Twilight's Transformation

by LEWDSylvis

Rating: mature
Tags: Sex, Princess Celestia, Alternate Universe, Twilight Sparkle, Anthro, Princess Luna, My Little Pony: Friendship is Magic, Princess Cadance, Romance
Length: 19928

Becoming an alicorn has changed Twilight in ways she never expected. Now it's up to her fellow princesses to show her what it means to enjoy her new self..

Becoming an alicorn has turned Twilight into a hermaphrodite, and now she can feel her enhanced desire growing. It's up to her fellow princesses to help her learn how to satiate her newfound sexual appetite.

A fun, sexual romp free of drama and complications. Contains anthro futa, some occasional dirty talk and roughness, lots of wet'n'messy sex, and some rather ridiculous scenarios, all in the name of kinky enjoyment.

Enjoy!

Published 2017-08-03 20:20:11 UTC
Last updated 2019-10-30 16:25:36 UTC

Growth

“You must be tired Twilight,” remarked Princess Celestia. Twilight shrugged, breathing in the cool night air with a deep sigh. The sounds of the night were slowly beginning to fill Ponyville; chirping crickets, the soft rustle of a chill breeze through the hedges, the gentle trickle of a nearby fountain. The stars glittered in beautiful arrangements above.

“Only a little, I suppose. Today has been a lot to handle. Quite a bit of change to deal with, but you know what? I think I can handle it.” A strange expression flashed across Princess Celestia’s face. Was it concern? Trepidation? Something else entirely? “What’s wrong, princess?” Celestia smiled softly, tucking a stray strand of hair behind Twilight’s ear.

“Nothing much. However…” It wasn’t often that Twilight had seen Princess Celestia struggle for words. In fact, she could count the number of times she’d witnessed such an event on one hand. Celestia eyed Twilight, her gaze piercing her, assessing her. “I believe there’s more changes you’ll have to face than you think.” Something flashed in the princess’ eyes. Was that anticipation she saw?

“I-” Twilight tried to say, but Celestia gently brushed a finger against Twilight’s lips.

“You are ready in more ways than you know, and we can discuss those later, but there is one particular change I would like to talk with you about.” If Twilight didn’t know any better, she’d say Celestia almost looked hungry.

"Have you noticed that you feel... hotter? Like a warmth that starts in your chest and spreads towards your stomach?" Twilight nodded.

"Yeah, but I thought I was just hungry. I haven't eaten since early this morning. That or it’s the magic that changed me into an alicorn. All that energy flowing through the body would certainly affect the nerves and simulate warmth." She ruffled her brand-new wings as an example. Celestia sidled up next to her, their shoulders now touching.

"You're not wrong Twilight. All that magic has and will continue to affect your body. You’ll begin to grow taller, your muscles will naturally strengthen, your body will toughen.” Celestia took a step behind and began massaging Twilight shoulders, her fingers strong and sure in their movements. “There will be other changes too. One in particular you may never have even considered possible.” The older woman leaned in close over Twilight’s shoulder, her lips brushing against her ear. The intimacy sent a strange tremor down Twilight’s neck that caught her by surprise. Celestia’s voice was little more than a sultry whisper. “Would you like to know what it is, Twilight?” Twilight swallowed. Hard. She willed her voice to work.

“Yes,” she replied. An arm snaked around her waist, hand stroking her stomach slowly, directly over the strange warmth. Twilight almost didn’t dare to breath, wondering not for the first time if today was just one long fever-induced fantasy. Some of her wildest dreams that she had never considered remotely possible began in this same manner.

“I believe this particular change has already begun its work.” That dangerous roving hand brushed against the underside of Twilight’s boob so softly that she almost thought she’d imagined it. Then it began to descend. It moved past her naval. Then past her lower waist. Fingers slowly inched aside the waistband of her skirt, sliding lower. Twilight closed her eyes in anticipation, only for them to snap open a moment later when she felt Celestia’s hand encounter… resistance. With a gentle tug Celestia withdrew from Twilight’s skirt a mostly flaccid purple cock. HER cock.

<3

Twilight stared at her figure in the mirror. The cold shower had helped her to calm down, as well as drown out the growing heat in her stomach. Hands on her hips, Twilight stared at the penis now dangling between her legs. It brushed against her leg just above mid-thigh as she cocked her hips, staring at the new addition and nodding in satisfaction that it had softened and simply hung there limply.

Celestia’s offer had been oh so tempting. She had explained the situation between ever so gently stroking Twilight’s new appendage and the occasional kiss to the back of her neck, the cock growing more and more solid with each caress. Along with the explanation had come an offer; to join Celestia in her bed. She had said that the magic and her physical desires would need taming, and that she would be willing to provide the experience necessary to do so.

“If you want,” she had whispered into Twilight’s ear, “we can even invite my sister to join us. She has skills even I don’t have. We’d love to spend time getting to know you.” Twilight had felt her blood boil as sinful images of purple, dark blue and white danced in her head. And yet here she stood, alone in the Golden Oaks Library. Celestia had reluctantly returned to Canterlot, but not before stating that the invitation was always open. She had clearly been a little hurt, but hid it well. Twilight had been fantasizing of bedding the princess longer than she cared to admit, but… They had always been just that: fantasies. She wasn’t ready for them to actually come true; she’d never even expected that opportunity, and it shook her. What threw her even more was the manner in which it had come about. She now possessed a COCK, something that was apparently standard with being an alicorn.

Besides, she’d been in heat before. She knew what being horny felt like. She was confident she could deal.

Later that night she tossed and turned, unable to sleep. She had expected the source of the disturbance to be her wings, but instead she discovered that her new cock was half flaccid, and had already almost doubled in size from the more easily hide-able size it had started at. What was once a smoldering warmth had grown into a steady glow and had worked its way from her stomach to her pelvis. She groaned in annoyed frustration and, much like her wings, tried to ignore it and get to sleep. It was difficult, but a cup of chamomile tea and one chapter of her favorite book later she was able to fall into an uncomfortable slumber.

<3

Twilight gingerly eased the door to the library shut, closing off the red and orange light cast by the beautiful sunset. All day she’d been distracted. Jumpy almost. Everyone in Ponyville had considerately given her space. “Of course she was a little on edge! She was just anointed as a princess!” she could practically hear them say. Little did they know the real reason for her unease.

When she woke to the early morning light streaming through her window, the slow burn had grown into a steady flame. Her cock, rock solid and beginning to flare from want, had grown completely hard and almost unmanageably long. Hiding it in a loose dress and tucking it underneath her breasts, her solution to hide it and go about her business as usual had only made her agony worse as each step sent her boobs swaying across the tip of her dick in tiny teasing kisses of flesh against flesh.

Having cancelled all her engagements for the evening, Twilight was ready to close herself up in her room, determined to wait this out.

It wasn’t that she was afraid to have sex. She was long past the stage of the "timid virgin" and her sensibility kept her from being embarrassed about discussing or thinking about such subjects. No. Rather, she was intimidated by the potential of what this all meant.

She could feel it now like a wildfire. The lust. The desire. The want of release. To squeeze, fondle, thrust until the burn goes away. It felt like if she started, she’d never stop. Her heart hammered in her chest, her breasts heaving in huge gasps as she tried to maintain composure.

She was afraid of losing control.

She'd originally turned down Celestia because she viewed her as a mentor and respected figure, and couldn't fathom sleeping with her for real, despite her sexual fantasies, let alone the surprise of finding out she, and apparently Cadence and Luna as well, were equipped with both sets of sexual organs as well.

But now, she daren't call them for help. Now it was the fear of never stopping and the shame of not being able to control her own urges that prevented her from taking Celestia up on her offer.

The thought of what it would be like to sleep with such legendary women crept unbidden into her mind.

Celestia: tall and full, her knowing and sometimes piercing gazes raking over her body. Her voluptuous body. How her hands would gently encourage Twilight's as they roamed up and down her body, exploring both the familiar and the new in ways she never imagined.

Luna: long and graceful, her body developed through training and her nightly adventures, soft and hard in all the right places. How she would engage Twilight in passion, driving her forward with almost reckless abandon into heights of ecstasy she would have never dreamed possible.

Twilight snapped out of her daydream as something wet just barely kissed the bottom of her chin. Her pounding heart was matched by the throbbing in her cock, which had now grown tall enough to force its way up and through her cleavage, hugged tightly by her breasts. Her thighs had grown slick as both organs have begun leaking in arousal.

Her hands trembled.

Her legs quivered.

Eyes half-lidded, unable to remain fully open from the sheer weight of her lust.

She could practically feel Luna and Celestia stroking her rock hard, throbbing dick, giving her release. Her own hands began roaming. Timidly at first, just slight, brief touches. Pokes. Prods. Feather-light brushes. It was maddening.

Harder. She wanted it harder. NEEDED it harder.

She began touching her cock fully. Grabbing it. Running her hands up and down the length. Her chin rested upon the swollen mound of her dick, the precum now beginning to thoroughly soak the underside of her face.

Yes. It felt so good. A shudder of delight running down her spine, Twilight began to increase the fervor of her administrations. She'd never had practical experience - had never really considered pursuing the opportunity before - but she knew the theory behind it.

Up and down. Up and down. Her breathing began to increase in speed, matching the rhythm of her hands. As her strokes grew in speed, her teeth now bared in... She wasn't sure. It was almost a primal fierceness. The wildfire from before wasn't going down with her administrations, it was growing. Demanding more. More. MORE!

One hand achingly left her cock and moved below to her pussy. While the former was unfamiliar, the latter was not. Normally she'd take things slow, start with some teasing along the outer edge of her lower lips and maybe adding a few pinches along the inside of her thighs if she was feeling particularly naughty. She'd run a single finger down her slit, feeling her pussy juice coat it. That finger would carry the nectar to her lips, the taste of her arousal enveloping her tongue.

This was not a normal evening.

She roughly plunged three fingers straight into her soaked vagina, the appendages entering with a squelch. In and out. Up and down.

A groan escaped her. Just a soft small whine. Like a wounded animal. Oh god it felt good to give voice to how badly she wanted release. She tried it once more, a little louder this time, relishing in the sound. “Again,” the fire within her demanded. Do it again.

She tilted her head back, the thick clear precum oozing out her cock trailing from her lifted chin to the tip of her dick, some of it now beginning to splash against her breasts, the coolness of the liquid a sharp contrast against the impossible heat of her skin.

She took a deep, ragged, shaky breath, and MOANED. Long. Loud.

Oh how she wished she had more hands.

She wished she could grab her boobs. Run her hands over the soft mounds of flesh and rub the juice from her cock and pussy all over them. Roughly massage her cock with them. Pull her nipples and twist them a little in delicious, pleasurable pain.

She wished she had another hand to stroke her horn. Flex it ever so slightly, feeling the strain at the base. Pressing a finger against the sensitive tip, rubbing and prodding it, tracing the spiral contours.

A hand to fondle her sweet ass. Grope and pull, massage and grasp. Maybe even tease her yet unexplored asshole. A finger running up and down the rough entry, feeling the change in texture. Perhaps slip one in. Maybe stretch for two or three. Hell, why not all five!?

More hands to stroke her thick, aching cock. So much wasted space. She couldn’t even fit one hand around it now, and there was so much room for more lovely hands to give her pleasure as they run up and down the shaft, sometimes rubbing in sync and sometimes moving in gyrating chaos.

She moaned again, this time out of frustration. These fantasies were maddening, the thought of all that she could experience yet couldn’t.

Stroking her cock. Pumping her fingers in and out of her pussy. It. Wasn't. Enough.

She growled, her teeth grit hard in a vice grip. It was a feral sound, maybe even frightening if not for the total fog of heat enveloping her mind. She gripped her cock harder, fingers now beginning to cause the skin to bulge slightly among the gaps between, despite how hard she already was. She added a fourth finger to her pussy and stroked faster. She bit her lip hard, the pain turned to pleasure by her state.

Her neck strained as she tilted her head back as far as it could go, as if pleading towards the heavens for more. The precum from her cock now sloshed about, coating her throat, chin and chest in a slick mess. The entirety of her legs were soaked, small splashes accompanying each thrust of her hand.

She fell on her back, now bucking her hips in pure instinctual lust, trying to increase the rate of her stroking. She was all but laying in a puddle of her own fluid, but couldn't care less. If anything it felt delightfully sinful to lay on a bed positively soaked in the sign of her arousal.

Faster. She needed to go faster. She tried to summon a telekinetic grip on her breasts to tug on them, yank them around and twist them, but she couldn't muster enough concentration to even alight her horn. So instead she plunged her mouth with reckless abandon over the several inches of cock thrusting in and out above her breasts. Her tongue licked the tip, feeling the flared ridges and tasting her own precum. Her lips formed as tight of a seal as they possibly could, her head now bobbing counter to the movement of her wildly thrusting hips.

Her breathing hastened, her body now almost starved for oxygen as her nose tried to supply enough air to her lungs. It was difficult to breath between swallows, as her precum and saliva now constantly threatened to fill her mouth, dribbles of the mixed fluids escaping from the seal around the tip of her cock and running down her cheeks and her neck, dripping off her chin in small thick droplets. She could feel her eyes beginning to roll into the back of her head, the edges of her vision slowly turning grey.

Yet still her arousal continued to grow, with no promise of relenting.

Her body burned with the heat of pure hellfire, both from her sheer lust but also from her overtaxed muscles. Even her budding enhanced alicorn stamina and strength couldn't keep up with the pace she had been driven to. Every inch of her body trembled. Her very being desired release. She sucked harder on her cock, moaning as loudly as she could with a mouth full of dick and precum. Her throat felt painfully raw but she didn't care.

SHE NEEDED RELEASE.

Her ass slapped against the soaked sheets as her thrusts grew faster still. Her cock slipped out of her mouth with a wet pop, her lips losing their grip on the slick member. The tip now rammed haphazardly against her face, as if mocking her feeble attempts to slake her thirst. She shut her eyes tight, fighting the tunnel vision threatening to overtake her.

"WHY CAN'T I CUUUUUUUUM!!??" she shouted in sheer agony.

Her body, it couldn't take it. With one final, long, loud, drawn out cry of anguish, her back arching high as she braced her head against the base of her bed, toes curling into the wet blankets.

One last strive for release. But it never came. Her cock, throbbing and twitching wildly, continued to ache. Her pussy still begged to be filled. Sweat and sexual fluids coated her entire body in a shiny sheen. Her breathing slowed from short and ragged breaths to deep gasps, the color slowly coming back to her vision She stared at the ceiling of her little nook, a cold beginning to seep in from laying in a literal pool of fluid.

No.

It wasn't just physical cold. It was a gnawing, aching emptiness. A void. A whirlwind of ice that swam with the still present wildfire. It felt like it might consume her. That she'd fall into a maelstrom of cold and hot, never to be seen again. The icy fire coursed through her veins, permeating her whole being.

This was no longer about quelling the ache in her new throbbing cock, or fulfilling the hunger of her quivering pussy. SHE needed to be satisfied, her entire body. It felt like one large nerve begging to be touched, to be set off. To be freed.

A knock sounded at her door.

The noise barely registered in Twilight's hazy mind.

She tried to sit up, roll over, make any attempt at moving to get up and answer the door, giving no thought to her current indecent state, but her body was completely and absolutely spent. All she could do was stare at that terrible, amazing, haunting cock swinging back and forth in tandem with her breathing, having escaped the embrace of her breasts and now holding itself upright several inches from her face, the flared end at eye level still dripping its clear lubricant onto her face.

Another knock.

Twilight heard it more clearly this time, but didn't care. What little mental capacity she had was focused solely on one thing. She needed satisfaction.

"Hey, Twilight?"

That voice... Something about it pulled her out of her stupor, if only slightly. A certain ring to it. Something that called to the very core of her lust, almost like a river carving its way inexorably to the great ocean. Twilight frowned, her lips glossy from the spattering of fluid on her face. No, that wasn’t it. It was more like a source, a fount of what fueled her mind-numbing hunger.

"Rainbow Dash said you'd turned in a little early. I came to congratulate you and thought we could talk, but if you’re not feeling up to it..."

That voice. It called to her. Offered satisfaction. She craved it.

"Are you okay in there? Twilight!?"

No, of course she wasn’t! She needed fulfillment. She NEEDED sex. Craved it with every fiber of her being. Her cock throbbed like a drum, beating a message into her mind.

Release. Release. Release.

"I'm coming in, okay!?"

With the groan of stressed wood, the door was forced open by a single pink hand, a worried face peeking through the gap, a dress emblazoned with a crystal heart just barely visible.

'Come in, please!' Twilight's body sang. ‘Please, cum.’

Exploration

The smell of sex – salt, musk and pungent arousal – slammed into Cadance the moment she opened the door. Anyone else might have just noticed a slight tang to the air, but as the Princess of Love, Cadance was far more susceptible to the aroma. That meant also susceptible to its power. It was startling sweet and alluring to her, and for the briefest moment she was under its influence. Images flashed through her mind; images of taking Twilight then and there, regardless of their familial connection, and fucking her until she melted into ecstasy as she screamed her name.

Cadance suddenly regretted wearing one of her favorite dresses: short pleated skirt and slimming contours. She could already feel her dick growing long enough for the flared head to peek beyond the hem of her skirt, and while normally she would just tuck it against her belly until she could calm down, she’d had this particular dress fitted, meaning the outline of a rock-hard cock would be startling visible to any passersby.

That left her with one choice. Glancing around and seeing no witnesses, Cadance forced the door the rest of the way open, the pink-hued alicorn slipping inside and shutting the wooden planks quickly.

“Twilight?” she called out, ears perked in anticipation. No verbal answer came. Instead, a moan from Twilight’s bedroom nook was the only response she received. It was a desperate sound, filled with longing and tainted with duress. That was the final evidence Cadance needed to put two and two together.

Celestia had discussed the decision of Twilight’s ascension with her and Luna, and as always when discussing alicorns the subject of becoming a futanari had come up. Having long sensed the sexual tension between the two, Cadance had been more than willing to condone Celestia’s proposal to further mentor Twilight and help her deal with the initial overwhelming sex drive until she had acclimated to her enhanced state.

The princess of love had thought that it would be a perfect opportunity for the two of them to finally admit their feelings to each other in a more or less natural situation, and as such had resigned to not meddle in the circumstances. It seemed she had been wrong about the both of them. Twilight had been too bashful or overwhelmed to see the wisdom in Celestia’s offer, and Celestia had most likely not pushed the issue, giving in to her timidity when it came to her own feelings and being firm in her guidance. Cadance wasn’t sure if her frustration was at herself for misjudging how forward they would be, at the others’ inability to see what was right in front of them, or the sheer sexual tension emanating from Twilight. Probably a mixture of the three, she told herself.

Cadance set her basket of cheeses and fresh bread from the Crystal Empire on the circular centerpiece of the main floor and kicked off her shoes. Right now, she needed to help Twilight. The poor girl was probably suffering in abject misery. Cadance could sense it, that unfulfilled longing like an unbreakable dam filled to overflowing, the stone groaning under the strain. She hurried up the steps, mindful of the small slippery puddles she felt herself stepping in.

As she set foot on the landing, the arousal washed over Cadance in palpable waves of heat, bathing her in their fiery passion. She couldn’t stop the small gasp that escaped her lips at the sight of Twilight, laying there covered in her own sticky fluids, one hand weakly trying to masturbate the twitching cock that reached from pelvis to face with almost painful rigidity. Twilight’s gaze fixed on Cadance, and for a moment she was frozen.

That gaze. Her eyes were completely hazed with a lust that Cadance had never seen before, such raw hunger mingled with a total lack of consciousness. It shook Cadance to her very bones.

It was only the coolness of the puddle on her bare feet that shook her from the hypnotic stare. Forcing her legs to carry herself closer, Cadance’s eyes roved over her sister-in-law’s body, checking her for any serious injury. Thankfully, other than sheer exhaustion and some possible cramping, Twilight seemed physically okay. Even Twilight's thick, hard, long - "No, don't get drawn in Cadance," she scolded herself. "Don't... get..."

It really was a lovely cock. So full of life. Cadance’s fingers twitched. Her hands were itching, and the fitted dress she was wearing suddenly felt restrictive, too tight. She gazed into Twilight's eyes; wide and full of need.

Her face drifted closer and closer to Twilight's. It was like she was crossing a bridge; a bridge that had seemed like it would go on without end, but suddenly there was solid ground. Cadance wasn’t even sure she could call it a kiss, but the burning fire of their mouths connecting was undeniable. She wanted another. Before she could think, Cadance had brushed her lips against Twilight’s in a feather-light touch, her tongue running along the narrow gap, tasting Twilight’s hot breath and sweet, juice-soaked lips.

Cadance could see her eyes reflected in Twilight's. There was hunger in her own as well. A different kind. Twilight's was a raging, wild, out of control maelstrom. What Cadance saw in her own was something hidden. Something buried. Building, storing like a volcano about to burst. It clicked. The pools of precum she’d had to be mindful of… They weren’t Twilight’s. They were hers. Had she really been that naturally horny, so easily turned on by the thought of Twilight that she hadn’t even realized both her cock and pussy were dripping with want? Only now was she aware of the slick feeling between her thighs, the juice from her pussy running down the knee-length flaccid cock and mingling with precum before falling off in gooey droplets onto the floor.

It was a warning to the experienced princess.

Her mouth trembling ever so slightly, Cadance stood back up and lit her horn. The magic twirled about the room, forming fantastical shapes and swirls before finally coalescing above her fellow princess. A shower of sparks, an explosion of pure energy, and a small rain of glitter settled on Twilight. Cadance gasped from the effort as she released the spell. Concentrating through both hers and Twilight’s arousal had been hard, and she almost never had to use a love dampening spell, let alone one of sufficient strength to take the edge off a horny alicorn.

However, the spell seemed to be taking effect. The purple alicorn visibly relaxed, her tensed and cramping muscles easing, her eyes slowly closing with a sigh as she fell into a deep sleep. Her cock, however, softened by the barest margin, the tip dipping mere inches and none of the length retreating. Such virility… With some time maybe Twilight could even outpace the master of love herself. Her tongue unbidden swiped across her face in anticipation.

“No. Come on Cadance, focus. You’ve got work to do.”

<3

Cadance and Twilight sat together amidst a pile of soft quilts and blankets, forming a comfy makeshift bed on the ground floor of the library. Twilight glanced around, from the freshly washed and drying sheets to the scrubbed wooden tiles to the almost empty glass of water in her hand. Anywhere but Cadance herself. The princess of love sighed, shaking her head.

“Twilight, please look at me.” Her friend and sister slowly obeyed, shame coloring her face.

“I’m sorry, Cadance. I-I lost control.” From the twitching of her cock and tell-tale glimmer in her eyes, Cadance figured Twilight still didn’t really HAVE control, at least not by much. Cadance could only take the blinding, overriding edge off, not banish it completely. She gave her sister-in-law a soft smile and eased just a little closer to pat her leg in sympathy. Even through the layers of sheets, the contact made her penis jump. Cadance withdrew the offending hand, but didn’t shift back to her previous position.

“I understand Twilight, you don’t have to apologize to me.”

“But I – ”

“Don’t, Twilight. This is a massive change for you, and not one you were at all prepared to handle. Trust me, this was bound to happen sooner or later. But we do need to get this handled or it won’t be good for you, at all. Have you reconsidered taking Celestia up on her offer?” Twilight initially shook her head no, but after a moment checked the motion and instead nodded yes.

“I… I wanted to. But I was scared, a-and,” Cadance took a chance and wrapped her in a hug. Twilight momentarily stiffened in her arms, but then relented and melted into the embrace and Cadance felt a surge of relief.

“Shh, shh,” she crooned. “It’s alright. I of all people understand that this can be hard. I’m proud of you for being willing to face it.” Standing, Cadance extended her hand to help Twilight up. “Come on, let’s get you washed up. I’m not letting you go see Celestia in that state.” Still a little shaky from her ordeal, Twilight gratefully accepted the aid, the blankets falling from her body as she was pulled to her feet. Cadance took a moment to study Twilight. Just checking for injuries, she told herself. Plucking the stray end of a remaining blanket caught on her cock, Cadance nodded in approval. “Alright, you seem to be in fine condition. Let’s get you ready to bed a princess.”

Cadance helped Twilight to the tub, where she’d already drawn a shallow bath of warm soapy water. The tiny ripples just barely kissed the underside of Twilight’s breasts, her cock standing proudly out of the water and slowly adding its own fluids to the mix. Cadance set to work gently wiping off the dried, crusty remains of Twilight’s escapade.

She started with the back. That was the easiest. She scrubbed back and forth, sending the water and therefore Twilight’s penis bobbing back and forth. Her cock was still completely solid, even after her spell and time to cool down from the fervor she had worked herself into. To feel so utterly horny and to be unable to satiate yourself. That sounded… hot. She herself had never been driven to such an end before.

Cadance whispered, “What did it feel like?”

Her scrubbing came to an abrupt halt. She could have bit her tongue off, the traitor. Why did she ask that!? She drew breath to stammer an apology and insist that Twi didn’t have to say anything, but the words died when Twilight hummed thoughtfully.

“It was… I almost don’t know how to describe it.” Surprised that Twi was willing to talk about it, Cadance diligently resumed her soft scrubbing, moving now to the neck and the shoulders. She traced the slow slope of skin as she gently rubbed the sponge, the soapy water streaming over the well-defined contours, parting at her breasts like a waterfall.

“I guess I would say it was like getting lost in book; you don’t realize it until you find you’ve finished the whole thing in one go. Except this time there was no end to the book. The pages just kept going and going, each one after the next promising more.”

Cadance lifted one arm, then the other, running the sponge down to Twilight’s hand, each finger fitting seamlessly amongst hers. She willed herself to stay focused, but found her thoughts straying as Twilight continued talking.

“It was strange at first, having a penis. It felt so alien yet was integrated into my body in the most intimate way possible.”

Cadance slid one of Twilight’s long graceful legs out of the water, stroking it with the sponge from hip to foot. She didn’t even notice the shudder that coursed through Twilight as the sponge ghosted against her inner thigh, nor how Twilight’s hands had slowly crept into her lap. For a moment the drip, drip, drip of water, the rasp of sponge over smooth skin, and the echo of heavy breathing were the only sounds in the room. To reach the other leg Cadance had to bend over across the tub. Her dickhead, now swollen with arousal, pressed against the cold edge of the tub. She unconsciously pushed a little harder with her hips, grinding the tip against the porcelain surface as she ran the sponge up and down, up and down.

Finally, Twilight continued, “But after a while it wasn’t even about my penis, or my pussy for that matter. It was like… Like my soul needed filling. As if my whole body itself needed satisfaction.”

Now for the torso and chest. Cadance stayed bent over in order to maintain easy access to her subject, keeping on the pressure in her hips. The sponge glided over soft skin that begged to be stroked. Cadance never noticed the way Twilight’s arms got in the way as they rhythmically moved back and forth. Cadance’s eyes were glazed over, her mind falling into fantasy.

Cadance imagined Twilight running her hands up and down her body in desperation as she masturbated, her pace growing to furious pace. Memories of her own first time sprang to mind. Of the uncertainty, then slowly mounting confidence and pleasure. She could almost feel it even now, the slow rise of a warm bubble deep within her that reassured her and prompted her to continue. She could hear Twilight moaning in pleasure in her head, encouraging her to keep going faster and harder.

No… That moan, it was real. Cadance stirred back to reality. The sponge was floating freely in the water. Instead her hand now kneaded Twilight’s breast. She could feel her hips grinding her hard cock against the tub, the side slick with precum. She made to pick the sponge back up, but a hand clamped down on hers and forced her to continue.

Twilight stared at her intensely, her eyes almost daring Cadance to object. “Don’t… Stop…” she ordered between pants. So Cadance kept up the motion, the slow circular push now bolstered with Twi’s aid. They stared at each other, the flames in their eyes burning brighter and brighter as they gave in to the whims of their yearning. Their heads drifted closer as their arousal grew. Cadance changed the direction of her groping, causing Twilight to gasp. Her own cock, growing ever larger, slipped above the edge of the tub, now rubbing along Twilight’s arm.

Ohhhhh that felt good. She deepened her slow thrusts, stroking her dick all the way from elbow to shoulder, smearing streaks of liquid all over Twilight’s arm. Their faces were now close enough to feel each other’s slow and shaky breathing. Cadance could feel Twilight shuddering beneath her, the water beginning to slosh as she stroked her pussy.

They were so close together. Just one little push from either of them would send them cascading over the edge, like the single stone that would start an avalanche. There would be no going back.

Cadance gave in and pushed first. She’d been wanting this, no, needing this since that first moment she opened the door. She no longer cared to keep up pretenses, and handed herself over to her lust.

The kiss seared against her lips, burning with passion. Their tongues came together, pushing and pulling and writhing. Her heart pounded in her chest. She hadn’t felt like this in ages. Twilight yelped as Cadance bit her partner’s bottom lip, timing it with a light pinch on her nipple.

“Ohhhh, that was cute,” Cadance whispered, her tone harshened by the tightness in her throat. “Let’s see if you’ll do it again.” This time Cadance dove for Twilight’s exposed neck, planting a fierce kiss against her skin and brushing her teeth over the sensitive area, twisting the girl’s nipple and clawing her breast in sync.

“A-Ahhhhhhhh!” Twilight gasped, her breathing sharp and shallow. Water was beginning to splash around as she moved from simple stroking her pussy to thrusting, already skipping straight to four fingers.

A particularly large splash caught Cadance in the face, sending water everywhere. Immediately stopping her attack on the purple alicorn’s throat, Cadance stood, easily breaking Twilight’s grip on the hand she was keeping clamped to her chest. Twilight whined in complaint.

Cadance tutted, looking at her wet dress. “Naughty Twilight, getting me all wet. Though I suppose you were already guilty of that,” she remarked, tilting her hips forward slightly to expose her glistening pussy from underneath the short skirt.

“Such a bad little sister, getting her brother’s wife all hot and bothered.” Cadance leaned down, one hand on Twilight’s shoulder in a tight grip, the other arm bracing against the far wall and trapping Twilight against the back of the tub. Cadance’s nose brushed against Twilight’s. “Are you a naughty girl Twilight?”

The answer came back breathless, almost in a whisper.

“Yes.”

Without any further hesitation Cadance scooped one hand under Twilight’s ass, the other wrapping around her waist, and hoisted her out of the tub. Dripping wet, Twilight could only gasp as Cadance handled her back into the main room and practically threw her onto the makeshift bed she had made, her roughness tempered with tender caution.

Cadance stood over Twilight, their dicks now matching in length and girth. For a moment the room was completely still, save for the splatter of fluid dripping onto Twilight’s face from both aroused members. Then she leaned in and placed a single delicate finger on the tip of Twilight’s cock.

“Do you want me to touch this?” Twilight nodded vehemently. Cadance smiled, but there was a tinge of maliciousness behind it. She rubbed the one finger up and down the head, causing the cock to bob and sway with it.

“Do you want me to run my hands up and down your thick futa cock?” Twilight moaned in anticipation, her legs clenching together as Cadance teased her.

“Do you want this pink pony princess to suck you off?” Twilight panted, her tongue sticking in the air. She gasped as Cadance lightly squeezed the flared head of her cock between her fingers.

The pink alicorn knelt down and whispered in her ear, low and sultry, “Do you want to paint your dirty sister-in-law’s throat with your cum?” Twilight groaned and nodded. Cadance shook her head, dancing her fingers down Twilight’s length.

“Uh uh uh. I want to hear you say it.” Twilight bucked her hips, trying to catch more of Cadance’s hand against her dick, but Cadance was too quick and instead gently but firmly grasped Twilight’s balls, rolling them around her grip.

“Say it, Twilight,” she purred, her other hand stroking Twilight’s neck where she’d kissed her earlier.

“Yessssss,” Twilight managed to hiss through gritted teeth, her body on such a hair trigger that she could barely even formulate the word. Cadance smiled and patted the alicorn’s cheek.

“Good girl.” Cadance ran her open hand, palm out, all the way down Twilight’s cock, still massaging her balls with the other. Then back up, then down again, the back of her hand now slick with precum. Twilight whined again.

“Okay Twilight. I won’t tease you anymore.” Cadance took a brief moment to lick the back of her hand, relishing in the taste, before returning her hand to its place, this time in a firm grip. Twilight’s cock was practically vibrating, the member impossibly hot to the touch even despite the cool lubricant it had been secreting almost nonstop for the past couple hours.

Twilight’s cock was practically vibrating in anticipation, the member impossibly hot to the touch even despite the cool lubricant it had been secreting almost nonstop for the past couple hours.

Then Cadance started stroking.

She could see Twilight's eyes snap wide open, an exulted cry emanating from her throat. Her excitement was infectious, Cadance already feeling on the verge of an orgasm herself. It took all the self-discipline she had not to remove her hand from Twilight's base and tease her own pussy.

She pumped her hand up and down the entire length of the rod, requiring her to move her arm quite a bit, more than she'd ever had to, even on her own. The squelch of wet flesh on flesh sounded in time with their heavy breathing, forming a sinfully debauched drumbeat to their pleasure.

"Does... this... feel... good... Twilight?" Cadance moaned between breaths. Twilight responded with a feral growl of approval. Cadance chuckled. "My, my, so fierce. Perhaps you'd like it harder then?" Without waiting for a response Cadance tightened her grip and picked up the pace, now gyrating her hand as well.

Twilight spasmed, one leg jerking inwards. Her thigh caught right on Cadance's pussy, sending vaginal secretions smattering across their legs from the impact.

"OH GOD! FUCK, DO THAT AGAIN TWILIGHT."

The girl obliged, sending a lightning bolt surging from her core all the way to the tip of her horn. Cadance moaned loudly, her throat already hoarse.

Twilight's smooth thigh against her drenched, hungry little cunt felt so fucking good. She needed more.

Removing the hand from Twilight's balls, she cupped it under the girl's thigh, pulling it tightly up between her own legs.She started moving her hips forward and back, grinding her pussy lips against that smooth creamy leg.

Her bouncing cock, swinging wildly from the sporadic motion, was now sending copious amounts of viscous liquid flying about. One particularly emphatic thrust sent the cock bumping against Twilight's face, smacking her with a wet thump against her cheek and leaving a horsecock shaped pattern of precum adorning her face.

Cadance couldn't help but smile as Twilight tried to lick the nectar off.

"No, leave that Twilight. It looks good on you." Twilight groaned at being denied her tasty treat, but did what she was told. "What a good girl," cooed Cadance. "As a reward..." Cadance removed her hand from where she'd been stroking Twilight's thigh, the girl thankfully having enough wherewithal to keep it where she could grind on it, and moved it to join the other.

Cadance leaned in, sacrificing the speed of her thrusting hips for support on Twilight's cock, now running both hands up and down in tandem.

"Hah... Hah... Are you... Hah... gonna cum... Hah... little princess?" Cadance panted. Twilight groaned louder and thrust her hips, adding her own movement to the fray. "Good," she moaned.

And stopped.

Twilight's eyes snapped wide open, her mouth agape in a silent scream. Her whole body was tensed, her back arched high as it could go. Cadance smiled. Being the princess of love also made her the queen of fucking, and she knew exactly how to push Twilight to her limit but keep her from crashing over the verge.

Twilight reached to finish herself off, but Cadance leaned forward and gripped her wrists, pinning her hands behind her head. She leaned over Twi's face, admiring the cock-print on her cheek. "I know I said I wouldn't tease you anymore Twilight, and I won't. But I'm not letting you cum that easily for your first time."

Twilight glared at Cadance, that primal light in her eyes almost burning a hole straight through her skull. For a second Cadance wondered if she'd gone too far, but then noticed the slight upturn of Twilight's mouth. That tiniest of smiles was all the affirmation she needed.

Replacing her physical hold for a magical one, Cadance now had two hands free to do with as she pleased. And she pleased to massage her own chest, one voluptuous boob in each hand. She pulled them around, fingering her nipples as her palms kneaded the soft flesh, never breaking eye contact.

"Do you like these?"

No response needed, Twilight's hungry face said it all.

Cadance pulled one up to her mouth, sucking on the nipple and releasing it with a loud pop, saliva causing it to gleam. She reached out with one hand and ran it down Twilight's quivering pussy, getting three fingers adequately soaked with her juice. Then she brought those glorious fingers with agonizing, deliberate slowness to her mouth.

One. Two. Three.

All coated fingers went into her mouth. Cadance felt a tremble work its way through her entire body at how deliciously indulgent she was being. "Did I just have an orgasm from sucking on my cum soaked fingers?" She took her time, running her tongue over each and every one, getting every inch, every fiber of Twilight's taste off her fingers.

"Would you like to use this mouth?" Cadance asked, opening wide and wetting her lips with her tongue in slow, salacious swipes. Twilight almost looked like she was about to cry from sheer desire. Cadance took pity and stopped teasing. Settling on her knees, Twilight's member was almost taller than she was. Thinking for a second, Cadance added magical restraints to Twilight's thighs as well, pinning them to the ground.

"I'm not sure I can take this monster all the way, and I don't want a wayward spasm suffocating me." The flat, non-sensual tone seemingly pierced through the haze of arousal, and Twilight nodded, still unable to really form words.

Cadance couldn't help the wide grin that graced her face. If Twilight was already so far gone... This was going to send her to the moon and back. Gripping her breasts, she scooped low and with a small amount of force, popped the base of Twilight's dick between them. She then slowly slid her way up what might have a slightly curved steel pole for how rock solid it was. And the twitching

Oh god the twitching.

Every single movement sent a new shudder through it, rubbing against her chest. She could feel Twilight's hammering pulse beat against her own heart, the two almost syncing and running together. Her tongue extended, scoping up trails of precum as she worked her way to the flared tip of that glorious cock. The head was almost as thick as her fist! A moment of doubt flooded Cadance's mind. She'd never successfully fit something that large before. Not from lack of trying, she had several toys at home that she'd tried out of curiosity.

However, she'd also never been this turned on. This dying of heat. This hungry for delicious, throbbing dick.

She held her breath, and forced her mouth over the cock. Immediately she was forced to swallow as a spurt of lubricant filled her mouth. Breathing hard through her nose, Cadance began to bob her head up and down, keeping her breasts firmly around the thick monster.

The movements were tiny at first, barely centimeters. In exchange, Cadance worked her warm tongue over the head, feeling the slight bulge of the top, the bumped ridges along the circumference. She glanced at Twilight. The princess' face could only be described as pure ecstasy

"That's nothing," she thought, her confidence growing. "Feel THIS."

Cadance plunged her head down several inches, the cock bumping the back of her throat, scraping along the inside of her mouth. She wanted to feel that again, so she pulled back up, leaving just the tip inside her saliva soaked lips.

She licked the tip for good luck, then forced her head down farther this time, the cock successfully slipping down her throat.

YES! She continued the pattern. Up, then down farther. Up, then down even farther.

Each time felt better than the last, that wonderfully wide head stimulating her in ways she'd never even considered pleasurable. The thick smell of arousal permeated her whole head, filling her nose, mouth and throat. It was so tasty. More. She needed more! She picked up her pace, now managing half way down. Twilight's head was thrown back, arms tensed against the magical restraint above her head, her mouth open in moans that Cadance couldn't hear, everything distant and muted in comparison to the cock in her mouth. That was all that mattered to her right now.

Faster. More. Deeper. MORE!

Cadance ran her mouth over that cock as fast as she could now, her mind completely blank, the instinct to suck that cock the only thing driving her. She'd progressed to deepthroating most of that glorious dick when the telltale twitching in Twilight’s cock began.

The slow churning of muscle. The visible straining of Twilight's hips against her restraints. The eyes beginning to roll back into her head, the screams that pierced even Cadance's lust induced haze. Cadance hastened her pace. Twilight was about to cum. Cadance pressed as hard against that glorious cock as she could, grinding her whole body up and down it, coating her chest, stomach, cock and pussy in the fluid dripping down it.

"Come on Twilight, cum for me."

She bobbed her head faster still, the world only consisting of a mixed dark and light purple blur. She could feel herself edging closer to the precipice of release. Oh god oh god oh god she thought as she sucked for all she was worth.

Cum for me Twilight! CUM, I want your cum. CUM. CUM. CUUUUUUUM!

She actually felt the liquid swelling through Twilight's cock a brief instant before it erupted into her mouth at such force that she almost lost her grip. She forced her head down as far as it would go, taking the cum directly down her throat

IT WAS DELICIOUS. Keep it coming!

She swallowed as much as she possible could, loathe to let any escape, but the vast amount was just too much. Globs spilled out beyond her lips, splashing all over her mouth and chest. Cum mixed with saliva trailed down Twilight's dick, Cadance rubbing her body on it, loving the feeling of the warm sticky cum against her skin. She could feel her stomach beginning to fill, and still the cum flowed like a river into her throat.

She...

She'd actaully have to let go! The thought almost angered her. But sure enough, Cadance realized she couldn't drink any more, and pulled her mouth all the way off. Immediately a large spurt drenched her entire face, painting her whole upper body white.

"Hnnnnnnnng" she moaned, rubbing the liquid all over her body, massaging it into every nook and cranny. A similar sound reached her ears. With a sudden flush of shame, Cadance realized she'd momentarily forgotten that her cum machine was actually attached to someone, that someone being her sister-in-law.

Twilight was splayed out on the pillows, her mouth agape and tongue lolling to the side. Her breast heaved as she tried to feed her lungs enough oxygen so her brain could function.

Her face was positively radiant.

Cadance smiled. This would surely be a first time that Twilight would never, EVER forget, and the feeling sent a shiver running through her.

"Come here, you," she called to the monstrous cock. "Let Twilight have you."

She tilted the cock, still cumming in small, sporadic bursts, down towards Twilight, releasing the magical restraints on her so that Cadance could cup a hand beneath her ass and shift her waist so that Twi had easier access.

The purple alicorn weakly sucked at the tip, more cum dribbling around her mouth and onto her neck than actually made it in.

Cadance salaciously slid up Twilight's length, her own cock rubbing against Twilight's. She kissed the tip, then gently nudged it aside with her cheek and joined her lips with Twilight's, sharing some of the cum she still coating her own mouth. She felt her fellow princess suck it down, her throat bobbing as she swallowed, clearly enjoying her first real taste of her own cum. Cadance smiled into the kiss, twisting her lips around her partner's.

With a smack they separated, a long line of saliva mixed with white keeping them linked. Twilight smiled, mouthing the words "love you." Cadance kissed her forehead.

"Love you too."

Twilight let her head fall back onto a pillow, and was out like a light. Cadance rolled off of her, falling in an unceremonious pile next to her. She gazed up at her own cock, still tall and proud. She couldn't believe it. She came twice just now, both times without even penetration. While drenched in lubricant, not a single spot of her favorite substance was evident.

She glance at Twilight, finally sleeping peacefully now that her initial thirst had been slated, her cock still large, but limp enough to rest on her stomach, a trail of milky white slowly leaking from the tip.

She had playfully thought that Twilight could one day surpass the master of love herself. Now, Cadance wondered if that wouldn't one day come true. She shrugged.

For now, she would settle for cuddling with her spent sister-in-law, pinning her warm cock between the two of them, her nipples brushing against Twilight’s smooth back. But deep down she knew that this would not be enough. At least not initially. She mentally set herself an hour and a half timer. Enough for a good rest.

Then she'd need to escort Twilight to Canterlot Castle. Cadance was good, but she knew now that Twilight had tasted of what true sex had to offer, her drive would only increase. While she was good, Cadance was not positive she'd be able to handle Twilight on her own. She'd need some help...

With a sigh, Cadance set those thoughts aside. Now? Now it was time for sleep. Pulling Twilight close, she buried her face in the crook of her neck, shut her eyes, and drifted into sweet oblivion.

Instruction

Princess Luna ran her hands over the smooth, silky sheets of her bed, watching the dappled moonlight play across the smooth hills and valleys. Her foot gently tapped against the floor, the rap of the crystalline metal on her heel dampened by the plush rug adorning the floor. Her precious moon sailed high above, its silver sheen flooding through the glass dome above.

She wished she had remained on duty. Instead, she’d chosen to await her visitors in her personal chambers after overseeing the last changing of the night guard. Now there was no distraction from the nervousness that had crept into her mind. Nothing to fix her mind on other than what she had long resolved to do, but had lacked the courage to act upon.

A light knock echoed around the chamber. Smoothing her sheer, sparkling dress, Luna did her best to soften her face from an anxious grimace to a welcoming smile. She’d been practicing for a while now, and the expression came easily at the prospect of seeing her fellow princesses and friends.

“Come in!” she called. The large door arced open. Cadance, one arm about Twilight’s waist and the other gently clasped against her shoulder, guided the overwhelmed looking alicorn into the room. Both were shivering slightly, despite the warm night air. They looked slightly disheveled, and Luna could only imagine what had taken place during the carriage ride from Ponyville to Canterlot. She squelched the pang of envy that shot through her.

Luna thought to herself, “Just be patient. You’ll get your chance soon enough.”

Cadance spoke first, “Thank you for meeting with us on such short notice, Luna.” The princess of the night nodded.

“But of course, Princess Cadance.” Luna inwardly winced at how formal that sounded, then continued, “Besides, I already knew you would most likely be coming tonight.” Both of her guests looked slightly confused.

“How did you know?” asked Twilight, her voice hoarse from what Luna could only attribute to overuse. Was she a dirty talker? Or was she more of a screamer?

“Dreams are a part of my nightly realm. And both of your dreams…” Luna chuckled, the sound echoing pleasantly off the high ceiling. “Well, let’s just say they were impossible to ignore, and they gave me a pretty good idea of what you two have been up to.” Both of them flushed, glancing at each other out of the corner of their eyes. Luna clasped her hands, standing. Her gaze fixed on Twilight.

“But enough with the pleasantries, now is not the time to wait.” Twilight’s eyes grew wide in what could only be called hunger. Her cock, visibly erect beneath her dress, flexed. Cadance’s hand crept down Twilight’s waist, her face also eager.

Damn, those two were so horny. It made Luna’s own pussy wet just being around them, but she did her best to ignore it. For now.

Luna waved her hand, shaking her head. “You misunderstand me. You both look exhausted, despite your… aroused states. You need a good rest, and I wish not to stand in the way of that. I will show you to your rooms, and with the aid of my magic, sleep shall not be difficult to come by.” The alicorns visibly sagged in disappointment, but seemed to relent to the wisdom of getting some much-needed rest. Requiring no further answer, Luna ushered them both into the hall towards the chambers kept permanently available for them.

She walked arm-in-arm between the two of them. What a sight they must make, she thought, all three of their large cocks swinging in unison as they left little moon-dappled pools of lust behind them. Luna caught Cadance slipping a hand onto her ass and gave her a playful pinch in return. Twilight was less forward, though the way their hips brushed together couldn’t be accidental. For a moment Luna was tempted to throw her plan out the window and take them both right then, out in the open moonlight. She forced herself to take measured steps, ignoring the pink hand groping her rear, teasing her pussy from behind.

Soon, she promised herself. Soon.

<3

They arrived at Cadance’s and Twilight’s rooms without incident, though not for lack of trying. Cadance, that insatiable tease, had seemingly given up all pretenses of propriety that night and had done her best to cajole Luna into shoving her perfect, supple body up against a wall and having her way with her. Flirtatious caresses. Nearly inaudible whispers. Luna could swear Cadance had even tried to cheat by using a hint of her magic. To Cadance’s visible disappointment and Luna’s smug satisfaction though, she had resisted. Barely. Giving the pink alicorn a brisk kiss on the cheek, she gently pushed Cadance towards her door. Cadance sighed, shook her head in bemusement, and blew a kiss to them both. She swung her hips in a wide, tantalizing arc as she used her whole body to open the door in one last attempt at seduction.

Luna felt Twilight take a step forward. That wouldn’t do. Luna slipped her fingers in between Twilight’s, her grasp gentle enough, but unbreakable. Together they watched those wide, smooth hips and swinging cock disappear behind a closed door. The temptation didn’t disappear as the door shut with a gentle click. If anything, it increased as the mind’s eye began to take over. Luna tightened her grip on Twilight’s hand. She’d love nothing more than to kick down that door and show Cadance just who was the boss of nightly pleasure, but she had other plans tonight that didn’t involve that playful pink minx.

Luna’s self-control was rewarded heartbeats later with a frustrated groan crying out from behind the door and the sudden ease of pressure in her mind. Luna patiently counted to 30 before starting her spell, giving Cadance just enough time to make it to her bed. Maybe.

Her horn lit up in a shower of shooting stars. They flew about, tracing dazzling patterns in air, trails of fine dust drifting down in their wake. Luna glanced at Twilight, the purple alicorn’s eyes wide in amazement as the colorful lights reflected around the hall. A warm glow settled in Luna’s stomach; Twilight always had possessed a better appreciation for nightly beauty than most.

The miniature comet storm settled, the nebular of swirling dust slowly beginning to lazily drift groundward. Still holding Twilight’s hand in her left, Luna reached out and gathered the dust in her free hand, the colors shifting and dancing from vibrant reds to deep purples and rich greens.

Luna raised the pile of multicolor stardust, and gently blew the ethereal matter towards Cadance’s room. A mischievous grin tugged at her lips as the dust drifted on invisible currents. The spell would indeed aid Cadance in getting a restful sleep despite her horny disposition, but she had also laced a very special dream into the spell that would also harness that desire, designed specifically for its recipient. Luna was certain Cadance would appreciate the gift of grasping, writhing tentacles, each one tipped with a swollen, needy dick thicker than her fist. She would have all the slimy, cum-covered cock she could stuff in her slutty holes; in fact, probably more than would ever be realistically possible. Unfortunately, Luna knew it would never compare to the real thing, but it was a close second. And the magic would ensure that while her dream was wild and filled with erotic debauchery, her sleep itself would remain restful and sound.

“That was beautiful,” breathed Twilight, the wonder clear in her voice. Luna couldn’t help the chuckle. Twilight didn’t have any idea what she’d just sentenced Cadance to. The princess of love would be trying in vain to recapture that fantasy for weeks. Patting the newly crowned princess on her head, Luna led Twilight to her own room, the cutie mark already etched into the door.

“This will be your room whenever you visit Canterlot,” said Luna. “Of course you’re free to decorate it as you wish, and it will be maintained at all times so that you always have a familiar place to sleep.” Luna opened the door and guided Twilight in, shutting and locking the door behind them with an almost inaudible click. A swift glance in Twilight’s direction revealed the alicorn hadn’t even noticed; she was too busy taking in her new chamber.

The room, while decently sized, had only basic furnishings and amenities. “My sister and I thought about decorating it for you before you arrived, but we figured you’d enjoy that pleasure yourself.” Twilight gave Luna’s hand a squeeze, lightning coursing up her arm from the gesture.

“Thank you, Luna. I’d love it if you all helped me decorate it though. It would be a fun way for us all to spend some time together.” Luna nodded.

“Yes, it would be. But for now…” Luna scooped her up, Twilight reflexively throwing her hands around Luna’s shoulders, causing their chests to brush together. “It is time.” Twilight mock stretched and yawned, winking with one eye.

“You know I’m not the least bit sleepy, but… I suppose I really do need some rest. Alicorn stamina can’t keep me going forever, can it?” Luna didn’t answer, laying Twilight gently out across the poster bed. There she lay, body gleaming silver in the moonlight. Twilight squirmed around, clearly relishing in the feel of the plush blankets against her smooth skin.

“You know, I could maybe get used to this princess thi-” Luna cut Twilight off with a fierce kiss, attacking that luscious mouth with her own. Surprised as she was, Twilight quickly leaned into the kiss. Luna hummed as their tongues danced, taking the lead and directing Twilight with powerful and forceful movements.

She snaked one hand behind Twilight’s head, knotting her fist in her hair, keeping her face firmly pressed against hers. She slipped her other hand up Twilight’s leg, starting all the way down at her foot and slowly running her fingers up to her calf, cupping the crook of her knee, then tracing up past her knee to her thigh, where she pinched right where she knew Twilight liked it. Luna was rewarded as Twilight gasped, and seized the opportunity to force her tongue even deeper.

Now her hand had begun to trace slow circles up Twilight’s soft belly, teasing her sensitive spots. Twilight curled around Luna, pulling the two of them farther onto the bed in invitation to keep going. Something hard and wet bumped against her shoulder, leaving a cool print on her dark skin. Luna ignored it, her hand now intensely groping Twilight’s breast, pushing and pulling it in all directions, all while their fierce kiss continued.

At last Luna drew away, a thick trail of saliva drifting from Twilight’s lips to hers. For several moments the strand hung there as they caught their breath. Luna didn’t remove her hand from Twilight’s hair, keeping her fingers entangled in those gorgeous locks. At last, Twilight found enough breath to speak.

“What… What was that for?” Luna didn’t answer. Instead she leaned down, tilting her head to the side and nuzzling the crook of her neck, placing a small kiss on her collarbone. She lifted her head ever so slightly, her lips gliding over Twilight’s skin with feathery touches. She hooked her free arm under Twilight’s waist as she kissed her sternum, pulling the girl tightly against her own body, flesh against flesh. Luna lavished little kisses all the way down Twilight’s stomach till she reached her cock. She ran her tongue around the base, hands raking down Twilight’s front then slipping beneath to grab her ass. She brushed her lips against each of her balls, giving them a parting lick that promised she’d return to them. She kissed the red welt already forming on Twilight’s inner thigh from her earlier pinch, sucking on the enflamed skin and earning another gasp from the object of her administrations. She brushed her nose over Twilight’s lower lips, then slowly ran her tongue once over the steadily moistening pussy. Raising her head, Luna finally spoke.

“I want you. I want you before my sister can have you.” Luna crawled fully onto the bed, now poised over Twilight, dick bobbing up and down in excitement. She fixed her prey with a fierce glare. “I want to spoil you, RUIN you. I want every fiber of your being to scream my name.” Twilight’s chest rose and fell rapidly, her eyes wide and pupils dilated, but whether from fear or arousal Luna couldn’t tell. “I wish for you to taste my sister, and for her to taste you in return. That has been long in waiting. But I wish for my own banquet to be held. I have wanted it ever since you rescued me from the clutches of my own darkness.” Luna felt her lips curl into a feral grin, her minutely pointed teeth gleaming pearl white amidst the darkness as she leaned in close.

“I wish to RAVAGE you Twilight Sparkle. I warn you, I will not be gentle. But I will show you things no one else could. I will teach you the true passion of the night.” Luna brought her legs forward, her thighs brushing against Twilight’s, slowly forcing them apart. She rubbed her aching cock against Twilight’s with slow, deliberate thrusts, feeling each moment of friction as their juices slowly began to mix. She dipped her head forward, teeth flicking over her neck. She kissed her way up Twilight’s jawline, her hand once more tangled in Twilight’s mane, holding her head against the bed. Her eyes, blazing with intense lust, now stared into Twilight’s.

Luna’s voice was barely a whisper, the ferocity momentarily gone but not wholly absent. “Do you want me to stop?” she asked. “I do not wish to force myself upon you.” Twilight reached up, hands clasping behind Luna’s head, bringing their faces so close her entire vision was filled with Twilight’s unblinking eyes, nothing but an open invitation in them.

“Fuck me. Fuck me until I can’t walk straight.”

A feral growl tore from Luna’s throat in triumph as she joined Twilight’s mouth with her own, showing her how to move her lips against her own in furious pleasure. She nipped at Twilight with her teeth, earning small squeaks with each bite. Her partner slowly grew in confidence, eventually taking a small bite of her own. Luna groaned.

“Harder,” she ordered. Twilight pressed Luna back with an attack of her own, then raked her teeth firmly over Luna’s bottom lip. “Yessss,” she hissed. “That’s it.” She let Twilight dominate her now, let her set the pace and the tone. Twilight continued to push upwards, one arm braced against the bed, her other hand running through Luna’s flowing hair, keeping their mouths firmly interlocked.

Suddenly, Twilight pulled away and fell back, pulling Luna with her. Legs locked around her waist, pinning her legs between them. With a twist, Twilight rolled them over further onto the bed, now squarely in the middle and with Twilight on top, hands squarely on her shoulder, breasts heaving.

Luna dug her nails into Twilight’s waist, dragging them slowly up her torso. Twilight shuddered at the feeling, quickly losing what little control she had.

“I don’t need to be on top to be in control, little Twilight.” Her hand found Twilight’s chin, pulling her head down for yet another searing kiss. This time, Luna didn’t just stop there. Her free hand found Twilight’s rear, fingers tracing the entrance of her asshole. Her other hand soon joined, spreading her cheeks for easier access.

Luna also began to thrust her cock against Twilight’s, the two dicks rubbing back and forth, caught between their breasts. Using her hands, Luna showed Twilight how to match her movements in alternating strokes that caused their flared heads to rub each other with each stroke in tantalizing pleasure. Twilight leaned in, her tongue licking each cock as it thrust up through their conjoined breasts.

“Ahhhhhnnn, yes Twilight, such a good girl!” Luna gasped. She began to thrust harder, Twilight quickly matching her speed. Luna leaned in to join in, their tongues lapping in tandem at the soaked dickheads begging for more attention. Each caress of their tongues was like hot fire scoring across their skin. The salty taste of arousal mixed with saliva filled their mouths, intermittent kisses forcing the fluids back and forth and adding more messiness to the mixture.

Their movements became sloppy as their breathing grew more rapid, hearts hammering as one. They moaned together as their hips bucked, precum wildly flying in thick globules, drenching both of them. Luna could feel the fire in her core growing ever hotter. She was close. She knew Twilight was too.

Faster.

Luna worked her fingers over Twilight’s twitching asshole, probing and pulling at the sensitive skin. She slipped one finger in, then two, pumping the appendages in and out, Twilight moaning in rapturous pleasure. She jammed her face against Luna’s, less a kiss and more a beautiful train wreck of lips and tongues, even as she continued to voice her sexual gratification. Their pace grew almost feverish as they neared climax, moans echoing around the room like a chorus of ecstasy.

Luna panted, her mouth open as Twilight licked and bit and mushed.

Just… a little… more!

Then Twilight slapped her ass. The sharp pain lanced through her, sending her over the edge.

“CUUUUUUUUMMIIIIIIIIIIIING!” she cried at the top of her lungs. Twilight joined her, their shouts devolving into primal screams as they orgasmed together, thick cum flying with each powerful spurt. Luna ground their hips together, emphasizing every single spasm and prolonging the wave of pleasure tearing through them.

Luna threw her head back, letting their mixed cum wash over her face, tasting them on her lips. Twilight lapped at the cum from where it was pooling on her chest, throat dripping with each gulp.

Stars burst in Luna’s vision as the wave came crashing down, her hands caressing Twilight wherever she could touch her. Their pace began to slow as their shared climax subsided. Fervent kisses turned into gentle ones, hands from groping and pulling to sweet caresses. Luna couldn’t help the radiant smile spreading across her face as she stared up at Twilight.

“I’m so proud of you,” she breathed, still short for breath. Twilight sighed and rested her head against Luna’s cum-slicked chest, one hand absentmindedly playing with her breast.

“I never imagined sex could feel this good.”

“I doubt it ever could, for anyone but an alicorn.” Luna pet Twilight’s head, running her fingers through the wet strands. “You learn fast. Faster than I anticipated.” Twilight tilted her head so she was staring directly at Luna.

“Was that slap okay?”

“More than okay, that was perfect. Well judged,” Twilight sighed happily and tried to bury herself deeper against Luna, but her cock, still fully fledged, got in the way.

“Will this ever go down!?” she cried with an exasperated groan. Luna eased herself up to a sitting position, one arm wrapped around Twilight’s shoulder.

“It will, I promise.” Twilight glared at her, doubt swimming in her eyes. Luna sighed, pulling the girl closer. “This is normal for new alicorns. Due to the newness of both the magic and your penis, your sex drive is far beyond normal right now. It will never return to the level it once was, and will require regular sex or masturbation to keep it at tolerable levels, but once this initial burst of arousal is abated, you’ll be able to live normally.” A slight pout curved Twilight’s lower lip, indicating she still didn’t seem to fully believe what Luna was telling her.

This was getting nowhere.

“Fine, if you don’t believe me,” Luna growled, her own dick beginning to harden once more, “then I’ll just have to show you.”

“What-” Twilight started before Luna forcefully spun her around, pinning her wrists against her ass. With a shove Luna pushed her off the bed, her other hand a steel grip on Twilight’s shoulder, and the only thing keeping her from falling on her face. Twilight struggled purely out of reflex, but Luna pushed up against her, making it difficult for the purple alicorn to maintain her balance. For a moment, she simply ran her breasts up and down Twilight’s back, relishing in the feeling of her nipples rubbing over her slick skin. Then she marched Twilight out onto the balcony.

The warm summer night greeted them, not a single breeze on the wind. The air was almost agonizingly still and quiet, the silence deafening. Their feet slapped against the marble, leaving cum foot-prints as Luna forced Twilight forward. They neared the wide railing; below Twilight could see the royal gardens, and beyond the inner wall protecting the castle. Here and there guards patrolled the grounds, others standing watch, their steadfast gaze fixed beyond. Far below, the city of Canterlot slept, only the occasional flickering candlelight flittering through a window. The full moon beamed down on the scene, washing it in a soft, iridescent glow.

“Beautiful, isn’t it?” the princess of the night mused. Twilight murmured in agreement. Luna leaned in close, once more pressing her body fully against Twilight’s and pinning her against the thick baluster. “I’m glad you agree,” she said, lips resting against her neck. “I crafted this night specially for us.” Luna moaned softly at the shiver that ran through Twilight’s body. “Yes, this night is just for you and me, little princess.” For a moment Twilight leaned back against Luna, grinding her ass against her partner’s cock, her back rubbing against Luna’s chest.

“You want to go again my pet? Very well,” Luna growled. She felt Twilight stiffen, and knew her partner had sensed danger in her voice.

Without further warning Luna shoved her legs between Twilight’s, forcing her feet into a wide spread. Luna then moved Twilight’s wrists from above her ass to the middle of her back, shifting her pressure high and downward and forcing her to bend over.

Twilight moaned as her boobs squished against the warm marble coping, unable to keep herself from swaying slightly as she rubbed her nipples against the smooth rock. Fingers filled her mouth, shutting off the sounds.

“Careful,” Luna hissed in her ear. “If you’re too loud the guards, and even the whole city might hear you.” Her horn began to glow as she released Twilight’s wrists, using her magic to bind them in the same way Cadance had taught her long ago. Using her freed hand, she inched her fingers between Twilight’s spread legs, a puddle already beginning to form. “Or perhaps,” Luna continued, “you want them to hear you. Hear your cute little moans,” she slipped two fingers into Twilight’s soaked pussy, earning exactly the moan she’d been wanting, “or your sharp little cries.” Fast as lightning she withdrew her fingers and slapped Twilight’s ass, the resulting cry muffled by the fingers stuffed in Twilight’s mouth.

“Maybe you want them to hear, to look and see you bent over, your legs spread out for me.” Luna could see Twilight stiffening to full erection, her cock perfectly between the balusters. She leaned in for the kill, whispering in Twilight’s ear. “Maybe you want them to hear how their brand-new princess is just a horny little cockslut wanting to be fucked.”

An agonized groan vibrated through Twilight’s entire body. Luna could see the girl trying to grind her cock against the smooth marble, but Luna had her pinned so tightly that she could barely move her hips at all. Luna withdrew her fingers from Twilight’s mouth, shushing her when she started to moan. Taking all four fingers, she rubbed them over Twilight’s trembling pussy, covering them in her juices before returning them to her partner’s mouth.

Twilight sucked on her fingers hungrily, drool pooling in the corners of her mouth. Luna bent around and kissed the streams away, licked her neck, then straightened up. One hand still in Twilight’s mouth, the other on her waist, Luna slowly began to grind her cock on Twilight’s ass. She moved with almost agonizing slowness, from tip to base in exaggerated movements, making sure to thoroughly coat her cock in Twilight’s arousal. As she reached the tip again, she pushed down instead of up, sliding her cock under Twilight’s pussy this time. Her dick slid along Twilight’s shaft until their flared heads kissed, both leaking precum that dropped several stories below, splattering against the paved walkway.

Luna ran through that same pattern several times: up across Twilight’s ass, the down along her cock. Across, along. Up, down. Each time Twilight’s muffle moans called for Luna to go faster, but Luna resisted, as tempting as it was. She needed to make sure her cock was thoroughly soaked for what she had planned.

Next she began grinding her dickhead against Twilight’s pussy, flicking the tip up and down across her drooling lower lips. “Should I take you right now? Where all of Canterlot can see what special little slut their new princess is?” The groans that elicited could only be taken as an emphatic yes, yet still Luna held back. “If only it were so easy for you.” She pulled her dick away, the member now practically dripping the entire length. The look of desperation Twilight shot over her shoulder was almost too much for Luna to bear.

It was time to stop teasing her.

“Well, perhaps I can oblige. But I’ll save your pussy for my sister. Tonight, I’ll be taking your ass.”

Already loosened from their previous round and thanks to Twilight’s utter thirst, it only took a small amount of effort before the flared head of Luna’s cock slid into Twilight’s ass with a slight pop. The roar in Twilight’s throat was turned into a dull rumble thanks her makeshift gag. Luna winced slightly as Twilight bit down, trying to keep from screaming.

For a moment Luna dropped her domineering persona, leaning in close over Twilight’s shoulder. “You okay? Does it hurt?” One nod, one shake. Luna grinned. “Then let’s keep going, little pet.” Luna slowly pushed forward with her hips, sliding her cock deeper into the princess. She could feel Twilight tightening around her, the pressure driving Luna wild. She could feel her chest heaving, and it took every ounce of discipline she had not to start reaming Twilight right then.

She was going to make Twilight feel every. single. second.

Once she’d reached half-way, Luna began pulling back, watching as the lubricant began to drip from the tight seal around her cock, running down and teasing Twilight’s pussy before splattering onto the balcony. Now the tip was the only part left again. Luna tugged backwards lightly, earning another moan from Twilight as her ass refused to let go of her dick. She eased forward again, once more reaching half-way before pulling back. And again. And again.

A haze began to settle over Luna’s vision, her lust, her arousal beginning to overwhelm her. Her pace began to quicken, her thrusts gaining force as Twilight opened up to her. With a grunt Luna forced her dick farther than it had ever gone before, only several inches away from fully hilting. Twilight panted around Luna’s fingers, saliva dripping copiously onto the marble. Her moans encouraged her. God, Twilight was LOVING this.

Luna stroked one butt cheek, pinching it as she rolled the flesh around in her hand. “Here I go, Twilight.” Finally, Luna could let fly. She pushed, the entire length slipping in, her hips slapping into Twilight’s ass with a loud crack.

“MMMMMMMMMMMMMMM!” cried Twilight. Luna grunted, eyes shut tight. She wanted to voice her pleasure as well, but wasn’t sure she could control her volume. Instead she bit her lip, and kept thrusting.

Each push was met with a loud smack as skin met wet skin. Luna could feel Twilight running her tongue over her fingers, sucking them like they were a cock. Twilight deserved a reward.

Luna sent her hand across Twilight’s ass in a slap, the sharp contact sending a wave of quivers through Twilight’s body. “Hnnnng!” Her ass tightened around her cock, sucking her in, trying to keep her as deep as possible. Each pull back was a struggle, Luna’s large cock tugging on Twilight’s asshole despite the generous amount of fluids. But that just made each thrust forward all the more satisfying as she slammed into Twilight once again.

Luna threw her head back, tongue out as she sucked oxygen into her lungs, fucking Twilight with everything she had now. Her little pet’s legs trembled now, her breathing shallower and shallower. Twilight was close, but Luna was still far from climaxing. She leaned in, pressing Twilight against the stone with her whole body. She rubbed her nipples on her back, her thrusts becoming short and fast.

She reached back around with her free hand and slipped all four fingers into her pussy, countering her pounding with the motion of her hand. Luna then popped her fingers out of Twilight’s mouth, capturing her lips with her own.

They moaned together into the sloppy kiss, neither partner able to do little more than mash their mouths together. Back and forth their tongues went, their mouths watering from hunger. They were both shaking now.

I can’t stand it! I need to cum I need to cum I need to cum!

She didn’t care anymore. Fuck propriety. Let them ALL hear their wild sex!

Luna released Twilight’s mouth, taking her saliva soaked fingers and gripping Twilight by her mussed mane, pulling her head up and back. She breathed heavily in her ear, nibbling on the lobe between words.

“I… I want you… to scream for me… Show the world… what a horny little slut you are.”

Twilight obliged. The cry that ripped from her throat was pure, primal lust.

“FUCK ME LUNA, FUCK ME HAAAAAARD!” Her cries echoed around the walls of the castle. Luna doubled her efforts, picking up the pace again, now ramming Twilight at full force. There they were, rutting high above the castle grounds like the futa princesses they were. Luna fucking the newest princess, claiming her anal virginity as her own.

“Ahhhhhhhhhhnnn!” Luna shouted, adding her own voice to Twilight’s cries. The thought that the whole world might know what happened tonight… She loved it.

“I’m close, I’m close, don’t stop!” shouted Twilight. Luna felt her toes curl, pussy beginning to constrict around her fingers just as Twilight’s ass began to convulse, her orgasm gripping her in its vice grip.

“AHHHHHHHHHHHHHHHHHHHHHHHHH!” Twilight cried for all she was worth, a sound of pure, mind-numbing ecstasy. Her purple cock jerked once, twice, then began shooting her creamy cum out onto the garden below.

Such a waste!

Luna yanked Twilight off her feet, her cock now swinging upright, slapping Twilight in the face. That was all the invitation the purple alicorn needed, plunging her mouth over her own dickhead, head bobbing as she swallowed as much of every load as she could.

Luna continued to bounce Twilight up and down on her cock, nearing her own orgasm. It felt like she was rising off the ground, beginning to soar high in the sky. Her eyes lost their focus, her movements growing feverish in the last sprint to reach her own release.

And then it came crashing down.

Luna couldn’t even scream. Her mouth widened, but all that came out was a silent gasp. Luna fell to her knees, barely keeping hold of Twilight as her whole body convulsed, cum flooding Twilight’s ass. For a moment all Luna could see was white, her mind tumbling beneath the pounding waves of pleasure that crashed down on her.

It was the tug on her arm that brought her back, grounding her in reality. Twilight was twisted around to look at her, face twisted in a grimace.

“Luna…” she groaned, “pull… out. Stomach… FULL.” Luna grunted, movement taking all her concentration. She half pulled back, half pushed Twilight forward, her cock drowning in her cum. She encountered resistance, a force that tugged at her dick, preventing her from fully unblocking Twilight’s hole.

That damn perfect ass wouldn’t let her flared head go! She tugged again. And again! Twilight moaned, though now from discomfort or pleasure was difficult to tell. Finally, with what felt like a momentous effort, Luna yanked her cock free, the head coming clear with a loud, messy pop.

Twilight’s asshole, all but destroyed from Luna’s thorough pounding, couldn’t even close back up. Instead it remained open like a floodgate, the cum pouring out of her, forming a shallow pool on the balcony floor, waterfalls of white streaming from around the balusters. Luna lay flat on her back, staring up at the stars, trying to gather herself.

She groaned and sat up, surveying the damage. The whole balcony was drenched in cum, the milky fluid dripping from every surface, the floor slick with it. Twilight lay on her side, chest heaving, the odd tremor working its way through her as she rode the wake of her orgasm. Luna forced herself to her feet, then thought better of it and settled for moving on her hands and knees as the stars spun, threatening to send her pitching face-first into the shallow pool of cum she and Twilight had created together. She crawled forward, collapsing again next to Twilight, cupping their bodies together. She lazily caressed Twilight’s cum-drenched face, the two occasionally licking her fingers clean, unwilling to waste that delicious nectar.

They lay in their delirium, soaking in the cum and afterglow. Time held no meaning to them, at least not until the soreness began to set in. Luna groaned, this time in discomfort. The sound was raw, like sandpaper. Wow. She hadn’t been pushed like this in… She couldn’t remember when. Not in recent memory, at least.

In silent agreement and she and Twilight struggled to their feet, supporting one another as they strived for traction on the slippery marble. Together they stumbled back into the room, trailing cum over every inch. Twilight began to head for the bed, but Luna tugged her the other way, towards the bathroom.

Twilight threw her a baleful look. “Do we have to?” she croaked. Luna, nodded and gently pulled her along. Luna used the barest of magic to crank the nozzles fully open, filling the double-sized tub with warm water. Luna lifted Twilight in, the alicorn squeaking in protest, too tired to struggle. The squeak turned into a moan as the warm water immediately started easing her cramping muscles. Twilight held out her arms, helping Luna join her. The dark blue alicorn grabbed a few glass vials of spices and bathsalts, dumping the entirety of their contents into the water.

Pleasant aromas filled the air as powders worked their magic, relaxing tired muscles and soaking away the cum and sweat from their skin. Luna eased into a corner, back fitting comfortably into a niche, gesturing for Twilight to come rest against her. There they sat, Twilight nestled against Luna as they recovered from their ordeal.

After a moment, Luna broke the silence.

“You okay, Twilight?” The girl hummed in affirmation.

“Yeah, I am. That was… wonderful. I… I’m at a loss for words. Thank you, Luna.” Luna kissed her forehead, wiping a wet strand of hair from her face.

“Any time, Twilight.”

Satisfaction

Author's Note

It's been two friggin years everyone! As a warm-up for this year's NaPoWriMo, I decided to finally sit down, get around the block I had with this chapter, and write some more delicious porn. Hope it was worth the wait.

Satisfaction

Celestia shifted beneath the soft silken sheets. Her schedule called to her, the day’s necessities requiring her attention, but she took a moment to bask in the comfort of the early morning sun before fully committing to waking up, the bedding pleasantly warm against her bare skin. Arms raised in a luxurious stretch, and greeting the empty room with a yawn, Celestia sat for a moment in her bed letting the sleepiness slowly drain away like water down a stream.

More attentive every second, it became increasingly clear that something wasn’t quite right. Celestia fiddled with a small tuft of her mane, brushing the wayward flowing lock out of her face. She couldn’t quite put her finger on it, but... The princess of the sun stretched again and rose from her circular bed, letting the sun-warmed sheets fall from her body as she meandered towards the wall of glass that faced the rising sun. Her morning wood swung gently with each step, the weight from its size tugging it in a downward arch as it swayed. Celestia made a mental note to take care of that before she left her bedroom. The sun was almost fully risen, just a narrow sliver left hiding behind the distant mountain range.

Finally, Celestia felt awake enough to put effort into realizing why she felt that something was amiss. Finally, Celestia realized what was wrong.

The sun. It was already beginning its ascent into the deep blue sky above.

That wasn’t right. Celestia frowned, arms hugging against her sides. A sleep-in morning wasn’t something she had taken, well, ever. Notsince she took on the royal duty of raising the sun for her ponies. In fact, it was practically impossible for her to oversleep. A magical tingle in the back of her mind would always awaken her if she was late in rising during the pre-dawn hours, a sixth sense developed through a millennium of routine and dedication.

A light knock echoed from across the room. Celestia recognized the pattern, and so didn’t bother covering naked body before calling, “Enter!”

Luna peeked through the narrow opening she’d pushed in the door.

“Sleep well, sister?” she asked, a coy smile glinting in the early light. It wasn’t hard for Celestia to put two and two together.

She sighed and ruefully nodded her head. “Yes. Thanks, no doubt, to one of your sleeping spells.” Luna only beamed in response, showing no shame in her bearing. Celestia picked up the sheer silken sheet she’d discarded earlier and began folding it, pausing only to look at her sister. “And what, may I ask, are you up to?”

Luna chuckled. “Would you believe me if I said I wasn’t up to anything, and just wanted to give you a lie-in?” Celestia laughed along with Luna, the tinkle of merriment tinged with suspicion.

“I know you too well, sister. Your behavior so far has been anything but guiltless. Soooo…?”

“Sooooo, I was stalling.” A slight commotion – the patter of bare feet on stone and a series of hushed whispers – drew Luna’s attention away, popping her head back outside Celestia’s room. Curious, the white alicorn took a few steps towards the door, ears straining to make out the hushed words. Suddenly there was a moment of silence, then Luna stuck her head back through the crack. “It appears my stalling is done.”

Celestia crossed her arms, affecting her ‘stern older sister’ look. “Care to tell me why you’ve been stalling me?”

Luna withdrew, and Cadance’s voice rang out, “This!”

Two pairs of hands gently shoved a nervous-looking Twilight into the room, yanking the door shut just as her tail cleared the entryway. The newly anointed princess was draped with a silk dressing gown that was brazenly sheer and suffused with light from the rising sun, causing the outline of her figure to practically glow. Loops of cloth hung and dove from the curves of her shoulders, breasts and hips, showing off her petite frame and gorgeous cock. Celestia didn’t want to make her protegee uncomfortable by devouring her with her surprised stare, so instead she focused on Twilight’s face. However, even there lay entrapping allure: her lashes fluttered dark and heavy over slightly lidded eyes, a subtle flash of sparkled eyeshadow catching the sun whenever she blinked. A healthy natural blush splashed across her cheeks, her lips colored to a matching shade of red. No matter where she looked Celestia felt drawn in, as if every aspect had been designed to tempt and tease.

Somewhere in the back of her mind Celestia realized that this is what Luna and Cadance had been up to, yet another part didn’t dare to even hope that this could mean that she... No, it couldn’t be. Twilight had already turned her down once, it would hurt too much to be proven wrong again. Her heart chased itself in circles between desire for Twilight and desire for restraint and the abundant surprise at seeing her unannounced, her mind caught between trying to decide if this invitation was as blatant as it seemed or if poor Twilight had been put up to this by the other two.

With her inner turmoil she barely noticed Twilight drawing closer, bare feet gliding across carpet and marble in almost silent grace, each step emboldened by Celestia’s enraptured gaze. It was the touch of Twilight’s hands on hers that jolted Celestia out of her own thoughts, but before she could speak Twilight rested a finger against the matriarch’s lips, the touch like a searing fire as the contact sparked discarded fantasies that had been firmly set aside just two days prior. Only a hair’s breadth separated them now, the silk of Twilight’s gown brushing against Celestia’s skin in light, tickling touches.

“I wanted to say yes,” Twilight breathed. “That night, I wanted to say yes with all that I had, but my pride and my fear got in the way. Cadance and Luna helped me, but I need your help too.” Fingers lightly caressed Celestia’s stomach as Twilight closed the gap between them, pressing her smaller body against her mentor’s, her erect penis gyrating gently between them, leaving moist droplets in its path. Celestia felt her heart might fairly burst from her chest as Twilight continued, “It burns, princess. Right here,” and she pressed her fingertips against Celestia’s core, the exact spot in which she could feel her own desire flaring to match Twilight’s. “I want to correct my mistake in not taking you up on your offer. Luna insists I wouldn’t even need to ask, but... I’d like to all the same.” Pools of deep purple stared up at her, and it was almost more than Celestia could bare. The emotions of yesterday - pride in her student, love for a companion, want for a lover - collided with the palpable desire she saw in Twilight’s eyes. In answer to the question, Celestia bent slightly and brushed her lips against those of her former student. It was a feather-light touch, their hot breath mingling in the space between. Twilight’s hand slid from her waist to the base of Celestia’s hardening cock, fingertips slipping down the length towards the tip in a repeated inviting gesture that Twilight used to slowly walked them towards the bed that had only so recently been vacated. Celestia could feel her feet responding on their own accord as her body sought to maintain the contact.

Her head was dizzy with questions as to the sudden change of heart, but the shy yet salacious grin on Twilight’s face as she responded to the new princess’s seductions told her there was no need to wonder about that now. Twilight eased herself onto her back, legs languidly opened as she held her arms out in invitation.

Celestia had missed one chance earlier. However many questions she might have, whatever doubts she might have, there was no way she was going to miss this one.

Soft, tender kisses were exchanged. Lips brushed across tender bare flesh. Hands gently groped at any curve they could. Twilight had clearly been taking pointers from Cadance in the art of seduction and foreplay. Celestia lost all recollection of time as they drank each other in, both exploring the body of someone they had only dreamt of touching in such an intimate manner. Their nipples danced together as they pressed more tightly together, their passion slowly rising with each fondle, each playful nip. Celestia buried her fingers into that sweet, plump purple rear that she’d spent years telling herself not to admire. She gasped as Twilight did the same, massaging the cheeks in her palms. It was like a dream, the shimmering morning sun bathing them in further warmth as they tossed about, caring little for the world around them.

A jolt of electricity rippled up her spine as their equally hard cocks abruptly kissed. Celestia shifted her hips away from the electrifying contact on pure instinct based on her still lingering doubts, but Twilight entangled their legs together and rocked her own hips forward, the engorged head of her penis playfully rubbing against Celestia’s and eliminating any more questions as to what Twilight desired. Not wanting to put her off with shyness, Celestia showered kisses along Twilight’s collarbone and up towards her neck, biting and sucking as her lips progressed. Encouraged by her partner’s hitched breaths, Celestia moved one hand from Twilight’s rear to pinch a nipple, tugging and rolling the hardened nub in her fingers.

“Oh Celestia, how I’ve wanted this,” Twilight moaned softly in her ear. Celestia paused in her administrations for a moment, unsure how to best phrase her overwhelming emotions. Hands tangled in her mane pulled her head towards the other unoccupied breast, preempting the need for words. Celestia was all too happy to indulge. She used her teeth to toy with the remaining nipple, her hand resuming its activity with the other. Twilight’s breathing began to quicken as did her hips, each thrust running her cock along Celestia’s as their precum began to mingle and soak the sensitive nearby skin. Celestia flicked hard at the nipple in her mouth with her tongue, earning a sharp gasp as hands tightened in her hair. She repeated the movement, but rather than further gasps was instead rewarded with a shove that sent her onto her back. Twilight turned with her, now straddling her hips. The young princess drew Celestia’s cock towards her in a full bodied embrace, licking the swollen head and the juices that seeped from it, her arms trapping it between her breasts as her heavy breathing caused them to rise and fall around it.

“I can’t stand it anymore, princess,” Twilight gasped. “I don’t want you anymore. I need you.” With these words Twilight increased the speed and began grinding against the shaft, and Celestia found herself almost completely out of control of the situation. Her former student had seized the lead and did not seem content to let it go, pinning her at the hips and holding her hostage by her cock as she licked and sucked at it with a passion. Moans escaped unbidden from Celestia’s lips as Twilight began gyrating her whole body in an erotic undulating motion, fervor adding small bucks to their hips as they fell into a rhythm together.

“Unnnngh, Twilight, if you keep this up-” Her sentence was cut short with a startled yelp as Twilight buried the tip of Celestia’s cock in her mouth, gurgled moans escaping the wet sloppy seal of her lips. Coherent sentences eluded her as Twilight bobbed her head up and down, making up for the little distance she could suck with the gyrations of her entire body up and down the length, smearing the mixture of drool and precum all over her breasts and slicking the base with the arousal of her own pussy. She was enjoying it with all her body, and Celestia felt a sudden pang of jealousy.

“Twilight,” she managed between gasps, but her student seemed to be lost in a cock-hungry haze of lust, the vestiges of her transformation not quite as gone as Twilight’s earlier coherence had made it seem. Celestia forced herself upright and grabbed Twilight’s wrists in her alicorn-enhanced grip and twisted her hips to pull her cock away. The girl let loose the head with an audible pop, saliva and juice coating her lips and chin. Dark eyes narrowed and brows drew close together.

“Why?” she groaned, her eyes hazy with lust. In response, Celestia moved her grip to Twilight’s hips, guiding the new alicorn to spin around so that they were back to front, and then slowly lay back down, drawing Twilight along with her and leaving a deliciously cool smear of her arousal along her stomach and chest.

Much better. Shifting her hands to Twilight’s ass, she used her thumbs to spread the cheeks and began lavishing kisses interspersed with licks against her pussy, revelling in her tangy taste and smell. Thighs tightened on either side of her head as shivers ran through Twilight’s body. Celestia could tell she was nearing a hair trigger and so went slowly, easing her tongue in and out in accordance with the shudders running throughout Twilight’s body. Her attempts at drawing out the moments before Twilight’s orgasm grew harder when Twilight threw her mouth back to Celestia’s cock with reckless abandon; her hands, her boobs, her mouth almost everywhere at once, the pleasure and disjointed rhythms making it difficult for Celestia to focus.

Very well, if Twilight wanted it that badly… Celestia pressed her face fully to Twilight’s backside and began working her tongue with a passion, nails digging into the soft flesh of her ass as they struggle to maintain their grip on the juice-soaked skin. Twilight was forced to pause her own work as she began rocking her hips, rubbing her pussy all over Celestia’s face. The thighs around her head clamped like a vice as the orgasm thundered through Twilight. Celestia moaned as she felt the shudders pass all around her, Twilight’s entire body shaking with release, the tremors growing little by little more sporadic as each new successive wave rolled over her. Celestia’s ears rang from the pressure of the thighs locked around her, but she could almost feel her protegee’s screams as she considered pressing Twilight to prolong the orgasm, but reconsidered as she began to feel lightheaded from her time spent locked between Twilight’s legs. With one final shudder Twilight seemingly regained enough control of her body to lessen the vice grip on Celestia’s head, allowing her a much needed breath of fresh air. She eased Twilight off of her, helping her adjust her still trembling legs so that the two of them could lay side by side together. Celestia couldn’t suppress the giddy giggles as she pulled Twilight against her. Newly transformed alicorn libido truly was something else.

“Ce - huff, huff - Celestia… I can’t…” Twilight tried breathlessly before Celestia silenced her with a kiss, sharing some of the arousal that still coated her lips with the girl that had so quickly gone from a distant dream to a very real reality. They exchanged a few more kisses, lapping at the juices on each others’ faces for a few moments, until Twilight finally got her breath back. “That was unbelievable. I think I’m still feeling some aftershocks. Even when Luna and I-” Twilight bit off the sentence abruptly, a sudden look of shame flashing across her face. Celestia could only smile and tuck a stray sodden lock of hair behind Twilight’s ear.

“You needn’t worry, Twilight. Because of our, well, nature, alicorns tend to be a little more understanding of promiscuity than others. Besides,” she lowered her voice to a husky whisper as she leaned closer, teeth brushing against Twilight’s earlobe, “I look forward to sharing you with my dear sister.” The shudder that rippled through Twilight’s body sent a similar one down her own spine in response. “If you don’t mind, can you tell me what you and my sister got up to? I imagine it was quite the wild ride.”

As Twilight relayed the tale of last night, both her time with Luna as well as her first encounter with Cadance, Celestia felt her arousal steadily growing stronger. While pleasing someone else was pleasurable in its own way to her, it still wasn’t enough to dampen the growing heat, and hearing the sexual exploits of her fellow princesses was only adding fuel to the fire. Lost in the sensually sinful images Twilight was describing - clearly all that reading had turned her into quite the storyteller - it took the matriarch a few moments to realize that her bed partner had finished her story and was waiting for a response.

“Oh Twilight,” she growled, cupping her face in both hands and planting a searing kiss on her lips, “I’m just imagining what I now get to do to you.” The gulp was audible, but her excitement also visible, ears perked and unyielding cock twitching in anticipation. Celestia pretended to stroke it absentmindedly, but was using the opportunity to study it. It had yet to go even semi-soft, remaining prodigiously hard despite Twilight describing what must have been numerous shattering orgasms. Cadance’s sensual, taboo approach and Luna’s rougher attempts to slake the young alicorn’s lust had as of yet not yielded the somewhat needed result of getting Twilight through what could be called the final stage of her transformation. Not that Celestia would complain. That meant she would get to have her own turn, and she had a pretty good idea of how to get her own orgasm and finally calm Twilight’s throbbing dick. It should just about fit, she thought as she continued to play with her new toy.

“How are your legs?”

“Like jello,” Twilight half laughed, half groaned. Celestia hummed.

“After the night you’ve had, I’d be surprised if they weren’t. That’s perfect.”

“Wait, what?” A sly grin crept across Celestia’s face as she got on her knees, pivoting to straddle Twilight. She continued stroking that gorgeous dick that came up just below chest level for her. Leaning forward, it was trapped between the two of them as she placed her hands on Twilight’s shoulders, running them down her arms and guiding her to rest them above her head, the girl beneath her complying wordlessly, anticipation glowing on her face. Celestia placed a kiss on each cheek.

“There, that’s better.” Still leaning over her, Celestia shifted her hips and took Twilight’s cock in a light grip with one hand, just below the engorged head. Still slick with their precum, Celestia ran her vagina up and down its length only a few times for good measure. Thumbing the tip, Celestia bit her lip. She couldn’t wait any longer, her insides were begging to be filled with her student’s large dick, the burning inside her demanding to be satiated now that it had been enkindled, but still she paused for one last moment.

“You ready?” Twilight nodded, and that was all Celestia needed. She eased her hips back, the fat tip resting squarely against her labia. Done with the teasing and foreplay, Celestia pressed once, then twice, and then on the third felt the head slip into her with sudden pop. Her supporting hand clenched tight on the sheets as she gasped, legs already trembling. Fuck, she was huge. Excitement boiled in her stomach, her head slightly dizzy as she slowly eased back, every inch a new excruciating pleasure that stretched her more and more.

“Hnnnng, oh Twilight!” she breathed as she let the cock retreat a few inches before sliding further down. Her own cock twitched and flared with unrestrained desire, fat drops of precum splashing onto Twilight’s chest and only furthering Celestia’s own arousal. Her former student beneath her, chest bathed in her love juices and her cock in her hungry pussy; it was a fantasy the likes of which she’d never dreamed would come true. Now halfway down the monster shaft and feeling at the end of her ability for the moment, Celestia began to rock back and forth more steadily, gradually increasing the speed as she grew accustomed to the girth now inside her. But half wasn’t enough. She wanted all of it, and she was tired of being patient. She rose, now upright on her knees, and ran her fingers through her flowing mane, jostling and showing off her boobs for Twilight. She grinned as the cock beneath her straightened just that little extra bit she wanted. Good girl, Twilight.

She dropped almost all the way, and felt like she’d been punched in the gut, her breath stolen away. Ohhhh, that felt good. She raised her hips and repeated the movement, earning another ecstatic hit against her insides. She would have moaned if she had any breath to give, her face locked in an endless ‘O’, a silent cry of ecstasy. She picked up the rhythm, her cock and chest beginning to heave in time with her movements. The lips of her pussy gripped hard onto Twilight’s cock, a wonderful tightness that let her feel every twitch and every pull as she moved up and down. She was almost there now, only a couple more inches and she’d be able to completely sheath the princess beneath her.

She glanced at Twilight, who had the look of utmost concentration. This was her first time, no doubt she was already about to cum. As much as she’d love to watch her former student do so again, Celestia wasn’t ready to stop just yet. She wanted more, and so needed to give Twilight something to occupy her mind. Bending over again, she momentarily ceased riding and rested her ample chest on Twilight’s own and gave her a kiss, her tongue and Twilight’s dancing. Celestia very slowly resumed her movement as they kissed, her own cock rubbing against the underside of their boobs, almost pressing uncomfortably hard against the supple skin. It gave her an idea. Riding Twilight a little harder now, her range had grown wider and allowed her to shove her own prodigiously sized penis between their breasts, the member cushioned on all sides with gorgeously slick skin. Perhaps she was overzealous, as it bopped Twilight on the chin several times, leaving a trail of sticky precum that wobbled with each thrust. Twilight didn’t seem to mind though, as she took to licking the tip every time it came in range. At least now she didn’t look so strained.

Celestia turned her attention fully back to riding the new alicorn’s futa cock for all it was worth. She could feel her ass slapping against Twilight’s waist now, her own hungry pussy gobbling up the princess’ cock all the way to the hilt. She slowed a little, now taking time to measure just how far back and forth she could move without losing her grip on that delicious shaft. To cover the full length she actually had to rock back and forth quite a bit, using not just her hips but her legs as well to get the needed range of movement. Perfect.

She picked up the pace once again, increasing her speed quickly into a rapid back and forth, her own cock kept under control between Twilight’s breasts. They were both breathing hard, and Celestia could feel the salty sting in her eyes as sweat began to drop from her brow. It only prompted her to go harder, her breaths coming short and ragged now, interspersed with desperate gasps of pleasure as she hit a sensitive spot or Twilight twitched and her cock flexed, pulling against Celestia’s insides. She worked steadily, until suddenly she bottomed out much faster than she’d expected to, the jolt sending a whole new wave of toe-curling tremors through her.

Twilight had rocked her hips forward, meeting Celestia the last couple of inches. She did so again a couple more times, hilting Celestia hard each time. It seemed she’d regained the use of her legs, or at least enough so to properly thrust. Together they picked up the pace to a speed that could only be described as frantic. Short and rapid, their bodies leaving trails of sticky love juices behind as they separated, only for them to come back together with mighty slaps that sent small droplets showering all around them. The bed was thoroughly soaked by now, but neither really cared as they pounded away, nothing left but the need for relief. Faster, harder, needing more.

Their thrusts reached an erratic fever pitch, now hitting a slightly different spot each time. Celestia was starting to see stars between the rhythmic punching of Twilight’s cock, the slap of her wet ass against Twilight’s hips, and her cock bobbing like a piston between her protegee’s boobs. It was sensory overload, and it felt amazing.

It had been building for a while now, the molten core that would become her climax. It felt like a steadily growing nova, white hot and ever larger. It began to grow more intense with each burst of impact. Twilight had her eyes shut tight, biting her lip against the neverending torrent of moans. Celestia could feel her tongue lolling about as she panted for breath, trying to get enough oxygen to fuel her rampant thrusts. She was so close now.

“Just. A little. More!” she cried, throwing her hips with abandon. “I’m. So. Close. Twilight.”

“Celestia! Celestia!!” was Twilight’s only response.

“Cum, my faithful student. Cum for meeeeeee!” Her last words came out jagged and uneven, her body already beginning to twitch. With one last massive thrust she impaled herself all the way on Twilight’s cock. The supernova inside of her burst, and she threw back her head in a scream.

The rolling waves of heat pounded into her like a maelstrom, her body no longer hers to control as the throes of her orgasm had their way with her. Her blood was molten fire, her mind nothing but clouds. There was nothing but the overwhelming quakes that shuddered through her. She was faintly aware of a filling sensation as Twilight pumped round after round of cum inside of her, the warm liquid providing a center for yet more aftershocks that bounced and rebounded across her like large ripples in a pond after a mighty splash. As her womb continued to fill, the cum began to spurt out from between the seal of her pussy and Twilight’s cock, the only escape from the building pressure inside. She could feel it on her thighs as Twilight continued to spasm, splashing cum and slamming her cock into Celestia with tiny micro thrusts that drew out her own orgasm in fitful bursts. All she could do was gasp for air as she struggled to remain conscious as the undulating waves battered her.

Like the tide, the waves of pleasure slowly ebbed leaving the two lovers still and exhausted. Celestia kissed away the tears of ecstasy on Twilight’s face, licking away the salty tracks and caressing her face with her tongue and hands. “You did so well Twilight.” All Twilight could manage was a vague hum of acknowledgment. Celestia chuckled. Her mind had probably been practically blown by the experience. She pulled herself off Twilight’s cock, a small stream now steadily leaking as all the excess cum began to drain out. She could still feel the seed Twilight had planted deep inside her filling her womb with a pleasant fullness and warmth. She slid down and began lapping up the stray cum from Twilight’s nether regions, cleaning her up of both cum and vaginal secretions, relishing the unique taste and smell that was hers and Twilight’s combined love-making. Her hands gently teased and massaged while her tongue worked, prodding and rubbing life back into her partner, using Twilight’s moans and grunts as directions on where and how hard to go.

After a few minutes hands grasped at her face, urging her to look up. Scooping up some of the last streaks of cum from Twilight’s inner thighs in her mouth, she allowed her face to be guided upwards. The kiss was filled with the taste of them and was sweet and tangy and oh so sinful, filled with tired passion and relief. Twilight tongue swiped around the edge of her mouth as they pulled a way, a tired smile gracing cum-stained lips.

“I don’t think there are words to describe what just happened,” she stated airily, as one caught between awake and a dream. “Perhaps...” Twilight seemed to struggle to dredge up a suitable word before giving and weakly holding out her arms. Celestia obliged, pulling Twilight into her lap as they curled together in one of the dryer spots on the bed.

“Are you alright, my faithful student?” While the pet name technically didn’t apply anymore, Celestia couldn’t help but indulge. Twilight yawned and nodded, her head drooping.

“Mmhmm. Don’ feel so hot anymore either,” she replied drowsily. Celestia looked and indeed, her penis was growing flaccid for what Celestia could only assume was the first time in more than 24 hours. A small part of her was sad that the ordeal was over, but even she was unsure if she’d want to undergo an utterly intense, blinding orgasm like that in such a short period of time. One raging alicorn libido enhanced session was more than enough for now; even she was exhausted, her eyes wanting to droop shut as she cuddled with her beloved former student, who had proven herself in so many ways before and done so once again.

She tried to fight off the sleep that called so temptingly to her. True, she had given Twilight a tongue bath but that wasn’t a substitute for a genuine cleaning, which was sorely needed for the both of them. They would need water to rehydrate, and she needed to make sure Twilight was given a proper massage to prevent any muscle cramps, and… Twilight squirmed a little as she turned into Celestia, her arms reflexively wrapping around her waist and her head resting in the crook of her neck. Celestia sighed as she simply pulled Twilight tightly to her. They would be fine for now. It would be a shame to break this lovely moment.