Twilight gasped in surprise as Celestia's muzzle pushed her tail aside as soon as they’d entered Celestia’s bedchamber, her nose pressing to her moist marehood, sniffing deeply of her natural, aroused aroma. "You know, you've smelled different since I got you pregnant," Celestia said salaciously, nuzzling against Twilight's vulva and giving it a small kiss, with Twilight, in turn, giving a small shudder, "The scent of a mare gravid with my foals. Of my lover. Of my...broodmare."

Twilight shivered softly as another nuzzle on her marehood, as well as Celestia's words, prompted a wink from her clit in response. Celestia capitalized on that wink by sinking her warm tongue between her inviting, arousal-swollen lips. Twilight's head tilted back as she felt the fullness of her mate's tongue within her velveteen passage, eased along by her liquid lust. "Mmm..." Twilight moaned at that sensation inside her once more, treading her hind legs as Celestia’s tongue squirmed around. She was hitting some great spots in her, causing her hind legs to stretch out, and making her push her crotch back into her muzzle.

Memories of their previous times like this rolled through Twilight's mind, though their first time was at the forefront of her thoughts, the most arousing of them all. Memories of being claimed by her lover and mate over and over, the primal satisfaction of feeling her cum squirting inside her fertile body time and again; the memories of having been impregnated by her, and now carrying her foals from that act of animal lust and primal passion.

Suddenly, Celestia pulled her muzzle back from Twilight's now-dripping crotch, with Twilight soon feeling her lover's weight resting on her back as she was mounted. She locked her back legs instinctively to support her 'stallion', Celestia's tip tapping on her stifles before, a second later, the flare pressed to her slit. Twilight gasped as Celestia took her crest into her mouth, gently biting the tuft of hair and the flesh underneath as she penetrated her, pressed her cock in a few inches, pulled back, then pushed in again deeper.

Twilight let out a shuddering exhalation and Celestia grunted as she entered her again, before repeating the motions, getting deeper each time, until she reached just short of Twilight's sealed cervix. She pulled out slowly, before once more thrusting in, this time leaving herself hilted as far as she safely could.

Twilight once more felt satisfyingly full and spread, her head abuzz with pleasure. She felt safe beneath the mare she loved, with the kisses Celestia was planting along her neck very much helping cement that feeling of so completely adoring her marefriend. "Mmm-love you..." Twilight cooed, nuzzling into Celestia's hoof beside her.

"Love you too." Celestia replied affectionately, kissing her on the back of neck before pulling out again slowly, Twilight loving the dragging of her flare's ridges over her ribbed walls, until only her flare remained inside. Celestia kept herself out for as long as she could stand it, hips quivering in the desire to plunge forwards again, feeling Twilight squirming in impatience and anticipation, until finally she slid back in firmly. The short abstinence only made the reward of entering her mare's warm pussy that much better for the buildup.

"Oooooh~!" Twilight moaned as her inner walls were parted open once more by their instinctive match, a pang of pleasurable spreading radiating through her lower belly as she was filled with a hard, girthy cock once more, before Celestia once more stopped hilted as far as safely possible inside her. The elder alicorn kept the slow pace for a while, repeating the motions of pulling out, then staying out for a moment, before finally rewarding both of them by encasing her cock fully inside her mate.

"So tight...so warm...you're so perfect for me, Twilight..." Celestia whispered into her ear, and, when it twitched in response, prompted her to take it into her mouth. Twilight tensed up at feeling Celestia's blunt molars softly biting on her ear, making her whimper at the sensations that her sensitive ears being stimulated added.

Celestia had learned during their first time how much Twilight liked her ears played with or nibbled on during sex and strove to gently bite or softly masticate upon them, or nuzzle behind them - albeit much gentler than she had then - during and after each of their lovemaking sessions. This time was no different, with her chewing rewarded by Twilight tightening around her stallionhood.

Twilight went verbally silent, but her gentle trembles and ragged breaths, every subtle squirm or gasp, told Celestia volumes about how good she was making her lover feel. She kept going at that slow pace for a while, feeling Twilight's ear twitching in her mouth as she played her tongue over its tip. Finally,earning a soft squeak from Twilight as she licked along the inner concave of the flap, Celestia felt her mare's inner muscles squeezing down firmly again to keep her cock trapped for just a moment more.

Feeling her own urges grow, Alicorns always running hot after some slower sex, Celestia gripped more firmly around Twilight's swelling middle as she ramped up her hips' movements until she got a decent rut going, her balls softly impacting Twilight's teats with a quiet, wet pat each time she thrust forward. Celestia softly suckled on her broodmare's ear as her sack, sheath, and Twilight's whole lower regions soaked in her own fluids and her precum. Celestia's own pussy leaked too in her shared arousal, her slit winking to a stallion who wasn't there, inner muscles squeezing on nothingness as Twilight's did the same on her malehood instead.

Celestia could feel Twilight shivering in pleasure between her hooves with each impact, stimulating her sensitive chest, while her powerful vaginal muscles grasped her member lovingly each time she tried to pull out. "R-really want me to stay in...don't you? Love my thick mare-cock deep inside you?" Celestia asked between breaths as she finally released the saliva-sodden ear from her mouth, getting a meek nod from the mare she was fucking. "Very well."

Twilight was delighted as Celestia kept herself deep after her nod, her cock moving merely an inch in and out, the rest left buried to her furthest depths as her partner started jackhammering her hips instead of the long, even strokes of before, making both of their minds buzz with pleasure. As she felt Celestia's flare starting to grow, she knew her goddess beloved didn't have much more left for this session.

"Gonna fill you soon, m-my love. Just like our first n-night together, and the...so, s-so many times since..." Celestia said, her left hind leg trembling, just like it did every time she was about to cum. Twilight felt her flare at its max, stretching her inside just that little bit more, before, at long last, Celestia tensed and bit her crest again, then simply stayed still as she held deep.

Twilight let out a mewling whinny as she felt her beloved's cock stiffen, then start pulsating in its ancient, life-creating rhythm, feeling Celestia's balls twitching rhythmically against her teats as they pumped her virile sperm into her, with Celestia meanwhile stoically silent as she once again bred her mare. Twilight felt Celestia's teeth firmly grasping her crest in a mating bite as the warm, thick impacts of spunk beat against her sealed cervix and innermost walls in hard pulses. The sensations of being cum inside of drove her closer to her own climax, but didn't quite set her over into it.

After a while of filling her pussy up, producing the same large quantity of semen she did each time they'd had sex - though not quite as much as she had when Twilight had been in heat - Celestia's shaft finally stilled. Having had a touch-free female orgasm at the same time, and leaving the floor behind them soaked with her femme-cum, Celestia collapsed on Twilight after leaving her lower abdomen feeling full.

Twilight adored the heat and filling that her mate graced her with, feeling stuffed, but in a pleasant and fulfilling way, as well as the weight of her 'stallion' as Celestia rested atop her. Experiencing everything a well-covered mare should feel, as far as she was concerned.

Finally, Celestia released Twilight's crest as she started to soften within her mare's well-filled pussy, instead giving it little kisses and trailing them up to her neck, still resting part of her weight on her while she recovered. Words had no place in this moment as Celestia nuzzled behind her mare's ear next, making Twilight smile at the simple, affectionate gesture and felt a rush of love for the one giving it, looking over her shoulder at the mare covering her back and meeting her larger marefriend's lips in a kiss. It wasn't a harsh, demanding kiss, nor was it lustful, with Celestia's lust all but drained deep into Twilight's depths for the moment. Instead, it was the kiss of true soulmates, gentle yet firm, adamant of their feelings for the other.

"I'm sorry you didn't get to finish. You just felt too good, I couldn't bring myself to stop." Celestia said in a whisper after the kiss, before pulling her softened member from Twilight's cum-filled canal and dismounting her, a small stream of stallion-goo oozing out as her flare unplugged it. "Here, let me help with that."

Instead of a cock filling her again, a rod of magic, about the same girth as what had just left her, filled the void it had left and slowly slid in and out, making Twilight moan gently at the soft tingling and filling sensations of the magic within her. She was near her orgasm, and knew Celestia wouldn't stop until she had it, especially with how much she was grinding its tip into her g-spot. "Oh, it's f-fine. I know you'll never leave me uns-satisfied. You haven't yet," Twilight said, smiling softly at her lover, "You may be tapped out n-now, but I know you'll be ready again s-soon. M-mmm-meanwhile, your magic is way more than suf-fficient."

Twilight was pleasantly surprised as Celestia's tongue joined in with her magic, targeting her winking pleasure-bud with slow licks, swirling its tip over the fleshy bulb. She kept the slow pace for a while before, in a mimicry of their mating, Celestia made the magic stallionhood-shaped rod stay hilted within her mare and made short thrusts with it, meanwhile suckling on Twilight's clit, until she was finally driven over the cliff.

Twilight let out a quiet cry into the mattress when the flare of the rod expanded deep within her and set her over, her body trembling and pussy squirting a mix of their love juices all over the bed, and Celestia's face, as she pushed her hips back into her mare's muzzle. She felt pulse after pulse of pleasure each time her passage contracted rhythmically on the stiff rod that was throbbing in time with each of her clenches, and her clit winked in time with each pulse, Celestia's tongue keeping her pleasure plateaued as it followed it in and out with each wink.

After what felt like eons to her of being held in an orgasmic bliss that may have been two orgasms together, Twilight finally slumped to the bed, satisfied, as little aftershocks rocked through her. The rod spreading her remained within her as her passage held it firm and hugged it with post-orgasmic twitches, slowly throbbing itself, with Twilight meanwhile being brought into an embrace by Celestia. Once more their lips met and Twilight tasted both her and Celestia's cum as the latter's tongue suddenly entered her muzzle, their tongues writhing together as they shared their cum and pleasure, putting both into a lesser state of bliss as their tongues danced.

When Celestia pulled away from the kiss and the intimate contact ended, their lips parting, Twilight gave a discontented little whimper, earning one more quick peck from the other mare in recompense. "There, now we're tied up at one each," Celestia said, smiling to her lover sensually, "and if you give me a little longer, I'll be ready to go again. You know I always last longer after the first one."

While Celestia's member was in her sheath for now, Twilight knew well that as she'd said, after a short rest, it'd be out once more, hard and more than willing to fill her again. And again. All night long, if they so desired, and as they so often did.

Twilight counted on it after all, for this was a night of celebration.

"Ready to go again when you are, love." Twilight said after a few minutes of rest, with Celestia's shaft then standing at attention, thanks to a little coaxing from the younger mare's rubbing hoof. The latter laid on her back, her shaft like a beckoning spire, nonverbally saying she was more than ready enough too.

"How would you like to be on top this time, love? I just feel like I'm always mounting you, and that you may want to try something new?" Celestia asked, getting a smile from her mare at the suggestion of a new experience.

"Oh, I'd love to! I've read all about the 'griffin-style' position, and how it originated among, of course, griffins whose hens used to, as their norm, take a male's sperm by force by using this position. A horrible history for it, but a lovely position, and one that's used only consensually in Griffinstone now, too!" Twilight said as Celestia helped guide her into position, the latter rolling her eyes and smiling as Twilight recited the history of the position they were using.

"Of course you would study the origin of sex positions." Celestia teased just as Twilight straddled her, both gasping as two of their most sensitive parts touched.

"W-well, better to learn about what you're going to do before you...d-do it," Twilight said, stuttering a bit as she started to grind on Celestia's breeding tool, rubbing her clit on the medial ring. She quickly found that she enjoyed the feeling that being on top added, with her in control of their movements far more than she was when Celestia was on top. She kept grinding for a while, delighted by the novelty of bringing herself such pleasure instead of being given it. If Celestia's expression, with her eyes lidded and a gentle, proud smile on her face, was any indication, her mate was quite enjoying it too.

"Oh Twilight, such a fast learner," Celestia praised as Twi kept sliding along her shaft, with her wet pussy-lips and entrance lubricating their movements. She let Twilight acclimate for a while, basically testing out how different things felt when she'd move her hips a different way, but while she enjoyed the feeling of a soft mare-pussy's lips grinding on the underside of her member, drooling its lust all over it, she knew she'd enjoy the insides of her mare surrounding her cock even more. "Twilight, be a dear and let me inside you, please?" Celestia asked, getting a devious grin from Twilight.

"No."

Celestia was somewhat taken aback by the lighthearted defiance from Twilight, feeling as she kept up her tentative grinds instead. She let her for a while more, but it was getting frustrating to Celestia now, only the underside of her shaft graced with the warmth and slickness her mare's sex had to offer. "Twilight, please..." Celestia said, her tone slightly more insistent.

"Mmm-mm. I'll let you inside me when I want you in me." Twilight responded, keeping up her slow, teasing movements. She used her hooves' position on Celestia's chest to softly rub the sensitive spot, feeling her cock throb as her erogenous zone was stimulated. She'd learned from Celestia that herms were the same as stallions in that regard, and watched happily as Celestia's sex-blush grew a shade deeper as she massaged her there.

Getting more and more desperate for further stimulation with each of her mate's grinds, Celestia started rocking her hips, but that caused Twilight to stop moving altogether. "No humping~!" Twilight teased, then kept still until Celestia stopped her hips' undulations, before continuing to slowly slide along her length from flare to base, her clit slowly winking and giving kisses along it.

Seeing what was happening now, Celestia smirked at Twilight and got one back, but didn't say anything, just letting her keep up her power-play. She knew that with a single spell she could pin Twilight beneath her and ravage her at her own pace again, and that Twilight would likely just ask her to go faster and harder, but she was kind of hoping that Twilight would take the reins like this when she asked her to take top.

After a few more agonizing minutes for Celestia of slow, near-torturous teasing from Twilight, her whole lower chest coated in precum and her member as hard as possible, Twilight finally slid her hips far forward enough up to let her soaked marehood touch Celestia's flare. The first touch on it was like electric after so long of her arousal being stoked higher and higher, causing her hips to jerk up hard involuntarily. As she looked up at Twilight, she could tell her lover was getting as desperate as she was, and was pleased when she didn't stop again as 'punishment' for her thrust. Instead, she felt that lovely little love-bud winking against the underside of her flare, hearing Twilight's breaths deepening.

Seemingly having enough foreplay, Twilight rose her hips and used her magic to guide Celestia's cock to her entrance, soaking it with a little squirt of her lube as she winked hard again when the flare pressed against her vaginal opening. "My my, gotten yourself so worked up you're squirting, love?" Celestia asked, knowing that mares usually only squirted lube like that when they were at the peak of their need, and usually only while in heat.

Instead of responding, Twilight let her hips drop, her slick entrance letting Celestia's sizable flare push into her. A wave of pleasure rolled through her as she finally let herself be penetrated after all that teasing, holding there with a couple inches of Celestia inside her as she quivered, her stiff wings flapping.

"Hah, amazing what some teasing will do, huh?" Celestia asked, feeling her own pleasure as her mare-dick flexed and squirted a glob of precum inside her, reaching up to hook her forehooves over Twilight's stifles; not to control her movements, but to help stabilize her. Twilight was shaking so much she was liable to fall off. "You look like you just about came from just my flare alone!"

"S-shut up!" Twilight halfheartedly defended herself, but instead of stopping at Celestia's defiance, she rewarded both of them with more pleasure as she lowered her hips more, feeding another several inches into herself. Celestia let out a pleased moan as more of her shaft was consumed by Twilight's plush innards, her head shifting back into the pillow as her medial ring soon popped inside. She could feel the thick, slippery texture of her own semen slicking their path, letting her slide in effortlessly, feeling her mare's ribbed passage rubbing over her shaft.

A few seconds later their pelvises met, Celestia giving a pleased huff and Twilight a shiver. Twi held them together like that, Celestia hilted to her core, for a bit, just slightly grinding her hips and letting out the occasional squeak or moan. Her clit was winking quickly, a testament to how horny she was, alongside the constant clenches of her muscles over Celestia's steel-like shaft within her. "W-woah, being on t-top makes everything f-feel so...different..." Twilight said, taking in the new ways Celestia's stallionhood was rubbing her inside than when she was mounted by her, as well as being allowed to take top with quite possibly the most powerful pony in Equestria.

"Mmm, it does, doesn't it?" Celestia observed, feeling the extra weight of Twilight atop her, still resting her hooves in the creases of Twilight's hips to stabilize her. Twilight was trembling just from the first thrust, Celestia never seeing her this turned on since she was in heat the night they'd made their foals. "I'll take it that you like this?"

"Y-yeah...this feels...really nice." Twilight said, feeling Celestia throbbing inside her, her innards squeezing down in response.

"So, how about you begin? It'll feel much better than just grinding, I promise." Celestia said, indeed feeling a little desperate for more stimulation herself.

"Oh...right," Twilight said, before raising her hips from Celestia's a few inches, giving a displeased little whimper as she suddenly felt so empty, before pushing back down again. When she felt a sudden surge of pleasure she knew she'd found her special spot, letting out a little 'aah!' as she kept going. She kept giving shallow little humps, her mind buzzing with pleasure, focusing Celestia's larger flare where she knew her g-spot was.

Celestia just laid back and let her marefriend pleasure herself upon her member, with it not being the most pleasurable for her to be just a couple inches within her warmth, but getting a different kind of pleasure from seeing Twilight in such bliss. She observed that the smaller mare's wings were flared out beside her, her face holding a tense expression, her soaked pussy and clit a flurry of squeezes and winks, and finally her body tensed up as she clearly neared another climax.

It took Celestia by surprise when Twilight suddenly slammed herself down on her, her crotch crashing into her own full force. "Hey, that kinda..." Celestia said, wanting to say it had hurt a bit, but when she looked up at her mate, she stopped. Twilight had collapsed on her and was trembling, letting out little whinnies from her nose as she quaked in her, clearly very powerful, orgasm. Her inner muscles were meanwhile kneading Celestia’s cock with everything she had, trying to work her mate’s sperm from it, but Celestia wasn't quite there yet.

A while later, Twilight calmed down and went still, only her panting audible in the room as she recovered from her second-strongest orgasm ever, second only to the chain she'd had when she was being truly bred. "W-wow..." Twilight managed to croak out a few minutes of rest later, all the while softly squeezing down on Celestia's cock in the aftershocks, and feeling Celestia's hooves gently rubbing over her lower back, foal-belly, and croup, letting her down slowly.

"Well, I'll take it that you very much enjoyed being on top?" Celestia asked, feeling Twilight nodding against her chest, "Hmm, well I'm glad I could help bring you so much pleasure, after all you've done for me these past months. Allowing me to share a bed with you so many times, allowing me to court you. Letting me impregnate you, and carrying my heirs."

"Oh, it's nothing Celestia, after all you've done for me over the years," Twilight retorted, simply getting a little chuckle from the mare she was lying upon. She quickly realized Celestia was still hard as she regained more of her faculties, which she knew meant Celestia hadn't gotten off again yet. "But how about I take care of you now? You didn't cum yet, right?"

"No, dear, I haven't," Celestia replied, indeed feeling painfully hard still, having endured Twilight's orgasm and break while still only partially there herself.

Now that she felt strong enough to, Twilight lifted herself from Celestia's dick, feeling the stiff tool sliding from her, and she would have ridden her again if she weren't so worn out already from her intense orgasms. Instead, she laid perpendicular to Celestia so her muzzle was at her crotch and, without hesitation, she gave the elder mare's shaft a loving kiss, before taking her flare into her mouth. "Oh Twilight...thank you." Celestia said lovingly, reaching down to softly stroke Twilight's rump while she was being pleasured.

This was the first time she'd ever given Celestia a blowjob just after she'd been inside her. Not displeased by her own flavor, and desiring to please her lover back, she sunk deeper onto her fellow princess's length, pausing just short of it touching the back of her throat before she pulled her head back.

It wasn't long, with Twilight bobbing her head on her cock, before Celestia felt her climax coming, the sensation of her hoof rubbing her balls helping immensely with that, tensing up and her flare swelling as she prepared to spend her second load into Twilight’s warm mouth. "Huh-hun, I'm almost there," Celestia warned, getting a nod from Twilight, as well as feeling her pace increase, before she took in a deep breath.

Celestia let out a gasp as her fully-swollen flare suddenly popped down Twilight's throat, her eyes crossing as she felt the extra-tight, ribbed sensation surrounding her tip and upper shaft, and only sliding her deeper. As she looked down, she could clearly see Twilight was having a hard time deepthroating her again without the spells' aid: her eyes were watering, and she could feel her gagging, but was surprised as she kept her down.

The feelings of being inside Twi's tight throat, combined with how close she already was, sent Celestia over hard. She bit her lower lip as her hips rocked as softly as she could make them, unloading her smaller second cumshot directly into Twilight's stomach. It felt incredible for her after being denied an orgasm for so long, spurt after spurt gushing from her, her head tilted back in bliss, yet she couldn't help but feel concerned for her mare all the while.

After a few seconds, her balls were finally spent, her body tingling with the sheer force of that orgasm. As soon as she stopped ejaculating, Twilight quickly pulled off her shaft and, as soon as her flare popped from her throat, she started coughing hard. Concern overwhelming her afterglow, Celestia looked at Twilight, seeing her hacking up her cum, with saliva and semen both drooling from her mouth. "Twilight!" Celestia half-shouted in concern, her heart almost breaking at seeing her beloved in distress like that.

"I'm...*cough*...fine..." Twilight said, her voice a little hoarse* from all the coughing, and from taking a large, fully-flared cock into her unprepared throat, only slightly regretting her spur-of-the-moment decision.

"Twilight, that was reckless. You could have been seriously hurt!" Celestia fussed, grabbing a towel with her magic and cleaning Twilight's mouth of her emissions and Twi's saliva.

"Felt...good...f-for...you...though...right?" Twilight asked slowly, before coughing again.

"Well, yeah, it felt REALLY good, but..."

"Worth...it...then."

A few minutes later, Twilight was sitting at the dinette table in Celestia's bedroom, the bowl of ice-cream to soothe her sore throat already eaten. Celestia wasn't sure how to feel about her lover's recklessness of hurting herself to deepthroat her again: sure, it had felt good, and she'd done it of her own will, but she still couldn't help but feel guilty that she'd gotten hurt. "Twilight, how's your throat my love?" Celestia asked, the named mare looking up to her.

"I'm...fine. Just...a li'l...sore still..." Twilight rasped out, making Celestia furrow her eyebrows.

"While I appreciate what you did for me, and it indeed felt really good, I have to ask you not do it again without more training. Mine's not the smallest stallionhood around, and you could have really hurt yourself." Celestia said, then sighed at the expression on Twilight's face. "Please my love, I don't want you hurting yourself for me. I love you too much to see you in pain like that, especially with a part of me being the cause of it."

Seeing the sadness in Celestia's eyes, Twilight couldn't help but feel guilty about making her feel like this, almost feeling like she was being lectured again as she had been in her school years. "Sorr...ry..." Twilight croaked out, before quickly finding Celestia's forelegs around her in a hug.

"It's OK, I know you were just trying to make me feel as good as you could make me," Celestia said, wrapping her wings fully around her smaller love, "just please, be more careful in the future. For your own sake. And our foals'."

"I...will..." Twilight said, smiling at the comfort of being so close to her marefriend and mentor, "...how...do I...train...to not...hurt m-myself?"

"Oh, I have a number of toys of escalating size - from the many heats and ruts I spent alone for so many years - that you can use to gradually stretch your throat more, if you really care that much." Celestia said, seeing Twilight nod.

"For...you? It’s...worth...doing...anything." Twilight said, before meeting Celestia's lips in a kiss.

They held each other and kissed for a while, before Celestia broke it. Lighting her horn, they were on her bed in a second, Twilight being made the little spoon in a cuddle. Celestia kissed on Twilight's ears, getting a little wiggle from her. She felt her heart flutter at the adorable little mare between her hooves; a selfless, loyal mare she'd be proud to call her own one day.

Soon, Celestia thought as she felt her mare's breathing slow, with her clearly asleep now, soon you'll be mine, and I'll be yours.

Author's Note

Is Twi maybe secretly a dom? Celestia better watch out!

Also, Twi being reckless? Not even once.

* - Almost made a joke about Twilight being 'a little horse' from the coughing here, but that would have ruined the pacing. So I'll make it here instead. :3