Author's Note

Patric12345 is one of my oldest friends. He helped me write The Pack, and many other stories. It has been a long time since we did any sort of project, but I can safely say that we are back to writing together. I know I haven't been reliable when starting new stories, seeing as they always seem to be put on hiatus and never get finished. But I am very passionate about this story, and swore I wouldn't publish unless I was sure it would last. And I'm proud to say that we have 11 chapters already written, and will release them once a day. I want to get back in the public eye, and I think this is the perfect story to make that happen. Ash is my OC, and I write for him. Stardust belongs to my boyfriend Patric12345, who in turn writes for him. I love criticism and can't wait to see what you guys think of this story. Thanks for being patient, and I'm happy to announce my true return to Fimfic.

Chapter 1: Beginnings

"Finally," I mused quietly, staring up at the ruins at once could have been a large, and very beautiful castle. "Hmm... last time I was here I checked the library... nothing was really there..." I tapped my chin as I slowly entered the castle proper, "Maybe I should scout out the bedrooms... they might have left something in there that could help." I nodded and darted towards where I assumed the bedrooms would be. Though I began to notice something odd the further in I got, nature seemed to be reclaiming the castle a whole lot more the deeper in I got. I didn't have much time to think about it though as I tripped over a vine and hit the ground.

"Oww..." I groaned, slowly pushing myself up. "Ugh..." I wiped the little bit of blood from under my nose. Though that was quickly overshadowed by the fact that there was a huge vine covering over top of the doors to what I could only assume was the Princess' old room. "Damn it..." I grumbled quietly, falling back for a moment as I scanned over the doors, the vines were way to thick for me to do anything to. "Hm..." Then I noticed it, they didn't seem particularly attached to it... more just, covering the doorway. I stood up and slowly walked to the door, putting my hand just lightly against the vines, seeing if I could just push them out of the way.

The vines twitched, slithering around slowly. The tip of several vines poked out and pointed, as if staring at Stardust.

Stardust stepped back, he took in a deep breath, "I'm not going to harm anything, I just wanted to check inside the room to see if there's anything inside I can use for my research." He said slowly, trying not to appear threatening. Though he mentally chuckled at the fact that he was talking to vines, but he had done crazier things before.

The vines gave a glance to one-another before slowly turning back to him. As if happy to see somepony, a couple vines wrapped around his arms, while another few pulled the door open.

"Alright, well... thank you for letting me in." Stardust smiled, looking around at the vines as he walked forward into the room.

Though he stopped and all sense of the purpose he had come here for had faded as he saw the large tree in the center of the room. Now the thought of this conscious plant life intrigued him and he looked back at the vines, quickly trying to trace them back to their source.

The room was a jungle after all these years. Though it was less destroyed than the rest of the castle, there were still signs of age and cracks in the wall. There were plants, flowers, and many flora littering the ground and wall. Knowing all the destruction that occured here, the fact that such life has retaken hold and given a gentle harmony to this once great structure, brought some happiness to Stardust. Tracing the vines back he saw them coming from inside the tree. At least, that's what it looked like. Stardust put his hand on the tree, tracing his hand down the trunk to the start of one of the vines. His heart skipped a beat at the strangest feeling. The tree was cool, not surprising. But part of the tree was warm, beating, breathing. In fact, the vine was between the cold and hot parts of the tree. The closer he examined it, the more he started to think that the warm part of the tree wasn't actually a tree. The way it bulged from the trunk showed more an outline of another pony. That hypothesis was confirmed as two white eyes opened, staring silently back at Stardust.

Stardust stumbled back, staring wide-eyed at the pony. His mouth fell open, "Oooh... my..." He mumbled, looking the pony up and down. He then took a few cautious steps forward.

The two white eyes amongst the tree were accompanied by a toothy grin. Each tooth triangular, reminding Stardust of a shark. The teeth appeared like the Cheshire Cat, except more terrifying.

Stardust froze up for a moment as his eyes darted all over. "Oookay..." He muttered, stepping back slightly.

The rest of the pony's body faded in slowly. His body was a light, mossy green. The long hair he wore was dark, grassy green, and flowed down to the middle of his back, and some in front of the shoulders down to the bottom of his chest. The entire floor around him were slithering vines, all leading to his body. The pony's waist and below was buried beneath the squirming surface. "What brings you to my humble abode?" His gentle voice cooes.

"Well... I was looking for anything that could have helped me with research..." Stardust started, "But... I mean, this, is just so much better!" He said, smiling widely.

"Oh you flatterer!" The strange pony waved his hand as if telling Stardust to stop.

"I've never seen anyone like you before..." Stardust said, slowly stepping forward and studying the strange pony, "Do you happen to have a name?" He asked.

"I'm Ash. Who is the handsome pony I have the pleasure of welcoming?" Ash beamed and ushered Stardust to come and sit beside him.

"I'm Stardust." Stardust introduced himself, sitting down beside Ash. "It's nice to meet you." He started.

"What brings a beautiful stallion like yourself to an old, decrepit castle like this?" Ash mused, his tendrils slowly making themselves at home around Stardust's arms, legs, waist, chest...

"Well... um..." Stardust muttered, glancing between the tendrils and Ash, "Are... you..." He started slowly, tilting his head. "Coming onto me?" He finished.

"Oh! Dear me, I'm sorry. It's been years since anypony has come through here. I suppose I'm just longing to be close to somepony." Ash's voice was blanketed in embarrassment, the swarm of tentacles starting to retract from Star's body.

Stardust let out a long sigh, "Okay... sometimes I just get confused." He laughed, "It's fine, I don't mind them." He assured, smiling at Ash, pulling the tentacles back in. "It's actually kind of nice."

Ash's smile returned in full, nearly double the amount of slithering appendages moving to keep Stardust company. "As I was saying... what brings you here? I can most likely help you find something."

I actually came looking for anything that could help me further understand my magic... just anything that will help me understand how to better control it would help." Stardust sighed. "It's kinda hard to explain... because I don't even know what I'm looking for, I think it might just be anything written left behind or any books hidden in here... anything could really help."

"Perhaps I could help. I'm old enough to understand most types of magic. Though I'm not particularly specialized." Ash smiled, scooting closer to Stardust excitedly.

"Hm... well I draw power from the sun... and it helps me cast a lot of magics... but so do the moon and stars... it's sort of awkward because inside anywhere... I'm powerless besides my own strength." Stardust explained, "That's about as much as I've figured out now... and I've been trying to find out as much as possible."

Ash cocked his head curiously. A tendril slithered over to the windows and uncovered them. The moonlight shone in onto Stardust's body. Ash gave him a smile. "There! Just so you feel safer around me."

"Oh, thank you." Stardust smiled, "I already felt safe around you though, cutie." He laughed, looking up at Ash. "If I could know, how old are you?"

The pony tapped a finger to his chin and hummed. "Well, I believe I turned ten thousand and three only a few weeks ago."

"W... what you turned... ten thousand and three?" Stardust said slightly startled. "That's... um wow..." He mumbled.

"My niece Celestia hadn't even been born yet." Ash giggled lightly.

"P-Princess Celestia is your niece?" Stardust gasped.

"Did you know that the Sun Princess isn't passed down? Before Celestia and Luna, the sun and moon had their own cycles. Days and nights were much longer." Ash speaks as if from memory.

"I didn't know that." Stardust shook his head. "That's interesting to hear though."

"Oh yeah! Just like how Everfree clouds have their own kind of will... that's just a glimpse of what it was like back then. Before alicorns, before Pegasi could change the weather." Ash nods, his tendrils around Star tightening in a more loving manner. "Ponies are capable of such wonderful magic... such beautiful art."

"I agree... what some ponies can do is absolutely amazing." Stardust nodded, relaxing even more. "This entire world is just perfect..." He sighed, "I wish I could understand it all..."

"If it's knowledge you seek, I can tell you anything I know. I have eidetic memory. I remember every book I've ever read, even those that were destroyed at the birth of Nightmare Moon." Ash reached over and cupped Stardust's cheek, gently sliding his thumb back and forth along Star's cheek in a soothing motion.

Stardust laughed quietly, "Where's the fun in having someone tell you everything? I know there are somethings impossible for me to find out myself, and I'll concede learning that from someone, but for everything else... I'd rather find it out myself." He said, "So... thank you for the offer, I might ask you about somethings later... specifically those books, but for now... I just want to learn to better control my magic for the moment."

"Well, if your magic is anything like Celestia's, perhaps you should read the same books they did when they were growing up." Ash's face lit up. Two of his appendages darted away, slipping three books from the surprisingly intact bookshelf between Luna and Celestia's old beds. The first book was titled "Solar Powered Masteries", the second was "Moonlight Magic", and the final was named "Constellations, And The Truth Behind Them".

"Wow... this... is amazing!" Stardust said his smile growing wider. "I didn't actually think there'd be something like this! Thank you so much! Is there anything I can do to repay you for this?"

"Well, it's been awhile since I've left home. Perhaps you can show me to yours?" Ash combed some hair behind Stardust's ear as he spoke, his voice as soft and gentle as always.

"Alright, just um, I hope you aren't one of those prudes... I just really like to be naked. But it's sort of hard around town... most ponies don't like it when I even lay out on my roof." Stardust said. "If you don't mind that then you're welcome to come stay at my home!"

"Oh I bet you're hard all over town." Ash waggled his eyebrows playfully.

"Mmm, I tend to stay inside when that happens... it takes hours to go down." Stardust waved off. "And the guard is just full of prudes... it's like they can't handle a stallion trying to be himself." He laughed.

"I personally don't mind. I don't know if you've noticed, but..." Ash leaned over and whispered, "I'm not wearing anything."

"Well, I didn't know that... most of your body is hidden underneath those tentacles." Stardust said.

"Mm yes it is. Unfortunately I have no clothes. So I guess this will have to do." Ash stood up to his feet. Every tendril in the room started to whip back, retracting into his body. Enough tendrils stayed, flattening out and wrapping around his lower half. The flattened tentacles seemed to meld together and change colors, looking like a silky smooth pair of green dress pants.

"Oh... well uuuh..." Stardust said as he stood up, his shorts already torn completely off. "I um sort of got excited at the thought of someone who doesn't care if I'm nude." He laughed quietly.

Ash grinned, some more tendrils wrapping around Stardust's waist and legs. The same happened, forming a pair of pants. This time, the color was a bright alabaster. Star could only blink in amazement. Though, one tendril from his pants was connected to Ash as to maintain the form.

"Um, thank you." Stardust said, his amazement growing. "How did you know I liked white?"

"My chameleon ability mimics my thoughts. Touching you, it picked up on your interests and

"You just keep getting more and more interesting." Stardust mused. "Well... um why don't we head to town?" He asked scooping up the books Ash had given him just a bit ago.

"Lead the way big boy." Ash winked. Stardust felt something spank his left cheek. Though Ash's hands were by his side, Star felt like he knew what it was.

"Just follow me..." Star said, smiling back at Ash as he lead the way, to town.

Stardust opened up the door to his home and motioned Ash inside. "Here we are." He said.

Ash walked in, the tentacle connecting the two yanking Stardust inside too and retracting so their hips were touching side-by-side. Ash wrapped an arm around Star and looked around the living room. "Heee... it's really warm in here." Ash practically purred.

"You are really frisky... aren't you handsome?" Stardust teased, slowly tracing a finger up Ash's chest.

It wasn't until now that Stardust saw just how tall the ten foot creature in front of him was. "I just want what I like. And I like you, my sweet." Ash leaned down and slowly licked Star's neck. Stardust gasped as the feel of his tongue was like the shock of a jellyfish. Though it wasn't unpleasant…

"Mmmm... what was that?" Star inquired. "Are you trying to poison me now?" He joked, nuzzling Ash's chest.

"Just a little motivator. Now what's say you take me on a tour of your home?" Ash's tendrils retracted, both pairs of pants unraveling. His flaccid shaft hadn't even begun to swell, yet it was as thick as his fist, and hung down to his knees. Ash tenderly pet Stardust as the smaller pony gazed upon the pent up, ungodly pair of watermelons between Ash's legs. Whether it had been years between certain activities , or if Ash was just that much of a stud, Stardust hadn't the faintest idea. But the scent that hit Star's nose was that of fresh honey. Whatever he was injected with was really making this all that much more overwhelming.

"Wh... a-a..." Star could barely mumble as his eyes were locked on Ash's crotch. "T-that sounds good..." He muttered, his own cock beginning to slowly swell, though it only reached half-mast, which frustrated him a little bit. His size was much smaller than Ash's though it was nearly at half his five foot stature, rivaling his short size, though his balls were much smaller, being just a bit bigger than they normally would be.

Ash leaned in and whispered, "How's about you show me your room?" He slowly gave Stardust's neck another lick in the same exact spot. The area was much more tender, making him feel every single individual taste bud as they shocked with thousands and thousands of tiny little aphrodisiac laced needles full of pure liquid love, transfering into Star's blood and boiling it. The heat rising in Star's groin was all that scorching blood pumping through his veins, each cell full of mind bending, lust addling ecstasy.

"Y-yees..." Star nodded, "J-just... up here..." He said, grabbing Ash's hand and showing a strength that seemed disproportionate to his size. He pulled him up the stairs and into a large open room, a large glass roof going over the ceiling opening directly up to the night sky. A rather large bed sat in the center of the room, the only other furniture was a single wardrobe off to the side. "H-here we are..." He panted out, his cock now straining at full size and it seemed very painful for him.

Ash guided Star to the bed and sat the pony down. Stardust let out a quivering gasp as his rigidness disappeared down Ash's gullet. The plant-like pony devoured the entire shaft, making Star forget the rows of razor sharp shark teeth. In fact, he didn't feel a single one touch his genitals. The only thing he felt was the constant, endless hands he felt. Millions of tiny hands giving his cock a deep tissue massage. Each delicate hand was pumping the cock full of his orgasmic venom.

Star could barely shake as pleasure rocked his entire body. "Nnnaaahhh..." HE moaned loudly, grinding against Ash's face. "I neeeed... this..."

Ash closed his eyes, his mind spinning. He was falling in love faster than Star was. The simple act of pleasing another pony was one of his own wet dreams. The simple fact that not seconds into the act that Stardust was melting like putty between his fingers, it made Ash's heart flutter. It also made his own blood start to flow. His tongue lapped at Star's sack, the druglike saliva slowly coating each testicle and making them throb with their own productive heartbeat.

Star quivered even more, his entire body giving out as he went limp on the bed, unable to comprehend all the pleasure he was feeling from the drugs now coursing through his veins along with the incredibly skilled stallion giving him a blowjob.

Ash started it slow. More of Stardust's shaft became visible and open to the outside air. Yet, Star couldn't tell the difference. The feeling of those countless hands stayed, groping and massaging every inch as the stimulating saliva drips from the glistening stallionhood, lingered on. Soon enough, Star's cock was sheathed in his throat again, making those vibrating palms return in full force.

"Haaah... you're... the best ever..." Star groaned shivering audibly. "I don't think I can go back..."

Opening his eyes, Ash looked up and gave Star a wink.

"You know what big boy... why don't you give me a chance to give you a little something back?" Star suggested.

Ash pulled Star from his mouth with a pop! Even though he had stopped, Stardust still felt as if the blowjob was continuing, and getting stronger... better.

"Come on big boy... you g-_gaah_-t a taste... now it's my turn..." Star squirmed, moaning loudly.

"If you insist." Ash stood up, his head tilted to the side with a set of bedroom eyes, and a come-hither stare. Several of tendrils revealed themselves, spinning Star around and dangling his head off the foot of the bed. Stardust was now face-to-face with two massive cum tanks, the ungodly mass of cock on his chin, neck, and chest.

Star buried his face in Ash's nuts, licking, kissing, and nibbling on them as his hands began to slide and grope the massive shaft that was being hugged against his body.

Unseen to Star, Ash had that cheshire grin on his face. "Want to know something fun?" Ash's shaft was already starting to drool. Though instead of a clear pre, the only thing flowing was cum. Actual, unnaturally thick, honey scented cum.

"Go ahead..." Star said as he gulped down the cum, making sure to lick it off of the thick shaft and massive balls that he was so enamored with.

"Each of my tendrils has it's own venom. But they also double as another breeding tool. And they each have their own reproductive system. But when not in use, those reproductive organs produce directly for... well." Ash purred, grinding his sack into Star's face for emphasis. The smothered pony felt just how thick and productive the mighty pouch was, churning and throbbing it's own heartbeat.

"Mmm, that must really make you the life of the party..." Star panted, nuzzling the large sack. "You're going to be an absolute hit around town..." He kissed the shaft and ran his tongue right around the base, his hands squeezing as much of the large testicles underneath as they could. "But first..." He mumbled, slowly working his way up the large shaft, giving Ash a show of how flexible Star really was.

"Ohhh! Somepony knows what he wants." Ash's cock gave a hard throb, expelling a large glob of cum from the tip.

Star ran his tongue around as much of the shaft as he could, his hands now running all over the tip, massaging and teasing Ash as he coaxed more of the cum out. "I get what I want... and I want to see you actually cum..." He breathed as he kissed Ash's chest once before going back to kissing and licking his massive cock.

"You won't be waiting long. It's been so long since I've... ahn..." Ash groaned deeply, sliding his hips back. The constantly drooling tip was now hovering above Stardust's mouth.

"Oooh, not yet... I still need you inside of me..." Star growled, squirming, "You had better not cum outside of me... I won't forgive you if you do!" He squeezed Ash's shaft tightly, "Do you understand me?"

"Ah!" Ash yelped, his extraordinarily long tongue slithering out and dangling from his mouth. "Yes master!"

Star managed to right himself, very quickly yanking Ash down onto the bed, forcefully putting him on his back. Now Star was hovering above Ash, his own throbbing cock now releasing a solid stream of pre onto the large stallion, though Star had little care for that as he was now holding his ass just above Ash's cock. "Oooh, this is gonna be good..." He groaned, before slowly lowering himself onto the pole that was just as tall as he was. He pressed back into Ash's chest, forcing himself down as far as he could go. "Gaaah..."

The cock was lubed with the fountain of potency that had utterly soaked it in white. The ancient pony below was panting, his face was the burning red of a forest fire. Though he was many millennia old, Stardust was turning him into the equivalent of a virgin who found his way into a threesome, and he was invited.

"E-_aah_-njoying yourself?" Star breathed, pushing down even more. "Oooh, cause I know I am..."

"Ye-aaah! Thank you for your kindness master. I'm so lucky to have you!" Ash said with a mixture of a moan, and a gasp. Stardust gazed down at Ash, the plant pony's lips looking very appealing. Especially knowing what that tongue of his can do... he was beginning to get curious.

"Come on big boy... you have to show me what you want... and you have to take it..." Star breathed, motioning the plant pony up, his arms opened up for him.

Ash eagerly sat up and wrapped his arms around Star. Ash's usual grin was replaced by a smile the bled both happiness, nervousness, anxiety, and love. Their lips interlocked, sending a hard shiver down their spines. Ash and Stardust's tongues intertwined with one another. Ash felt his heart soar again, cock increasing it's production of cum. The gentle stream of thick lubricant sped up, and Ash was happy. Stardust, on the other hand, felt the next injection in full. As if drinking from the source, his entire body became super sensitive. Every inch of his flesh became an erogenous, stimulating his prostate and sexual organs with the lightest of brushes. Star became aware of muscles and placed he didn't know he could feel. The massive cock inside him became that much more noticeable. Every spot inside him could feel the cock he was impaled on. He was feeling it in places he'd never felt before. He was super aware of every detail, every throbbing vein... every blob of cum slowly filling his body. It kept building, and building, and building! Until he could feel that cum leaking out of his ass, coating Ash's cock and Star's own sack.

Star moaned loudly into Ash's mouth pushing harder against his lips, his eyes rolling back into his head. His cock twitched violently a few times as he shot out a large amount of cum all over Ash's chest, though he remained just as hard if not growing harder by the second.

Ash pulled back, hugging Star's head to his chest. Quickly, Ash was on top, and Star's back hit the bed. The tall stallion gave his first thrust inside. In a simple move of Ash's hips, the cock had unsheathed and rammed itself back to the hilt.

Star gasped into Ash's chest, letting out a small squeak as he nuzzled into the stronger ponies' chest. "Yeeeessss... fuck meeee haaard!" He moaned, "Pleaaaseeee!"

Ash was nearly drunk with pleasure, focused entirely on pleasuring his mate. His snake like tongue slithered down Star's body, making a trail as it's electric stings spreading from where the tongue touched and outwards. It reached Stardust's cock and coiled around the tip, spiraling down to Star's sack. The tongue tightened like a chinese finger trap every time Ash tugged upward.

Star's mouth fell open as his cock twitched once again, this time shooting his thick seed right onto Ash's tongue giving him a full taste of his mate. Star was simply clinging to Ash's large body riding out wave after wave of pleasure as his ass was brutally destroyed, he was damn sure his entire body would be aching tomorrow but it was definitely going to be worth every second of it. "Oooh, please... destroy me... make me yoooouuuursss..." He groaned, his ass tightening desperately around Ash's shaft, squeezing it tighter than anything had before. "Fill me up... pleaaseee..."

Ash was already starting to swell with seed. The already massive trunk was twitching a dozen times a second. With the taste of Star's cum in his mouth, Ash's tongue whipped up and retracted. The animalistic thrusts knocked the wind from Stardust's lungs with each push. Ash gave a wild snarl, his predatory sharp teeth bit into Stardust's pillow, tearing it in half like a bear on autopilot.

Star quivered violently and nuzzled further into Ash's chest, grinding his hips down against Ash's shaft nearly begging him to cum. "D-don't hold back..." He pleaded, "Cum inside of me... fill me up..."

All at once Stardust felt Ash cum. And gods was it an orgasm to remember. Not only did the venom make him able to internally feel every inch of the magical cock stuffed inside, but he could feel just how hot the cum was as the first blast came out. His belly surged rapidly outward, and goodness was it hot. His insides literally burned, but it felt so good! The speed of it pouring out around Ash's cock, yet still having the speed and power to bloat the smaller stallion's midsection.

Stardust could barely eep out a moan as he quivered underneath Ash, his own orgasm coming out in full force, splashing once again in between them. "Ooooh yeeeesssss...." He moaned, closing his eyes as his tongue fell out of his mouth and dangled freely as the cum flooded through his entire body.

Ash let out a long sigh, his endless orgasm continuing on. His swollen sack didn't seem to reduce in size in the slightest. Perhaps he really was just that productive! Ash cuddled Stardust closely as he continued to fill the smaller pony. He kissed Star's forehead, lightly peppering his face withs kisses and gentle stimulating licks.

"Oooh gods... I love you so much..." Stardust mumbled, nuzzling Ash. He quivered once again, his eyes slowly beginning to flutter shut. "Ooh... you're... so perfect..."

That large, cheshire grin was back again. Ash raked his fingers through Star's hair. "You are the best thing that's happened to me in a thousand years... thank you so much..." Ash whispered.

"I'm glad that you feel that way..." Stardust sighed, tightening the hug he had around Ash. "And you're more than welcome to stay as long as you want..."

Ash looked down and blushed. He saw the massive bloated belly, looking like twins were in there. "Oh gosh... I'm sorry." He bit his lip, clearly embarrassed at what he'd done.

"Oh it's fine... I'm sure I can figure out a way to force the bloating down. With you around it'll be a necessity." Star laughed, gently tapping the end of Ash's nose, "Honestly, don't you worry about me." He kissed Ash.

Ash beamed, hoisting Stardust up and walking the still-impaled pony to the bathroom. Several tendrils extended, closing the door, turning on the shower, and sliding the glass door open.

"Mmm, gonna wash me up are you?" Stardust teased, "You know how to treat a stallion." He giggled.

Ash licked Star's cheek. Instead of pleasure coursing through him, he was hit with a gentle splash of love. All his muscles that were sore and achey started to relax.

"Mmmaaaah... how many venoms do you have?" Star asked as he relaxed into Ash's chest.

"As long as some flower or plant can produce it, so can I. At least, if I can find that flower." Ash giggled and stepped into the shower with Star in his arms. "Can I be honest with you, Stardust?"

"Be as honest as you want." Stardust said, looking up at Ash.

Ash's face started to redden again. "I don't mean to rush things, even though we've already had sex. I just... well, wanted to say..."

"You wanted to say..." Stardust grinned, looking Ash in the eyes.

"Maybe it's just the loneliness talking, but I... I don't want to be alone anymore." Ash said to him as if he was begging.

Stardust smiled widely, "Ash..." He started, quietly laughing.

"I love you... please tell me you love me." Ash was shaking, hugging Stardust as if it was going to be the last.

"I love you Ash." Stardust kissed Ash. "I love you so much..."

Ash returned the kiss, closing his eyes tightly and opening his mouth. He wanted Stardust to be in control and use him. Star could tell what Ash was doing. Ash wanted to make Stardust happy. He wanted to make sure that Star would be so happy in this relationship that Stardust wouldn't want to leave. Star felt sad, happy, confused, loved... The fact Ash truly loved him this much was almost more than Stardust could handle.

Stardust pulled back from the kiss and nuzzled Ash's neck, "It's going to be really nice to not be alone every night." He sighed happily, cuddling against the plant pony. "Especially with somepony as big and strong as you." He chuckled. "Why don't we get cleaned up and maybe we can cuddle up while the night is still young." He suggested, looking up at Ash.

Ash unsheathed himself slowly. Immediately Star felt all that cum stuffed inside groan and start flowing back down through his body.

"Aaaah~" Stardust moaned quaking in Ash's arms. "Oooh... it's so different going back out..."

"Just let it all out. My sweet little pony. I love you."

Star closed his eyes and pressed his head into Ash's neck. He pushed his own chest against Ash's as well, forcing out as much of the cum as he could get out of his body.

It was much quicker coming out. Ash gently raked his fingers through Star's wet mane, gently trying to sooth him as the event was finally over.

"Oooh this... is really going to take some getting used to... but it feels so good." Star cooed softly.

"That could be every day. You beautiful, amazing creature." Ash whispered. His swarm of tentacles were beginning to flood out again, wrapping around Stardust to keep the pony warm and cuddled.

"You're going to make all of my future plans difficult..." Stardust sighed, his smile growing again. "I just keep loving you more as the seconds go by."

"You know... I came inside you. I think it's only fair if I return the favor." Ash said in a sultry tone.

"Mmm, I might be nowhere near as big as any previous partner's you've had big boy... are you sure you want me to even try to pleasure you the way you pleasured me?" Star raised an eyebrow, staring right at Ash.

"Oh silly, you have it backwards. Having me fuck you was pleasurable for me. You fucking me? It's all for you... you're all I care about." Ash cooed softly, nuzzling his face to Stardust's cheek.

"Please... you act like that fucking... well then I guess I'm going to have to show you what love making is." Star grinned widely.

Ash giggles like a school filly and kisses Stardust, climbing on top. Star's heart skipped a beat as their tongues touched. The venom this time was like the original, except much more potent. His whole body started to heat up, making his blood boil. His stallionhood started swelling, but it didn't stop. It was nearly twice the size it was before, feeling extremely puffy and swollen. Even his undersized sack felt like it was filling more and more. Whatever Ash was doing, it was making him feel even more masculine.

Star pulled back and squirmed down from Ash's grip, "Alright, now... you just need to make this easier for me. I am a lot smaller than you." He said, motioning for Ash to kneel down.

Ash kneeled down and pressed Star's new enlarged size prod Ash's backdoor. "Ohh like this?" Ash cooed.

Star placed his hands on Ash's ass, groping and squeezing his flesh as he slowly pressed his dick into Ash. "Yeessss..." Star hissed, pushing himself in closer. "Just like this..." He breathed out giving a small thrust inward, taking his time in inching forward into the larger stallion, the warm pulsating walls around him clenched down even harder.

The two had shifted slightly. Ash was on his hands and knees, and Stardust was kneeling behind him. "Ohh this was worth the walk." Ash hummed in a sultry tone. Several tentacles coiled up Stardust's legs. The tendrils started massaging his sack, while one more prodded his ass.

"Oooh, I expected to have a tentacle shoved down my dick now... but this works just as well..." Star joked, pushing into Ash even more as he reached around and pushed the tentacle into his own ass. He gave Ash's ass a slap as he finally hilted himself. "Mmm there we go my love..." He breathed out enjoying the feeling of being inside the warm ass of his new plant lover.

Ash let out a yelp, followed by a fit of laughter. Stardust felt something inside Ash's ass. Something moving. It was as if the same tentacles were slithering about inside him. They were coiling around his cock as he thrusts. Not only did Star have to pay attention to the already great tightness his ass was giving, but he was receiving a constant massage from the inside.

"Ooookay... keep that up and you'll get your first blast really soon..." Star moaned loudly as he pulled slowly back.

Tentacle after tentacle slipped out, wrapping around every inch of Stardust's body they could find. The one at his puckered hole pushed in, inch after inch disappearing inside Star's body.

"Aaah, so amazing..." Stardust moaned loudly, slamming himself balls deep into Ash again. "Oooh I won't be able to take my time with you now..." He grunted, slowly beginning to fuck Ash in earnest.

"If you think you're only gonna cum once, you should go a little faster." Ash shot a wink back at him, occasionally timing his hips to thrust back, making their hips slap together powerfully.

"Ooh honey, you have no idea how many times I'm going to cum..." Stardust laughed, reaching down and squeezing Ash's balls as he slammed in harder. "Mmm now that I'm in control and you pumped me full of your venom... we're going to be here for hooouuuurs ..."

Ash clamped his teeth together. Stardust felt something sticky on his feet. Glancing down, he saw cum spreading across the floor. Ash's tongue was dangling out, hanging limp as he came. All the tentacles had bulges the size of golf balls traveling down each one. Stardust's entire body was being coated by each tendril's seed. The one inside him made each of those cum bulges stretch him wide, rippling through his insides and prostate before ending in blast after blast of warmth.

"En-njoying yourself?" Star panted, thrusting in harder as he shot his own seed deep into Ash's body, an incredible amount pouring outward. "Oooh, you're definitely going to be filled by the time I'm done..."

Ash went limp, his body slumping forward, but his rear still glued to Star's crotch. His face mashed itself into the sticky floor as his insides groped and milked Stardust's cock for all it had.

"Nnn-aaah... good boy..." Stardust moaned, pulling himself back before thrusting violently back in. "Oooh come on..."

"Enjoying y-yourself bahaack there?" Ash gave a guttural groan. His cock and all the many tendrils were already starting to twitch again due to Stardust's pace.

"Oooh, you have no idea..." Stardust said, "If this is what love feels like then I'm never letting you leave me..." He cooed, giving Ash's ass a slap as he roughly thrust in again, another load being pumped into him, though now that the first one was out of the way Star just kept going with no signs of slowing down.

Ash's grin returned in full, his tongue slipping out again. Star's cum oozed out around his cock, having forced so much in that it was finally starting to seep from it's prison. The tentacles wrapped around Stardust all started to release their own love onto his body. Star's orgasm had a tendency to start a chain reaction between the rest.

"Mmnnn, keep filling me up like that..." Star breathed out, squeezing Ash's hips as he ground against the ass he was buried so happily in. He grunted quietly as he slowly began to pull out, though this time he didn't seem like he was stopping.

Ash just attempted to catch his breath, his tendrils lovingly squeezing Star's limbs and body as tenderly as possible.

Star wrapped his arms around Ash, pulling him down onto the shower floor as he cuddled with the large plant pony.

"Ohh! Now you're spoiling me." Ash curled up against Stardust and nuzzled him closely.

"You deserve it for being so absolutely perfect." Stardust said. "You deserve everything I could possibly give you."

Ash snaked his lips up to Star's, their tongues once again mingling in the other's mouth. Waves of tingling spread through their bodies, but not due to any venom. This was just pure love... and they both had much of it to share.

Star pushed into the kiss, tightening his grip on Ash. He pulled back for a moment to stare into Ash's pure white eyes. "I love you Ash." He stated. "I love you more than anything."

Blushing, Ash waved him away. "Ohh staahp." He said shyly.

"You know I can't." Star grinned, kissing Ash once again.

Ash was on top of Star, encasing Stardust and himself in a cocoon of tendrils as their bodies intertwined.

"Mmm you're going to keep the both of us nice and warm aren't you?" Star laughed, nuzzling Ash's cheek.

Ash purred lightly at Star's actions. With their bodies pressed together as the cocoon finished, a wave of sleep started to wash over them. The urge to cuddle only grew stronger between the two, both ponies grinding themselves together.

"Sleep tight my sweet..." Star mumbled sleepily as he passed out, cuddling right up against Ash.

The Next Morning:

Star's eyes slowly peeked open as he awoke, now he found himself still cuddled up against the large plant pony, but he was in his bed. Though vines were still entirely encasing his body.

Stardust found he had more flexibility than he thought. Whenever he moved, the vines shifted to let him free. But whenever he scooted back, the vines welcomed him back to their embrace.

He slowly sat up, looking down at the sleeping Ash with an overjoyed smile on his face.

The first bit of white Stardust saw were Ash's teeth, forming that all-too-familiar smile. Then his eyes opened to meet him. "Best sleep I've ever had." Ash rolled over onto his stomach and stretched his arms out.

"The same for me... it's amazing to not sleep alone." Star grinned, wrapping his arms around Ash. "I absolutely love you."

Ash slithered around to face Stardust, hugging the smaller pony tightly with both arms and a mess of tendrils. "I wonder what today entail?" Ash mused, pecking a kiss to Star's forehead.

"Well with you regardless of what it is, it'll be fun." Star said, "Hmm, maybe I could show you around town? That'll be interesting."

"Well, luckily for you, I don't have any clothes. Why lucky for you? Well..." Ash gave a glance to his own body before focusing back on him with a wink.

"Mmm, I already know how lucky I am handsome." Star laughed, squeezing closer to Ash.

"How about you tell me some of the sights we'll be seeing. Besides you of course." Ash kissed him on the lips this time. This kiss went on much longer, and was far more passionate. When it finally ended, both of them were nearly out of breath.

"I was thinking maybe we should go get something to eat... I know a great place right near by too." Star panted, staring deeply into Ash's eyes. "Then... maybe we could attempt to get you in to meet Princess Twilight Sparkle, if you'd like."

"That sounds like fun! What would we do with her?"

"Well... I assume that'd be up to her." Star shrugged. "I'm sure she'll be really eager to learn about you though."

Ash hopped up from bed, leaving Star behind on the bed. "Well let's go! You've opened a new world for me, and we're gonna explore it all!"

"Alrighty then! Just give me a minute and I'll meet you downstairs." Star smiled, as he hopped up from the bed.

"Here we are, Princess Twilight Sparkle's ho-castle-thing. I don't really know what to call it... I mean it's a giant crystal treehouse." Star chuckled as he and Ash approached the structure. "Now, let's attempt to get a meeting with her."

Ash was busy playing with the zipper in his jeans, sliding it up, then down, then up...

"Were you even listening at all?" Star sighed, shaking his head.

Ash glanced up at Star, completely oblivious aside from the sigh. He smiled, hugging Stardust from behind and pecking a kiss to his cheek.

"Alright... like I was saying, we now just need to get you in to see Princess Twilight." Star smiled, looking back at Ash.

"Is that possible? Being a princess can't be easy. She's probably too busy for us." Ash seemed to slump down on Star's back. He seemed almost as if talking from experience with a certain niece.

"Oh, I'm sure it'll be possible." Star assured, "So long as she isn't out with her friends saving the world." He laughed, "She currently only presides over Ponyville." Star explained. "And like I said, once she even sees you, she'll want to learn more about you. Now come on. If all else fails I have my ways of getting in... though we'll have to go to someone else."

The gates to the castle were open, foreign ponies scattered about with their own conversations in the many halls of Twilight's castle. "This place is gorgeous! Much more polished than my home." Ash gave the hall a triple rotation of his gaze.

"It is very beautiful." Star nodded. "I'm sure you'll have plenty of time to explore it in just a bit though, first we need to head to the throne room." He tugged Ash alongside him.

Ash stumbled with Star's grasp and quickly scurried to his side again. When they entered the throne room, surprisingly, Twilight was actually sitting in her throne. She looked as if she was reading some papers, signing and writing, the usual technicals.

Star took in a deep breath, "Good morning, Princess Twilight." Star greeted, bowing.

Ash's ears perked up. His eyes locked to Twilight, staring mesmerized at the mare. "Whoa." He mumbled.

"Oh, good morning Stardust." Twilight sighed, "What brings you here tod-" She paused for a few moments as she looks up. She put the papers she had down, "Hello there..." She started, staring back at Ash, equally as mesmerized as he was. She slowly tilted her head as she looked Ash up and down.

"Princess, I'd like you to meet Ash." Star introduced Ash. "Ash, I'd like you to meet Princess Twilight Sparkle."

Not a single tentacle was out. Ash didn't want to startle anypony, but right now he had found his new interest. With a quick stride up to Twilight, the near nine foot pony took Twilight's hand and smiled. "The pleasure is mine." Ash cooed warmly.

Star simply rolled his eyes.

"Mmm, quite the charmer aren't you." Twilight laughed, smiling up at Ash. "It's very nice to meet you."

"My neice has spoken of her pupil, but that was long ago. I had no idea you had come so far. It's truly an honor to meet you." He kissed the back of Twilight's hand, his pupiless eyes still gave the princess the warm gaze of his eyes upon hers.

"Your niece?" Twilight inquired, before nearly a moment later the thought hit her. "Um... oookay..." She took in a deep breath, she seemed to be a bit skeptical. "Sure... I'm going to just assume you have some way to prove that." She raised an eyebrow.

Ash straightened up, bringing a hand to his chin. "Can you get a letter to her?"

"I can." Twilight nodded. "Though what would I send her in said letter?"

"Ask her what her uncle's name is. And what she gave him on his birthday after she was coronated." Ash smiled, walking to an empty parchment on the large map that centered the room. With a nearby quil, he wrote down 'Welcome back uncle!'. He extended his arm, and a vine-like tendril grew from his arm. A large flower slowly bloomed, dropping a locket from it's depths and onto the parchment. "Send exactly what I said. This paper will stay here, along with the locket. If she remembers, this is exactly what her reply will be."

"Alright. I'll be right back then..." Twilight said, looking at Ash for a moment before she walked off into another room.

"Do you have anything else planned if Princess Celestia doesn't remember you?" Star asked.

"Hm... probably crying in a corner." Ash shrugged. "You?"

"Mmm, I don't know." Star shrugged. "Hopefully that doesn't happen though..."

Almost on cue Twilight walked back out of the room she was in, though she was now rubbing her temples. "Okay, that's just grand." She sighed, looking up at Ash. "I'm sorry I didn't believe you." She started. "It's just... well what you said was kind of hard to believe."

Smiling with a new sense of purpose, Ash slid across the room and back to Twilight. "Fantastic!" Ash whipped a tentacle out and snatched the locket back, disappearing with the appendage back into his body.

Twilight was just staring at Ash for a few moments, "Alright... tentacles check... Well this is going to be really interesting." She smiled up at him again.

Ash's arms shoot up into the air. "Woo! I'm interesting." He grins happily.

"I don't know very much about you so... why don't you start with telling me a little about yourself?" Twilight inquired. "How about we head up to my quarters it'll be cozier."

"That sounds delightful. Star, how bout we catch up later?" Ash glanced back and gave Stardust a wink.

"Alright, uuh have fun then." Star said as he left the throne room.

"Just follow me." Twilight said, leading Ash out as well. As she walked him back to her room she noticed that Celestia had written on the back of the letter. "Hm..." She mumbled to herself reading it to herself. 'I feel as though I should warn you, my uncle has... quite the drive. If you do anything at all with him, you won't be taking much of a break. The last time... well, I'm just going to put it this way, the entire town never was the same when they all got involved. One final thing that might be pertinent, his saliva almost always acts as a venom. Though it's never harmful unless he chooses it to be. So you should be quite safe from that though the aphrodisiac in it might be more than enough to set you or any other pony off. I do hope you both have fun though. And please do tell him, I'm coming for a visit now that he's back.' Twilight stumbled a little bit as her face turned a slight bit red, "Oookay then..." She muttered, glancing back at Ash for a moment. "So, um Ash..." She started.

"What is it Twilight?" Ash asked in a more friendly, humble tone.

: "Is there anything really important that I should know before we enter my room?" She asked.

"Whatever my neice has said about me, I assure you I have more self control. You're as much family to me as your young teacher, Celestia. If anything, I bow to your wisdom Princess." Ash smiled. His dark, grassy hair occasionally hung down to cover bits of his face. His hair always seemed to be brushed of any knots or tangles, always smooth and heavy. Beautiful to say the least.

"You're cute, you know that?" Twilight laughed, smiling at him. "And I wasn't trying to assume anything." She added.

"I pride myself on my temperament. Though Stardust... hoo boy, he's a handful." Ash chuckled, taking Twilight's arm in his and leading her in the manner any gentlecolt would.

"Yes he is. The guards just adore him." Twilight chuckled, rolling her eyes. "And that's not even mentioning the few stories I've heard about him. Some of the things he's done, it's like he's solar powered or something." She let out a sigh.

"I can tell just by the way you walk that you've been busy. You deserve a break." Ash stated, tightening his grip around her arm and pulling the mare a little closer to his body.

"You'd better watch yourself." She joked, her smile growing a bit more as she relaxed a bit more.

After a bit of walking, they reached Twilight's chambers. The rather luxurious room was decorated with everything a pony would expect from both a princess, and a book worm. "Your room is lovely. I take it you spend most of your free time reading?"

"What little I have anymore." Twilight sighed.

"Come now, right now we are free from chores. Talk to me." Ash requested. A tendril closed the door as he lead her to the bed.

"Well, I was hoping to learn a little more about you." Twilight said as she sat down on the bed.

"Well I, of course, am the brother of Celestia's father. Solaris was a great pony. I say was, but... I truly have no idea where he went. I spend many years alone trying to find him. It seems my isolation also drifted me from civilization, and from my neices." Ash frowned, looking out the window at the setting sun on the horizon.

"I'm sure you'll have plenty of time to catch up with them. Celestia is going to be coming here very shortly." Twilight said, looking up at Ash. "Now have a seat and stop moping." She ordered.

Ash's smile returned, giving Twilight a salute. "Yes ma'am." He chuckled, falling onto his back on the bed.

Staring up at the ceiling, Ash asked "So how long have you been a princess of this castle?"

"Four months now... and a lot has happened since I became a Princess." Twilight replied. "Whether it be Tirek coming back... or any number of other things. It's been a tiring few months."

"Even more reason to take the day off." Ash snapped his fingers and nearly a dozen tentacles surged forth, wrapping around her and pulling the princess into a prone position for him to snatch up and cuddle.

"Mmm, you're quite the cuddler, aren't you?" Twilight laughed. "There's a lot that I have to learn about you... and I'm going to really enjoy it."

"Now this is perfect." Ash purred, nestling his face into Twilight's hair. "I said I'd answer questions. So please, analyze me."

"Well... where do I begin..." Twilight sighed, cuddling back into the massive stallion. "First off... I want to know, what exactly are you?"

"Well, I wasn't always like this. I was a normal pony! I know, right?" He nudged her with a chuckle. "I was a court wizard alongside Solaris. In my spare time I was mostly his errand boy."

"Huh..." Twilight mumbled, already listening raptly to his story.

"While Solaris was fascinated with the stars, and the bodies that surrounded Equestria. He found the power to harness the power of both the sun, and the moon. He gifted these abilities to his daughters. And just as the pegasus learned to control the weather, ponies attained the ability to bend even the day and night to their whim." Ash continued.

"So... they had to learn how to control the sun and moon?" Twilight asked.

"Indeed. My brother found his calling in the stars. I, however, was more down to earth. The skies were beautiful, and powerful. But true beauty comes from the nature around us. And that is where I sought my passions."

"And you took it completely upon yourself." Twilight said.

"As nopony else would." Ash smiled, closing his eyes and taking a deep breath. "There is so much you can learn from the wilds. There is more knowledge out there than in any library. When you learn to read the animals, the plants, the soil... you learn history. The world will tell you anything, so long as you know how to ask."

"That must be absolutely wonderful... being able to learn so much..." Twilight sighed quietly.

"Nature's roots reach along the very foundation of this world. If you take your eyes from your paper, and turn toward the trees they came from... they will tell you more than can fit on any piece of their bark or branches."

"I can only begin to imagine how much this entire planet would have to tell us..." Twilight closed her eyes.

"Perhaps I can teach you. If you're willing to learn." Ash mused. His warmth seemed to grow more intense as time passed.

"I'd love to learn." Twilight twisted around and looked at him with a smile.

"The simplest way to listen to nature requires you to relax. But I can tell you have stress pouring from you. Perhaps we can ease some of that tension." Ash cooed, gently stroking the alicorn's cheek.

"Um... alright..." Twilight said, slowly relaxing into Ash's body.

"Tell me princess. Have you ever had sex?" He decided to be blunt, a razor sharp grin plastered across his face.

"N-no I haven't..." Twilight muttered, her eyes widening for a moment. "You..." She started slowly. "I mean... you are... well hot..." She mumbled, "If..."

"There's nothing more natural than such carnal bliss." Ash continued, his breath now warming Twilight's face.

"O-okay." Twilight said, looking right into Ash's eyes. "I... we can do it then..." She breathed.

"I can make it painless. Let all your worries slip away, and breathe. Think of how it will feel. To be so vulnerable, exposed. Feel my heartbeat against yours."

"That'd be amazing..." She mumbled. "But first... shouldn't we take our clothes off?"

"Ohh right! Nearly forgot about that. These are the first pieces of clothes I've worn in many decades." Ash started to laugh. Though, the image of him walking naked through the town was all Twilight could think of.

"Umm... wow..." Twilight muttered, her face turning a bright red now.

Ash quite literally slithered off the bed and to his feet. He made short work of the shirt on his back, tossing it off to the side. His body was as perfect as she imagined. Not too bulky, but still with abs and pecs. Just enough to be smooth, yet strong all at the same time.

"Oooh..." Twilight mumbled dreamily, staring at Ash.

"See something you like?" Ash had his usual toothy grin on his face. His hands moved down to start undoing his jeans.

"I see a lot that I like..." Twilight purred quietly.

When the last of his clothes fell, she saw monstrously productive globes nearly the size of her head. Ash's shaft had already surged out as if it had already been trying to swell within the confinement of his jeans. Twilight's heart skipped a beat out of both fear and want. The width alone wouldn't fit in her mouth if she tried.

Twilight's eyes widened and she started to babble quietly. "A-are you sure that I can take that?" She asked quietly, her eyes taking in every inch of his shaft.

"We can start as small as you want." Ash said with a heavy-lidded, seductive gaze. A dozen tentacles slid from his body, all of different shapes and sizes. His toothy grin practically dripped with mischief.

"I... really didn't think about that..." Twilight said, "You have just... so many tentacles..."

Ash approached the bed again, falling forward onto his front. His head rested on his crossed arms, playfully kicking his legs behind as he gazed lazily up at the alicorn. "I think it's your turn, sexy." He mused.

"Right..." Twilight nodded, slowly standing up from the bed. She looked down at Ash for a moment before she slowly began to take off her own clothing. She was unsteady, mainly because she had never stripped in front of a stallion before. She started with her dress, removing it and letting it fall to the floor. Underneath was a lacy bra that had been custom made to comfortably contain her voluptuous F sized breasts. The bra and panties she had on blended in perfectly with her fur.

Ash gave a light grunt, shifting around on the bed as he gazed upon her less-clothed body. Twilight knew exactly why.

Twilight took in a deep breath and as she unhooked her bra her magic slowly slid her panties down. She looked back to Ash as her panties hit the ground, her face was now a beet red color.

Several tendrils hovered over Twilight. They wrapped around her waist, arms, legs, gently squeezing her and tugging toward the bed. "Relax. Come take a seat." He ushered her over.

Twilight walked towards the bed and sat down, she relaxed back onto the bed. She was staring at Ash and patiently waiting for him to make the first move.

Ash crawled between her legs, resting his head on Twilight's pussy. "Hello." He said, looking up past her breasts with a smile.

"Hi..." Twilight smiled down at him. "What are we going to do next?"

"Whatever you want Princess. I'm yours to use." Ash wrapped his arms around her waist and nuzzled her belly. He gave a gentle lick to her abdomen, making her whole body tingle.

"Mmm, using venom now are you?" She teased, motioning him up further.

Ash slithered up her body, dragging his tongue along with him. A trail of dark purple saliva was left behind. The substance seemed to bubble as it sank into Twilight's body. Once he reached her neck, the venom that was left in the valley of her breasts, it made both globes start to pulsate.

Twilight squirmed around a little bit. "Mmm, I'm going to guess you want a kiss now, big boy..." She said, looking into his eyes.

At this point, Ash's forehead was pressed against Twilight's. His many appendages were exploring her body, tenderly rubbing and squeezing the growing sensitivity of her body. "If that is what my Queen wants." Ash purred.

Twilight kissed Ash on the lips drawing him in even closer.

Every second that passed as their tongues wrestled, more of his venom sank into her own tongue. Like a sack of bricks hitting her, Twilight's entire body quaked beneath the massive pony's weight.

She moaned into his mouth slowly wrapping her arms around him.

A tendril the size of her finger slid down Twilight's back. It nestled itself between her plush cheeks and slip by her untouched ponut. It continued up and started to prod the quivering pussy above.

Twilight moaned a bit louder, pushing her hips down onto his tendril. She pulled back from his lips, "Oooh..." She mumbled, panting heavily.

The slender appendage spread her lips apart and slipped inside. The feel of the wriggling tentacle moving deeper, and deeper... it was so alien to her.

"So... aaah... strange..." Twilight moaned. "Keep... going..." She panted, squirming around on his tendril.

The small tentacle oozed a warm liquid, lathering her interior with it's warmth. A larger tendril appeared, this one the size of three, maybe four fingers. The outside was ribbed and looked almost like a very naughty sex toy.

Twilight quivered, letting out a slight whine at the sight of the new tendril, her legs spreading a bit more as if her body was demanding it be inside her.

The smaller one retreated, allowing the large one access. Smoothly, it forced it's way inside her lubricated passage at a rapid pace. Twilight let out a loud gasp and her eyes snapped shut.

"Ooooh yeeessshhhh ." She slurred as a jolt of pure pleasure shot up her body.

Ash's cock twitched, oozing it's thick cream between Twilight's breasts. "You feel fantastic." He cooed into her ear, giving the ear a sharp bite.

"T-thaaank... you..." Twilight eeped out, pressing closer to Ash. "This... feels... amazing..." She nuzzled into his neck.

"Just tell me when you think you're ready." Ash tilted her head to look down at the throbbing fountain of virility just a ways below Twilight's chin.

"G-go ahead..." Twilight said quietly, "I'm ready..."

Moving back, all tendrils slip from in and around Twilight's entrance. Now only his hardness rests, bubbling it's love down the pulsing lips.

Twilight's eyes met Ash's. “When you’re ready... put it in me." She said, squeezing him a bit tighter.

Ash sank his weight down further. The tip stretched her wider than she was expecting. Wider than anypony would expect. Rapidly slipping inside, she could feel every inch of it practically vibrating. Twilight could barely speak as her body quaked in ecstasy, every nerve in her body was reacting to the intense pleasure she was feeling. Soon Ash's cock was covered in her juices making his passage into her easier.

Ash licks his lips. He pressed his face into her neck and inhaled her scent. The warmth of his body amplified the pulses of pleasure radiating through her body. Even the slightest drop of his venom could put a mare in heat. Twilight had much more boiling her blood. With every heartbeat she felt the heated poison spreading through each vein. It was more intense than any battle she or her friends had ever fought. Her body was hit with pure white hot pleasure, every single nerve was more than set on fire. She quaked and could barely hang onto him. Her walls clenched down tightly on his massive throbbing pole, attempting to desperately milk his cock.

The druidic pony couldn't tell, but he was blushing. Every once of his being was trying to pleasure this mare like never before. All he could think about was how to make Twilight feel good. And the want he had for her embarassed him. "T-Twilight... I've, aah!" Ash grunted as he hilted himself inside her body. "Never felt this way about any mare or stallion. I... I don't know what to say."

"Y-you don't need to say anything..." Twilight whispered, pulling his head in. "I love you Ash..." She kissed him, drawing him into a deep and passionate kiss.

Ash squeezed his eyes shut. A few teardrops snuck their way out and dripped onto Twilight's cheeks.

Twilight squeezed him a bit more, cuddling in closer to his body. She pulled back, gently wiping away the tears. "You're... the most amazing pony I've ever met..." She said softly.

Ash's blush intensified. Twilight could feel the heat from his cheeks more profoundly than any other part of his body. His hands were raking through her hair and along Twilight's cheeks repeatedly, caressing and touching her as lovingly as possible. "You make the countless centuries I stayed alone worth the wait. I'd do it all again just for the pleasure of knowing you." Ash whispered with more honesty than she expected in his voice.

Tears formed in Twilight's eyes, "You won't ever have to wait again... just as long as you don't leave." She said, kissing him once again, this time drawing him into an even more passionate and heartfelt kiss. Her tongue sliding overtop of his as she tried to entwine with every part of his body.

Ash had the same idea. As many tendrils as he could make started wrapping around her limbs, her breasts, anywhere they could fit. A sweet scent filled Twilight's nose. At this point she could tell that it was pheromones that she was smelling. With every breath she took, it felt nicer and nicer for her body to be held. To be touched. To be rutted. Ash didn't even need to move anymore, the simple act of having him inside her body made the stretched walls start to quiver harder, and harder.

She moaned loudly into his mouth, her walls desperately massaged his length in an attempt to make Ash cum. It was almost as if her body needed him to cum inside of her, and fill her up.

Ash tensed up and let out a feminine moan that was almost out of his character. His sack tightened against her pussy as a wave of boiling cream was injected as deep as Twilight could take. The outline of his cock was on her belly, looking as if a condom was being filled endlessly as a bubble near the tip started to swell.

Twilight's body tensed up, though it seemed the quaking of her walls only doubled in intensity. She felt the heat flood throughout her body, making the pleasure she was already receiving all that more intense. Her mind nearly blanked because of the sheer pleasure rocketing through her, though she retained enough sense to desperately cling to him, in the hope of not being forced away from the sheer amount of cum flooding her body,

The outline of Ash's hardness became less and less defined as the bubble of cum grew with every hard twitch. A constant stream of his thick, musky cum leaked out from around his cock.

Twilight closed her eyes, and ground as best she could against his cock, attempting to draw out his pleasure as much as possible.

By the time their orgasms had stopped, the two of them were glistening with sweat. Ash's puffy sack was noticeable smaller. And Twilight's cum belly was massive. They were panting and trying to catch their breath. "Gosh... I'm so sorry." He mumbled, glancing shyly down at her stomach.

"It's alright..." Twilight laughed quietly, smiling up at him. "That was absolutely amazing... thank you." She hugged him and nuzzled his cheek. "I want you to stay here with me for a bit longer..."

"Ohh stahp." Ash waved her off with a dorky giggle.

Twilight laughed a little more. "Ooh, I love you so much Ash." She grinned wider.

Smiling, Ash kissed her cheek. "Why don't we clean ourselves off." He suggested, holding her to his body with his many appendages as he stood up.

"That'd be amazing." Twilight giggled, cuddling against him.

Ash walked them to Twilight's bathroom. As they walked, his hardness was still impaling the violet mare.

She shivered at the movement and her eyes closed as she rested her head against his chest.

Before she knew it, steam was filling the room. The rush of warm water between the feathers on her wings. The embrace she was still in as the softening mass slips from Twilight's body.

"Oooh..." Twilight groaned quietly. "And it was so nice too..."

"Who says we have to stop?" Ash chuckled. A large tendril appeared, prodding at the cum slick hole.

"Mmm, that'd be wonderful..." Twilight breathed, pressing down a little bit more.

The massive tentacle split her lips apart and bundled itself in her womb. More and more slid in, all wriggling and filling Twilight's innermost chamber.

Twilight gasped and writhed in pleasure once again. Her grip on Ash tightened further as she attempted to ride the tendril for even more pleasure. Her mind was being blown right now, having this endless tendril pile itself in her womb. She never knew a mare could be stimulated this much. Twilight felt more of her nerves lighting up with every slithering foot of veiny plant cock that piled into her body

An almost malevolent grin snuck across Ash’s face. Twilight felt strange... Like something was building. The writhing cock vine began to secrete the same venom from earlier. Only now it was filling Twilight from the inside out. The sensations were mind blowing. She let out a blood curdling shriek and kicked her legs in an involuntary orgasm. Every inch of her interior was acting like a g-spot. And the tentacle just wouldn't stop moving...

"Aaaaah! Whaaa-aaat are you doooing?" She moaned, her mind barely functioning as it was overcome with pleasure. "Aaasssshhh!" She squealed, her breath becoming more shallow as orgasm after mind shattering orgasm racked her body.

"You asked for it." Ash licks his lips as a tentacle coated in the same aphrodisiac laced venom quickly slipped into her untouched ass at an incredible speed.

Twilight could barely let out a scream as her entire body tensed up. "Oh gaaah!" She yelped her eyes snapping shut. "Staa..."

One one quick motion, both appendages retracted, leaving Twilight and disappearing back into Ash's body.

Twilight quivered in his arms. "Aaah..." She barely eeped out.

"That should put you in the mood, don't ya think?" Ash purred in a sensual whisper.

"A bit..." Twilight said through heavy panting.

"How is my queen feeling?" Ash asked with a preemptive grope to her breasts.

"Mmm, thanks to your venom, I don't think I can feel anything besides pleasure." She teased, moaning lightly. "But I'm still wondering what happened to washing off." She laughed.

"You being such a horny filly." He giggled, kissing Twilight's neck. "That's what happened.”

"I didn't say 'Fuck me again'. I just thought that your amazing libido would have kept you hard for longer." Twilight rolled her eyes.

"Ohh so you were disappointed I got soft?" Ash gave a toothy smirk, waggling his eyebrows suggestively.

"A little. But that doesn't mean shove a tentacle up my ass." Twilight sighed, shaking her head.

"You're right." Ash gently grasped Twilight's hand and kissed the back of it. "Please, forgive me, my dear Twilight." He asked in a less-than-joking way. He was sincere in his request, and such a gentleman about it.

"It's alright." Twilight smiled, hugging him. "Don't you worry about a thing... now maybe we should get washed off before we do go back to making love." She suggested. "I mean... I do still have a town to run... though now it shouldn't be so stressful with you around."

Ash's face started to turn red. "Really though... sorry. Was a bit random and I... got a little carried away."

"It's fine Ash..." Twilight caressed his cheek, pecking him on the lips.

"Hee..." Ash gave a dorky squee, gently scratching his head as he looked away.

"Now the only question is... what are we going to do after this?" Twilight pondered.

"Well, what role may I have in your wonderful kingdom?"

"Hmm..." Twilight tapped her chin. "I don't know... but we have plenty of time to figure that out don't we?"

"Oh! I'll need some clothes too." Ash took her left wing and started preening.

"I'm sure Rarity can make something for you to wear." Twilight sighed, relaxing completely again.

Glancing back, Twilight noticed that Ash was crying silently. But he was still smiling.

"Is something wrong?" Twilight asked quickly.

"I just... I've hidden away for so long. Been out of my neices lives for so long. Distanced myself from ponies to learn about nature. I've neglected everypony when I could have helped. Nightmare Moon, Discord, Chrysalis, Sombra, Tirek... I don't deserve to be here. I just don't know how I could so lucky. You're so beautiful, so perfect..." Ash sank back against the wall, going limp.

Twilight wrapped her arms around him, squeezing him tightly. She nuzzled his cheek softly and comfortingly. "Don't you worry... Everypony makes mistakes... all that matters is that you're willing to fix them and that you're here now. It doesn't matter what happened in the past... that's in the past, all that matters is here and now. I thought someone as old as you are would know that..." She laughed quietly. "Ash, you're one of the most amazing ponies I've ever met. I don't want you getting depressed and sad... not now, and not ever." She looked up at him, gently wiping the tears away with her magic as she squeezed him even more.

"I don't know what I said before, but... I don't even know if Celestia or Luna know I'm alive." Ash started to shake, returning the hug and squeezing her almost painfully.

Twilight groaned quietly, "Oh... I know Celestia knows your alive... and I'm sure Luna does now too..." She said.

Ash sniffled quietly. His grip around her loosened and the tiniest of smiles returned to his face. "I get why you're a princess." He complimented. "Thank you..."

"Maybe after all of this... why don't we both go to my bed and take a little bit of a nap?" Twilight suggested, smiling a little bit more. "And maybe when we get up we could go check if Celestia's gotten to town yet."

"Yeah. Yeah I'd like that." Ash cupped her cheeks and brought their faces close. He nose tickled hers gently. "Oh Twilight, my sweet Twilight."

"I love you so much, Ash..." Twilight whispered. "You absolutely amazing stallion."

Ash closed the gap and pressed their lips together. He shut his eyes and pulled the mare into his lap as the water pouring down on them seemed to get even hotter.

Twilight moaned softly into his mouth, and slowly began to doze off in his lap.