A Changed Mare

by thathornypony

Rating: mature
Tags: Porn, Fetish, Sex, Twilight Sparkle, Twilight Velvet, Slice of Life, My Little Pony: Friendship is Magic, Night Light
Length: 4758

Twilight shows her parents everything that changed when she became an alicorn. Like her brand new, big, purple dick.

Twilight shows her parents everything that changed when she became an alicorn. Like her brand new, big, purple dick.

Contains: futa, incest, vaginal, anal, oral, threesome

Published 2018-12-31 05:20:01 UTC
Last updated 2018-12-31 05:20:01 UTC

Sex is Fun for the Whole Family

Twilight was a princess now. She didn't really believe it; it didn't seem real. It helped, a little, to remind herself that technically she wasn't royalty just yet. There were still a few more days until the coronation ceremony, she could put off a lot of worrying about princesshood until then.

In the meantime, she was occupied with the changes becoming an alicorn had made to her body. That was enough to try to cope with all on its own. The equine mind simply was not made to deal with the sudden addition of two new limbs. She swore she was never going to get used to them.

Wings weren't the only change either. Only the most obvious. She felt like her very bones had changed; when she paid attention, the way her muscles moved when she walked was different.

It wasn't necessarily unpleasant, but the sensations weren't anything she would describe as good.

There actually was one other major change, besides the wings. How it had taken her so long to notice, she had no idea. She had been tired that night after her ascension, Twilight supposed.

She had been shocked when she woke up in the morning with a large penis under her. She had awoken to the feeling of something poking her in the barrel. She looked down and there was her first erection, in all its purple glory.

So that was new.

Fortunately the erection had gone away on its own after a couple of minutes. It had been hard to properly freak out without waking up Spike.

Yes, the last couple of days had been very busy for Twilight, very stressful.

But now, it was going to get better, now she was at home. It had been far too long since she had visited her parents. With them everything would be comfortable and familiar. Also, she could get Shining's version of The Talk. That wasn't really a normal thing to excited about, but she did want to learn how to use her new anatomy. Luckily her parents had always been very open about sex, so it wouldn't be awkward.

Twilight knocked on the door of her foalhood home. Her mother practically pounced on her as she opened the door, pulling her into a tight hug.

"Twilight! Welcome home. Oh, I'm so proud of you." Twilight Velvet pulled her daughter inside. "Now stand there, let me see those new wings of yours."

With some awkwardness, Twilight the younger managed to spread her wings.

Her mother cooed over them. "They look so good on you." She squealed and hugged Twilight again. "Let me put some tea on. Then you're going to sit down and tell me all about how you got them." Velvet trotted off to the kitchen.

Twilight made her way to her usual seat at the dinner table. It was good to be home. She looked around at the familiar walls. The family had figured out a long time ago that they could save a fair number of bits on wallpaper if they covered everything in bookshelves instead. Twilight liked being at home.

Velvet came back with two cups and Twilight's favorite old teapot. She set everything down, and they got to talking.

As she was going over the story, Twilight couldn't help but feel that the situation was unfair. Her friends had been at least as important as her in the journey to where she was now—every step she had taken on the way, her friends had been by her side. She mentally revised the speech she was going to give.

Thankfully, the conversation drifted other places. "So, where's dad? He doesn't seem to be around," Twilight asked during one lull.

"Oh, he's off running some errands. He'll be back… sometime," Velvet shrugged and sipped her tea.

"Mmm. I'm going to need to talk to him." At her mother's questioning look, Twilight added, "and you too. But he's more of an, uh, expert on the topic."

"And are you going to tell me what that topic is?" Velvet's eyebrow was raised in suspicion.

"Of course, you're going to be interested too. Let's go to my room first though."

Velvet chuckled. "You've missed having your mom in bed with you that much, huh? Can't wait any longer? Well all right, let's go.

They went up to Twilight's room. "So what did you want to talk about, honey?"

Twilight looked her mom in the eyes. "So… there's something I left out of my story. It turns out, there's more to being an alicorn than wings and a horn. Celestia had never told me or showed me, but apparently alicorns also have one of these." Twilight turned and lifted her tail, revealing her balls.

Velvet blinked. "Really? And just when I thought you couldn't get any sexier." She leaned in to sniff them. Then she stuck her head down between Twilight's legs to get a look at the rest of her equipment. Twilight's penis, sensing the attention it was getting started stiffening and poking out of its sheath.

"I was hoping you guys could teach me how to use this," Twilight said.

"We would all love to do that. This is some exciting stuff. Have you done any experimenting on your own yet?"

"You know me, I wanted to make sure I do things properly. And I wanted to give you the honors."

Velvet smiled, "You're always so sweet." She licked her lips. "I can hardly decide what to do with you first—of course!

You know, that's a very special part of you, being new. For your first time using it on a mare, why don't I have you put it where the rest of you came from? It's strange to think there's parts of your body that haven't been in my vagina, it would give me some peace of mind to fix that." She circled around to Twilight's side. She saw that the topic of discussion had kept her daughter's member growing, and it was now an impressive bit of horseflesh. Velvet would have wanted it in her even if it wasn't her daughter's.

She climbed on Twilight's bed and presented herself. She raised her rump high in the air and flicked her tail to the side, exposing her marehood to the world.

Twilight climbed up after her and gingerly mounted her mother. She'd seen Night Light and Shining Armor do this plenty of times, but it was her first time doing the maneuver, so it was still a bit awkward. She didn't want to hurt her mother, after all.

Once she was on top, she discovered that had been the easy part. "How do I do this?" she asked, "I can't see how everything lines up from here."

"It takes practice to learn where everything is. Just go slow, and I'll guide you in," Velvet said.

Twilight took a deep breath, the slowly pushed her hips forward. She felt her mother's magic grasp the tip of her dick, and gasped at the alien sensation. If this is what having a penis could feel like, then she was disappointed she hadn't gotten one earlier. And then she touched Velvet's backside, and felt her lips part, and felt herself slip inside.

The magic had produced a pleasant tingling, and Twilight had thought that alone made it all worth it. She couldn't describe what she was thinking as she felt the warm wetness of her mother's pussy. It was tight and encompassing. "UUUuhg" she groaned. Her legs nearly buckled. No wonder stallions liked this so much. She had always liked getting railed because it felt good in its own right, but if this was what she was giving to her partners…

"You all right back there, honey?" Velvet said. Her tone spoke of the pleasure she was feeling.

"Oh Celestia, you feel so good, Mom," Twilight grunted.

"Yes I do, but we're just getting started. Now it's time to really fuck me."

Twilight agreed. She pushed deeper in, and by Celestia, did Velvet live up to her name. She pushed deeper into that pocket of pure pleasure. She felt Velvet shiver under her. She pushed deeper until she felt a wall deep inside: Velvet's cervix. She made a mental note of how far in it was. Getting that punched by a cock was no fun at all.

Then she pulled back. Somehow everything felt completely different on the way out. All the little bumps and ridges and had made her entrance so ecstatic, made all new sensations as she withdrew, no less pleasureable. Then Twilight pushed back in.

She repeated that several times, slowly pumping in and out of Velvet, exploring everything she could feel. She could feel a lot, it turned out.

One thing she could feel was her mother panting. "Twilight, that feels wonderful, but I would appreciate it if you would stop teasing me and really fuck me."

"How—"

"Harder! Faster! please, Twilight," Velvet begged.

That was the next step anyway, so Twilight complied. She started to increase the pace of her strokes. This too revealed new dimensions of the sensations Velvet could provide. Twilight was filled with a new appreciation for femininity, both Velvet's and her own. It was insane to think that this wet hole in the back of a mare could be so important, so beautiful. This was how she had been made—this very act could make a princess, this very act could catapult a pony to the highest realms of pleasure. Twilight wondered how it was that her entire body had once squeezed through Velvet's cunt which now gripped her cock so tightly.

Twilight was floating. The world felt too good to be real. She had to be someplace else, there was no other way things could be this perfect…

It wasn't perfect, on second thought. Twilight felt an emptiness. As she thought about everything her mother's pussy had done and was doing, she felt a yawning emptiness in her own. And not just in what she knew she was missing, the hot, hard-softness of a cock filling and stretching her walls. Her womb felt empty; she wanted a foal all of a sudden. She had a powerful desire to get knocked up.

At the same time she felt a greed. As good as her mother felt, she wanted more. She increased her pace, thrusting harder and harder into her. More! More!

Moremoremore! Twilight was in a frenzy. She was really fucking now. She went harder and harder until suddenly she had the sensation of being struck. She stopped long enough to feel it: a pulsing, pumping in her groin. It was only belatedly that she realized she was cumming in her mom. It was her dick doing the pumping, but her whole body shook in the process, and she moaned loudly as her seed spurted out of her, splashed against the insides of Velvet's cunt, and coated her cock again. And she saw in her mind's eye some of that seed splashing up into her womb; she saw the foal they would have, her sibling and child both; she saw the foal's life; and then her dad would come home, and he would put a foal in her too (he couldn't, of course, but still, you knew your life was fun when your womb was specifically warded against being impregnated by family members)—and it all dissolved back into the pleasure of the moment.

She didn't have much strength after that. She only stayed upright because of her mother under her. She went limped and let the other mare support her weight. "Mmmm. That was good," she mumbled.

Velvet didn't say anything in reply. She stood up and arched her back. Twilight slipped out and off of her; she rolled down onto the bed. She felt Twilight's sperm leaking out after her and running down her thighs, but mostly she felt her aching clit. She was used to that, though, as well as the next step. "Twilight," she teased, "you're not done already, are you? I still haven't cum."

What Twilight was going to answer, she never found out. At that moment the door swung open. "Velvet, you in her—" Night Light said as he walked into the room. He looked between the two mares. He was quiet for a moment. "Hey, Sparky, it's good to see you," he said. "Is that new?" he gestured at her dick.

Twilight was still in her post-orgasmic haze. "Mmmhmm. Got it last week."

"Well, well, well. It looks like you've been trying it out."

"Mmmhmm. I wish I'd been born a stallion; this is great."

Velvet shook her head. "I doubt you'll be saying that for long. You've still got a lot to learn." With that she reached down and stroked Twilight's cock with her hoof.

Twilight pulled away. "Ach, don't. It's sensitive."

"What's the matter?" her mom said, "You've only cum once and you're done already?"

"Uhhh." Twilight reached down and felt herself. "What." She looked over at her dad. "Really? Once?"

He nodded. "Afraid so, kiddo. You get one shot about every fifteen minutes. Each one gets harder as you go too, unless you're with a particularly sexy mare. Which your mother is, so you're lucky there, actually."

Twilight considered this for a moment. "I retract my statement about wanting to be a stallion," she said.

"Yep. I've always been a little jealous of how you mares cum too, but I figure that's just because I'm not one. If you gave me the chance to switch I'll bet I'd find something I missed too."

Twilight grumbled. "Thanks for the life advice, but have you got anything useful? Like, I don't know, a spell to make my cock work sooner?"

"Hold your horses, let me say hi to your mom first." He did that by way of sticking his muzzle in her snatch. He licked her a bit, getting plenty of Twilight's cum in his mouth, along with Velvet's juices. "Not bad. How was she getting it in there?"

"Pretty good, considering it was her first time. She was a fair bit like Shining, actually."

Night Light turned his attention back to Twilight. "Attagirl. Are you ready to try something a little different now?"

Twilight rubbed herself. "Ugh, no. It still won't get hard."

He winked. "How about if I try this," his horn lit up, and a tingling haze of magic engulfed her sack. Suddenly her cock stiffened again, and quickly returned to its former glory.

"I'm going to need you to teach me that one," Twilight said.

"We'll see about that. It depends on whether or not you girls have room for one more."

One purpose of tails was supposedly to cover a pony's privates; neither mare's tail was very good at it. "Of course," the two of them said, lewdly.

He climbed into Twilight's bed with them. "It's been a while since I had a threesome. How do we want to do this?"

"Well Twilight's the princess here, I'd say it's up to her. If you want to explore what your new dick can do, Twilight, you could try anal next?" Velvet said.

"Sure," Twilight shrugged. "I'll tell you what I need, though. I need a dick in me. I was starting to get a little bit jealous of you, mom. Dad?"

"I'm on it," Night Light said, rubbing Twilight's ass with his hoof.

Velvet rolled over so her back was to Twilight. "Go slowly now, dear. Things are different up here."

Twilight hugged her mother from behind. Once again she felt magic tingling around the head of her cock as Velvet helped line her up, as well as apply a lubrication spell. The angle for this was very different. Her penis was practically flat against her belly.

From the first contact, Velvet's asshole was a whole new experience. There were not the gentle lips ready and waiting to admit her. She ran into a ring of muscle that was indifferent to her presence. She pushed on, though, and she could feel it give and stretch across the flat of her tip. And then, all at once, she was inside.

Velvet bit her lip as her hole was stretched. Her daughter's new endowment was not a small one.

Twilight let out a "Haaaah." Once again she gained a new respect for the equine body. Her mom's ass was yet another new experience. There were similarities in the warm enclosure of flesh. But the texture, and the tightness made everything novel. There was nothing in a pussy like the tight squeeze that Velvet's ring exerted on her shaft.

She had just gotten good and comfortable when her dad entered her. She was soaking with arousal from the romp she'd just had, so he slid in easily. Even if she hadn't missed him and his cock, the way he filled her was just what she had needed. In fact, she was even happier to get fucked that usual, now that she knew a little about what it was like for him. What did she feel like, she wondered, what was the texture of her own cunt like?

She got so caught up in wondering, that she almost forgot to fuck her mom. Luckily for both of them, it seem that her cock had come with some new instincts, and she found her hips thrusting of their own accord.

It was a very oozy place in the middle, it turned out. Twilight was wet, and her dad's cock was pushing and smearing her juices everywhere. There was some of his precum too, she expected, but that was deep iside her. Nevertheless, she was seriously leaking for sure. That's what was going on in the back. Things weren't any drier in front. Her mother was in a situation as herself, with the addition of the cum she had left before. A mixture of her own sperm and Velvet's arousal was getting all over her. That side was even messier than the back, since Velvet was humping her hoof, so more was being squeezed out rather than being jammed back in. All three ponies were covered in sweat from their exertion.

This was one time Twilight liked messiness, though, so she was happy. She always enjoyed it when Night Light and Shining spitroasted her for similar reasons.

The room was filled with the sounds of their sex. There were pants and gasp and moans. Squelches and slaps too. Everything to the rhythm of their fucking—that is, a fast one.

Twilight Velvet was the first one to get near cumming, worked up as she was by the first session, and moving along quickly with her hoof. Twilight was close behind, her inexperienced cock on a short timer.

Her horn lit up. Performing magic in the throes of ecstasy that rocked her was not easy, but this particular spell was well worth the effort.

Her clitoris began glowing purple. A thread of pure light rose from it and floated away; it went backwards, wrapping around Twilight's shaft, balls, and clit; it continued from there, doing the same to Night Light's package. Each pony writhed as the light touched them.

They'd all experienced this spell before, and were excited. It was a good one. All three of them started fucking harder.

Then the magic happened. Velvet came, her hoof and Twilight's thickness pushing her over the edge. At that moment, the thread connecting them all by the genitals pulsed. They all came at once. Night Light grunted as his balls clenched and sent waves of cum surging deep into his daughter's cunt. Twilight was lost in bliss as she felt the hot stickiness splashing around inside her, filling her to completion as it swirled around up into her womb as well as back down along the shaft filling her and out and onto her rump and thighs; her clit glowed with magic, and now with pleasure as well, a warm radiance that flashed as her muscles twitched and convulsed, gripping her dad all the more tightly; that same clenching also forced out a wave of her juices, and she squirted hard; she too was treated to the rushing feeling of cum welling up and through her dick to be deposited deep in her mother. Velvet arched her back as Twilight unloaded in her ass. She clenched her teeth as she rubbed the frog of her hoof against her pussy; her orgasm had launched her into heights of sensitivity that blurred the lines between pain and pleasure.

All three of them came together, and then lay together. Nopony was in a hurry to get anywhere, it was a nice family moment after all. Twilight had missed this in Ponyville. Her parents had missed it too, they were proud of their children for many reasons, one of which was that they were both good lays.

They were horndogs all of them, though. Velvet worked herself off of Twilight's cock, then stretched, looking at the clock. "Mmmm, that was good. Who's up for one more round before dinner?" She rolled over to face the others.

Twilight snuggled her. "Mom, I just came in you twice, what would we even do?"

"Well I still haven't gotten to taste you, dear." She kissed Twilight gently.

Twilight shook her head. "Celestia, you're such a slut. Dad! you married a slut."

He chuckled. "Yes I did, Twi, yes I did. I raised one too." He patted Twilight's ass for emphasis.

Velvet, meanwhile had already got to work. A quick prestidigitation spell cleaned off Twilight's cock, while another one cut short her refractory period and restored it to throbbing erection. It might not have been her cutie mark, but Velvet was very good with the magic of the bedroom. Then she dove down, curling her back, to lap at Twilight's balls. She worked her way up her shaft, next, alternating licking and kissing.

Twilight didn't make any further conversation. Learning yet another thing her dick could feel occupied her whole attention. Was there anything you could do with a dick that didn't feel heavenly?

Night Light just watched for a while. He could sympathize with Twilight, Velvet was very good at dicks. Which made it hard to decide what do do next. What a problem to have though, here were two beautiful mares, both of them his, and he couldn't decide which one to fuck. And putting the situation in those terms solved the problem. He knew what was his old reliable.

He whispered in Twilight's ear, "I'm going to fuck you in the ass soon. You're in for a treat there now that you've got stallion parts. But that's for later. I haven't fucked your mom since this morning, so I need to go check on her first.

Twilight just mumbled something about how good the blowjob she was getting felt, which was really good.

Night Light got up and crawled around to Velvet. He pressed his cheek to her flank, nuzzling it. Then he scooted into position and slipped in her. He groaned as he pushed into the familiar embrace of her pussy; his cock knew it well, very well, and fit into it like a key into a lock. He hadn't married Velvet just for her pussy, but was without a doubt his very favorite pussy in the world. He gripped his wife's supple milf flanks as he fucked her. Twilight's deposit squished and squirted out as he charged in to leave his own. He closed his eyes, just listening to Velvet's slurping, and feeling her cunt.

Velvet was having a great time too. Blowjobs were so fun to give, the way they could incapacitate a stallion with pleasure. Her other holes could do that too, sure. But with her mouth she was able to take an even more active role. She was going to be in trouble if she ever choked on anything, because she had learned to love the feeling of gagging. She held the head of Twilight's cock just at the entrance to her throat, leaving her sputtering and streaming tears down her face. Things got even better when Night Light got on her. Twilight's dick had been good in her, albeit inexperienced, but there was not a dick in Equestria that drove her wild like her husband's. She felt the same way about his cock that he did about her pussy. She clenched and held him tight.

He didn't last as long as before, and neither did she. He never could withstand the glory of her cunt. He exploded, splattering her insides with a second coat of white. He pushed the stuff as deep in as he could.

For her part, cumming while giving a blowjob wasn't exactly convenient. She pulled her head off Twilight, gasping and shouting as she shook with pleasure. She cast a loving glance back at Night Light, and then return to her cocksucking. She lapped up the bead of precum that had leaked out of Twilight, enjoying it's salty flavor. She forced Twilight's head and shaft down her throat, greedy for more.

Twilight didn't know what to do with herself. It all felt so good. Too good. Her mom's mouth was so wet. So hot. So tight. Her tongue moved—Celestia! it was all over the place, tickling her here, curling around there. And when she could keep her eyes open, in between the waves of ecstasy, she saw her dad mounting her mom, just like he had her. Her cunt tingled with the memory of it. "Augh—I'm—" Her head lolled back, as she started spraying cum from her dick.

Velvet didn't get off of her though. She just wrapped her lips tight around Twilight. Twilight watched and felt as her whole load was trapped in Velvet's mouth. The older mare pulled off her, and carefully opened her mouth to show off the pool of sperm inside. It didn't stay there long though; in one gulp Velvet downed the load. It was funny, Twilight had always thought that stallions loved it when you did that, but it didn't really do anything for her. Then again, her mom had always liked cum for its own sake more than she did.

"Thanks mom," Twilight mumbled.

"Anytime," Velvet said, laying her head down in Twilight's lap. "You taste nice, by the way."

They all cuddled for a while. Nopony was really in a hurry to get to make dinner. It was just too nice being together as a family again. There was a lot to catch up on, and they were all as happy to discuss it in bed as at the table.

Night Light was the first to strike up a conversation. "I know I came in the middle of things, but what is up with that penis?"

"It comes with being an alicorn, apparently."

"Huh. So, Celestia?"

"Yep. Luna too. And Cadance."

"And Shining Armor never told us…" Night Light shook his head.

"I bet he just wants to keep it to himself," Twilight said. That got a round of chuckles. "I'll ask him next time I see him."

"Please do," Velvet said. "He hasn't been with either of us since he got married."

Night Light put on his stern disapproving father face. "That wife of his better not be trying to make him normal!" he gruffed.

Twilight giggled. "Don't worry. Celestia has been telling all kinds of new things now that I'm 'one of the team.' From what I've heard so far being a princess and being normal don't really go together. Like, Celestia and Luna do stuff with each other too. She'd be the only princess not to have a thing for incest."

"I can't blame them," Velvet said, "talk about royal flanks." She fanned herself.

"And now you're one of those princesses," Night Light said. He brushed one of Twilight's wings with his hoof.

"Uh huh…" Twilight looked hesitant now. "I just hope I have what it takes to be a good one."

He hugged her close. "Every time I think I can't get any prouder of you, you go and prove me wrong." He nuzzled her. "I'm sure you'll be a great princess."

Velvet joined the hug too.

"Thank you," Twilight said, her eyes a little watery. "I promise I'll make you even prouder."

"You don't have to promise that. We already know you will."

Twilight let the loving silence rest a bit until she couldn't stay quiet any longer. "So, uh, change of topic: what are we doing for dinner?"