Learning to Play Her Instrument

The elation in Octavia’s steps was only offset by the sheer euphoria that was pumping in her veins. At once she felt as light as air; like she had been whisked into the clouds and was riding on the pure sensation of unencumbered bliss.

But as she walked along the brick-lined roads of the campus, a sinking realization began to set upon her that soon dissipated those feelings of sublime serenity.

I made a huge mistake and now I’m being black-mailed…

Like a bad hang-over after having too many at the pub, Octavia arose from her drooled stained blanket of dream-like contentment and awoke to the awful, acrid smell of her own debased actions.

That feeling of weightlessness was replaced by a feeling of light headedness, and the cellist did all in her power to stop herself as she unceremoniously wretched in a nearby trash can.

Oh sweet pony Jesus! What have I done!?

Octavia’s revelation dawned upon her in waves of growing despair. Through her thoughtless and reckless actions, she had made herself a pawn in a political game whose aim she could only guess at. Worse still, she had potentially thrown away her entire career in the process if she didn’t go along with what she had been asked to do.

If she refused, her name would be forever tarnished. She would be blacklisted from higher world of music. She’d probably have to get a part-time job playing on the street – or worse! – have turn tables for tricks at the club!

Octavia groaned; balling her fists and punching into the dirt.

“This is all your fault!” she protested to her now unresponsive member. “If you hadn’t been so insistent on rutting everything, Mr. Will would still be able to walk, the bathroom would still be clean, and Vinyl would still be conscious!”

Just keep it together girl. Just keep it together.

The cellist took a deep inhale through her nostrils and tried to clear her mind, recalling all of those impromptu yoga tips she had learned through Saturday morning infomercials.

“The key to serenity to living in the present; all else is an illusion. The past only exists in your mind. Or something.”

Octavia mentally kicked herself. It wasn’t fair, it wasn’t fair at all. She wanted to sit there and cry, but then she remembered the locker room and the sting of laughter as she ran out the door and the pain of that experience. Octavia felt a fresh wave of anger dispel her despair and decided with definite determination to dog what she had always desired.

Revenge.

Now was not the time for tears or to feel sorry for oneself. Now was the time for action. Feeling a new sense of strength, Octavia stood up, the morning sun high above her, coating her black hair in its golden rays.

She had been reborn. She was not the old Octavia anymore – this was a new creature. Her destiny was finally in her hands and she was going to hold it as long as she would able. And while she couldn’t change the past this day belonged to her.

“Watch out Sunset, Octavia bucking Melody is coming for you.”

~

Canterlot University was your typical University in many ways, with its own storied legacy, peculiar traditions, and of course, its many, many clubs. There was a club for just about everything imaginable, but there was only one that Octavia was most interested in.

Looking over the dossier, Octavia didn’t have any trouble finding it – the cheerleading squad.

Of course that’s where she’d be.

Octavia sighed as she looked down at her slightly flabby figure. She could have joined the squad too if she had really tried…the year before. And even then, making time for the cheerleading squad and music?

The cellist shook her head, leaning against the tree she was sitting beneath.

“There must be some other way to get into this sorority…”

Octavia pondered, thinking how she could find a member to invite her, before she was catapulted from her thoughts by a familiar voice.

“Octavia Melody, as I live and breathe.”

“Oh jeez,” Octavia breathed under her breath. “Hi Zephyr.”

The tall stallion with the flowing mane approached her, wearing his usual sports jersey.

“I don’t suppose one of the most beautiful mares in the whole wide world would care for my company on this fabulous day?”

Octavia rolled her eyes.

“Zephyr Breeze, just because I know your sister in the choir doesn’t mean you get to talk to me that way. Besides, isn’t your bed already populated with enough mares?”

He threw his usual sleazy smile.

“I always have a place of honor for the best cellist in the world. When you play those strings – mmm mmm MMM! – I swear my heart just wants to burst!

“Well, don’t have an aneurysm there, lover boy.”

“Oh how cruel the lady is! So unkind for want of my attention.”

Octavia gave a muted sigh.

“So how has football practice been going?”

“Well, I’m the star player, don’t you know?”

“Is that right?”

“Yep, at the last game I ran all fifty yards and scored a touchdown…only to find out I had gone to the wrong goal post. Coach didn’t correct me though; said it was a useful lesson about the importance of recognizing visual cues.”

Octavia repressed a laugh.

“Didn’t hear me complaining much though. Got to sit the rest of the game on the benches close to the cheerleaders, talking to one very sweet Missus Raspberry Filling and I got to tell you-”

“Wait, you are friends with the cheerleaders?”

“Well, ‘friends’ might be stretching it, but we’re certainly close.”

“Do…do you know Sunset Shimmer?”

“Oh yeah, Sunny. Sweet as a peach. Why do you ask?”

“Well, I uh…I knew her in High School. I heard she was on the cheerleading squad and I wanted to talk to her again.”

Zephyr sucked his teeth.

“That might be a little hard, Tavi. See, Sunny is kinda funny about the people she associates with; likes to keep it real exclusive, know what I mean? Yours truly excluded, of course.”

“But you know her?”

The stallion puckered his lips and looked up, as if he were debating the question in his mind.

“I mean, sure, you could say that.”

Octavia stared at him unfazed.

“Alright, alright, she and I were dating on and off for a bit. Going through a bit of a rough patch right now. Why are you so interested in her right now anyway?”

“No reason – look, Zephyr, I’ve changed my mind, how would you like to be my coltfriend?”

He blinked.

“I’m sorry,” he said, rubbing his ear. “My hearing must be going bad. Can you repeat that?”

“You heard me correctly. I want us to be an item.”

The stallion looked at her, a bewildered look over his face.

“My my!” the cellist exclaimed mirthfully. “I never thought I would see the day I would catch Zephyr Breeze at a loss for words. What’s wrong Zeph; don’t think you could handle me?”

“No, it’s not that. It’s just that…this is all just so sudden! If I didn’t know any better, I’d say there was another reason behind this sudden forwardness.”

“Let’s just say, I’ve been pushing things in my life in a new direction lately. I wanted to try to be more forward and stop living life on the sidelines. After all, I’ve always found you a very handsome and attractive colt.”

The stallion’s cheeks blazed a deep red.

“Actually…” Octavia looked over her shoulder before moving close to Zephyr and lowering her gaze, biting her lip slowly. “I’d love to go someplace private so we could discuss things more…intimately.”

Zephyr could feel the hair on his neck begin to stand up.

“Now Octavia Melody you disappoint me,” he replied, likewise looking over his shoulder. “I thought you had a higher opinion of my moral character. Quite frankly, I am shocked! Just beside myself, I tell ya.”

Seeing the area was clear her turned to her, his voice equally low and husky.

“Your place or mine?”

“Your place,” Octavia said, running her fingers under his stubbly chin. “I intend to spend a lot of time there, after all.”

Zephyr’s Adam’s apple bobbed in his throat as he took a hard swallow.

“Keep talking that way and who knows what might happen.”

“I think I’ve got a fairly good idea.” Octavia pulled away and straightened her hair a bit, batting her eyes. “You ready to go or what?”

Zephyr nearly tripped over himself as he stammered; flustered and totally enamored as he led the way back to his place. Octavia just giggled, seeing how easily Zephyr was turned on.

Poor boy. Well, no use breaking his heart just yet; even a dog needs a bone thrown its way every now and again.

~

Octavia didn’t have any high hopes for what sort of squalid cave Zephyr chose to live in, but was pleasantly surprised as Zephyr opened the gate of an orderly and well-kept front yard.

It was a small town home in a suburb less than a mile from campus; a cozy little bungalow in a quiet neighborhood where tall trees lined the streets next to opulent masionettes.

“Is this…is this where you stay, Zephyr?” Octavia asked, more than a little astonished.

“Well, I rent out a room. Nothing too fancy, you know,” he said, as he l her up a back staircase to a second-floor patio. “The landlady lets me stay on a letter of recommendation I got from the folks down at the VAO – that’s the Veteran’s’ Affairs Office for you civvies – one of the many benefits of serving with the boys in gold.”

“You served in the Army?”

“Well, a Reserve Guard Unit based here in Canterlot. Not acting like a hero or nothing. That was a bit ago.”

“Are you not active?”

“Not anymore. And the reason well... it was a dislocated toe from slipping on an unmarked water spill but it was enough for an honorable discharge.”

Octavia shook her head, more than a little convinced there were other motives for mustering him out so speedily.

“But hey, they’re paying for my schooling, so old Zeph ain’t complaining,” he said, taking out his keys and unlocking the sliding glass door. “Don’t mind the mess, wasn’t expecting company.”

Octavia walked in to see a rather disheveled bedroom, but not the one she was expecting. All around the room lay open text books and other reference materials strewn haphazardly on the floor, all marked with scores of different colored sticky notes. In the corner, a library shelf filled to the brim sat next to a desk under a window.

In the middle of this confusion was a well-kept bed – with meticulously pressed and folded sheets, which seemed an odd contradiction to the state of the rest of the room.

“You never fail to surprise me, Zephyr Breeze,” Octavia said, running her finger along the crisp sheets.

“Oh that, well, I didn’t learn a whole lot in the Reserves, but Sarge sure drilled that one into me, at least. But please, make yourself at home. Mi casa es su casa. Gonna head down stairs and grab something to eat, you want anything?”

“A cup of tea, please,” the cellist replied absently struck by the repertoire of Zephyr’s works.

“One cup coming up,” he replied candidly and headed out the door.

Octavia looked over some of the paintings with intense fascination. Many were abstract, with jagged line accentuated by bold colors; some were simpler – a cottage in the woods, or waves crashing in a storm; yet, of all of them there was one figure that seemed to dominate many.

She was a young mare, not even in her late 20’s by her youthful candor. She had boyish cheeks, with thin lips, and brilliant tresses of multi-colored hair. In most of her depictions, she had a vibrant, out-going looks; wide smiles or bright eyes. There was one, however, that was different from the rest that especially caught Octavia’s attention.

It showed the mare in an unusually stilted position, looking very reserved, wearing the uniform of the Flying Corps – a “Wonderbolt” regiment pin on her collar.

The cellist stared at the painting for a long time until Zephyr returned.

“One cup of piping hot tea. Hope you like Earl Gray. Brought some cream and sugar too.”

“Who is this mare?” Octavia asked, pointing at the painting.

Zephyr seemed to tense up and looked apprehensive.

“Oh, her? She’s nobody.”

“Quite a lot of canvas you’ve devoted to this ‘nobody’.”

The stallion rubbed the back of his head.

“I knew her from back in the day. She is one of my sister’s friends. One of the best stunt pilots in Equestria; can handle a plane like no one’s business.”

“What do you see in her?”

“Is this a trick question?”

“I’m serious,” Octavia replied reassuringly. “You don’t have to worry about me Zeph. I won’t judge you.”

“You promise?”

“Promise.”

The stallion approached the canvas, looking thoughtfully at the eyes staring back him.

“Rainbow Dash…where do I even begin? She has a je ne said quoi I’ve never been able to peg. Maybe that’s why I’m so captivated by her. We grew up in the same neighborhood; perfect lawns, two stories, the whole nine yards. She and my sister would play together and I’d always tag along. Sis never seemed to mind but Rainbow…I could tell I peeved her a bit. That’s why when we go out, I…well, you see, I wanted to impress her, you know? Show her I wasn’t…”

“Worthless?”

He cringed and exhaled in a low sigh.

“As gentle as a cactus there, Tavi.”

“I’m sorry, I didn’t…” Octavia looked at the stallion, whose face seemed to cast a shadow of dejection. “Zephyr, you’re not worthless.”

Now Zephyr rolled his eyes.

“Let’s just cut to the chase, shall we? Ol’ Zeph wasn’t born yesterday, after all, so why don’t you tell me the real reason you wanted to come over, because I know it wasn’t my riveting personality.”

The cellist lowered her eyes.

“Am I that obvious?”

“Not necessarily,” Zephyr replied, handing her the tea cup. “But I’ve had my fair share of mares and I think I’ve learned a thing or two when she’s ‘too easy’.”

Octavia felt a wave of guilt and panic come over her all at once. Say something, her mind urged her, anything!

“I don’t think Sunset is good enough for you!”

There was a moment of terse silence between them. Octavia waited for him to reply, but was only met with a nonplussed expression that betrayed nothing of his thoughts.

“I don’t think Sunset is good enough for you,” she repeated. “Sunset…she’s not a good girl. You don’t know her the way I know her. And I can’t stand the idea of you being put on anymore. Your sister – I’ve talked to her after her chorus practice – she tells me all about you and I…”

Octavia struggled for words, her heart torn between her objective and her emotions, both of which seemed to swell up inside her in a tidal wave of guilt – both for herself and for Zephyr.

“Can’t you see what I’m trying to say? I…I love you!”

The words fell like an iron weight and echoed thunderously through the silence. Octavia was sure that her heart was going to burst it was beating so fast. It felt like she had just said something sinful. Something so horrible that even nature itself recoils at such blasphemy. She stood there, unable to move, expecting at any moment to be struck down with the hammer of just indignity but instead, felt the strong feeling of embrace around her shoulders.

Octavia held him back, gently swaying in his arms, which were surprisingly more muscular than she had first imagined, a few hot tears running down her cheeks as she too was caught up in the heat of the moment.

The cellist felt like a fraud, a cheat. Was she really any better than Sunset for doing this? Using another pony to get what she wanted? Could she really claim she was the better pony? And Zephyr – his insecurity so bad, even Octavia could feel it; always living in the shadow of others, never being able to have his day in the sun.

Octavia understood his own vulnerability – the same type of vulnerability she had so often felt – that moved something in her. Something she couldn’t quite place. She wondered if it was pity, or just sadness at his plight…or maybe something else.

Please don’t say it.

It wasn’t quite love – she knew that at least --but it certainly wasn’t repulsion either.

She ran her hands along his smooth locks, searching for the words until she mumbled: “You’re a good colt, Zephyr Breeze.”

“You…you think so?”

Octavia nodded and gave him a small smile as he wiped his eyes.

“Well shucks, Tavi, I don’t know what to say.”

“Me either.”

They both laughed – a type of laugh that felt like throwing a large weight off one’s shoulders – before looking at each other.

Octavia felt the pit in her stomach, that old writhing that she already felt twice that day. She felt herself drawn close – just inches away from Zephyr – before she bowed her head.

“I have to something to confess to you. I feel so selfish for this, but I have to tell you. I’m not your normal kind of mare.”

The stallion looked puzzled.

“Do you mean that more metaphorically, or…?”

“I mean…” the cellist bit her lip. “I don’t have the right anatomy.”

“So like what, you can’t have foals?”

“Well, partially, yes. Sort of. But it’s more than that!”

“I don’t follow.”

Octavia looked him in the eyes, an earnestness in her voice.

“I promised I wouldn’t judge you. Would you do the same for me?”

“I mean, of course, Tavi. I won’t judge you.”

She didn’t look away until Zephyr held his hand up in an exacerbated gesture.

“Yes, I promise. Cross my heart and hope to die – stick a cupcake in my eye.”

Knowing she wasn’t going to get anything better, Octavia decided to go ahead anyway.

“Okay, so…there’s no way of saying this in an easy way, so I’m just going to be blunt. I have a dick.”

Zephyr blinked before rubbing his ear.

“I swear it’s my hearing…”

“It isn’t.”

“You’re serious?”

“One hundred percent.”

“I uh...never realized,” Zephyr replied, at a loss for words.

“You’re not upset?”

“Well, upset is not quite the word I’d use to describe it.”

“Well that’s a relief at least.”

“So you’re a…colt?”

“No.”

“Oh, is that like one of these identity things where it’s like you call yourself a mare, but you’re really just a colt?”

“No, Zephyr, I’m a mare. I think like one, and act like one, and behave like one. Truthfully, I never wanted this – I never wanted any of this! To have to constantly struggle with this thing!”

She pointed down to her crotch.

“Do you know what it’s like going through life never knowing where you truly belong because of something you can’t control? Always having to meet other’s expectations, even though it doesn’t align with who you are?”

Zephyr looked away, dropping his eyes. Octavia’s heart sank.

“Oh…”

The cellist put her hand on Zephyr’s shoulder.

“Zeph, I’m sorry.”

“It’s alright, Tavi,” he mumbled. “Strange bedfellows and all that it seems. I don’t like feeling sorry for myself, but sometimes, just sometimes I wish that people saw more to me than just who I am on the outside, ya know? To see me as more than my family or who my sister is. And everything I try I fail. I can’t even hold a steady relationship. I’m a real loser, aren’t I Octavia?”

“You’re not a loser, Zephyr.”

“I sure do feel like one,” he replied. “And now I’ve let you down ‘cause…I just don’t know how I feel about it. You with a dick and all and …well, does this make me gay?”

“No Zephyr, not at all. This day has been something else. And here I am with you and I think there was a reason. I can’t exactly tell you why but, I feel fate puts certain ponies together when they are supposed to be. And here we are Zephyr – you and I. I don’t know if I’m what you want but maybe, if we tried, those feeling will come in time?”

There was conflict etched into his face; a grim tumult of thoughts that furrowed his brow and caused those lips to purse and bend.

“So,” he began slowly, patting his hands on his knees. “You say you don’t think Sunny is good enough for me, huh?”

“She won’t treat you like I would, Zeph, I can assure you of that.”

He nodded and turned his head towards her.

“Well, I’m always willing to try anything once.”

They both chuckled as Octavia took his hand in hers.

They stared at each other – worlds apart it seemed – an infinite distance. Octavia felt that rising feeling in her stomach; a flutter of breathless excitement, before she felt the stallion’s lips on hers.

He pulled away and looked at the cellist – cheeks reddened – as if looking for some sort of rebuke. When he couldn’t find any, he started again, only with more fervor. Octavia moaned approvingly, wrapping her arms around his neck as he leaned close on her, pressing her down on the bed.

Octavia trailed her petite hands along his chest. She could feel the ridges of his hard muscles as his tongue danced with hers.

Folding beds wasn’t the only thing he picked up in the Reserves it seems.

The cellist relaxed her body in his powerful grip, content to let him take charge. It seemed more natural this way; to let him lead her. She had already taken the initiative twice that day and both had ended disastrously.

Surely this couldn’t end badly?

Octavia lifted up her arms and pulled off her shirt as he trailed along her neck, planting kisses on her collarbone. A thrill of pleasure ran down her back as he endeared on her sweet spot, his free hand gently gripping her breast.

“Zephyr~”

His name escaped her lips in a low moan, that familiar sensation returning. Octavia could feel the monstrosity swelling in her pants, straining in its tight confines, as she felt her body tingle in anticipation.

Octavia reached down and began to undo the button on his shorts before Zephyr abruptly stopped.

“Uh, Tavi…I have a confession.”

She stopped, worried by the seriousness in his voice.

I swear to pony Jesus if it’s an STD…

“I’ve never been with a mare,” he mumbled.

Octavia blinked.

“Never?”

He shook his head.

“Not even with…?”

“No. Nopony.”

Octavia was at a loss for words. Whenever they had talked before, it always seemed like he was always seducing another mare. Was that a show too? She felt bad for Zephyr and wasn’t sure how she felt about his former pretenses, but gave him a reassuring smile nonetheless.

“So, you’re saying I’ll be your first?”

He nodded.

“That’s…Zeph, I’m touched.”

“What? Why?”

“That you feel comfortable sharing that with me.”

“Well, you’re the only mare who has ever seemed to care.”

“I do care.”

She ran her hand down his cheek.

“Just go slow,” she whispered. “I promise you’ll do fine. Here, let me do something for you.”

She reached her arm down and ran it along his crotch. Zephyr took a sharp inhale. Octavia could feel Zephyr’s hardness, even beneath his cargo shorts.

Octavia stood him up on his knees, purring as she worked him, the stallion biting his lip.

“Someone is sensitive, I see,” she teased, feeling his stallionhood pulse in her grip. “And eager, by the look of it.”

Zephyr’s cheeks turned red, but he didn’t protest. Octavia unzipped his shorts and pulled them down, seeing the clear outline of his hard-on under his boxers.

He was a decent size. Though Octavia thought anything was decent when compared to her gigantic cock.

“Someone is big,” she cooed.

“Good genes, I guess,” Zephyr huffed, smiling.

Octavia giggled, running her tongue along where she saw his tip. Zephyr moaned, arching his back.

So sensitive.

Octavia wanted to make this really special. Zephyr, after all, was the perfect access to Sunset’s inner circle. If she could have him around his finger, she’d be that much closer to her goal of revenge. More than that though, the cellist felt a certain fondness for him. What with those cute lips and colt-bun of his and those abs…

Octavia felt a tingle run down her spine, her own cock twitching. She turned to putty when she touched those taught muscles.

The cellist pulled down Zeph’s boxers and ran her tongue around his head, using one hand to squeeze her breast and stroke his shaft with the other. She closed her eyes, making sure to slurp as loudly as she could while she sucked on his cock.

Zephyr moaned, gripping the sheets on his bed with his hands. He felt like this wasn't real. That any moment he would wake up in his bed, covered in the residue of his own dreams, and start another day; but this was real, and it felt amazing.

"You're pretty good at this babe," he huffed, stroking her head.

She giggled, pressing a finger to his lips.

"Don't say anything. Just close your eyes…” she said, moving down and breathing hot in his ear. “And enjoy.”

She went to her knees once more and took the full length of his dick in her mouth, slowly bobbing her up and down along his whole shaft.

Zephyr felt hot - hotter than he ever had before. He was burning, in fact; like a flame desperately licking on the dark oil of his turmoil soul. His insides trembled.

The stallion let a low groan escape his lips, a tremor in his voice, as her name escaped her lips.

Octavia’s cock lurched in lustful anticipation. She had never even been intimate with a colt before – let along given a BJ – but just the sheer carnality of it made her hot beyond words.

The mare closed her eyes, moaning fitfully, pulling down her bra and letting one of her breasts hang free, coaxing it in her hand. She imagined herself in a shoot of one of those low-budget porno films that she had occasionally indulged her curiosity – cheap makeup and revealing clothes, surrounded by hunky ripped models with hard-ons. There was something so low-brow, so vulgar, so…intoxicating, about giving up control; throwing away those pretenses of modesty and virtue – to be an unashamed, unabashed whore.

This is what she wanted – what she always wanted - and now that she had a taste, she needed more.

Octavia slowed her movements until she had taken his entire shaft, gagging as she looked up at Zephyr with innocent eyes.

There was something that changed in his demeanor too. Octavia could see his awkwardness slipping away – that glared over look of disbelief now replaced by eyes that had a spark of mischief.

He placed his hand on the back of her head and forced her further. Octavia felt his grip firm on her head and knew the power by those well worked arms.

“Yeah, you like that, don’t you?” he grunted.

Octavia could only gasp out a reply as she tried, vainly, to take his entire shaft.

She pulled away – a trail of saliva stretching from her lips to his cock head – as she looked up at him.

“You’re so big Zeph,” she huffed, trying to catch her breath.

Zeyphr smirked, looking her over, before noticing her bulge.

“By the looks of it, you’re not too different yourself. Would do me a kindness and indulge my curiosity?”

Octavia felt a hot tinge on her cheeks as she nodded, biting her lower lip as she swayed her hips, taking long strides as she let him sample the goods.

Zephyr felt his heart pound in his chest. He felt like his skin was on fire as he saw the mare playfully strip in front of him. She took her time, teasingly pulling down her jogging pants before landing a firm hand on her rear and looking back at him.

“You like this, baby?”

He could feel his voice catch in his throat as he croaked out a feeble yes.

Now it was Octavia’s turn to smirk. She relished being an object of desire – to be lusted after. It gave her a rush that more intense than any she had ever felt while playing her cello and only came as close to the elation she had felt when she had experienced her first orgasm.

“Come and take it,” she cooed, inviting him with her hand.

Zephyr didn’t have to be asked twice.

The colt stood up and moved behind the cellist, placing his hand on top of hers as he nestled her shoulder, placing kisses along her neck.

Octavia let out a sharp breath, a tingle running down her spine, as she felt Zephyr’s cock rubbing against her.

Zephyr, ever indulgent, couldn’t help but let his other hand wander, and soon was coaxing the enormous mass he felt struggling inside the cellist’s sweatpants. He wasn’t sure if he was attracted to her colt parts, but he couldn’t help but be impressed by its size and weight.

“Jesus Pony Christ, Tavi,” he chuckled. “How big are you?”

“Why don’t you find out?”

She turned around so she faced him, letting him explore her body. He took his time feeling her, squeezing and coaxing her breasts, but it wasn’t long before his curiosity proved too much.

Zephyr pulled down her pants to reveal a massive cock, the likes of which he had never seen before.

He muttered a profanity, more out of sheer awe, than anything else.

Octavia rolled her eyes as Zephyr stood there, unable to stop staring, his mouth slightly agape.

“I take it that means you’re impressed.”

Zephyr gave a dry laugh.

“You uh…don’t want me to, you know…because I don’t know if I could take it.”

Now it was Octavia’s time to laugh.

“Trust me, you’re more flexible than you imagine,” she replied wryly, twirling one of his golden locks in her hand. “But no. I want to be treated like a mare Zephyr.”

He didn’t say a word, but slowly wrapped his hand around her waist as they both moved close to one another and began to kiss – slowly, softly at first – but then deeper and longer as they pressed their lips against the others.

Octavia could feel her body melt in Zephyr’s embrace. He was surprisingly good for someone who had never been with a mare, though Octavia realized her own lack of intimacy didn’t exactly make her the best judge of ability. Regardless, she felt something inside her, like the slow warmth of sipping morning tea that tempered her desire with something that felt like contentment.

“I’m all yours Zeph,” she moaned furtively and rested her hands on his back as he trailed his tongue down her plump breasts.

She didn’t wait for him – in a moment her bra and panties were off. They were then both totally bare to each other and yet Octavia didn’t feel ashamed or hesitant in the slightest. It felt exactly the way it should have.

The cellist coaxed Zephyr’s hard shaft, as he let out a gruff whinny.

“You ready to ride me baby?”

He nodded as Octavia turned around, spreading herself for him, her giant cock resting on the mattress beneath her.

“Be gentle babe,” she cautioned, feeling as he prodded her. “Use lots of lube. It’s very sensitive back there you know.”

Octavia felt her band mother come out again as she tried to lecture him about proper love making. The cellist smiled to herself. Some habits never died.

Zephyr, on the other hand, didn’t need to be lectured. He had experimented with this sort of thing before and knew the value of personal lubricant.

He opened up a small drawer in his dresser and retrieved a bottle of HydroBro™, before smearing a generous amount on his cock and hand.

Octavia was just about to turn around to see if he needed any help before she felt a cold sensation send a lightning bolt up her spine.

Yep, he got it.

Goosebumps crawled all over the cellist’s skin as Zephyr worked his fingers inside her, stretching her virgin entrance.

Octavia gripped the sheets tight, clenching her teeth, as the eager colt did with her what he wanted – pumping her tightness as he stroked her massive cock.

Octavia had sometimes indulged herself in rare moments when her medication had worn off, but never there. The sensation was entirely new to her, but intoxicatingly addictive. She was almost afraid that she would lose control and cum then and there, but Zephyr seemed to let off just as she felt she was just over the edge.

The cellist’s cock twitched uncontrollably; spasms rippling through her body as precum formed a long string from her tip to the floor.

Zephyr kept this up for several minutes until Octavia was a whimpering mess, pleading into her pillow.

“Zephyr, please, I need you inside of me.”

She didn’t have long to wait before she felt herself lifted up by those powerful arms and turned around so that they faced each other on the bed. Zephyr’s face was filled with tenderness as lifted her up and placed her legs over his shoulders.

Octavia held him around the neck, pulling herself close to his ear.

“I’m all yours.”

Zephyr kissed his lover with a passion he had rarely felt before as he guided his cock inside of her. They moaned together as his shaft coaxed her walls and he began to grind his hips – Octavia’s giant shaft rubbing against his chest with every lunge.

While they started slowly and deliberately, any pretense of restraint was soon abandoned – lost in an unrelenting tide of carnal desires that neither Zephyr nor Octavia cared to control.

Octavia soon found her mind in a haze, no longer caring if she prolonged it or not. She only wanted one thing and one thing only – release.

She reached down with both of hand and grasped her shaft, pumping it as hard as she was able, her foreskin enveloping her entire cock in its massive folds while she felt Zephyr pound her relentlessly.

“Holy fucking shit!”

The mare let out a high-pitched wail as her whole body convulsed and giant, thick streams of cum began to shoot from her cock – coating not only herself but Zephyr too.

Zephyr didn’t take long after. Octavia moaned with every hot thick batch of cum that Zephyr unloaded inside her, clenching as hard as she could so she wouldn’t lose a single drop.

For a few moments after, neither of them felt any compulsion to move – panting hard as they held each other, the bitter smell of cum filling the air.

Zephyr, at last, leaned down and kissed her. Octavia responded in kind, gently wrapping her body around his.

“That was amazing, Zeph,” she said, playing with his mane.

“Yeah…”

“Is that all you have to say?”

Zephyr shook his head, as if coming out of a trance, and rested his forehead on hers.

“No, it’s just…everypony says the first time is always the worst, but in light of the present situation, I’d have to respectfully disagree.” He looked away for a moment, his cheeks red. “I..I did do alright, didn’t I?”

“You were great,” Octavia replied.

“You mean that?”

Octavia gave him a playful smile and flicked some of her cum at him.

“Hey!” he impishly protested.

“Does that answer your question?”

“Well, two play at that game.”

“Don’t you dare!”

Octavia had barely finished before a giant glob of cum hit her face.

“Ah!”

She tried to wipe it away but the more she wiped, the messier her face became. Meanwhile Zephyr howled with laughter, until Octavia retaliated and sent another back at him.

“Ah babe! Right in the mane! Really!? It takes me hours to get this the way I want it.”

“Uh huh, and whatcha gonna do about it?”

“I’m sure we can discuss it over a shower.”

“Deal.”