down on the bed next to Sunset. "Sunset you're still recovering and I just can't be here all the time so Twilight will be helping you relearn about our world."

"Ok mom. I'll be in the bathroom," Sunset said as she got up from the bed needing to go. Since she's smaller then ponies around her age she's has to wear foal clothes, which is just one of Celestia's shirts which on her is an oversize dress. She also learn that there is no nudity taboo as it was in the world she came from, but with the antro bodies all ponies have made it awkward as her mom slept in the nude. Celestia seeing how being naked around Sunset started wearing a loin cloth covering her male parts, she still doesn't cover her breasts. Celestia enjoys breast feeding her and grooming her when they share a bath together.

Twilight stared at Sunset's retreating form, Celestia had told her what to expect in being around her. The scent coming from her was overwhelming and she understood why the nurses had wanted to take Sunset. Celestia had cast a spell on Sunset that prevented most of her scent from leaving her body, and gave her strong scented shampoos and soap to hide her scent. But even that didn't stop her scent from being smelled but at least it's controllable for ponies to stop themselves. Celestia now her mother and long life had the iron will to stop herself from having her way with Sunset and all the maids and guards around her are ordered to wear a gas mask to keep them from smelling her. Whatever Sunset did to herself to stay alive, has change her body that is highly immune to magic being used on her. Which is why the spells, Celestia cast on her keep on wearing off and is having the unicorn mages at the magic school to figure out a way to hide Sunset's scent. She did a good test with a small towel that Sunset used to wipe her sweat with after working out to get back into shape and when ponies smelled it, cause them to into heat. Sunset's scent causes ponies to go into heat in strong enough doses. Which is why the nurses were so effected as they been caring for Sunset for days before she was move to Celestia's room. Since she was still in a coma her scent wasn't strong enough to effect ponies right away but now that Sunset is now awake her scent has become stronger.

"Princess is her scent always this strong?" Twilight ask feeling herself stiffing.

"Yes it is and without the spell I cast on you, I would be having to hold you back from taking her," Celestia said.

"Is that the reason why you been so sexually activate lately?" Twilight ask.

"Yes it helps to relieve the pressure," Celestia said.

"What about Sunset?" Twilight ask.

"She is too weak to have sex yet. The doctors say her body while different is basicly the same as ours just smaller and lacking a penis and balls," Celestia said.

"She doesn't have a penis?" Twilight ask shock.

"Just the female part as some of the other races have," Celestia said as there are races who have different genders instead of just one like the dragons.

"So has she... and...," Twilight began but was cut off by Celestia.

"No she is my daughter. And she is scared of my penis because of its size," she said.

"Really?" Twilight ask as she knows many would love to be taken by the princess.

"There is a size difference that would make sex very painful for her," Celestia said.

"What about that spell for ponies who are either smaller or bigger that would allow them to take a sex partner no matter the size difference?" Twilight ask.

"There is that but the changes to her body and to her mind have to be kept in mind," Celestia said.

"Her mind?" Twilight ask.

"She believes that our world we ponies are like sheep in body. We have no hands or feet just hooves and have two genders," Celestia said.

"And she went to a world where there are beings who look like her right?" Twilight ask remembering what Celestia had already told her.

"That's right," Sunset said returning from the bathroom.

"And both worlds aren't as sexually free as our world?" Twilight ask.

"No," Sunset said uneasy with the talk about sex. She has seen how big Cel... Her mother is and judging from the bulges she has seen of other ponies none of the ponies are small.

"Sunset I have been keeping you safe here but you must understand sex isn't something to be ashame of here. And I brought Twilight not only to help you learn but also as a lover," Celestia said.

"What?" Sunset and Twilight shouted out.

"I thought it be best for you to have your first time with someone else who hasn't had sex yet," Celestia said.

"Mom! She's too big," Sunset said as Twilight who isn't fully grown yet is still bigger in body size compared to her.

"Big?" Twilight mutters to herself as she holds her hands over her groin.

"Sunset I know you're scared of my penis because of its sheer size but others aren't as big as me," Celestia said as she lifts Twilight's skirt up revealing her penis to Sunset.

Sunset stared at the hanging piece of meat between Twilight's legs. The large penis is non-erect and is quite flaccid and contained within the sheath. Like how her mom's penis is when she seen it, just not as big. And attached to a hefty pair of testicles which are much bigger then what she remembers back in her world and the human one. And to her surprise the head of Twilight penis suddenly poke out from the sheath, looking to see why she began blushing as she watches her mother playing with Twilight's breasts turning her on.

"Mom!" Sunset shouted.

"Sunset this is normal for us," Celestia said.

"Don't worry if you don't want it no one would force you. If someone did they be arrested," Twilight said.

"Yes forcing someone is something that I don't look kindly on," Celestia said. "But for you to interact with other ponies you're going to need to learn about sex. It's how we ponies form bonds and friendship."

"But it's sex," Sunset said uneasy.

"Don't worry dear we'll take it slow, just watch and if you don't want to have sex you can just watch," Celestia said as she began playing with Twilight's body unbuttoning her shirt revealing her breasts which while not as massive as Celestia's but the pair she has are much larger then Sunset's by several cups. Celestia large hands grab Twilight's breasts and began playing with them squeezing and twisting them like clay.

Celestia then grabbed onto Twilight's breasts and used them as hand holds as she sat down on the bed, pulling Twilight onto her lap. From where Sunset stood she could see Celestia's giant cock pulsing with blood as it arched up between Twilight's thighs and she grinned against her wet pussy lips. Sunset gasped in fear and amazement seeing her mom's dangerously long hard thick throbbing horse cock lengthen and arch up in front of Twilight's own large penis, hiding it from view by it's sheer size. Below the tower of flesh are two large testicles the size of oranges that are capable of producing an large amount of semen.

"Mom how big is your penis?" Sunset ask staring at the long tube of flesh.

"My penis is 18 inches and 3 inches in thickness," Celestia explains shocking her daughter, judging from the expression on her face.

"That would kill me," Sunset said scared of something like that inside of her. Sure her vagina is made to be able to push out a child which is much bigger then that but it would be very painful for her.

"I realized that seeing how different in body size, I am to you," Celestia said as Sunset would even fully grown would still be smaller then she is.

"And you never had sex have you?" Twilight ask.

"No," Sunset quickly answered.

"Your mother isn't for someone who has never had sex to begin with," Twilight said.

"It's true, I have to choose carefully in who, I have sex with as the last time... that mare never did recover from her first time," Celestia said who since that time has always had sex with ponies who had sex before.

"So, I'll be your sex partner," Twilight said as she slides off of Celestia's lap showing Sunset her fully harden penis to her. "It's only 8 inches and nowhere as wide."

"Mom.... I.... can't do it with just anypony! I should at least get to know her first so... it won't be...," Sunset mumbles her mind racing in what to do.

"I understand," Celestia said as she stands from the bed and walks up to her daughter.

"Mom?" Sunset ask uneasy as her mom still has the hardon.

"You want your first time to be special don't you?" Celestia ask learning down to meet with her daughter's face.

"Yes," Sunset said.

"You and Twilight will just have to get to know each other as she teaches you about our world," Celestia said.

"Ok mom," Sunset said.

"And Twilight please remember to control yourself around my daughter," Celestia said turning her attention back to Twilight.

"Yes princess," Twilight said as she wonders what she's going to do to release some pressure. "But princess, I need some release."

"Both of us need some release," Celestia said as she waves for Twilight to follow her to the bathroom.

"Mom?" Sunset ask blushing.

"Sunset both me and Twilight be in the shower having sex, unless you want to watch as we have sex on the bed?" Celestia ask as Twilight stops next to her side. Both of them standing in front of the bathroom.

"No," Sunset said blushing. "And mom can't you make a spell that will keep me from hearing you two?"

"Don't worry, I will," Celestia said casting a sound proof spell on the bathroom. She doesn't have to worry about Sunset as she place many spells around the room that would alert her if her daughter was in any danger.

"If you want to see you're welcome to peak," Twilight said giggling as as removes her clothes as she follows right behind Celestia entering the bathroom.

"I don't think, I'll be able to survive in this world as a virgin," Sunset said blushing as her mind quickly began making pictures of what her mother and Twilight are doing in the next room.

Sunset tried to keep her mind off what's happening in the other room. She tried to read books and other things to keep her mind off what's happening. But unknown to her while the sound of sex was being block off, the smell of sex is drifting out of the bathroom and into the room she is in. The scent of the two ponies having sex is having effects on her as the scent of two mares having sex once smelled would cause the person to feel aroused and thoughts turn to sex. Which Sunset is now feeling and before she knew what she was doing she was peaking into the bathroom and her hands drifted down to her groin as she pleasure herself as she watched what's happening inside.

Both Celestia and Twilight stood in the large bath tube together with the shower on letting the water wash their bodies as they got good and wet. Celestia hugged Twilight tightly, her mouth seeking, then finding hers. Her hands slid down to her ass to pull her tightly against her as her lips crushed down on hers. Twilight's huge, fat, wet breasts pressed against Celestia's like big pillows press against even bigger pillows, squashed between their bodies as her mouth ravished her. Celestia's lips and tongue were like mad spiders, sliding all over Twilight's face and throat. Her hands squeezed her buttocks tightly and slid up and down the crack between them.

"Princess!" Twilight groaned, as she bent down and folded her lips around her nipples. She sucked it like a popsicle as her fingers dug deep valleys in her ass cheeks. She arched her back, bending herself far back and thrusting her tits towards Celestia's face, grunting in pleasure as her sizzling cunt ignited with new and greater fire, her penis harden sending flaring bolts of passion up into her belly. Her nipples burst out milk from Celestia's powerful sucking mouth.

Twilight's mind was a swirling storm of emotions and helpless responses. She was dazed by the almost painful heat pouring out of her vaginal hole. All she could do was groan and gasp and hang onto Celestia's large soft body to keep from falling down. Celestia pressed her into the corner of the tub, one of her hands lifting her right leg up and apart, opening her crotch up to her as she pressed against her. She felt her hard erection rub against her inner thighs as she dry humped her. Then Celestia's hand was on her cock, centering it against the sharply outlined little slit between her legs. She rubbed her wet cock back and forth between Twilight's cuntlips right underneath the penis and balls right above it, feeling the silky softness of her flesh against her with a groan of delight.

"Yes Princess put it in" Twilight said, in a small voice, one that could barely be heard. She had always dream of this moment where she'll be taken by her teacher. This is the first time she would have her teacher's cock inside of her and she'll learn first hand if the stories of her teacher being a wild sex craze beast is really true.

But Celestia wasn't paying any attention, even if she had heard. Her body vibrated to the song of lust, shaking and churning juices bubbling in her veins as her cockhead pressed against the tight elastic opening to Twilight's body. Then she felt the compression on her cock as it entered her student. Twilight felt her lips parted, felt her body pierced by her male organ. At first it was only an inch, then, as she found herself properly lodged in her entrance, Celestia bent slightly, pulled Twilight's leg further apart, and slowly, but firmly, slid her fat erection up her cunt and into her belly.

Twilight let out a long, soft groan of pure delight as she felt the intruding organ slide up through her cuntlips and move into her belly. Her head fell back against the wall and she closed her eyes in bliss. Celestia forced her larger body against her, pressing the last inch of her shaft that could fit into her body with glee. Celestia wish she could go balls deep into her student's tight body but there was only so much she could stuff into her, only the lovers who are as large as she is could take all of her inside of them. Her right hand cupped her buttocks, then moved over and rubbed against her asshole. She straightened a finger and slid it into her puckered anus as she held her tightly against her, unmoving but for the shaking and quivering of her body.

Their lips met in a long, hot, voraciously hungry kiss. Their tongues intertwined, sliding back and forth over each other like snakes in a shallow cave. Her hands, finally rose, came around her shoulders. She grinned herself on his hot pole of flesh, whimpering slightly as his hard cock moved and twisted within her. After what seemed like eons, Celestia finally began to move her body, sliding her gleaming cockshaft, inch by slow inch, out of her student's clutching wet cunt tube. It slid harshly across her balls, making her shiver and twitch against her.

When only the cockhead remained inside, Celestia slowly pushed it back inside again. Her movements were measured and even as she began to fuck Twilight, but didn't remain so for long. Neither of them, consumed in the fires of incestuous lust, could last for long, neither could hold back the furious tides of erotic passion surging through their bodies. Her strokes came faster, harder, stronger. Her cock slamming into her, stabbing up into her crotch with a terrible power that lifted her off the bottom of the tub. Twilight was now being held in the air by Celestia's arms and her cock stuff inside of her. Celestia hips pounded against her spread thighs, hammering her with all the force her larger and stronger body has to offer.

Twilight grunted with each impact, loudly, lustfully, in some pain, but overwhelming ecstasy. Celestia staggered back, almost losing her balance, Twilight lodged on her pole, her arms around her shoulders, her hands under her buttocks holding her up in the air. Celestia lurched forward again, slamming Twilight back against the wall, almost knocking the breath out of her with the twin impacts of her back against the wall and her body, and cock against her.

Celestia twisted Twilight around, almost viciously. Twilight's hands slid off her shoulders and she fell back momentarily, her upper body falling away, her fingers nearly brushing the bottom of the tub as Celestia arched backwards and held her waist tightly to keep her groin locked against hers. Celestia pulled her up again, and her flailing hands found and caught hold of the shower curtain rod. Her small fingers closed around it, holding herself upright as Celestia pounded her prong into her sucking, spitting cunt tube.

Celestia's hands slid off her waist, sliding down her buttocks and then down her thighs. Celestia lifted Twilight's legs up in the air, her hands sliding down to lock around her ankles. Twilight was almost bent backwards as Celestia forced her ankles up and to either side of her body, spreading her crotch for even deeper penetration. Twilight hung on grimly to the shower rod, her glazed eyes staring at her princess's bulging eyes as she hammered her cock into her crotch hole. The force of her penetrations made her swing back and forth on the rod, and caused the rod to jerk and bounce wildly. Twilight's own cock is bouncing between their bodies.

Twilight tits bounced madly, flopping and jouncing against her ribs like water balloons, along with Celestia's own massive pair of giant size water balloons. From time to time, Celestia bent and locked her lips around one of her nipples, sucking fiercely, chewing and biting on her sensitive flesh as she sought to suck as much tit meat into her mouth as she could, so that she can drink her student's milk. Twilight followed suit as she being shorter had an easier time in locking her lips around Celestia's nipples to drink her richer and thicker milk.

Twilight's cunt was burning and cramping with terrible excitement as it clenched around the cock pounding within it. It burned with greater and greater heat, until finally, with one final surge of excitement, it blasted off, sending a long, glorious wave of ecstasy through Twilight's shining, gasping body. She came with a rush, her head bobbing up and down, her mouth opening and closing and her eyes rolling back n her head. Her penis erupted shooting out thick cum by the gallon into the air, covering both of their bodies with her hot cum. She began to throw her hips back at Celestia, making her body swing harder and harder to impale herself on her teacher's big prick.

Then the shower curtain tore loose from the wall of the corner bath tube. Almost dropping her onto her back. Celestia caught her in time, but her tensed up, sex crazed body and mind could not hold her and slowly she came down onto the side of the tub. Her ass finally found support on the side of the tub, while her head and shoulders came down on the other side, sliding down onto the tile floor. Her hair and arms banged and jerked on the floor as her hands twitched uncontrollably. With Celestia's being so much taller then Twilight, the younger unicorn simply hang backwards with only her arms and long hair reaching the floor. Celestia held onto her legs, her cock still pounding down into her fuck-hole.

Twilight came again, her body trembling and shaking on the floor as her furnace like cunt screamed in pleasure around the hard pumping cock inside it. Her eyes were blinded by a flaring white light that surrounded her shaking, quivering body. Her cock once again blasted a stream of cum into the air between hers and Celestia's body covering them with another coat of hot cum.

Twilight's mind blanked, riding the tidal wave of sexual pleasure screaming through her frame. She gained some use of her limbs after her second cum, reaching, clawing upward on the tub and nearby toilet. She pulled herself up so she wouldn't be hanging backwards, then cried out as another wave of orgasm roared through her. She hung in mid air above the floor, her body jerking spasmodically as her sexual high snapped and tore at her senses.

Twilight pulled desperately at her legs, still locked in Celestia's tight embrace, trying to pull her crotch free from her pounding cock. She succeeded in pulling her left leg free, and swung it around, trying to turn over and move away. She needed to catch her breath which Celestia wasn't having as she hasn't cum yet. Twilight realized why Celestia is known as a sex craze beast from the ones who had sex with her. She doesn't stop till she finish, even when her partner needs a break. The two of them stumbled on the side of the tub, Twilight sprawling belly down across the toilet seat. Her wet body dripped water onto the floor and toilet. Her knees pained as they banged the bottom of the toilet. Celestia's cock still rested within her fiery box and she had no intention of letting it be pushed out. She half knelt, half lay upon her, her cock thrusting repeatedly into her fuck-hole as she groaned and gasped in bleary delirium.

Now the sound of their wet bodies coming together was louder even than the shower water which continued to spray against the walls. The slap-slap-slap-slap of her belly into her glistening buttocks resounded around the room. Celestia felt her groin tighten, felt her prong expand with even greater power and pleasure. Suddenly she halted in mid-thrust, then picked up the pace, pistoning her organ in and out of Twilight as it exploded with her cum. Huge wads of milky white sperm spat out the end and flooded down into her belly, filling her up as Celestia's balls released the gallons of cums they held to fill her.

Twilight felt the cum spaying into her cunt, it ignited another cum, this one bursting directly from her hole, sizzling and burning it's way up her spine to her brain and then erupting in a long series of shattering bolts of pleasure that emptied her mind of all but pleasure. Celestia continued to tear her massive cock in and out of Twilight's clenching, spasming fuck-tube, feeling her cock, rather than soften, get harder again. Her lust for her nubile body refusing to be satiated by one cum.

Celestia fucked her furiously, her cock churning within her overheated body for long minutes as she whined and grunted and whimpered like a tortured, mindless animal. Then she came again, cum juice pouring out of her cock and down into Twilight's cunt-pit. As before, the bubbling juices sent a crackling electric wave up Twilight's spine and into her brain, setting off small explosions of bliss and joy all through her body.

Finally Celestia's cock began to soften and she lifted Twilight's body up and turned off the shower then sat down on the toilet. She held Twilight's exhausted body against hers letting her rest. She wrap her arms around Twilight's body drifting down to her bulging belly that is full of her cum. Her cock still inside of Twilight kept the cum from gashing out, leaving her belly full with no opening for it to drain out. She then turns to her daughter who has been pleasuring herself watching.

"Sunset did you enjoy the show?" Celestia ask to her daughter. Who came inside the bathroom blushing having been caught spying.

"Mom is she ok?" Sunset ask seeing that Twilight was clearly out cold.

"She is just exhausted. This is the first time, I had sex with her and she isn't use to my pace," Celestia said.

"Mom, I think she has enough," Sunset said as she stares at Twilight's bulging belly.

"Yes, I think she has," Celestia said as she stood up lifting Twilight's body in her arms and walk back into the bath tube and turn the shower back on.

Sunset watch as Celestia pulled out her cock out of Twilight and a stream of cum came pouring out of well used cunt. Celestia began cleaning both her body and Twilight's, washing off the cum and sweat off of their bodies. Sunset seeing that she's work herself up into a sweaty heap having watched the sex and pleasure herself watching. Joined them and help Celestia clean Twilight's body who has woken up but is still week and daze. She and her mom shared baths together so it wasn't as awkward as it should be, as she scrubs both her mom's and Twilight's fur of sweat and cum. Sunset wonders if this is just the beginning of more sex scenes she'll be watching her mom having sex. And she wonders how much her mom has been holding back in having sex while she's was still bedridden up till now.

Author's Note

1 - Those who are vegetarians how do you deal with bake goods? Seeing that eggs are meat and are used in making bake goods. And ponies in the show have eaten bake goods which use eggs to make them.

2 - The pesgasus are the shortest of the pony tribes as they need to keep their weight down to be able to fly.