Herding Instincts

Tim gulps. “Fr…From…From the source?” He looks down between his forelegs. It’s been a couple of hours since Citrus had milked him last, and Flurry had been feeding from Cadance most of the day. He’s feeling the pressure at the moment. He looks at Twilight’s bright red face, then over at the herd.

Citrus comes up, putting a hoof on his withers. “Tim, we won’t force you. I mean, if you want, you can have me express you into a jar, then have her drink it immediately.” She looks over at Twilight, then at Tim. “But I must say one thing here. You’ve had Flurry nurse directly from you. It’s not much different than having Flurry than having Twilight. I know she’s bigger.” She clears her throat. “But it is easier this way.”

Tim looks from Citrus to Twilight and back. His ears flicking back and forth furiously. Then he chuckles. “Well, I’ve done enough suckling at her teats, haven’t I?” Then his ears fall. “But I didn’t get anything for it, just the fact that I was giving her pleasure.” He sighs. “W..wh…when should I start?”

Cadance perks up. “The sooner the better, within two or three feedings, her immune system should be bolstered enough to lessen her allergic reaction, perhaps after a few times should be enough to suppress the magic reflex part of the allergy. So she can get out of here.” She gathers up the rest of the herd. “I’m going to do some searching, see if I can find these ice roses, see if there’s a counter to them somewhere. You never know, she might be able to join you in looking for the cure.” In moments, it’s just Tim and Twilight in the room.

Tim glances around frantically. “I know how it is for Citrus to do this for me. And I’ve nursed Flurry. Those are words I’ve never expected to have come out of my mouth.”

Twilight sneezes again, the beam heading up to the ceiling of the room, leaving a serious scorch mark and fractures in the crystal. “I’m sorry, Tim.”

He smiles. “I’ve been thinking of new ways to sex you up, you beautiful mare.”

That gets a renewed blush from the purple alicorn. “Though not in a million years did you expect for me to suckle on your teats, right?”

He shakes his head. “You know, as awkward as this is, and it’s very awkward. I’m glad I can help you.” He looks around. “How do you want to do this?”

Tim blanches, taking a step or two back. Then he stops, sitting down. He’s quite aware of his different anatomy with his nethers and his teats touching the cold floor. Finally, he hops up on the bed. “I think it would be best if I laid on my side, like how I do with Flurry.” He stops, looking down. “She’s too short to do it easily while standing, and you are a bit taller than me, so that would be awkward.” He flops down on his side, lifting a hind leg as Twilight hops up on the bed herself. She scrunches her nose a bit.

Tim notices and flinches back, covering his teats, “Oh, what’s wrong?”

She flinches a bit. “Oh, no, trying not to sneeze.” She glances around. “I’m glad they got that Celestia forsaken plant out of the room, but I can still feel its effects.” She shakes her head before sneezing, the beam from her horn splashing into the back wall. She sniffles. “I’m trying to spread out the effect when I sneeze. If I hit the same place every time, I would have drilled a hole through the wall by now.” She sniffles again. Then leans forward a bit, using a hoof to spread his legs.

Tim, for his part, leans back, looking away as he can feel her hot breath on his teats. She latches on and starts to suckle, getting his eyes to go wide. She gets into a rhythm fairly quickly. And before too long, he’s lifted his head, watching her as she feeds from him. He tries to ignore the pleasurable sensations of what Twilight is doing, but quickly he finds himself panting, it feels damned good, and he watches the taut skin slacken as she rapidly drains one side. She then moves to the other teat, suckling strongly, and in a matter of minutes, he’s completely drained. Twilight pulls away from him, licking her lips. “Wow, Tim.”

“What?”

She flips over, bringing her head up to his, she wraps her forelegs around him, then her wings and holds him tightly. “If I had known you’d taste this good, I’d have done this sooner. Any chance you can stay a mare, please?” His eyes go wide as she kisses him, her mouth opening and her tongue invading his mouth. He melts into the kiss, only to have her tighten her hold on him as she pulls away and lets loose another explosive sneeze, he can hear the beam and the crack of its impact on the wall, but she quickly relaxes and resumes the kiss. For a long moment, they simply enjoy the taste and touch of each other. Finally she pulls away from the kiss, nuzzling her face into his chest. “Wow, mare you is so soft it’s unbelievable. Tim?”

“Mhmm?” He was pretty close to sleep. But her calling his name jolts some energy into his body, he looks down at the alicorn in his legs.

“Thank you. I know it’s very weird for you to have me do this.” She sniffles. “And it’s really weird for me to do this with you. I mean, I’ve suckled on all the mares of the herd, but that was while having sex. I don’t remember actually nursing. It’s twisting my head a bit, but if it helps me, keeps me from being a danger to everypony around me, I’m going to have to just mare up and do it. Are you okay with that?”

He looks at Twilight for a long moment, before bringing her closer and holds her tightly. “Twilight. That was the single oddest thing I’ve ever done. And the trouble is, I’m incredibly turned on, too.”

“Well, we could call Silver, or have you head over to our room and…”

“Oh, fuck no.” Tim shudders.

“Why not? You’ve got mare parts. Might as well give them a try.”

He shakes his head emphatically. “I don’t want to, Twilight. I’ve seen his package, I don’t want it in me. I’m not into that.”

“But…”

“No, Twilight. Please.”

She sighs. “You don’t know what you are missing.” She lays there for a moment, thinking. She brightens. “Well, you did say you were turned on, there’s things mares can do…” She stops, her face scrunching, she turns her head to the side and lets out another sneeze. This time, the beam causes the tinkling of shards of crystal hitting the floor. She reaches over and grabs a tissue, blowing her nose. She inspects the tissue for a moment. Then looks up at him while dropping it to the floor. “You know, perhaps Citrus or the rest of the mares of the herd should. I could hurt you unintentionally.” She looks down. “And I’d never be able to forgive myself if I did that.”

Something in her voice has him looking down at her. “Twilight, are you still blaming yourself for turning me into a mare?”

She shudders in his grasp before nodding. Getting him to hold her tightly. “Oh, Twilight. I’m not injured. And it’s kinda fun being a pony. I can walk among the other ponies around the Empire without having them shrink away from me. I’ll admit, I prefer my usual self. But this isn’t bad.” He shifts his hind legs a bit. “Though in the future, if you’ve got to turn me into a pony, let me be a stallion, please?”

She nods, tears leaking from her face. “Okay, Tim.”

***

Tim is heading towards the herd’s room. Just as he gets a hoof on the door the sound of rushing hooves stops him in his tracks. He turns as Cadance comes into view, a book is suspended in her magic, and a smile is on her face. She skids to a stop. “How’d it go?” His blush seems to be an answer, getting her to smile brightly. She holds up the book. “I think I’ve got the answer here. There does seem to be an allergic reaction to ice roses. But it’s very rare, Princess Celestia is the only other one known to be allergic. But a cure for it was found.” She flips open the book, the pages blurring as she gets to the right part. “Evidently nearly fifteen hundred years ago, the flowers grew in abundance around the Crystal Empire. Princess Celestia visited and within hours of arriving, she was in much the condition that Twilight was in.” She stops, tapping her chin in thoughts. “I wonder if it’s something to do when an alicorn is raised from a unicorn. I haven’t had that problem. And the crystal ponies would have to be immune.”

She continues reading. “Okay, the cure.” She clears her throat.

“The cure you seek for the crystal rose,
A quandary for unicorns this did pose.
While over time some young ilk,
Did find a cure in their mare’s milk.
But for those so stricken and magic ary,
A cure was found in a dragon’s cry.
Deep in the ice did a sky blue gem,
Ground into a powder they did blend.
Add to this the water of fire,
And stir three times with a heart’s desire.”

She snaps the book closed. “Who wrote this? Zecora?”

Tim frowns. “Pardon?”

She shakes her head. “Nevermind. Spike is getting on the train tonight, I’ll send him a message. Since somepony he knows quite well will be able to help with getting the dragon’s tear jewel.”

“Dragon’s Tear?”

She nods. “It’s a blue gem, tear drop in shape. They are very pretty, but quite rare. I know of a few ponies that can find gems rather easily. Twilight is one of them, but she’s not good with magic while like this. And a couple of her friends in Ponyville can help. If she can get on the train with Spike, they’ll be in fairly quickly.”

“And I can keep helping Twilight myself.”

Cadance nods and smiles. “Thank you for doing this. Flurry isn’t going to be happy about such developments. But she’ll have to adjust.” She leans forward, wrapping her foreleg around the human turned pony, adding in her wings quickly. After she pulls away, she leans down. “The guards have fully filled in the tunnel those nasty creatures dug in the castle, and we’ve added wards to prevent any more encroachment like that. It’s safe if you want to hold Flurry in her sleep again.”

Tim looks at the door to his room, then at the alicorn. “Perhaps another night. I want to spend time with my herd.”

She nods. “Perfectly understandable. You’ve had some time to get used to the body, gonna let Silver have a go?”

Tim flinches back. “Why does everyone assume that the moment I get girl parts, I want to be mounted?” He shakes his head. “No, Duchess, I simply want to hold them, and be held.”

She taps the side of his head with a wing. “Don’t knock it til you try it, Tim. As evidenced in your milk production, that body is fully functional. And while you might find the idea of being mounted and penetrated to be rather scary, I’m certain Silver will be gentle and loving.”

He ends her words with a hard hoof on the floor. “No, not interested.”

She shrugs her wings. “Okay, but remember my words. Hopefully soon we’ll get Twilight all fixed up, or she’ll have taught me the weave to make you back to normal, and you can go back to banging like before.”

“Cadance, I do appreciate what you are saying, but our herd is far more than just sex.”

She nods. “I know that, Tim. But bedroom activities are just as important as everything else.” She stops, her face heating. “You know, I think I’m a little lacking in that department, perhaps that’s why my mind is so in the gutter.”

“Sorry, I can’t imagine our visit has been conducive to that…”

She offers a sheepish smile. “I need to go find my husband. Let him know that Flurry will be in her nursery tonight. And let him nibble…” She clears her throat. “Good night, Tim.” She moves off, her tail flagging, to where Tim has trouble avoiding seeing her… He clears his own throat before opening the door. That mare is physical perfection, even the quick view he had has renewed his ardor from earlier.

**

“Citrus,” Tim calls out, moving into their large apartment. The others of his herd, minus Twilight, are all spread throughout the sitting room. He moves over and whispers in Citrus’s ear. She grins.

They move into the bedroom, Citrus taking a moment to close the door firmly. She turns to him. “Okay, you said you are horny.” She smiles brightly before he moves in and kisses her firmly.

“I want to ravish your body,” he moans out, bringing her closer. “I may not have the equipment right now, but I do know how to please a mare.” He lights his horn, picking her up and depositing her on the bed on her back. He crawls up and kisses her more. Enjoying the taste of her, he nuzzles her neck, following up with a lick, moving slowly down her body. He quickly finds he likes having a tongue more than double the length it was as a human. He writhes it slowly around one of her teats, getting the mewling pants from his mare that he always loves to hear. He feels her wink under his ministrations, and he laps his tongue around her clit, getting her breathing to stutter. He grins as he dives down into her.

He can feel his own tail thrashing in pleasure. He wants to make his mare cum loud enough to have the entire herd hear. Then a tongue runs along his own dripping mareness. Getting a loud scream from him. He flips off the bed onto the floor, panting. “Silver!”

North is sitting there, licking her lips. She smiles at him. “Being ridden unconscious by Cayenne as we speak.” Citrus is still lying there, panting. North lights her horn, and Citrus groans in pleasure as North looks at him. “I know you don’t want Silver to mount you, but you didn’t say no to me.”

“Oh, please, Tim…” Citrus moans.

North smiles. “Silver has been following your rules. Which means she’s been not getting mounted. She wants your attention, love.” She pats the bed. “You give your lead mare attention and I’ll give you attention. You need some stress relief too, right?”

He takes a moment to think, well, it’s not Silver mounting him. Finally he nods. “Okay, but nothing inserted.”

North’s grin turns predatory. “No promises there, love. I’m going to make your knees weak, and I promise this, you will love what I do.”

Citrus seems to have come back to herself. She turns her head to look at him. “Tim, you can trust North in this.” She wiggles a little bit. “Now, please, come back and show me the love you were wanting to.”

Tim nods slowly before hopping back up on the bed. North moves a bit away so he can resume what he was doing, his rear in the air as he dives back down into Citrus’ folds. He runs his tongue gently along her lips, and in moments she’s panting. North starts in on him. He gasps as her tongue parts his lips and finds his clit. For a moment, he forgets everything as she lovingly sucks on his clit, the feeling of him winking nearly gets his knees to buckle. His vision blurs as he tries to focus on Citrus. He does the same to Citrus, sucking gently on her clit, enjoying the sound and feel of her breathing becoming stuttered again. Then he sucks hard on her clit, her hind legs clamp down on his head drawing him closer as she cums for the first time. He rides out her orgasm as North does the same to him. His own breathing stops as an orgasm washes over him, he tightens his grip on Citrus as pleasure radiates from his clit all the way through his body. As the orgasm leaves, he’s barely holding on.

“Holy shit! That was intense!”

Citrus lifts her head, smiling at him. “You don’t know the half of it, love. You know that thing where you or Silver is fucking me while Twilight’s got magic on my nub? Now that’ll make you boil over til you see lights.”

North moans softly as she runs her tongue along his lips. He winks hard in response, getting quick licks along his clit from the other mare, eliciting multiple gasps from him as he dives back into Citrus’s nearly burning hot marehood. Though what North is doing back there is exceedingly distracting. It’s not very long before Citrus is moving away, helping North put him on his back, his rear legs spread lewdly. North settles between his legs as Citrus moves to kiss him. After what seems like forever, she breaks away and moves her mouth next to an ear. “Focus on how it feels, love.”

He closes his eyes as Citrus takes an ear into her mouth and bites down gently at first. North has her forelegs around his rump, trapping his tail underneath her chest. He gasps as she parts his lips with her tongue, just gently teasing the entrance, and lighting a fire in his skull. He moans loudly, and doesn’t see the smile both mares share. He nearly comes off the bed as her tongue gently probes inside, finding that special spot and getting a guttural groan from him. “Oh fuck.” He whimpers as another orgasm overtakes him, having his body vibrate on the bed. When he finally relaxes, he knows there’s no chance of him moving any time soon. Every muscle feels like water. He’s panting like he’s run ten miles at a gallop.

North moves closer, trapping his lips in a kiss. Their tongues battle before North lays her body next to his, Citrus on his other side. “See, you taste pretty good, you know that?”

Tim smacks his lips. “Okay, I’ll concede this. There are some really good parts to being a mare.”

Citrus squeezes him tightly. “You know, Silver could…”

“No, Citrus. No.”

She laughs. “I’m just teasing you. No pressure from us.”

He gulps and snakes his forelegs around the other two mares. “That was amazing.”

North giggles. “That was only the start.”

His eyes widen. “What?”

North grins, kissing him, then licking his nose. “Remember, you don’t have to worry about recharging like you did as a stallion. I can have you howling all night.”

He looks over at North. “Huh?”

Citrus bits his ear, much harder this time. North licks his cheek. “Oh, Tim. We are just starting. You are going to find out some of the best parts of being a mare tonight. It’s going to be a long night, and you aren’t going to sleep all that much.”

North hugs him tightly. “Now, for my next trick, I will make your sexual tension, disappear!”

Spike scampers along the paved surface of one of the main roads in the Crystal Empire. Next to him a mare walks sedately. The message from Duchess Cadance had asked him to bring somepony who’s very good at finding gems. His first choice was unavailable. But the pony with him is exceptional with rocks in her own right. He leads her into the castle, and they make it into the throne room. He bows before the Duchess.

“Thank you for coming so quickly, Spike,” she says formally.”

“It took a couple of days to find everything I was asked to, my Lady.”

“You have the sample?”

He nods, reaching into his bag and pulling out a small container. He shakes it a bit, showing a few dark hairs, then he pulls out a book. “Once Twilight is able to teach you the spell, you’ll be able to turn Tim back into a human.” He look down. “Would it be possible to…” He looks up, his determination firming. “To see Twilight. I miss her.”

Cadance smiles. “Of course, the last couple of days she’s been getting an alternate way to address the allergy she’s been suffering from. She should be able to be visited safely.” She looks at the pony standing next to him. “And who do I have the pleasure of speaking to?”

Spike gestures. “Duchess Mi Amore Cadenza, this is Maude Pie. She’s here to help you find the dragon’s tear gem.”

Cadance frowns. “I thought…”

Spike cuts her off. “She’s out of town, Manehattan, I believe, she’s working on a new fall line, and is very busy. She does send her regards, Duchess.”

That gets a beaming smile from Cadance. “Well, if Maude can help find the gem, this will make Twilight’s life so much easier.” She comes forward. “If you would follow me.” Spike and Maude follow the Duchess through the castle. She quickly opens the room for Spike to visit Twilight before turning to the gray mare. “So, have you heard of the dragon’s tear gem?”

“I have.”

Cadance clops her forehooves together. “Oh, good! I hope it’s not too far away.”

Maude tilts her head to the side slightly. “The deposit I’ve heard of is north of here, in the mountains between here and Yakyakistan.” She turns, then looks back at Cadance. “Am I going by myself to retrieve it?”

“Oh, no! Shining Armor is sending a half dozen guards, and some of Twilight’s herd is going to join you.”

Maud nods. “It’s not the most hospitable of places, Duchess.”

Cadance nods. “Quite understandable.” She stops, “When would you like to leave?”

“The sooner, the better, Duchess.”

“That’s fine, I’ll be back in a few minutes.” She trots off. Maude sits down to wait.

As she’s waiting, Spike walks into the throne room, his head low.

Maud looks over at him. “How is Twilight Sparkle?”

He gives a great big sigh. “She’s feeling a little better. She wouldn’t tell me what they are doing to help fix her, only to say that it will take weeks for it to work fully. That’s why the dragon’s tear is necessary.”

“Mother’s milk.”

Spike frowns. “What?”

Maude looks at him. “The reason they need the dragon’s tear is an allergy that only happens to alicorns that were rasied from unicorns. Mother’s milk is the only other remedy. Though she is wrong, it can lessen the symptoms, but it’s unfortunately not curative, since it’s a magical malady, mother’s milk can’t fully fix it.”

Spike frowns. “So, she’s having to drink mother’s milk? Can we just buy it? Get her home to Ponyville?”

Maude almost smiles. “Mother’s milk is milk from a mother.”

The dragon’s eyes go wide. “Cadance is feeding Twilight?”

“No, she isn’t,” comes a feminine voice neither recognizes. A pink unicorn is standing at the door. “I am.” Cadance walks in behind the mare, along with some other ponies.

Spike looks at the pony, noting the blank flank. “Who are you?”

The mare lowers her head. “It’s me, Spike. Tim.”

“WHAT?!” Spike shouts, rushing over to Tim. “I was told you were turned into a pony, they didn’t say anything about turning you into a mare!”

Tim chuckles. “I didn’t want it broadcast too loudly. But yeah.”

Spike’s eyes go wide, “What do you mean you are feeding her.” Then he stops, putting his claws over his mouth. “Oh, wait, you are?” His eyes dart to look at her flank. “You are making milk?” He tries to whisper.

Tim’s face reddens and he takes a step back.

“And he’s doing a wonderful job, Spike. He’s been helping Flurry and now Twilight. So no joking and there’s a fire ruby in it for you.”

Spike nods. “Of course, no jokes.” Then he rushes over to Tim, hugging him tightly. “Thank you for helping Twilight.”

Cadance nuzzles the dragon before turning to Maude. She says, “This is Silver, he’s one of the stallions of Twilight’s herd. And this is Citrus Blush, Twilight’s lead mare.”

Maude doesn’t even shift. “A pleasure.”

Silver looks back at Cadance, then over at Spike, lifting up a hoof for a hoof bump from the dragon. Spike giggles a bit before Maude heads towards the door. Silver and Citrus walking with Spike and the gray mare. Citrus looks at him before exiting, giving him a wink and a smile. He smiles back as the door shuts. He sighs and glances between his forelegs. “Well, it looks like it’s time for a feeding.”

Cadance smiles brightly at him. “Yeah, me too.”