My Little Pony: Sex is Magic

by MidnightPie

Rating: mature
Tags: Main 6, My Little Pony: Friendship is Magic, Alternate Universe, Porn, Spike, King Sombra, Cutie Mark Crusaders, Adventure, Discord, Sex
Length: 8269

In an alternate universe, Twilight Sparkle and her friends wield the Elements of Sex to defeat foes, forge bonds of friendship, and go on sexual adventures.

In an alternate Equestria, where sexual cutie marks are more commonplace and sex is the social norm, Twilight Sparkle and her friends wield the Elements of Sex to defeat foes, forge bonds of friendship, go on sexual adventures and learn sexual lessons.

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This was edited and proofread by PeerImagination.

Everybody is over 18. I won't be re-writing every episode but I will be doing several of them, possibly. Every chapter will not be exactly the same as the episode and maybe contain an entirely different premise than the one from the actual episode. Well, each chapter will contain sex or something sexual in nature of some kind so that's one major plot difference.

Chapters with corresponding fetishes will be listed below as the chapters come.

Chapter 1: Nightmare Nude: Blowjob
Chapter 2: Dragonshy’s Good Time: Domination, oral

Published 2017-10-19 19:00:06 UTC
Last updated 2017-10-19 19:00:06 UTC

Dragonshy's Good Time

“Can ya repeat that again?” Applejack asked politely. “This time, maybe a bit slower?”

Twilight took a deep breath. She stared at all of her newfound friends, Rainbow Dash, Pinkie Pie, Fluttershy, Applejack, and Rarity. They were all here. She counted to ten under her breath and began to repeat her previous statement.

“As you all know, I’ve been keeping some things from Spike, my dragon friend, for years now. He’s an adult, legally, and in every other way. I haven’t told him that or about sex or anything. He’s been treated poorly, and I don’t really have any excuses as to why I did it.” Twilight’s voice shook a bit. She took a deep breath and continued. “He learned all of that at the hands of Nightmare Moon and things haven’t been great since. He’s been missing for three weeks now, I assume to have some space from me, but I just got word from Celestia that he’s up on Mt. Pyro, masturbating.”

“This is a problem, why?” Rainbow Dash asked, crossing her forelegs. “Let me guess, you didn’t let him masturbate either?”

“I don’t think he would have known about masturbation since I never told him about sex. This wouldn’t be a problem except that he’s apparently been sending threat letters to Equestria that he will masturbate onto Equestria and suffocate the entire pony population with his semen unless we give in to his demands,” Twilight explained.

“Ah,” Applejack nodded. “Dragon cum is incredibly sticky and suffocating in the right amounts.”

Twilight glanced at Applejack with a raised eyebrow. “His only demand is that he wants to have sex with somepony. Celestia expects me to take care of this since he’s well… since I hatched him so… yeah.”

“Didn’t he have sex with Nightmare Moon?” Pinkie asked curiously.

Twilight shook her head. “Apparently, they didn’t make it that far.”

“So what? Are we going to have to have sex with him?” Rainbow Dash asked.

“No. I want to try and convince him to have more meaningful sex with somepony that means something to him in the future,” Twilight said, blushing a little. “Whoever that pony ends up being…”

“But what if he doesn’t listen?” Fluttershy quietly piped up.

“Then one of us will have to do it. Rarity, I saw him making googly eyes at you earlier. Think you could step up and take charge?”

“Um… he’s not really my type, darling, even for a one night stand.”

“Why don’t we decide when we get up there?” Rainbow suggested. “That way we don’t have to think about this now.”

“I don’t understand why none of you want to do this,” Twilight said in confusion. “He has a hemipenis, that’s like two penises for the price of one.”

“How would you know that, dear?” Rarity asked. “He keeps his penis behind his scales. I must assume so, since I didn’t see it right off the bat.”

“Um, uh…”

“And two penises for the price of one does not make sense at all!” Pinkie said, springing into the air.

“We never said we didn’t want to do this, we said we’d decide when we got to the top of the mountain.” Rainbow Dash repeated.

“If you like him so much, why don’t you have sex with him?” Applejack pointed out.

“I can’t do that! I’m his caretaker. Besides, I don’t l-like him, not like that,” Twilight said, her face reddening.

“Whatever,” Rainbow shrugged. “Let’s get going. We’ll decide when we get there.”

~

The gang hiked up Mt. Pyro. It was a long journey, but not particularly hard by any means. All the way, the gang chatted about their eventful sex lives. Soon, they reached the top of the mountain in less than a few hours.

Twilight trotted into Spike’s den immediately upon arrival in hopes of bargaining with him. The group followed her inside closely behind.

“Spike?”

“Did you send the lucky mare, Twilight?” Spike asked, creeping out of the darkness and into the one of the few lighted spots in the small cavern. Spike was around the same size as Celestia in his fully grown state. Twilight assumed he’d get bigger with age but for now he was already pretty large.

A small, messy pile of jewels sat in the corner, probably serving as his meals. There were thousands of crumpled up papers scattered around the room. A bed of old blankets sat in a different corner. It smelled of lavender in the room, despite the mess. Twilight noticed lavender sticking out from within a crack in the walls.

Spike himself was not looking too good either. There were dark bags under his eyes. His tail twitched as though he had developed some nervous tick. He kept licking his lips and eyeing Rarity ever so often. His scales looked duller than ever.

Twilight stepped forward. “Spike, you should wait to have sex because-”

“Here she goes with another one of her stupid lectures,” Spike thought. His eyes moved toward Fluttershy who appeared to be looking over him curiously. Her eyes met his quickly when she saw him looking at her.

“Spike, you look terrible,” Fluttershy whispered. Spike stared at her. She gazed back into his eyes. “Have you been eating well?”

“Not quite,” Spike murmured, low enough for Fluttershy to hear but not for Twilight to hear. Twilight didn’t seem to notice however, for she seemed to be too lost in her own speech.

“You should eat better,” Fluttershy replied. “Dragons need fresh meat.”

“Twilight was never one to let us have meat in the house. It made her sick,” Spike said, rubbing his spines. “I know now that I should eat more meat.”

“Good. I-I’m Fluttershy, if you didn’t know,” Fluttershy introduced shyly. “I’m glad you’re ok.”

“I’m not,” Spike admitted. “Ever since my time with Luna or Nightmare Moon, I… can’t stop thinking about how good my first time would have been. Twilight’s like a dictator over my life.”

“I’m sure if you remind her that you’re an adult then she’ll let you do more,” Fluttershy pointed out with a smile. “I’m sure you’ll have a great first time today anyways, unlike my first time.”

Spike smiled. “I’m sure it will.”

“Spike!” Twilight yelled, stamping a hoof and allowing the sound to echo throughout the small room before continuing. “Did you even listen to what I just said?”

“Nope,” He said, crossing his arms. “And I never will. I want to have sex, Twilight. So who’s it gonna be? Rarity?” He looked at Rarity hopefully. Rarity looked away awkwardly.

Twilight sighed. “I guess I’ll do-”

“I’ll do it!” Fluttershy said in a normal voice. She squeaked as her face turned dark red. She ran and pressed her face against Spike. “T-take me, Spike!”

Twilight froze. “Um… wait, what?”

“Oh joy! We have a volunteer! Let’s go!” Pinkie began pushing the frozen Twilight towards the exit while everypony else followed in suit. “See you at the bottom of the mountain, Fluttershy!”

With that, they all left. Spike stared at the quivering Fluttershy. He carefully picked her up and gently laid her down on her back in the middle of his bedding.

To Fluttershy, his bedding was wide and thick enough that it felt like an actual pony mattress on the ground. Spike stood over her on all fours. He was significantly bigger than her but not in a way that it would make a difference for sex.

“I want to make this time better than your first time,” Spike murmured and pressed his lips up against the small pony.

Her lips were so warm and soft. He moaned into the kiss, the spark of their lips moving arousing him. He pushed his tongue into her mouth gently and wrapped it around her own tongue, toying and playing with it. She moaned back.

He removed his lips from hers and placed them on her neck. As carefully as he could with his sharp fangs, he gave her neck a few cautious nibbles. Spike began to dot her neck with kisses and nibbles while Fluttershy squirmed and moaned underneath him.

Fluttershy moaned loudly. Her wings were already erect from only Spike’s kisses. Her first time with her first boyfriend, now ex-boyfriend, was lousy. He didn’t kiss her like this. He didn’t make her moan. This made her feel even more wonderful. Even more important. Spike was gentle and kind. His caring nature was arousing to her.

Spike began to kiss down her neck to her stomach then to her pussy lips. Though he had never eaten out a mare before, he’d snuck enough of Twilight’s secret stash to know how it worked.

Before he could bring his head down, however, Fluttershy’s tail whipped in place, covering her already wet pussy. Spike licked his lips and stared at her. She met his eyes, blushing.

“Please don’t,” she begged. Spike sat up.

“Why not?” he asked, sitting back.

‘He’s already hard,’ Fluttershy thought. She pushed herself to her hooves and walked over to Spike.

“I would rather do you instead,” she murmured, giving his tip a lick.

Spike shuddered. Fluttershy, seeing that she had done something right, began to lick him in his entirety.

Spike groaned and fell backwards onto the hard floor. Seeing his submissiveness, Fluttershy crawled up next to him. She licked up his shaft then back down it. Spike grunted a little.

Fluttershy pushed herself over him. She stared at his tip before giving it a small lick. She swirled her tongue around his cock slowly, making him groan at her slowness. She kept doing that to him and he groaned.

After a while, it became torturous for her to do this. He desperately wanted her to speed up by any means necessary. He wanted to take control of her actions and force her down. He also didn’t want to hurt her. The feeling was conflicting.

Right as he opened his jaw to tell her, she dove down, directly onto his cock, taking it all into her mouth and into her throat. He moaned, loudly as she began to bob her head on his member. He growled as she swirled his tongue around him and bobbed her head over his dick.

Fluttershy moaned over his cock. She could feel his body shuddering and hear his heavy groans. The only blowjob she’d ever given was to her ex and he never did this. He was much quieter than this. She assumed his loud groans and moans meant he liked it. She enjoyed hearing him moan. It made her incredibly hot and wet down below. She wanted to bring a hoof down so she could enjoy this too but she knew she would lose focus on his cock if she started on herself.

His member soon began to pulse and throb with the telltale signs of an upcoming orgasm. She began to bob faster on top of him, moaning longingly over him. She felt his claws touch her head and lightly begin to make her go even faster.

Spike had pushed aside his fears of hurting her. He had, as gently as he could, placed his claws on her head. All he needed was her to go a little faster to push him over.

Soon he came. Fluttershy felt the first jet of his warm seed coat the inside of her mouth and then the back of her throat. She swallowed down the first spurt, then the second, and then the third.

His cock immediately softened in her mouth. She let go and crawled onto Spike’s chest. She found his heavy panting to be arousing.

“Fluttershy,” he groaned. “That was the best. I do want this but w-we don’t have to go through with this if you don’t want to.”

“Spike, I want this,” she moaned softly. She slid backwards against him until she was over his semi soft member. She knew her moans were making him hard again so she moaned louder.

“Do you really want this, Fluttershy?” Spike asked.

“Yes,” she moaned, lifting herself over him and rubbing her pussy lips over Spike’s fully hard cock.

“Beg for it,” Spike commanded.

“Spike, please,” she begged, moaning again. Her body shuddered as her juices streamed down his length. “Spike, I’m so horny right now. I-I want you inside. I need you, inside, now.”

She moaned loudly and pushed herself down. The tip went past her lips, just barely entering. She heard Spike growl before the pair rolled over and he was on top again. He pushed his cock forward slowly.

Fluttershy grit her teeth. He was bigger than any dildo that she had ever used. Even her ex was smaller than this. Nonetheless it felt so good. She moaned as his claws sank into her flank lightly. His claws produced a dull pain to shoot through her, causing her to moan louder.

This was better than anything that Spike had felt in his life. Never before had he ever experienced so much pleasure. It was overwhelming and yet he could take it. He growled, snorting out smoke. He was getting excited. Too excited.

What if he hurt her?

Seeing Fluttershy moan like that cleared that thought from his head. He wasn’t hurting her and she was clearly enjoying this as much as he was. He finally bottomed out with a grunt.

He pulled back as slowly as before. Hearing Fluttershy’s quiet whimper made him grin; he was far from done. He immediately thrust back inside her, faster than before. Spike began to thrust in and out, getting a steady rhythm going. He held himself back from going too fast, however. The nagging thought of hurting her stuck in his mind. He didn’t want to make her second time as painful as her first. He was surprised that he was so focused on her well-being at a time that was supposed to be about him.

Fluttershy knew he was holding back a little. Something felt off about his demeanor, almost like he was being careful. She didn’t want him to hold anything back however. By placing a hoof on his chest, she managed to get his attention. He slowed down, to her displeasure but never stopped.

“Spike, can you go… f-faster?” Fluttershy asked.

Spike stared at the floor beside her. “I want to be careful…”

Fluttershy stared at him. Was there perhaps a way to tap into his inner dragon and make him go faster? She didn’t know much about dragons, but maybe…

Fluttershy stared at him, eyes half lidded. She bit her lip and moaned. “I thought you were a real drake, Spike. Don’t you want to just dominate me and take me?”

Spike stared at her. “…what are you doing?”

“T-trying to get you worked up so you get possessive and-”

“That’s a dragon stereotype,” Spike said, giving a hard thrust into her.

“I’m sorry.”

“It doesn’t mean it’s not true,” he snorted, shaking his head. He locked eye with her. “You want the drake? You got the drake.”

Spike picked up the pace. In a swift motion, his claws moved from her hips to her forelegs, pinning them down against the blankets. He snorted, blowing steam from his nostrils and picked up the pace.

Fluttershy began to moan louder as he started to slam into her. The delicious feeling of him sliding in and out of her was just so good. She could feel pressure building up inside her towards what Fluttershy hoped was an orgasm. She’d never had one before, but the way it was described by her friends made it sound so good.

“B-bite me, Spike,” Fluttershy whimpered under him. She shivered as his nose came down and rubbed against her neck. She shuddered as she felt his teeth sink softly into the side of her neck. He began to nibble and kiss her neck, biting down fully occasionally. She moaned loudly and arched her back.

It was all too good.

It was all coming to a close too quickly for Spike. He was getting close. Fluttershy’s moans were only making everything go along too fast. He groaned as she moaned louder. This was all too good. He didn’t want it to end. But at the same time, he knew the orgasm would be even better.

Slowly, he lifted his lips off her neck without breaking speed. Spike pressed his head into the blankets beside her head, moaning softly as he thrust into her. His thrusts were becoming much more powerful.

Fluttershy could feel his member throb inside her. She was getting close as well and she could feel it.

Pushing her lips up next to Spike’s ear, she whispered, “P-please cum inside me, Spike.”

Spike, hearing that, was finally pushed over the edge. He moaned loudly into the blankets and pushed into her as far as his cock would go. His cock throbbed, pulsed and expanded before releasing large amounts of cum straight into Fluttershy. He squeezed his eyes shut; this was the best thing he had ever felt.

Fluttershy felt his cock balloon inside her before forced every bit of built up cum into her. She came as well at this feeling, her back arching as she screamed her orgasm for all to hear. It was the best feeling in the world, better than anything that she had ever felt. Her mind went blank. Her wings expanded and became stiff. Her back arched her body onto Spike’s warm, shuddering body. She felt only pleasure.

Soon, Fluttershy came down from her high and panted. Spike was slumped over her, asleep from the orgasm. She felt herself drifting away and she allowed sleep to take her, just as Spike had.

Author's Note

So this was an obvious recreation of Dragonshy. I didn't want to make Fluttershy scared of dragons in this one because I didn't want it to be exactly like the episode. So instead, I went in this direction.

Dragonshy was supposed to be a hint at the ship for this chapter.

Hope you all enjoyed this chapter!

Nightmare Nude

“Twilight, what’d you do this time?” Spike asked, crossing his arms. Twilight spat part of her mane out of her mouth and turned to stare at Spike. The wind blew through Twilight’s mane as the chariot carried her and Spike to their destination.

“I didn’t do anything,” Twilight huffed.

“Uh huh,” Spike said in disbelief.

“I just warned Celestia that her sister, Nightmare Moon, was going to return soon!” Twilight explained.

“And she basically told you that you were crazy and sent you to this town in the middle of nowhere so you could get a breath of fresh air,” Spike said, “You wrote her a letter about Nightmare Moon and she thought you were nuts!” Spike held up a letter. “Her return letter says that you have to check on the preparations for the Summer Sun Celebration in Ponyville.”

“Yeah, that’s just a ploy to get me away from Canterlot,” Twilight snorted. “This is the stupidest busy work I’ve ever been given! If I don’t help Celestia prepare, then her sister will return and we’re all doomed!”

“I think Celestia can prepare on her own, assuming her sister is even coming back.” Twilight glared at Spike. He shrugged.

“She also said to make some friends.”

“Pfft. Friends! She said to check on the preparations, and I’ll do that. Then I’ll find the town’s library and research on how to stop Equestria’s upcoming doom!”

“Apparently, we live in the town’s library.”

“Even better!” Twilight exclaimed, clapping her hooves in excitement. “I can research to my heart’s content once we finish the checklist.”

“Right.” Spike rolled his eyes.

“What’s first?” Twilight asked, seeing something pink move from the corner of her eye. She turned back there was nothing there.

“Um, a place called Sweet Apple Acres,” Spike said, glancing at the checklist.

“Let’s go, then!” Twilight said, racing away. Spike thanked the pegasi that had escorted them before chasing after her, checklist in hand.

~

“So…” Twilight deadpanned, staring at Applejack, this brightly orange colored pony with a smile that seemed bigger than the pony’s own backside. “You’re in a charge of the food, huh?”

“Most definitely!” Applejack replied.

“Why, then, is it in my butt?” Twilight asked as apple fritter dripped out of her backside.

“Because…” The mare looked around before leaning in. “It’s the Summer Sex Celebration, isn’t it?”

“The what?” Spike asked. Twilight pushed him far away with her magic. She then nodded.

“That’s right,” Twilight nodded.

The Summer Sex Celebration was a festival that happened at the same time as the Summer Sun Celebration. The children celebrated the Summer Sun Celebration in the morning with Celestia’s raising of the sun while the adults celebrated the Summer Sex Celebration in the evening with Celestia’s raising of her own sun. Twilight just happened to be checking up on the preparations for both, but Spike didn’t need to know about that. Applejack was in charge of the food for both Celebrations.

“Well, the food is for the sex,” Applejack whispered, “And I’m sorry I missed your vagina.”

“No problem,” Twilight yanked the fritter out of her ass. “I still don’t understand…”

“Ponies can eat!” she shouted. Then she lowered her voice. “And they can indulge on their food fetishes with my delightful sweets.”

“Oh,” Twilight blinked. “Never heard of a food fetish.”

“It’s more common in smaller towns. Want me to show you how it’s done?” Applejack winked.

“Not with Spike here…” She glanced back at him.

“Too late! SOUP’S ON EVERYPONY!” Applejack yelled and began to swing a rusty spoon on a metal triangle.

Twilight gasped as a large crowd of ponies pushed her and Spike towards a table. Applejack grinned.

“Lemme show you what you got to work with!” Applejack said. “This is the Apple family, by the way.” She motioned toward the many ponies standing around them. Each pony began to throw their goods on the table as Applejack listed them all out with gusto, though whether she was naming ponies or food was unclear to Twilight. “This is Apple Fritter, Apple Bumpkin, Caramel Apple, Red Delicious, Golden Delicious, Apple Strudel, Apple Tart, Baked Apple, Apple Cinnamon Crisp…”

“Please make it stop,” Twilight pleaded inwardly. She wanted only wanted to check on the preparations and get out of there, not meet the entire family.

“Big Mac, Apple Bloom and Granny Smith.”

The apple naming seemed to be over. Twilight looked around. This was a lot of ponies and food. Applejack grinned at her.

“We’re just getting started!”

“No, no, I have to get going. Seems the food situation is taken care of so I’ll just leave you all to that,” Twilight said.

“But… won’t you stay with us for brunch?” Apple Bloom asked, putting on her best cute face. Twilight sighed.

“Is it brunch or brunch?” Twilight asked.

“Brunch,” Applejack said without a smile. “Everypony dig in!”

~

“Up next is weather. Somepony named Rainbow Dash is supposed to be in charge of that.” Spike said, squinting at the checklist.

“Rainbow…Dash…” Twilight said, her large belly swaying from all the food. “Ugh…”

“I’ll…um… find her for you,” Spike offered.

“No need!” Rainbow Dash said, flying over and straight into Twilight. They both landed in the mud and somepony whistled. “Uh, sorry.”

“No, no…” Twilight shook her head.

“No, I got it!” Rainbow Dash said, pushing a cloud over. “Here.”

Rainbow Dash jumped on the cloud, making it rain over Twilight and washing all the mud off. She then flew around Twilight, leaving Twilight’s mane and tail fluffed up like a balloon.

“My signature blowdry!” Rainbow said proudly. “Though nothing like my blowjobs, if you know what I mean.” She wiggled her eyebrows.

“What’s a blowjob, Twilight?” asked Spike. Twilight pushed him far away with her magic.

“I thought the sky was supposed to be clear!” Twilight whispered angrily. “This sky is full of clouds! And you’re supposed to be in charge of the weather for both the Summer Sun Celebration and Summer Sex Celebration!”

“I will get to them when I’m done with training. I’m training to be a Wonderbolt,” Rainbow Dash said proudly.

“The Wonderbolts?” Twilight asked, an eyebrow raised.

“Yep.”

“The most, talented porn stars in all of Equestria?” Twilight asked, the eyebrow still raised and getting higher by the second.

“That’s them,”

“Pfft,” Twilight snorted. “You can’t even keep the sky clear! What makes you think you have what it takes?”

“Hey! I can clear this sky in ten seconds flat!” Rainbow protested.

“Prove it.”

Rainbow Dash sprang into action and darted across the sky. The blue pony bounced across the sky, clearing every cloud in sight. And soon she was done in ten seconds flat.

“There,” Rainbow Dash said.

Twilight pulled her dropped jaw back up. “You’re going to need to last longer in sex in you want to be on the Wonderbolts.”

“Hey! I can!” Rainbow Dash shrugged. “Whatever. Let’s hang out sometime. Later!”

Spike ran up beside Twilight who had already begun to walk away. “So what is a blowjob? And why do I have to keep going away?”

“You’ll learn when you’re older, Spike.”

“And when’s that?”

Twilight rolled her eyes. “How about the celebration?”

“Yes!”

~

“Damn,” Spike said. Twilight hit the back of his head. “Sorry, no cursing. I forgot.”

“Not until you’re older.”

“So tonight then.”

“Yep.”

“But…pretty!”

“The decorations are pretty, Spike. At least this next item can be checked off quite easily.”

“No, her!” Spike pointed at the white mare at the end of the hall.

The mare seemed to be looking through a bunch of colored ribbons. Twilight had Spike stand in the back and he did so reluctantly as she approached the mare.

“Seriously?” Twilight whispered as an attempt to keep her voice from echoing in the large empty space. The mare blinked, turning around. “You have fucking restraints in front of a child?” She gestured at Spike.

The mare immediately put the ribbons elsewhere. “I’m sorry, darling, I didn’t know.”

Twilight sighed. “You’re Rarity, right?”

“That’s right!” She blinked and gasped. “Oh my stars! Your mane!”

“Yeah, yeah it’s terrible,” Twilight waved. She rushed up to Twilight.

“It’s more than terrible!”

“Let me just do my work and then I can be out of your hair,” Twilight said. Rarity shook her head.

“My mane! What about yours? Let me fix it for you darling, it’ll take only a second,”

That second stretched into hours as Rarity not only fixed her mane, but also made her try on various sexual outfits. After Twilight was forced to try on the saddle, she left, dragging Spike out as well.

~

“Well, up next is the music…” Twilight muttered. “Hopefully this pony isn’t doing anything openly sexual…”

The sound of birds tweeting made Twilight and Spike perk up. It was such a lovely tune. As they neared closer, they could see a bright yellow pony directing some birds on a branch like a conductor.

One bird’s tune was off and as the mare corrected him, Twilight found this to be an appropriate time to intervene. She scooted Spike to his far away spot once more and trotted over to her.

“Hello!” Twilight shouted, frightening the birds away. The mare stared at her before landing. “I’m in charge of the Summer Sun Celebration and I’m here to see how your music…um…making is coming along. It sounds nice!”

The mare stared at her.

“Hehehe….” Twilight grinned nervously. “What’s your name?”

“I’m…”

“Huh?”

“….”

“Speak up already!”

“Fluttershy.”

“Okaaay, I’ll just be going then,” Twilight said and turned away. “At least that was quick. She seems to be doing fine with the music so I’ll count it.”

Spike came back from his spot with his hands on his hips.

“Can we go now?” he huffed.

“Yes,” Twilight said just as a yellow blur scooped up Spike. The mare nuzzled him.

“Oh a baby dragon! Look at his head size!” She said happily as felt his head. “He’s so small but so perfect!”

“Huh?” Twilight asked, getting a bad feeling about what was coming next.

“He’s not a foal but much bigger but he has a nice oval head shape. Oh and his scales are soft,” She felt Spike’s scales. “And he’s oh so perfect!”

“Perfect for what?” Twilight asked, dreading her answer.

“Unbirthing!” She said happily. “All I need is his consent…”

And with that, Twilight teleported herself, and Spike, away.

~

“That was mean,” Spike said, crossing his arms as they stood in the darkness of their new home, “And what the heck is unbirthing?”

“You’ll know when you’re-”

“-older, got it,” Spike finished.

“Well, whatever. I just need to be able to back to Canterlot to convince Princess Celestia that Nightmare Moon is coming back. And to do that, I need to study. And to study, I need to be away from all those crazy, sex-crazed ponies! Now where’s the light?”

“SURPRISE!”

The lights flashed on in a blaze of white light. A large crowd of ponies stood around her happily as Twilight blinked to recover her bearings.

“Hello, hello, hello, I’m Pinkie Pie!” said a pink mare that Twilight had seen earlier. Pinkie Pie was now face to face with Twilight and too close for Twilight’s comfort. “I made you a welcome to Ponyville sex-”

Twilight suddenly raced up the stairs, dragging Spike with her.

“-party,” Pinkie finished sadly.

Twilight threw herself into her bed.

“I can’t believe it!”

“Believe what?” Spike asked, going over to rub Twilight’s back.

“Twilight, we’re having an sex show if you want to join in!” Pinkie yelled from outside the door. Twilight sighed loudly.

“Can I join?” Spike asked, looking eagerly at Twilight. Twilight sat up and stared out of the window, at the moon.

“Nightmare Moon,” she murmured. “Come on, Spike. Let’s go to the Summer Sun Celebration.”

“But it’s too early! What about the show? And what’s a sex show?”

“I’ll go downstairs and break it up. And if we show up early then maybe I can talk to Celestia while I’m over there!” Twilight glanced at Spike. “Um, sex shows aren’t for you to know about.”

Spike snorted.

~

Twilight Sparkle found herself more lost than ever. By the time she had found where the Summer Sun Celebration was supposed to be, she was already too late. Ponies from all over town had gathered there.

“Presenting: Princess Celestia!” Yelled a mare.

The curtains on the balcony above swept open but behind it stood not Celestia, but a mare in black. The mare trotted forward, cackling.

“Hello, my little ponies. We are-”

“Nightmare Moon!” Twilight shouted, pushing her way through the crowd. “I know who you are and what you want!”

“Oh really? And what’s that?” Nightmare Moon asked, sneering at Twilight.

“To cover Equestria in eternal night so you can have all the sex you want!”

Everypony in the room gasped. Nightmare Moon laughed.

“All these years and they still remember! We are glad.” Nightmare Moon grinned. “For several years, We spent Our time pent up and frustrated because it wasn’t proper for ponies to have sex during the daytime. Our sister claimed they had sex during the night. But then We saw Our sister doing it with Our secretary in the middle of the daytime and We knew the rule was a lie! Our little ponies had sex during the day and not at night! It was all a lie because We were the one with the weird fetishes! And everypony enjoyed the day more than Our night! So they did their favorite thing during the day as well! But now, the night shall last forever!”

“Wait, wait, wait,” Spike began, walking up towards Nightmare Moon. “What’s sex?”

“You do not know?” Nightmare Moon asked in awe. “But you should! You seem around the peak of adulthood.”

“What? No, I’m a baby dragon,” Spike said in confusion.

“Dragons age differently than ponies. In both pony and dragon years, you are quite young, but you should be an adult,” Nightmare Moon explained.

“Twilight, is this true?” Spike asked, turning to look back at Twilight, who grinned nervously.

“Uh, well… technically… yes.”

“I’m an adult?” Spike barked in surprise.

“Y-yeah,” Twilight said, staring at her hooves.

Spike growled at Twilight. “You treated me like a child!”

“I’m sorry, Spike.” Twilight apologized. “It was for your own good!”

“In what way was lying to me for my own good?”

“I’ll explain it to when you’re older!”

“Older?” Spike laughed, almost manically. “I’m a fucking adult, Twilight! There isn’t a ‘when I’m older’ because I’m older now.”

“I-I’m sorry!” Twilight pleaded. “Can’t we have this discussion later?”

“Sorry isn’t exactly good enough right now, Twilight,” Spike said angrily.

Twilight’s body shook. “I’ll… I’ll tell you about sex!”

“We can do that,” Nightmare Moon swept Spike up in her grasp. “You and Us, tonight.”

“Alright!” Spike said happily, fistbumping the air.

“Gimme back Spike!”

“I don’t want to go back with you, Twilight.” Spike said calmly, his eyes oddly glassy. He paused thoughtfully. “I’m not your slave or your pet.”

“I never said you were, Spike!” Twilight said, tears dripping down her face.

“Then why don’t you pay me? Am I your free assistant?”

“I thought you didn’t want an allowance!”

“I’m not a child, Twilight.”

“ENOUGH!” Nightmare Moon roared. “We will be taking your dragon friend for courtship rituals and mating. We are your new Princess now. No, your new queen! You all shall obey me!”

“Not if I stop you!” Twilight yelled, stamping a hoof into the ground.

“You and what army?” Nightmare Moon sneered.

“Us!”

Pinkie Pie, Applejack, Rainbow Dash, Rarity and Fluttershy came to stand next to Twilight. They stared at Nightmare Moon defiantly. Twilight looked at them in surprise.

“We’ll stop you, you evil monster!” Rainbow Dash shouted.

“You can’t get away with Twilight’s dragon friend,” Pinkie Pie exclaimed.

“I haven’t gotten to use Spike’s head yet,” Fluttershy murmured.

“You ain’t our ruler!” Applejack yelled.

“Your takeover is dreadful, and therefore, I shall not allow it!” Rarity shouted.

“For we are, the Elements of Sex!” Twilight said, taking a step forward.

“The Elements of what now?” Applejack asked, turning to look at Twilight.

“Hahahaha! Try and stop me! I’ll be at my castle in the woods with my favorite new toy.” Nightmare Moon transformed into a blue cloud that carried Spike out of the nearest window.

“Well that went well,” Pinkie said, staring after her.

“We have to get Spike back,” Twilight said, looking at them all. “He means the world to me. I screwed up. I shouldn’t have kept those things from him.”

“Of course we would, if you would tell us what the hay you mean by Elements of Sex,” Applejack said.

“On the way,” Twilight said. They all nodded and raced out the door.

~

Long ago, two sisters ruled over Equestria. One’s name was Celestia and the other's was Luna. Celestia ruled over the day and Luna ruled over the night. Fun things were meant for the day and secret things like sex were meant for the night.

But one day, Luna noticed ponies were neither enjoying, nor having sex during her night. So one day she decided to stay up all day and night to find out why.

She learned that everypony had sex during the day and slept at night. It was because of the fact that they enjoyed sex as much as they enjoyed the daytime. She learned that Celestia had lied to her to keep her happy.

Luna decided that if ponies were going to have sex, then they would do it at night, while enjoying her night. It was then that she transformed into the evil Nightmare Moon to make night eternal.

Celestia knew she had wronged her sister and planned to make it up to her but her efforts were in vain. Nightmare Moon was already upon Equestria and had begun to lower thel sun.

Nightmare Moon thought there would be no resistance from her weaker sister, but little did she know that Celestia had a plan of her own. With the ancient and mysterious artifacts, known as the Elements of Sex, Celestia battled her sister until she realized that her sister would never give up and never stop fighting. So with great reluctance, she drew out all of Nightmare Moon’s sexual energy and sealed her in the moon.

It was rumored that her sexual energy would weaken in strength and she would become so frustrated that she would become strong enough to break out of the moon.

“So that’s why Nightmare Moon is so horny and mad. Her sister lied to her,” Applejack said as she stepped over a funky looking mushroom. “That’s fair enough, but taking yer dragon seems unnecessary.”

“She’s been pent up for the last thousand years! She’s probably already fucking him right now!” Rainbow Dash said from above. “The castle is ages away and you guys are moving at a snail’s pace!”

“How are we going to defeat Nightmare Moon anyways?” Pinkie asked. “Are we going to fuck her to death?”

“No, we’re going to use the Elements of Sex,” Twilight said. “Each element represents something. There are enough of us to wield one of each element.”

“Don’t we have to represent each element or something?” Rarity asked as she daintily stepped over a small puddle of mud.

“Nah, just pick one at random,” Twilight said. “But be careful, because whatever you pick, you’re stuck with it. I’ll take magic because I’m the best at it. That would be purple for me. I’ll list out the colors that correspond with the element so you know which one to take when we get there.”

“Wait, so you have the elements on you?” Rainbow Dash asked.

“Not exactly. I have no idea where they are actually,” Twilight replied. “I assume when I shout out the names then they’ll show up.”

“Then we’re winging it?” Rainbow asked, happily. “That’s my kind of plan!”

“You said Nightmare Moon was pent up, right?” Pinkie said, bouncing along the forest floor. “Then maybe if we let her and Spike get it on, then she’ll go back to normal!”

“We can’t let her do anything to Spike!” Twilight said, irritated.

“Why not? Do yooou want to take his virginity instead?” Pinkie asked, leaning toward Twilight.

“We’re here,” Twilight said, stopping abruptly. Pinkie bumped into her and fell over.

They all looked up at the stone ruins of the old castle, the Castle of the Two Sisters. The castle was partially intact. The entrance way was still intact. Two large oak doors stood in the entrance way, partially cracked open. The doors were as large as Nightmare Moon herself. The roof seemed to have caved in at one spot and the wall was broken in some places.

“Oooo! Rustic!”

“Now let’s get in there and stop them!”

~

Nightmare Moon’s tongue found Spike’s tool. She closed her muzzle over his member, creating suction. Then she slowly slid her tongue around him, licking him like a popsicle. Soon, she began to speed up, bobbing her head faster and faster.

Spike growled. He roughly grabbed her flowing mane and forced her down faster. His wings were stiff. Steam blew from his nostrils as he let out another growl. His pupils became slits as he grunted, his body shaking. The feeling of this blowjob was incredible. Her mouth was better than anything that he had ever felt before.

Before he knew it, he was right on the edge and then over. He came with a fierce roar. He slammed Nightmare’s head down on his cock and forced her to take all of his seed. He didn’t know what had gotten into him, but he felt more aggressive. His body was locked up as he shook. His wings flapped in the orgasm.

Then it was over as soon as it happened. Spike collapsed backward onto the floor, breathing heavily. Nightmare Moon pulled herself off him with a very lewd sounding wet pop. Spike stared at her as she slowly turned around, pulled her tail aside and showed off her very wet pussy lips.

Spike’s member immediately began to re-harden at the sight.

“You make me very wet, Spike,” Nightmare moaned as she rubbed her pussy against Spike’s lips. Spike groaned as her wet lips touched his tip once more. “Do you want this as much as me, Spike?”

“Yes,” Spike groaned.

The sound of a large object falling and breaking suddenly stopped Nightmare’s teasing. She looked up toward the door. She looked back at Spike who was staring at her flank.

“We will have to stop for now. I’m afraid we have… intruders,” Nightmare said. She glanced at her armor and began to reattach it to her body. “I will deal with this.”

“Of course,” Spike said, standing. “I’ll help.”

“You… would?” Nightmare asked, surprised.

“Duh,” Spike grinned, standing on his hind legs. He stood taller than Nightmare Moon now. “This sex stuff is fun and I won’t let Twilight ruin this for me.”

~

“Nightmare Moon!” Twilight shouted, as she stormed into the room. “Give us back Spike!”

“Oooo! Spike’s gotten bigger!”

“Spike?” Twilight asked, staring at him. “What happened to you?”

“Turns out this is my adult form,” Spike said, crossing his arms. “Is that something else you were keeping from me too?”

“N-no!” Twilight stammered. “I didn’t know-”

A loud cackle interrupted them. Nightmare Moon appeared between Spike and the mares. She stared down at the mares with cold and calculating eyes.

“Give us back Spike!” Pinkie shouted.

Nightmare Moon laughed. “Or what? He doesn’t even want to go with you!”

“Spike?” Twilight asked, looking him. He looked away.

“Doesn’t matter! She’s still going to turn Equestria into a world of eternal night!” Rainbow Dash pointed out. “We have to stop her!”

“How will you do that?” Nightmare asked.

“We’re the Elements of Sex!” Twilight said proudly.

“Those Elements were destroyed long ago when my sister used them. They no longer exist,” Nightmare Moon said. The mares looked at each other.

“That’s where you’re wrong! The Elements are all right here!” Twilight said confidently. “Applejack represents the spirit of Uniqueness when she showed me that shoving food up your vagina was a great way to get an orgasm!”

Applejack’s body glowed and sparkled as she lifted into the air.

“Fluttershy was shy when we first met so she…she represents the spirit of Submissiveness!”

Fluttershy’s body glowed as well and she too began to float into the air.

“Whoa, she’s really winging this,” Rainbow whispered to Pinkie.

“Yeah but her horn’s not glowing!” Pinkie pointed out.

“Whatever she’s doing, I’m glad it’s working. These are some stupid element names though,”

“Pinkie Pie, um…” Twilight paused, “Pinkie Pie represents the spirit of BDSM…or something for the way that she got off of breaking into my house and starting a party! She held me hostage in my own house.”

“I totally did,” Pinkie said as she lifted into the air, her body glowing with the rest.

“Rarity was carrying very colorful restraints when we first met. Therefore, she represents the spirit of Fashion!”

Rarity’s body glowed brightly as she was lifted into the air.

“Wait, wouldn’t Rarity get BDSM if she had restraints?” Pinkie asked thoughtfully.

“Ssshhh!” Rainbow Dash shushed. “Don’t ruin whatever this is! We don’t have another way to stop Nightmare Moon!”

“Ohhh,” Pinkie said, lowering her voice to a whisper.

“Rainbow Dash represents the spirit of Social…ness when she showed me how much she wanted to be a porn star that goes on world tours.”

Rainbow’s body lifted into the air while glowing and sparkling.

“Those aren’t even the right names of the elements!” Nightmare Moon said, though she seemed a little shakey.

“It’s working, isn’t it?” Twilight pointed out. “So close enough!”

“That’s five Elements!” Nightmare Moon pointed out. “Where’s your sixth?”

“I am the sixth element! I represent the element of Magic, Friendship, and Sex!” Twilight said, her body glowing and lifting into the air.

Necklaces appeared on all of their necks, except for Twilight’s. A tiara appeared above Twilight’s head and lowered itself down slowly onto her head. Their eyes glowed white and a beam of bright rainbow light shot from their bodies, creating a giant beam. It slammed directly into Nightmare Moon who screamed.

The room was filled with a bright light and soon everything was silent.

~

When Twilight Sparkle woke up, Nightmare Moon was gone. The ponies who had accompanied her were already up and bouncing about, admiring their new necklaces.

“My love!” A wail came from the corner.

Twilight looked over to see Spike, holding a mare. He was crying into her body.

“It seems that these Elements are real,” Applejack said, trotting over to Twilight. “I guess it wasn’t a bluff after all.”

“Nope,” Twilight said happily. “I knew they were real. And I knew you all represented the elements.”

“Who came up with these names though? They’re silly!” Rainbow Dash asked, tapping her necklace.

“I was naming them from memory, so they weren’t exactly right!” Twilight exclaimed. “At least I was close enough to activate the Elements.”

“All’s well that ends well,” Applejack stated.

“Not quite,” Fluttershy whispered. “Look,”

They all looked over at Spike who was wailing over Luna’s body. Luna had woken up clearly but she seemed to be confused.

“My Nightmare,” Spike sniffled, “I’m sorry.”

“We are… no longer the nightmare we once were,” Luna said, holding onto his face. “We still remember you, Spike. But we have things we must do. Starting with facing our sister after these many years.”

Luna wiggled out of Spike’s grasp with ease. Her short blue mane and tail no longer flowed with magical energy. She seemed smaller and less menacing. She kissed Spike’s cheek and he blushed.

“We are not through with thee, Spike. However, we have things we must do first,”

“I believe I can help with that,”

A bright light filled the room, causing everypony in the room to close their eyes. When they reopened them, Princess Celestia stood before them.

“Thank you for saving my sister, Twilight,” she said, stepping over toward Twilight and nuzzling her. “I knew you could do it.”

“But you dismissed my warnings,” Twilight said, tilting her head.

“But I told you to make some friends too,” Princess Celestia said, “Your friendship with these mares is what helped to activate the Elements.”

“I thought these were the Elements of Sex?” Rainbow Dash asked. Twilight blushed, her ears fall flat and Princess Celestia laughed.

“They also are. But Twilight is what helped to activate them. She represents Friendship, Magic, and Sex,” Princess Celestia explained. “Without her friendship with you all, they would have never worked. That, and your odd fetishes.”

“Ohhh,” everypony oh’d.

“Now then,” Princess Celestia turned and trotted over to Luna. “Sister? I am sorry for my lies. Can I make this up to you? Can we start over? I promise sex and the night are yours, sister.”

“Yeah, ponies do have sex at night now, like a lot,” Rainbow Dash said.

“Of course, sister,” Luna went to nuzzle Celestia. She leaned in to whisper in Celestia’s ear, “But do not lie to me again. I would appreciate it.”

“Of course, sister,” Celestia said happily. “Let us get back, Luna!”

“You know what this calls for? A-”

“No!” Spike interrupted with a wail. “Luna!”

“We will be back for thee, Spike,” Luna said solemnly, “Do not wait on us, however. We may not be back for a while. Enjoy yourself in your new and permanent form with more… experienced mares.”

“Bye,” Spike sniffled as the alicorn pair disappeared in a flash of light.

Pinkie Pie shrunk backward sadly. “No party?”

“Maybe not today. I’d like to kick back with a bit o’ cider. Anypony else is welcome to join in,” Applejack shrugged.

“I’m in!” Twilight said happily, following her out of the castle.

“I’m going somewhere,” Spike said, sadly and took off clumsily out of the nearby window.

“Sure!” Rainbow Dash said, flying out.

“I’ve got… work to do,” Rarity said, tugging at a nearby tapestry on the wall. “This would make a good whip…”

“I uhhh have animals to feed…” Fluttershy squeaked. She rushed out in a different direction.

“Ooo! So party at Applejack’s?” Pinkie asked, bouncing after them.

“A quiet party,” Applejack added. “Very quiet. No inviting other ponies, Pinkie.”

“Aw…”

Author's Note

This was based off the Nightmare Moon episodes, obviously. I didn't want to do a two parter, since I believed for a story that was mainly basically clop based, it didn't really need one.

I'd imagine that Nightmare Moon would be more pent up and horny since a thousand years on the moon with nobody else around could definitely do that eventually.

I did have this dilemma where I wondered if their personalities would have to be different since they embodied different elements for sexual things. Like if Fluttershy had like, let's say, the element of music or something and not kindess, then would she still be kind? Is her kindness a part of her element, her personality, or both? Are they connected somehow?

In the long run, I realized that they could all still act like the personalities they had with their old elements because it felt like it was a part of their personality regardless of if their old elements happened to be attached to that or not.

Hope you all enjoyed this! Leave a comment and a like below!