Sol 289.6 - ENCRYPTED

Dragonfly’s instructions poured out like honey. The soft buzz of the changeling’s voice betraying a happy warmth that filled the cavern and almost seemed to soothe. The little chitin-covered director was in her element.

”OK you two… just follow along, nice and simple: Mark, step over to Starlight, scoop her up in your arms, give her a big hug.”

Mark crossed the canvas floor in two easy strides, reaching down for Starlight who was already holding her forelegs out with a smile, like a toddler asking for ‘upsies’. With a happy, twirling flourish, the human squeezed the little pony close to his chest - and she squeezed back in return. Starlight’s chin fit perfectly on Mark’s shoulder, letting her nuzzle him slightly even as her hooves were lifted from the ground.

”Mark, put Starlight down nice and gentle while hugging her… that’s it, down on your knees. Starlight, I want you to look at Mark and tell him how you feel.”

Starlight pulled back slightly from the hug, Mark’s big human hands still grasping under her armpits, while her own forehooves rested on her shoulders. With a happy smile she looked into his face and cocked her head, her ear flicked slightly.

“M-mark, I really like you.” Starlight whispered, the blush on her cheeks deepening.

Mark chuckled, leaning forward to rest his forehead against Starlight’s, careful to pick a spot below her horn, so that they could be a little bit closer. The gesture resulted in the two wrapped in a soft hug looking down at one another’s chests.

“Me too, Starlight.”

”Starlight, tell Mark what you want him to do to you.”

Starlight’s eyes flicked up to meet Mark’s, two big blue irises that sparkled with life.

“Uhm, I guess… I uh… l-like you?”

“You do?”

”Jeez c’mon you two! That’s why we’re here!”

“I know that! I just… listen it’s not often a guy gets to hear that, OK you little love-bug!?”

“And… uh, do… do you, uh… well?” Starlight nervously brought her hooves together, focusing on how the tips touched one another and avoiding looking at Mark’s face.

“Do I what?”

”Do you like her too, you big dumb ape!?”

“I really like her! Of course I do!”

Starlight blushed and looked up at Mark with happiness. “You… you do?”

Dragonfly buried her face in her hooves. ”You two are like foals… tell you what… just follow along… Mark… I want you to give Starlight a nice, soft, kiss.”

He leaned in, his left hand reaching up to brush a few strands of displaced mane hairs behind Starlight’s ear, reaching in with his lips as the unicorn tilted her head, perfectly coordinated so that he softly landed on Starlight’s lips. The feel was much the same as he’d remembered with any kisses he’d given: warm, quivering… alive. The moist atmosphere of the cave-farm left some humidity in the air, letting their lips stick together for the briefest of instances before they pulled apart.

”Very nice. Now, kiss her shoulder.

Mark smirked slightly, resisting the urge to make a wisecrack about the unimportant role of shoulders in human mating practices. Starlight saw the smirk, reading her annoying partner’s thoughts instantly, which made her grin as well and roll her eyes slightly, before she twisted her head and shifted her mane, granting him easy access to the point of her upper body.

Mark pressed his lips against the point of Starlight’s shoulder, expecting something hard and unpleasant… instead, the delicate, short hair of her fur tickled the sensitive nerve endings of his lips. There was a slight layer of skin, fat and muscle there… soft and forgiving even where she should be hard and unyielding. Just another reminder that she was really there…

”Now kiss the nape of her neck… and keep kissing as you work your way up to her ear.”

Mark obeyed, dropping little butterfly-touches with his lips as he traipsed along the pink fur. With each stop, his nose filled with more of Starlight’s scent. There had been no shampoos or conditioners on Mars since Sol 1… so why could he smell the hint of lavender? Was this how she really smelled? It was so easy to lose that perspective when you were surrounded by the worst stenches and odors… but with this closeness, this proximity… he was drowning in the smell of Starlight.

His kisses pressed a little more firmly as he slid along her neck, which shivered and tensed with every brush of his lips. He began to kiss more insistently, pressing against her warm skin underneath. Starlight let out a soft, contented sigh as Mark passed her the line of her cheekbone. The unicorn gave an exploratory squeeze to the back of Watney’s neck, an act that did not go unnoticed by Dragonfly.

”Put your hooves against the back of his neck, play with his hair.”

Starlight did as instructed. The frogs of her hooves touching Mark’s warm, pink skin. His tangled, overgrown mess of dirty blondish hair slid against the sensitive undersides. She began to softly stroke his head, which guided the man to increase the pressure he was applying by the minutest of amounts, as he arrived at the lobe of her ear.

”Now, whisper something sweet into her ear, Mark.

“This is SO sexy.” Mark breathed.

The somewhat innocuously inept statement, combined with the puff of air from his words tickling her delicate inner-ear hairs made Starlight giggle briefly, the sound escaping her lips before she could cover them with one of her forehooves.

”Don’t laugh Starlight, Mark may be a nerd. But YOU are too, and your turn is coming next.”

“Sorry” Starlight smiled, half-heartedly flattening her ears in a failed attempt to appear more contrite than she currently was.

”Mark, try again… try telling her what you’re going to do to her.

Mark blew a soft stream of air at Starlight’s ear in revenge, making it flick and twitch involuntarily. Then he leaned in again and whispered, “I’m going to… buck you, Starlight Glimmer.”

Starlight turned to face Mark directly, her face a deeper shade of red, but still smiling. Mark’s choice to use the pony term (which doubled as an invective), reminded her of how she’d been the one to teach the human all about its etymology and usage, all those months ago.

”Now kiss.”

Starlight closed her eyes and let her mouth slip open - she wanted more than the peck that they two had already shared.

Mark tilted the angle of his approach carefully, keeping his eyes open. With Starlight flying blind, it would be up to him to make sure this docking procedure ended in success, and it wasn’t like there were any procedures on pony/human French-kisses. A moment's hesitation proved too much for Starlight. She pulled gently with the hoof still hooking itself behind Mark’s head, resulting in a little bump of their noses.

Starlight’s eyes fluttered open, and she grinned while flattening her ears apologetically.

The second attempt went much smoother, with both creatures locking eyes as they skillfully managed their different physiologies… and kissed. Mark felt the hot, wet breath of Starlight’s muzzle fill his own mouth, a moment before her large, warm tongue began to press into him. Definitely more tongue than he was used to… Mark wondered briefly if that was a cultural artefact… or just Starlight herself. Either way, Starlight seemed to be in her element now. She was a deep kisser.

Starlight let her eyes softly close, focusing on the sensations and sounds of kissing Mark. He tasted of potatoes and copper and seemed less experienced with kissing and using the tongue and mouth to act as an exploratory too. She wondered if that was a cultural artefact of humans… or just Mark himself. It didn’t distract her for long, as she ran her pink muscle around and over Mark’s teeth, fascinated by the sharp points of his canines and the razor edges of his molars… so very different than the smooth and flat teeth of a pony.

”Rub her back Mark, feel her barrel’s muscles and knead them nice and deep.”

Starlight moaned slightly into Mark’s mouth as his fingers began to press and twist with expert precision into the tightly woven strands of her back. He was so good at finding knots and tantalizingly tickling the vertebral bumps on her back with those strong fingers of his. Mark’s backrubs were famous among the Amicitas crew (except Fireball, who refused)... but for some reason this one was even better than usual.

Her face being glued to his might have something to do with that.

She thirstily pressed deeper into Mark’s mouth, parting his teeth and sliding her long tongue part way down his throat with a groan in response to him finding and releasing a particularly stiff knot. She wanted more of him now… wanted to pour every bit of herself into the kiss. Her heart thumped in her chest and filled her ears with the sound of thumping, thrumming blood.

And still, she wanted more.

”How about you rub him too, Starlight.” Dragonfly buzzed.

Starlight almost didn’t hear her… yet her hooves still began to move. Perhaps Dragonfly had only meant for Starlight to reciprocate Mark’s backrub. Or perhaps she did intend for the unicorn to escalate things. Noling would ever know the truth.

What was known is that Starlight’s left forehoof left its place on the back of Mark’s neck, sliding underneath his shoulders and tracing along his side… until it found Mark’s butt. Starlight squeezed the human’s right buttock, something she’d always found to be one of his best features. It was just as firm as she thought it would feel like. Months of lighter gravity had not weakened his main lifting muscles, the heavy workload of surviving the harshness of Mars had seen to that.

She felt Mark react slightly to her ass-groping, she laughed slightly into her mouth. It was cute, and she was happy that he was happy. It made her feel bold enough to do something even more risqué with her other forehoof.

She shivered with delight as Mark found yet another knot in her lumbar area, before he carefully began to knead it out of existence. She wanted to repay him for the sensual massage he was giving her, and a simple ass-grabbing wouldn’t cut it.

Her right forehoof slipped around to the front of Mark’s body, creating a little space between the two of them for the first time since their hug had begun.

Mark was surprised, thinking that Starlight was pushing him away. Maybe he’d gone too far with his latest attempt to rub the little mare’s back? He began to pull away from their ongoing kiss to ask, only to find Starlight press forward with her head, not wanting to break their embrace just yet.

So just where was her hoof going… oh.

OH.

Starlight let her right hoof slip past Mark’s belly, reaching down into his groin area as it searched for the treasure she knew had to be somewhere down there. Fumbling along the top of Mark’s left leg, then reaching across his groin again, she whined into Mark’s mouth with dismay. One of Mark’s hands quickly slipped from the small of her back, grasping her hoof and guiding it to a spot more between his legs… almost underneath him.

Then she felt it.

Him.

Mark wasn’t hard quite yet. Not like that time in the rover. Perhaps he was still a little nervous. But he was halfway there. Starlight could feel his body pulsing through the fabric of his one-piece jumpsuit. There was a stiffening lump of flesh under there that she carefully rubbed at, trying to absorb the feel and texture of his stallionhood through the grasping and exploratory massage of her frog.

Mark moaned into her mouth when she traced her hoof up one of the larger lumps under the fabric. His hands froze in their work on her back as he absorbed what must have been an extremely pleasant sensation… he must have really liked that. She began to focus on this lump, carefully rubbing along its length, applying more pressure so that she was pushing it against his body. She could feel it responding, growing. With each moment her strokes and rubs had to get longer, wider. The lump was quickly making an outline in his suit.

Bingo.

”Mark, why don’t you do the-” Dragonfly began to buzz. Only to see that Mark’s hands were already moving.

Mark had never been a particularly experienced lover. Like most males, he liked to think that he wasn’t terrible in bed - and like most males, he wasn’t. But, like most Earth men, he was a bit competitive. He wanted to keep pace with Starlight. And right now… she was in the lead.

He didn’t need Dragonfly’s instruction to know he wanted to catch up.

His hands slid from Starlight’s barrel, fingers still hooked into small claws that scratched Starlight’s fur in a comforting way as he brought his arms inside of Starlight’s arms (currently still pawing at his ass and groin) and began to rub her tummy. This was a spot that he had little experience with on his pony-crewmates. Early on, he’d learned that, despite their cute-fluffy pudgy bellies - they did NOT like to be treated like puppies for belly-scritches. Stomachs were clearly intimate places.

But this was clearly an intimate time.

Mark felt the rise and fall of Starlight’s diaphragm through her skin as he lightly drew his fingers under her belly button and she continued to draw heavy breaths through her nostrils. Then his fingers brushed against something new. The light coating of belly fur gave way to the soft, but slick feel of bare skin.

He was touching the tops of her teats.

Instantly he felt Starlight widen her legs, trying to open herself up to his touch and invite him to go further. She flicked her tongue against the roof of his mouth, demanding he move more quickly.

But where Starlight was groping and forceful, Mark would be playful and teasing.

He toyed at the edges of Starlight’s teats, letting his fingers run over the small mounds, or dance toyingly along the valley between them, never cupping or gripping at them like Starlight wanted him too, despite her doing everything she could to push her body into his hands.

She groaned particularly loud as he let his fingers slide over one of her nipples, already hard and sensitive with the unicorn’s excitement. Mark paused for a moment to little tweak the stiff nubbin, before retreating all the way back to Starlight’s belly button as she moaned in frustration.

Mark felt her take the hoof off his ass and grab his right hand. She wasn’t going to stop stroking his erection, but she’d had enough of his annoying digital coyness. He smiled slightly, as he felt Starlight’s tongue retracting slightly into her own mouth: she had to focus on where she was moving his hand.

Mark gave up and offered no resistance, letting her pull his hand down from the spot it had retreated to on her belly. He fully expected that she would plant it right around one other teats, forcing him to cup it and grope her properly, once and for all.

Imagine Mark’s surprise, when she pulled him right past her teats… down below. Into a hot, moist, jungle of slick and puffy swollen skin.

Her marehood.

”Are… are you guys even listening?”

Starlight’s eyes fluttered open in delight and she drew her tongue back into her mouth, now only pressing her lips against Mark's: he had just cupped her marehood with his hand.

She’d started to drip from the moment Mark’s hands had started working their magic. That familiar telltale swelling of the lips that usually made her feel so achy and unsatisfied, so embarrassingly moist at the most inopportune times… but now it just felt so right.

Her pussy fit perfectly in the human’s hand, even in its swollen state. Mark’s writhing hand pulled against her briefly, rubbing against the sensitive inner folds which were peeking from her plump ink outer lips, kissing up against the palm of his right hand. The tip of Mark’s middle finger was resting just beyond the bottom of her slit, touching that ticklish spot between her marehood and her tailhole.

She couldn’t believe how badly she wanted Mark to take that finger and hook it so that it slipped into her. She burned for that, she throbbed for that!

Instead, Mark squeezed with his hand, pressing his middle finger along her parting folds lengthwise, so that he slid along her vagina, instead of into it. This made her pull away from her kiss entirely, instinctively nuzzling into Mark’s neck and shoulder as his hand became slick with her juice… before he brushed against her fattening clitoris.

“Oh Mark!” Starlight whined, grinding her head into his neck with pleasure, before humping involuntarily into his hand. “Yes!”

The burning pink bud winked out of her with a shudder, kissing against the heel of Mark’s palm and leaving a sticky, hot thread of juice behind… before she winked again even harder, her clit splashing down into the small mess it had made just a moment before. Her tail swished back and forth on the canvas behind her with joy.

Mark started to pull his hand up and away from its position - ever so close to fingering her without doing so… dragging his middle finger along her slit as he did so, grinding his palm against the mound of her pubis bone, applying pressure through her swollen lips to the sensitive clitoris and folds underneath.

Starlight whimpered, begging for Mark to return his wonderful hand to her wet pussy. The human was having too much fun teasing her though, he returned both hands to Starlight’s teats, cupping both and feeling their heft and weight - spreading the slick juices he’d just collected on the dark pink nipples, squeezing ever so lightly with agonizing patience.

“B-buck Mark!” Starlight growled, preparing to take hold of his hand with her magic... She’d had more than enough.

”Mark you’re being a little too naughty ri-”

“Hey, no backseat driving! I know what I’m doing!” Mark chuckled, looking over his shoulder at Dragonfly and seeing that she was sitting in a rather… exposed position.

“Do you?” Starlight moaned grumpily. “Because I’m literally begging you to ahhhhh...mnnnnnnnhhh…” Starlight’s grousing was cut off by Mark’s hand sliding down her once again, and this time quickly slipping his middle digit into the grasping, needy love-tunnel of the horny unicorn.

Mark was a bit stunned with the feel of Starlight’s private interior. He’d fingered ‘earth-women’ of course… and this was similar… but at the same time… SO different. For one thing, she was HOT, a boiling heat. He knew from Spitfire’s constant medical examinations that the ponies had slightly higher internal body temperatures… but this felt positively boiling. The next big difference was just how tight Starlight was. She’d been dripping with that fragrant lubricant, which let his middle finger push in all the same, but he’d really had to apply some pressure to do so. The orifice was small and twisting with coiled, muscular power. Since sliding in to his second knuckle, her walls had been swirling and sucking at his digit as tightly as if he’d wrapped his finger in a closed fist. When he felt her passage coming rapidly to what seemed like an end as he fingered deeper into the unicorn’s body, he began to have serious doubts about whether he’d be able to provide her with anything bigger than a finger or two.

“Mmmmm!” Starlight groaned, using both her hooves to pump at Mark’s now fully hard manhood through his jumpsuit. “That… that feels… mmngh!” The little unicorn was starting to bounce slightly on Mark’s middle finger, trying to get the sensation of thrusting penetration that she wanted so badly.

Mark had other plans.

He was about to introduce this little mare to the wonders of human digital manipulation…

Pulling his hand slightly down and back, Mark’ began to bend his middle digit, pressing into the wall of strength with rubbing circles that explored the sides of Starlight’s velvety cunt… much as a particularly prominent ridge might if it were a pony lover thrusting into her. Her hooves froze again on his bulge, her mind frozen as it tried to process the cacophony of new sensation… Then Mark slipped in his index finger as well.

Starlight began to squee.

Mark was turning her into putty on his hand. With constant curling ‘come-hither’ gestures that appeared to apply as effectively to female ponies as they did to female humans, Mark suspected he was at least near Starlight’s G-spot. Her body wracking shivers and how tightly she was now gripping his wrist supplied the evidence for THAT.

“M-m...mark!” Starlight moaned out between shuddering breaths.

Mark could feel the muscles of Starlight’s marehood becoming uncoordinated, confused... unable to keep up with the electrical impulse thrumming through them. She was starting to wink almost non-stop, each time a paroxysm of muscle spasms clenching and sending the fat lovebud shooting out to slap wetly against Mark’s hand. He could feel the absence of the large sensitive bump of flesh in her vagina each time it shot forward with engorged blood… and it gave him an idea.

As it shot out in conjunction with another of Starlight’s moaning squees, Mark quickly hooked his fingers and pinched with his thumb, capturing Starlight’s winking clitoris in a soft pinch, keeping it stuck in its engorged, extended state - not letting it retract or deflate… leaving it open to the humid air of the cave farm until he chose to release it, trapped, swollen angry.

“Mar - *hic*... Ma- *hic*... Muh *hic*...” Starlight desperately squeaked, trying but unable to form words as the flood of overwhelming sensation drove the air from her lungs, winding her. Her eyes flickered with a mix of fear and passion, begging Mark for mercy.

Mark only grinned.

He brought his other hand over to assist in his digital masterpiece, teasing the dripping, quivering clitoral bundle of erotic pleasure nerves with the end of his index finger, manipulating it like an analog joystick on a video game controller with small circles that flooded Starlight’s mind.

”Mark! Go easy on her! Holy buck!”

Starlight felt her tongue lolling out of her mouth. She couldn’t think. She couldn’t move. She couldn’t breathe. All she could do was focus on the fingers and hand of the human finger-fucking her… pleasing and teasing her… driving her over the edge. She wanted to do something for him - kiss him, hug him… be closer to him. But all she could do was FEEL.

The pleasure which had been hitting her in powerful waves… each one stronger than the last… each one impossible to bear… were now hitting her constantly. It was like being in a pool where splash after splash of explosively erotic energy had turned the waters turbulent, frothing with arcing electrical tingles that raced out in every direction, making the short hairs on the back of her neck stand tall and her eyes flutter, making her hooves squeeze and grip for balance against the wrist of the human inside her.

“Marr… *hng*.... Marrr… *hng*,” Again and again she tried to speak only for her voice to be driven from her, “I’m…. *hic…. C-c-... *hic*... c-cuh…. *hic*...” and then… she broke.

The turbulent waters exploded. A depth charge had gone off just beneath their chaotic splashing waves. Starlight craned her neck back and let out a guttural howl that filled the cave.

“UUNNNNNNNNNGHhhhhhmmnnnnnnnnnn………!!!!”

With desperation and instinct, she began to hump involuntarily into the human’s fingers. Powerful thrusts meant to drive a cock deeper into her mareparts so that it could perform its biological imperative. She was in complete autopilot. Mother nature had fully taken the reins from her conscious mind as she wracked and contorted in the throes of her massive orgasm.

She didn’t see Mark’s surprised and stunned face, didn’t hear the wet splatter of her marecum splashing in five powerful convulsive squirts to the canvas floor in a sticky puddle, didn’t smell the rich lavender-honey musk she’d saturated the air with. All she could experience was the feel of her orgasm...

And the magical warmth of her lover.

”Mark watch out for her…!”

Mark heard Dragonfly’s warning. But he was too stunned with just how intense Starlight’s orgasm had been. His mind was still trying to process just how such a little mare could be SO pent up… still processing just how she could release SO much sticky mare-lube in such massive squirts all over his hand and the cave floor… still worrying about whether she had broken his wrist with the strength of her clutching squeeze... or if her cry of passion had perhaps damaged his hearing… he was definitely worried that the crushing tightness around his two fingers might cause permanent injury to a very special part of his body should he attempt to enter it.

In any case: he barely noticed the glow of Starlight’s horn becoming brighter and brighter, becoming a blinding light that quickly exploded into a small burst of fireworks. He flinched away instinctively, but not fast enough. Luckily for Mark, Starlight’s magical essence was not that of other unicorn’s which might be charged with pyrotechnical, electrical or chemical elements. Hers were simply filled with charged magical essence, which felt warm and tingly, like wet glitter glue. Which sprinkled down in little gleaming sparkle-trails all over Mark’s face.

”... her horn. Pfttt…. hahahaha!” Dragonfly tittered from her continually approaching spectator’s position. ”Serves you right for not listening!”

Mark gently pulled his tired hands back from Starlight, steadying the still whimpering and shaking unicorn as she slumped against him with exhaustion, her little chest heaving with deep puffs as her body tried to replenish its oxygen stores. He felt the magic trickling down his face, dripping from his nose and chin, and despite his best efforts, was unable to avoid getting some of the strange fluid onto his lips and in his mouth. Peppermint-sweet.

He looked down at the panting, bedraggled unicorn, brushing her disheveled hair so he could see her dewy eyes. “Did… did you just give me a magical facial, Starlight Glimmer?”

Starlight managed to grin slightly, even while still drawing deep heaving breaths through her nose. “S-sorry…*huf*... *huf*…”

”Aw, you KNOW you loved it.”

Starlight’s grin became a smile. A rather predatory one. “Well Mr. Watney…” Starlight’s breathing was becoming less ragged now, she was finding her composure, brushing her hair back into place with her magic, flexing and stretching her muscles to regain her control of them.

“You just gave me a very nice treatment…” Starlight stood up on all four hooves, bringing her head height slightly above Mark’s, “...and my teacher told me you should always try to give back at least as much as you’ve received. Especially if given to you by a dear friend…” Her eyes looked hungry now, like a huntress, Mark shuffled backward slightly as the Unicorn walked into his space. “So, Mark… I have just ONE question for you… how LONG is the male refractory period?”

Mark swallowed and looked over at Dragonfly for help. “Dragonfly… little help here?”

”Hahaha, we changelings have a saying: ‘You stir-up the hive, you gotta deal with the drones.” Dragonfly buzzed teasingly from a few feet away.

“And just how does that help m-mnf!” Mark was cut off by a long lick of Starlight’s tongue dragging across his cheek, cleaning him of a strand of her magical essence as she strode forward, deliberately placing one of her hooves right against his junk - now rock-hard… completely invading his personal space.

“I asked you a question, Mark.” Starlight growled playfully, then licking another bit of magic off his face. She reached up with the hoof not planted on the canvas next to Mark’s groin, gripping his shoulder and starting to push the human backward. “I’m waiting for an answer… and I’m not a patient mare.” Her horn began to glow as she prepared another spell.

Mark’s thoughts raced. Just what had he unleashed in Starlight!? And… why was it turning him on so much!? Maybe he really did have a thing for powerful females “...maybe ten, fifteen minutes?”

Starlight kept pushing, unbalancing Mark so that he fell backwards onto his butt with Starlight standing over him on all fours.

“Perfect…” she purred with a smile, “...my turn.” Starlight’s horn snapped with the crack of a magical spell being cast. Mark’s jumpsuit vanished then reappeared over top of Dragonfly’s jeering head, falling on her like the limp bundle of fabric it now was.

Mark was buck naked. On his back. Underneath a hungry-looking unicorn mare with a dripping rear end. And ‘not-so-little Mark’ was standing proudly up between his legs, eager for attention.

Starlight looked down from Mark’s face, her eyes lingering on Mark’s stiff shaft, then she looked back up at Mark’s face with a hungry smile.

“Eep?”

Starlight slid downward onto her forelegs’ elbows, putting the end of her nose just inches from Mark’s manhood. She whistled softly, blowing a soft stream of air over Mark’s foreskin.

“Well, well, well… this is a lot more than I was expecting.”

“Seriously? We have a phrase on earth: ‘hung like a horse’... I was actually a bit worried I wouldn’t… uh … measure up.” Mark commented, propping himself up on his elbows as well so he could look down his chest at Starlight.

The unicorn brought her eyes from their cross-eyed focus on her prize to look up at Mark. “Yeah, seriously, maybe there are some bigger stallions back home, but I’ve never met them - you are like… twice my size, too.”

Mark grinned. “Hey, if you don’t think you’re up for it then I’m happy to treat you to round two of these.” Mark wiggled his fingers playfully.

“Oh really.” Starlight arched an eyebrow and rolled her eyes. “So confident that your fingers are the greatest thing since sliced hay, huh? Well, why don’t I just show you what a mare can do with her tongue.” Starlight let her jaw hang open, displaying just how long, wide and wet her tongue was.

Mark swallowed with nervous anticipation.

”Starlight, you should start with your hoof inst-”

Starlight placed her nose against the base of Mark’s cock, a wet, snuffling warm spot right between his balls, before bringing her tongue out to caress the underside of his sack, drawing it up in one long upwards lick. The hairs were different than she was used to, and the smell and taste of the pink skin was saltier than she’d expected. There was no fat medial ring… only a strange little line of skin that traced up the underside of his cock, guiding her drooling muscle until it reached his small pink tip, still hiding inside Mark’s sheathe.

”Or… just do whatever…” Dragonfly chuckled, her wings buzzing while her hoof moved suspiciously near her own nethers.

Starlight smiled up at Mark, who had groaned with pleasure at her first lick… giving her confidence that it was quite pleasurable for the human. She swirled her tongue around his cock’s end, hoping to coax the rest of his penis to emerge from his sheath, wrapping the end and tilting her head sideways to engulf part of the thick sausage in her mouth.

She pulled back from Mark’s shaft, letting his cock rest against the side of her nose. With a throaty growl she looked up at Mark with some frustration. “Just what do I need to do to get you to come all the way out, big guy?”

Mark’s groan ended with a bit of a confused grunt, as Starlight plunged her tongue into the opening at the end of Mark’s penis, hoping to coax out the hiding head. Her tongue could feel the sensitive glans in there waiting to be uncovered. She pulled back from her latest oral excursion to inspect her work, eager to see if she’d stimulated her stallion to fully extrude himself.

Mark’s hand reached down and grasped himself, pulling back to retract the skin slightly, revealing his pink, mushroom shaped head, still glistening with Starlight’s drool.

Starlight’s eyes lit up as she took in the sight of the human's penis. Her mind flashed back to some of the anatomy textbooks she’d quickly scanned through, so many months before. At the time she’d quickly flipped past the more… salient texts on human reproductive organs… she’d only known mark for a few weeks back then, and it had been hard to see him as anything other than a funny-looking monkey alien: she’d definitely NOT wanted to think about what was under his trousers. Looking at it now though, the little mushroom-helmet shaped ridge, the fat little bulbous glans, the slick slit in the middle of it all… it was cute… if you could see past its size.

“Hmm… so that’s how that skin-flap works…” Starlight hummed, swatting Mark’s hand away and taking hold of his shaft with her own hoof. She played with his organ, pumping it up and down, causing the head to vanish and reappear as she moved his foreskin up and down with her light hoofjob.

“It’s mmm… it’s a foreskin… and it reduces… mmph… fr-fricti… fuck!” Mark squeaked out, before cursing as Starlight took the opportunity of his fully exposed cockhead to bend down and plant a deep, wet, suckling kiss right on his sensitive underside. Her tongue extended part way down his shaft, covering him in her wet drool before slurping up and darting along the glans and tracing underneath the ridge of his cock.

”Wow, Starlight. You’re… surprisingly good at this.” Dragonfly breathed, from only two feet away, her head leaning in close to see the action from her front row seat. The bug was leaning forward on her belly, her rear hooves kicking idly in the air, wings buzzing excitedly as she pawed at herself.

Starlight pulled back from her suckle with a gasping *POP*. “I practiced a lot.”

“I didn’t think you were the type…” Mark groaned, sweat forming on his red face.

Starlight blushed. “I… no… I MEANT I practiced on my coolers a lot… I actually haven’t...had many… uh…”

“Coolers?”

”Synthetic dicks.” Dragonfly chuckled, her nose dangerously close to the pair now: she’d been creeping closer and closer, her eyes glowing with energy.

“Ah, like a dildo. I imagine a nerd like you probably had quite a collec-”

Starlight frowned with annoyance, before cutting Mark off the best way she could think of: she grasped his cock hard with her hoof… brushed a strand of her mane out of the way… opened her mouth wide… and plunged onto his shaft.

“Oh BUCK!” Mark grunted, using the Equestrian curse, his hands gripping the back of Starlight’s head as she forced four inches… half of Mark’s length into her throat.

It wasn’t as pleasurable as the tongue lashing and kissing he’d been receiving just a moment before, but the thought that Starlight was driving his cock into her throat, that the cute little unicorn mare was choking on his penis, was so wildly erotic Mark had to restrain his emotion.

Starlight’s eyes were tearing up. This was way different than any cooler she’d ever tried to perform this on, even her bigger ones. She swallowed madly and began to cough, panicking slightly at the width of the cock she’d willingly jammed into her muzzle as it began to constrict her airway. Tears formed at the junction of her eyelids. But she persevered, reminding herself that she had plenty of oxygen, and that she could breathe through her nose… she tried to relax, to simply run her tongue along the underside of the fat cock in her mouth… and just like that she was deep-throating Mark Watney.

“Holy… holy SHIT!” Mark grunted again, his hand squeezing Starlight’s mane, as the mare began to bob up and down on his shaft. He stroked at her hair, running his fingers with loving kindness through the long purple strands in gratitude as Starlight continued to suckle and blow him.

”Starlight, Mark… I know you haven’t been listening to me…” Dragonfly began, her hoof having made its way onto Mark’s abs, stroking lightly and playfully, just inches away from the main source of action. ”...but trust me on this one.” Dragonfly pulled her other hoof from its spot between her hind legs. Trailing a suspiciously wet trail across Mark’s belly as she lifted Starlight from Mark’s cock.

*Smack-POP* “H-hey!” Two annoyed sets of voices complained, as the changeling interrupted what had been a passionate interdimensional blowjob.

”...is for horses. Now shut up you two, and just… there… that’s it…” Dragonfly groused, as she bughandled the flummoxed unicorn, making her stand up… then used her chitin-covered forehooves to grip Starlight’s withers and rotate her around, so she was standing over top of Mark, who was still lying on his back. ”...there., that’s much better. Now we can double the thrust to weight ratio of this little launch sequence.”

The possibilities of the new position clicked in Mark and Starlight’s minds simultaneously. The unicorn still had Mark’s erect cock right in front of her nose, perfectly positioned for her to continue her oral attention… but now she’d been turned 180 degrees. Perfectly positioning her rear over top of Mark’s face… dripping down onto his upper chest.

“Oh.” Mark murmured.

“Oh.” Starlight grinned, looking down under herself, through her legs at Mark with a mischievous smile.

”Yeah… OH. Told you to trust a ling. Now get busy! I’m hungry!”

Starlight swatted the bug with her tail playfully. Then she kept her eyes on Mark’s face, watching the human’s reaction as he stared up at her plot… as she hiked her tail up high, revealing her dripping, winking marehood… as it descended to plant itself right onto his face.

“Mmmmmn!” Starlight groaned, the erotic thought of smothering her human lover’s face with her pussy turning her on even before the pesky human had a chance to do more than grunt in surprise into her wet cleft. She quickly lowered herself back to her belly, now resting on top of Mark, which brought her back to staring at the big human phallus. She started to reach forward to take the shaft in her hoof again, only to find that it was already being held by a black changeling forehoof, squeezing the base of Mark’s cock experimentally, unable to fully wrap itself all the way around his shaft.

”Hmm hmm… here you go Starlight…” Dragonfly buzzed happily, her tongue darting out into the air for longer than usual as she held Mark’s penis steady.

Starlight glanced quickly at the bug with surprise, a little off put by how involved she had suddenly made herself… but… this was for her after all… right? And… Starlight didn’t want to start a fuss that would waste any time… Dragonfly was just trying to help…. And Starlight wanted nothing more than to continue giving her stallion as much pleasure as he’d given her. Plus, she found his taste… his scent pleasing… comforting… she had a secret thrill that she could take such an intimate part of him so deeply into her.

So, she did.

Mark grunted out with a muffled yelp of pleasant satisfaction, as his cock was engulfed in wet heat again. His grunt was muffled because he was currently buried in pony-pussy. A part of his mind laughed at himself: ‘What if this is the way I die? After all the explosions, fires, space-catastrophes, food-shortages, and Mars generally flipping me the bird… what if I die from drowning in unicorn-vagina? I DON’T want to think about what Venk would have to announce to the press…’

But Mark wasn’t completed out of air. Though his mouth was completed smothered in Starlight’s fat, drooling lips, his nose was buried in a tender spot of flesh just below her marehood and above her asshole, which was currently all he could see, less than an inch from his face. It was a cute, quivering thing… a round ring of muscle that reminded him more of a mini-donut than the strange wrinkle of a human… a pony-donut… a ponut?

In any case, there was a literal waterfall of sticky Starlight juice pouring over his chin. He couldn’t see it, but the convulsing squeezes on his face made him sure that the unicorn’s lovebud was still winking in and out. Mark wasn’t going to just sit back as he received a blowjob from an alien species… no… Mark was an explorer. He thrust his tongue out into Starlight’s folds, meager and short though his oral appendage may be. She was sweet. Minty.

Immediately Mark felt Starlight thrust back against him, trying to drive more of his tongue into her. Smushing her rear against him with a force that might be considered rude… if she wasn’t simultaneously bobbing up and down with such eager strokes on his shaft. He could feel the tension in his gut, a telltale sign of an impending orgasm starting to build. He clenched both sides of the pink pony’s butt, digging in with a passionate and firm grasp.

”He’zzz close…” Dragonfly buzzed, watching with a gaping mouth as her friend slid up and down half of Mark’s pink throbbing shaft. Aside from the building tension in Mark’s emotions, she could see the base of the human’s cock twitching, pulsing… his two hairy sack-covered egg-sized testicles retracting. The whole scene was so delicious. What had been a faintly glowing light of energy when they had first entered the cave was now a burning bonfire of pink emotional love energy… a bug-zapper light of beautiful emotional food that was drawing the starved changeling closer and closer like a moth to a flame.

That beautiful human cock, currently the center of all of Starlight’s lusty focus, was right in front of her… half of it not even being touched by Starlight’s lips… lonely… untended to… maybe she could just… have… a little… taste…

Dragonfly’s snake-like forked tongue slid out from her lips, wrapping around Mark’s thickened cock-base several times like a constrictor. Immediately the changeling’s eyes burned several shades brighter. She wasn’t just sipping from the incredible source of lust-emotion… she was gulping it down in firehose-level volumes. She slid the coils of her tongue up and down the bottom of the shaft, occasionally bumping into Starlight’s muzzle when she bobbed down on one of her suckling thrusts, though the mare was far too engrossed to notice.

Then it happened.

She noticed it first when her tongue began to stretch painfully. The tightened coils being pulled apart by the sudden expansion of Mark’s girth by the slightest hint of thickness. She saw his balls shoot close to his body, convulsing with a sudden, violent spasm…

And then the emotional field EXPLODED.

With such close proximity and contact, everything was an order of magnitude more potent than Starlight’s earlier orgasm, and with each pulse of Mark’s ejaculation, Dragonfly was filled with overflowing lust energy, stuffing her belly full of the human’s tantric satisfaction.

Starlight choked and gagged, absorbing two pulses of thick human ejaculate directly into her throat, before she was able to pull off of Mark, revealing the geyser of Mark’s orgasming penis, his swollen head red and full of blood as he shot thick ropes of white semen in messy strands that landed across her muzzle and chest.

Where Starlight had been able to pull off and dodge entirely choking on the physical ejaculate… Dragonfly was completely unable to avoid being pumped full of the emotional energy spewing with pulse after pulse from the human. It felt like he was pouring directly down her throat and into her belly, filling her with warm, spicy lust… even as the sticky human-juice that missed Starlight landed on Dragonfly’s twitching face.

And then… just as she was starting to get her fill.

It was over.

The human’s orgasm subsided, both physically and emotionally, to a trickle...

With a groan, Starlight rolled off the human’s chest onto her side, her tail swishing happily back and forth above her drooling marehood, a sticky snail-trail left from Mark’s chin across the canvas to Starlight’s butt. The human’s cock was slightly softening, a wet pool of white batter dripping down either side of his shaft, rolling over the changeling’s tongue.

”W-wow… WOW. Dragonfly panted, after pulling her long tongue back into her mouth. ”That… was… AMAZING!” Dragonfly bounced to her hooves, prancing around the two gasping, panting lovers. ”Howlongdidyousayyouneededtorecover?” Dragonfly asked, rapid-fire, prodding at the human with her hoof.

“Staaaaarrrrrliggghhhhtt….” Mark moaned, only now starting to rouse himself as he rolled away from the annoying bug to look at the unicorn. “I think lust is changeling-meth…. make her stop poking me….” he groaned, weakly swatting at Dragonfly as she continued to dart around him, trying to lift him up from his position of rest.

”C’mon’ c’mon c’mon c’mon c’mon!” She buzzed.

“Oh… I don’t know, Mark…” Starlight grinned, looking back over at the tired human over her shoulder. She flicked her tail playfully left and right, the bedraggled, moist hairs flopping from side to side, brushing purposefully against Mark’s groin with every other wag, revealing her dripping, winking folds… which were clearly eager for more attention. “I also can’t wait for you to be ready for round two…” She smiled mischievously just as her clitoris parted her marehood with a little squelching splash of marejuice.

“Buck me.” Mark whispered, as Dragonfly pumped her hoof in triumph.

”Yezzzzzzzzzz!”

Mark rolled onto his side, swatting at the annoyingly energetic bedbug, who prodded him with her horn in… sensitive areas.

“C’mon you depraved little sex-spider…” Mark moaned, attempting to return to his knees. “I’m sure guys on your planet need a couple of minutes to recover too… and I’m not a twenty-year old college sophomore.”

”But you’re no ordinary male, Mark...” Dragonfly cooed, slipping underneath Mark’s left arm to prop him up as he stumbled onto his knees. ”You’re a big... ” Dragonfly began nuzzling Mark’s hip, ”studly...” Dragonfly’s nuzzle were getting disconcertingly close to Mark’s crotch ”well-equipped...” the changeling’s snout made its way under Mark’s semi-erect penis, rubbing against him hungrily, ”DELICIOUS male...”

Mark froze. Even his sex-bedraggled brain needed a moment to process what had just happened. He had managed, over the past sol, to accept that he could… that he would have a physical relationship with another species… with Starlight Glimmer. Now, he was being touched in a VERY intimate way by another species. Was this OK?

Certainly, ‘not-so-little Mark’ thought it was OK, judging by his reaction to the changeling’s nuzzles… but the more rational Mark’s reaction was to immediately push the intruder away, and scold her for being so forward. As he reached his hand for her neck to push her away, his brain took a second pass at solving this new dilemma.

It was immediately clear that the Dragonfly was excited… perhaps over-excited. Mark had already guessed that there were plenty of mores and values that were incongruous between his alien colleagues and human society (their lack of clothing being a prime testament to that). Perhaps Dragonfly didn’t consider nuzzling his junk to be… inappropriate?

”C’mon… time to wake up…” Dragonfly addressed Mark’s penis directly, before tracing a tongue from the base of his shaft to his tip.

THAT… was unmistakable. Excited or not, Dragonfly clearly had no problem being extremely intimate with Mark in this moment… the only remaining question was… did Mark have a problem with it?

He’d already come to terms with the fact that he liked Starlight. Loved her, even. Of all the Amicitas crew, he had found her to be a kindred spirit in terms of interests, conversation, affection… no-one else even came close. No-one, that is, except for…

Dragonfly.

Mark let his hand fall back to his side. The changeling had always been close to him. Always ready to drop a joke or do something klutzy that would brighten up his day. She was undeniably cute, in every sense of the word. She cared so much about the emotional well-being of the whole team, always acting the peacemaker or the jester… She was his ‘buddy’ in the hab, happy to hang out with him and shoot the non-existent Martian breeze. He liked the little bug. He’d always suspected the feeling was mutual: she always had a bit more bounce in her step after receiving a ‘feeding hug’ from him, compared to receiving any from the other crew members.

And now she was in desperate need… and acting a little unrestrained. But this little even was as much for her as it was for Starlight and himself… if she was going to go a little wild… Mark wouldn’t stop her…

In fact, Mark grinned wryly to himself, he had to admit… it was pretty flattering to have TWO cute interdimensional aliens after his junk.

”C’mon, time to come out of your hibernation... ” Dragonfly managed to buzz somehow, despite her tongue still tracing up and down Mark’s length… then heading toward his… a port and tickling at his exit hatch.

“Hey, hey… woah! Cut that out!” Mark grumbled, using his fingers to flick the changeling’s ear in displeasure. The chitin-covered female chittered and flicked away from him, racing ahead to where Starlight was on the canvas. The changeling whirled around to face Mark while standing next to the half bent over unicorn.

”Hee hee hee.. It worked, didn’t it?” She chittered, pointing a hoof at Mark’s renewed erection.

“That’s not the point… I don’t uh… w-woah…” Mark’s complaints trailed off as he took in the sight in front of him.

Starlight’s fluffy chest was still pressed into the canvas floor and she was resting on her forehooves… but she’d stood back up on her rear legs to lift her ass up into the air. She coyly looked back with a sultry, smoky look and let her hips waggle slowly from side to side.

“Like what you see, Mark?” Starlight cooed teasingly.

Mark nodded. The unicorn’s tails swatted left and right with lazy flops, haphazardly brushing against the human’s thighs and groin, flashing him glimpses of her glistening marehood with each shake.

”Zzzat’s nothing… look at THIS! ” Dragonfly grinned, reaching over Starlight’s flanks while still facing Mark, grabbing a hoofful of unicorn butt and pulling the two pert buttcheeks apart… spreading Starlight’s pink, clenching tunnel wide for all to see.

“H-hey!” Starlight growled, quickly flicking her tail over to swat the changeling in the face. Making the bug sputter and cough with the mouthful of tail hair she received. “Behave! You’re getting a little too rambunctious, Dragonfly!”

Dragonfly sat back on her haunches, putting on the air of a scolded child… while she continued to vibrate and hum with energy. ”S-sorry… I juzzzt… so tazzzzty... pleazzze continue...” Dragonfly shuffled forward… leaning in as close as she could… if either Mark or Starlight looked closely enough they might see a bit of drool falling from her mouth.

Mark looked back toward his target. That position… that posture… there was something so… primal about it. “Are you sure… you don’t want to do it more uh… traditionally? Like, face to face or…”

“Dolphin-style?” Starlight chuckled, blushing. “I’ve… I’ve never... “ her blush deepened, “I’m not the most experienced mare… I’ve always done it pony-style…” Starlight’s confidence started to come back, seeing the lust building up ion Mark’s eyes, “which is the most traditional way to buck of all… unless…” she started to hike her tail up, lifting her dock to the fully flagged orientation, revealing her dripping cunt and throbbing , winking lovebud, “...you’re not interested…”

Mark’s eyes were bugging out of his head, he couldn’t manage any words, only a soft shake of his head before he shuffled forward on his knees. He placed his legs on either side of Starlight’s damp, sweating haunches. The lavender musk hung like a fog in front of him as he brought his groin into alignment: with him down on his knees, it was the perfect height - Starlight had to make only the smallest of flexes to her spine to line everything up.

God, he wanted this so much! Mark grabbed his stiffness, still slick from his earlier adventures. He wondered if Starlight wanted him just as badly… the slickness pouring out of her , her needy lip-biting... and most of all the changeling sweating and panting nearby convinced him that this was the case.

He started to shift forwards, aiming just an inch above the big pink bulb that flashed in and out of the humid cave air… But apparently he wasn’t shifting fast enough… not for the desperate Dragonfly, who had scooched closer and closer.

A bizarre series of clicks and hums came from her, in what was neither English nor Ponish… she wrested hold of Mark’s cock and pressed it downwards, pressing his fat mushroom tip into the top of Starlight’s marehood, digging it in to her wet, pink inner folds… before snatching her hooves back to her mouth to cover up her glee.

“Mmmmmn!” Starlight moaned, relaxing slightly into the male behind her as Mark started to sink into her. The dull, burning, needy ache of her lust seemed to spark with the touch, like static electricity leaping from a doorknob. She felt his strange, fat, head start to slip into her, so different than anything she’d ever had before… and so BIG. Despite her desire for him, her tight lips strained and prevented him.

“F-fuck…” Mark groaned as his penis slipped and caught in Starlight’s crevice, the clenching inner muscles that had squeezed his fingers so tightly earlier preventing him from sliding beyond the first half-inch of his head.

“P-push… harder…” Starlight grunted with a guttural plea, wiggling her hips backward.

“You’re too tight… I don’t th-”

“You’re not going to break me!” Starlight snapped, huffing from her nostrils and slapping one of her forehooves against the canvas. “Stop trea- EEP!” Her complaint was cut-off part way, as Mark’s head popped into her marehood, the momentary jolt of such a large invader making her stiffen for a moment… before the wave of pleasure made her relax again.

The heat and sticky, wetness was intense. Feeling those sensations on his organ instead of his fingers only heightened the disparity between unicorn-sex and anything Mark had experienced before. He felt the mare’s walls clenching and relaxing around his head, like a hand constantly balling into a fist then releasing. Gritting his teeth, he waited for one of those tightness melting respites to cautiously ease himself another inch into Starlight’s body.

An obscene squelch filled the cave, as pink lips strained to slowly slide over pink shaft, despite copious amounts of lubrication.

“B-b… BUCK you’re big.” Starlight grunted, breathing out with concentration. Mark had just slid another couple of inches into her, managing to get half of himself inside of her.

“I’ll take a bit out…” Mark quickly whispered, stroking the small of Starlight’s back comfortingly, then starting to withdraw.

“No! No… wait…” Starlight breathed, moving backward in synch with Mark’s retreat to prevent him from withdrawing. “Just… give me a minute to get used to it.” Starlight moaned before putting her forehead against the canvas to focus.

Mark rested patiently, stroking her back calmly, letting his hands run over her hind legs soothingly, comforting her. He could feel her tight little cunt spasming around him, throbbing as it tried to accept his size.

“B-buck!” Starlight moaned out suddenly, her clit involuntarily shooting out to rub along the underside of Mark’s shaft, with an associated splatter of sticky marejuice.

“Shhh… shhh…” Mark cooed, rubbing Starlight, using his fingernails to brush her coat. Slowly, she was adjusting. The clenches were coming less often, with less force, as she relaxed around him. With a grin, he brought his left hand over to the unicorn’s dock, running his thumb along the pink tail, making her shiver. After tracing up and down its length a few times, he let his digit trace ever so slightly lower, over the wrinkles of smooth skin… and over top of Starlight's quivering ponut.

“M-marrrrk…” Starlight groaned, her tail swatting at his hand. Mark simply ran his thumb in little circles around the ring of flesh, hot and throbbing. He didn’t push into her, just provided her with a new sensation, occasionally darting under the tailhole to put pressure against the sensitive spot between her two plot-holes, just above where his cock was impaling her.

After a few moments of this, she started to move backward again.

“Starlight?” Mark asked.

“Mmmmmore...” Starlight moaned, pushing back with her forehooves. “Feels… so full…”

Mark brought his hands back to Starlight’s hips, hooking his fingers over her furry hipbones and guiding her backward. Inch after inch of him disappeared into her, getting crushed by her vise-like tightness as he penetrated her scalding depths.

“So bucking… DEEP…” The pink unicorn grunted, arching her back as Mark finally hit bottom. Six inches was all that could fit into her smaller body, before the tip of his head kissed up against her cervix. Groaning with the feeling of overwhelming sensations, she lifted herself to her forehooves so she was standing on all fours, looking between her legs back at the dripping mess behind her. “You’re HUGE.”

“Words that every male wants to hear, regardless of dimension.” Mark grinned for a moment. “Uh… hang on, I’ll slide out a bi-”

“No! No… you’re GOOD huge, not ouch huge.” Starlight grinned, looking over her shoulder. With a flick of her tail, Starlight showed Mark another difference between their species: he felt an incredible ripple of muscle run from Starlight’s outer lips to her deepest depths, twisting and clenching around him.

“Unnnnff…. Th-thanks! Y-you… too?” Mark grunted out, his brain not functioning well enough after experiencing THAT to coherently respond.

Starlight chuckled, throwing her sweaty mane backward and waggling her well-filled plot. “Well? What are you waiting for?”

Mark felt Starlight’s rhythmic vaginal contractions coming in waves and he braced himself. “OK… I’m gonna start moving.”

“Huh?” Starlight squeaked, before feeling the thick human cock sliding out of her. “I thought I said… OH!” She craned her neck upward with surprised pleasure as Mark reversed his direction and pressed against her cervix again. She’d heard that some stallions liked to pump once or twice before releasing… but she’d never experienced it for herself… it was… nice.

Really nice.

Mark pulled back again, sliding a couple of inches from his lover with a squelching, dripping wetness. Her tight inner and plump outer lips gripping at him as he withdrew, stretching away from her body. He felt his head bumping and dragging along fleshy, coiling marehood walls… then he began to push back in, until he hit bottom again.

“Oh Mark!” Starlight pleaded. Her head tilting back with pleasure.

He was finding a rhythm now, carefully increasing both the tempo and length of his strokes. Her volcanic tunnel was beginning to boil-over with spasms again… only where before they had been concerted squeezes, now they were a cacophony of chaotic pulses, as Starlight’s pussy was overloaded with the feeling of being pumped into. Her fat, pinkish-red love nubbin ground itself against the underside of his shaft with regular frequency.

“Oh… oh sh-SHIT!””

Mark’s ears perked up. He’d never heard Starlight use that curse-word. Less than a moment after hearing it, he saw her legs falter for a moment, shaking as something wracked through her. She shivered, thrashing her neck to the left and suddenly straining her tail skyward with intensity. Her legs recovered just in time to support her, and she splayed them ever so slightly outwards. The muscles in her vagina began to run in coordination again, waves and waves that matched up with her heavy, gasping breaths.

She was cumming.

Culminating with a whimper from his lover, Mark felt a heavy splash of marecum splatter against his balls and against the canvas, forming a sticky, turbulent pool. Then another splash. And another.

Throughout the mare’s climax, Mark didn’t cease his thrusting, having now reached full strokes, sliding himself six inches in and out on a gentle three second rhythm.

“C-cele… cele…” Starlight whimpered, her head hanging downward, mouth agape as she struggled to catch her breath. “M-m...mark…”

Mark could feel his heart pounding now too, the strain of his work catching up with him, but going completely unnoticed. He was making love to his beautiful lover, lost in the sensations and emotion, awash in the sea of instinct and biology and carnal desire. He was going to give her his everything.

Minutes passed, with the sounds of grunting, squelching and breathing only being offset by the occasional feminine whimper.

Starlight’s mind was descending, slowly but surely, to the most primal and primitive core of her ego. She could only liken it to being incredible drunk… while also being filled with caffeine: a burning energetic excitement, lost in a haze of dopamine and endorphins. Her body and Mark’s were merging, becoming one. The human she had so much affection for was deep inside her, and she was engulfing him: it felt so… completing. Her eyelids sank halfway as the human continued his steady rhythm… she would be content to just… lose herself and be Mark’s for all time. A hedonistic sponge for his love. To simply… melt away...

The thought jolted her back to reality. She couldn’t take much more of this. Not her mind… or her body… she could feel her nerves becoming raw and sensitive with the overexposure they were receiving… just HOW was this stallion lasting so long!? She wasn’t sure, but she thought she might have orgasmed three… maybe even four times since he’d started. No mares orgasmed more than once during sex (and sometimes not EVEN once).

She summoned up what she had left of her will power, forcing her mind to draw her lolling, swaying tongue back into her panting mouth. It felt heavy and strange in her jaw. She tried to speak, only a croak and a whimper coming out, which Mark ignored… she was in real danger… she could lose her mind!

One last try! She opened her mouth again… “M-m...Marrrrkkkk…. P-pwease….” She moaned out before clenching her teeth from another flood of pleasure. She’d done it! She was saved!

Mark heard his lover begging him, pleading with him. He was tired, exhausted… and nearing his own limit. He’d already recovered from his earlier orgasm, and the familiar stiffness and swell of his cock told him that his second climax of the trip was not far away… but he would sooner collapse than fail to meet his lover’s plea.

Mark grabbed a handful of Starlight’s tail, gripping near its base just above the dock, giving him extra purchase… then he began to pound her.

Mark’s thrusts became more violent, more bestial. Heavy and rapid thuds that affected Starlight with impossible sexual force. Her eyes rolled left and right wildly as she felt another wave of exploding chemical-electrical energy race through her body. The mini-orgasm drove the air from her body, winding her. She felt her forehooves slips and slide, her chest slamming into the canvas, returning her to the face-down ass-up posture she’d held earlier.

Mark felt his partner’s rear raise higher into the air as her front dipped, and he took advantage of this newfound invitation, stepping forward to position himself to jackhammer into the mare. He pulled hard with his left hand, the silky-smooth tail firmly ensconced in his grip. His right hand dug into the soft flesh of Starlight’s right flank, his fingers digging into her body and his thumb prodding at her backdoor, all supplying him the purchase he needed to truly fuck the little unicorn into the Martian soil.

“F-fuck… Starlight!” Mark groaned, feeling the constant orgasmic ripples of the mare under him as he thrust into her again and again. He felt something in the mare relaxing, opening… and noticed her was slipping deeper into her with each thrust, further and further… until he popped his entire length into her on one downward stroke… his body and testicles colliding into her rear with a wet, meaty…

*PLAP*

Starlight felt Mark inside her. So far inside her. Physically… and mentally.

*PLAP*

Her mind was filled with thoughts of being with him, her nose filled with their combined odor, her skin was soaked with their combined sweat.

*PLAP*

The wash of her final climax of the encounter was at once the most powerful and the weakest of the day. Most powerful because of its incredible magnitude of sheer, raw, pleasure… Weakest because Starlight’s body had nothing left to give… except her grasping, clenching marehood, desperately milking and clenching at Mark’s cock, her uterus ready to be painted with his seed.

*PLAP*

Mark felt Starlight’s vaginal walls begging him for his everything - for the sweet release, the end to this sexual marathon. He felt the hot, sticky splashes of her final release, as she squirted again and again.

*PLAP*

He opened his mouth wordlessly, his hips thrusting of their own accord… as he burst.

*PLAP*

With one final thrust, he held himself all the way deep into the little unicorn mare, releasing his second orgasm of the night, with far less volume, but far more intensity than the first. He could feel the body he’d melted into crying with joy at his seed’s arrival, a quenching glass of water on a burning house fire of pure lust.

Then, he felt the world spin, and… still holding onto Starlight… he collapsed onto his side, pulling her over with him… a tangled, messy heap of sticky, stinky, human and pony limbs… a heaving biological monument to the lustful act they’d just completed.

They both laid there, unmoving except for deep, gasping breaths as they both tried to recover and re-oxygenate. Mark felt his flaccid sex slide out from the tight slit, a rather unremarkable and slimy finish to what had so recently been a raw, powerful physical connection.

He felt Starlight pushing back against him, snuggling her back against his sweaty chest, not caring that she’d pushed herself through puddles of their unmentionable fluids, only wanting to be close to Mark’s warmth… a warmth that would match the warmth still inside her.

She felt Mark’s arm wrap around her chest, drawing her closer, spooning her inside his larger bulk. Protecting her, if only momentarily, from the harsh reality of the cave… of Mars… of existence. His big, caring muscles were her armor - she was safe, satisfied… loved... what more could a mare ask for? Her eyes began to drift closed… as she prepared to sleep in the beautiful afterglow of her pleasure…

Author's Note

Wew.

So... I will fully admit. I TRIED to write something a little different. A little more tender. A little slower paced. Paying homage to the wonderful connection between Mark and his crewmates.

Then things started getting HOT.

I am a clopfic writer at heart.

I hope you forgive me... or even better - enjoyed my little romp: don't take it too serious!

Your comments are extremely valuable to me, don't skimp on them!