Trixie awoke with a shiver, she looked around and saw that it had gotten dark and a very cool wind was rushing off of the water. Glancing down, she noticed Starlight asleep but shaking herself from the chilling air.

“Starlight.” Trixie reached down from her spot on Thorax’s side and shook her shoulder.

“Huh…” Starlight stirred and hugged herself as her conscious mind processed the cold; she pulled herself from Thorax’s leg and sat up, observing the moon.

“We should get back before we get sick.” Trixie whispered.

“Yeah.” Starlight nodded. “I can’t believe it got so late.” She smiled up at Trixie. “He really ran us ragged.”

“Yeah he did.” Trixie snickered as she slithered up Thorax’s body, laying on his neck and kissing his cheek. “Hey love bug, time to get up.”

Thorax’s eyes slowly opened and rolled up to see Trixie smiling down at him. “Trixie?”

“Yep, it’s late and getting chilly.” She patted his shoulder. “We need to head back.”

“Oh.” He sat up, Trixie sliding off of him to the ground.

“Let’s go back to the castle.” Starlight suggested. “You two can stay with me. Twilight is probably asleep by now.”

“Alright, I’ll get us there quick.” Thorax stood and changed into a bug bear. He took up their things with his upper claws and scooped the two of them up in his lower arms, taking to the air and heading back to Ponyville. His large, warm body protected them from the night air as they sailed along. Starlight directed him to the upper tower of the castle and he let them in through the window; passing everything through to them he then changed into a sparrow and flew inside.

“Thank you, Thorax.” Starlight said as he changed back.

“No problem.” He grinned.

The three of them headed downstairs to Starlight’s room and Trixie immediately hopped into the warm bed. As she flayed herself out over the sheets she yawned and magically brought a pillow under her head. “Good night.” She closed her eyes with a smile.

“Scoot over.” Starlight lifted Trixie with her magic and plopped her closer to the edge. Trixie rolled onto her side and stuck her tongue out as Starlight settled on the opposite side. “Here you go, Thorax.” She patted the spot between them and he eagerly nestled down between the two. The warmth of the bed quickly took him and with a relaxed sigh he fell back to sleep.

Thorax came to with a gentle moan, having had a wonderful dream about being nestled between two clouds. As his eyes adjusted he realized he was on his back; quickly raising his head he looked down to see his girlfriends sitting on either side of his waist, his rigid penis held firmly between their soft rears as they moved their hips up and down in perfect unison

“Morning stud.” Starlight kissed the air in his direction.

“We thought you deserved a nice wake up call.” Trixie tickled his tip with her tail.

“Trixie, Starl…” He moaned and his head fell back to the pillow before he could finish.

“I guess he likes this.” Starlight peered over her shoulder at Trixie.

“We should go faster then.” Trixie smirked as they braced their hooves on the bed and rocked their lower bodies in double time.

“Ahh… that’s so good!” Thorax squirmed as his shaft slid between their cheeks. He reached down and set a hoof to each of their tailbones, holding them steady as he began thrusting up between them.

“Ooh!” Trixie sucked on her lip at the feeling of him rubbing against her ass. They pressed together against him as hard as they could, granting him all the pleasurable friction he could handle.

“C... cu...cumming!” Thorax’s body forcibly arched, his seed shooting into the air and raining down on his lovers' heads and backs.

“Whoa.” Starlight shivered as the warm splashes came down on her. “You’re like a fountain.”

Thorax finally went limp on the bed, his chest rising and falling rapidly as he collected himself. They laid on top of him and Trixie brought her lips to his. “Best morning ever?” She asked.

His forelegs went around them and he pulled them in for a hug. “They all are when I wake up next to you.” He pressed his nose against their cheeks.

“I give up.” Starlight laughed. “We just can’t out sweet him.”

As they climbed off of him, Trixie ran her hoof through her sticky mane. “Shower time.”

“Yeah.” Starlight agreed. “We’ll meet you downstairs.”

“Ok.” Thorax nodded, rolling off the bed and getting to his hooves. “I’ll make breakfast.”

“He cooks too.” Trixie grinned. “We are so spoiled.” They giggled to each other as they headed for the bathroom.

Thorax freshened up and went down to the kitchen, finding Twilight already up and about. “Oh, morning Twilight.”

“Thorax?” She eyed him in surprise. “When did you guys get back?”

“Late.” He said as he went to the fridge. “We fell asleep down by the lake.”

Twilight folded her hooves on the table and watched him. “So, how have things been going with Starlight and Trixie?”

“Just perfect.” He excitedly turned to her with a beaming smile. “I'm happier than I’ve ever been in my whole life.”

“Wow, that’s saying a lot considering you’re already the cheeriest creature I’ve ever met aside from Pinkie Pie.” She laughed lightly. “I’m happy for you.”

“Thank you.” He returned to his meal prep.

“What’s going on now?” Spike asked as he flew in.

“Hey Spike.” Thorax waved.

“Hi Thorax.” He grabbed a doughnut from a box they had picked up the other day and landed on his back. “What’s up?”

“Just making breakfast for my girlfriends.” He said cheerfully.

“Oh, that’s… wait, girlfriends?” Spike paused mid bite.

“That’s right, we haven’t been able to get together in a while.” Thorax craned his neck back to see him. “Starlight and Trixie are my girlfriends now, isn’t that great?”

Spike’s brain adjusted to the news. “Yeah.” He finally nodded. “That’s… wow.” He sighed and leaned up against his neck. “You get two and I can’t even get one… where’s the justice in the world.” He chomped the doughnut.

“It’ll happen one day, Spike.” Twilight promised. “Most of the time love finds us, not the other way around.”

“Spoken like a true bachelorette.” Spike said slyly.

“Hey!” Twilight glared at him.

“Morning.” Starlight interrupted the scene as she and Trixie joined them.

“Perfect timing.” Thorax said as they sat, laying their plates down in front of them. “Here you go.”

“Thank you.” They said in tandem, sandwiching his nose between two kisses.

“Hey, now that you’re all here, I wanted to tell you that Cadence and Shining Armor are having a royal ball in the Crystal Empire.” Twilight informed. “I thought you’d might like to go with us.”

“A ball!?” Thorax’s eyes grew wide as he pranced in place, forcing Spike to abandon his backside. “Like with dancing and music and food?”

“Yeah.” Twilight snickered at his giddiness.

“That sounds great!” He jumped behind Starlight and Trixie. “I’d really like to take you, can we go?”

“Sure.” Starlight nodded. “That sounds like a lot of fun.”

“Eh, you had me at food.” Trixie said through her mouthful.

“Alright!” He grabbed them both and squished them in a hug, causing food to fly out of their mouths. “When is it?”

“In a few days.” Twilight detailed. “They’ve been planning it for a while now, we’re all going. I’ll Iet you know when we plan on leaving.” She rose from the table and Spike landed on her back. “Oh, and don’t forget we have progress reports to do tomorrow, Starlight.”

“Right.” Starlight nodded as Twilight left.

“Crystal Empire, huh.” Trixie mused. “I haven’t been there in a while. Guess I’ll have to break out my fancy cape.”

“I’ll have to get a dress.” Starlight sighed. “Maybe Rarity can help me find something.”

“I have a hat.” Thorax proclaimed. “Should I wear that?”

“You’re coming with me.” Starlight chuckled. “I’m sure Rarity can find something nice for you too.”

“Okay.” He looked to Trixie. “Are you coming too?”

“Uh… I’ll pass.” She glanced over at Starlight. “I’ll leave that to you two.” After eating, Trixie gave them both a long kiss goodbye and headed back to her wagon while Starlight and Thorax traveled to Rarity’s. The quaint bell jingled as they entered her door and she was quick to come see who had arrived.

“Starlight, Thorax, how are you dears?” She asked.

“Great.” Starlight hugged her. “Twilight just told us about the ball and we came to see if you had something nice we could wear.”

“Of course.” Rarity motioned to the rear of the shop. “Let’s take a look.” She looked back at Thorax as they walked. “I hear you two are quite the item now.”

“That’s right.” Thorax said proudly. “Me, Starlight and Tr…”

“Yep.” Starlight cut him off. “And we’ve been having an amazing time.”

“How simply divine.” Rarity smiled. “So, are you looking for something matching?”

“That’s not necessary.” Starlight shook her head. “We’re not one of those couples.”

They passed into the storeroom and Rarity began browsing. “Understood.” She muttered calculated details about Starlight to herself as she scanned through her racks. “How about this.” She levitated a chartreuse, single strap dress before Starlight. “Medium skirt with complimentary shaded accent ribbon, goes wonderfully with your mane.”

“That’s nice.” Starlight took it with her own magic.

“How about you try it on?”

“Okay, be right back.” Starlight headed out to the main showroom and into the changing room.

“Now Thorax, what are you looking for?” Rarity turned around to see him holding a dress.

“Well how about this?” He asked unsurely. “It sure is pretty.”

Rarity held in a laugh. “Um, that it is, darling.” She took it from him. “But how about something a bit more… masculine.”

“Oh, okay.” He nodded. Rarity got him set up in a basic, tuxedo jacket with tails that traveled down his forelegs. White cuffs and a black fedora completed the ensemble and he keenly posed in the mirror.

“You look positively swoon worthy.” Rarity praised.

“This is great, thank you.” He noticed Starlight return in the reflection and quickly turned back, stunned at how beautiful she looked in the dress.

“Oh my.” Rarity gasped. “You look stunning, dear.”

“Really?” Starlight shyly twisted to show off the apparel.

“Yeah.” Thorax said breathlessly.

“Thanks.” She blushed. “Guess I’ll take it. How much?”

“I’m certainly not going to charge a friend, especially on an occasion like this.” Rarity dismissed the question.

“Thank you.” Starlight gladly accepted.

“Not at all.” Rarity smiled. “Let’s get you both boxed up and ready to go.”

After being seen off by Rarity they headed back for the castle with their new garb. As they trotted along, Thorax looked down at her with questioning eyes. “Shouldn’t we have gotten something for Trixie too?” He asked. “Come to think of it, why didn’t you tell Rarity about her?”

“Um.” Starlight sighed as she halted. “Look Thorax, Trixie and I agreed to keep things between us quiet for now.”

Thorax’s head tilted in confusion. “Why? You and Trixie are both part of my life and you two are part of each other’s. That’s a good thing.”

“It is.” She agreed with a half-smile. “It’s just that what you, Trixie and I have, as wonderful as it is… isn’t normal. Twilight knows and she gets it, but your everyday pony might see it differently. With our pasts being what they are, Trixie and I are under enough scrutiny as it is, and we don’t want to open you up to that kind of harsh judgement either.”

“I don’t care what other creature’s think.” Thorax adamantly refuted. “And I don’t want to pretend that one of you isn’t special to me just to make some strangers more comfortable.” He saddened. “Neither should you.”

“Thorax.” She could see how upset he was getting.

“But… if that’s what you two want then I’ll go along.” He slowly nodded. “I just want us to be together.” He smiled as best he could and continued on towards the castle. The rest of the walk was quiet; once they got back they went up to her room and put their clothes in the closet.

“Thorax?” Starlight sat on the bed. “Are you mad at us?”

Thorax sat on the floor and shook his head. “I’m not mad… I just, don’t understand. You and Trixie are way more experienced with this kind of stuff though, so I trust your decision.”

Starlight felt herself on the verge of tears seeing how hurt he was by the idea. “Come here.” She held her hooves out. Thorax went to her and she hugged his neck tightly. “I’m so sorry, we should have talked about this with you.” She nuzzled him. “We love you so much, Thorax. That’s one thing you never have to be unsure about. Okay?”

“Okay.” He smiled wholly and hugged her back. “I love you, Starlight.”

Thorax spent the rest of the day with Starlight, gradually retuning to his normal happy self. Trixie returned by the early evening sporting a sparkling silver cape with black stars and a matching hat. She met up with Starlight, Thorax and Twilight who were enjoying a warm fire in the living room and posed.

“So, what do you think?” Trixie asked with her trademark grin.

“Wow… it’s shiny.” Twilight answered honestly.

“I know, right?” Trixie pulled the cape up around her chest dramatically. “That’s what I was going for.”

“I like it.” Thorax said earnestly.

“Thank you, Thorax.” She took a seat beside him on the couch.

“I got word from Cadence.” Twilight produced a set of invitations. “Day after tomorrow, train leaves at eleven in the morning.” She gave one to each of them.

“I’m so excited.” Thorax bounced in his seat. “I’ve never been to a ball before.” He gasped. “Ooh! I haven’t been on a train yet either.”

Starlight laughed and leaned on him. “You might not make it through the day.”

“Oh, he never runs out of energy.” Trixie patted his leg. “I don’t think the party will outlast him.”

“If that’s the case, how about you help me with dinner?” Spike asked as he flew up into the air.

“Sure.” Thorax nodded and followed him to the kitchen.

As the boys left, Starlight sighed and looked over to Trixie. “I had to fess up about what we’ve been doing.”

Trixie let out a discontented breath. “Ick, how did that go?”

“He was pretty upset.” She admitted.

“Sorry I wasn’t there.”

“It’s okay, we talked about it. He told me he trusts us to make that kind of call... which made me feel even worse honestly.” She turned to Twilight. “What do you think, Twilight?”

Twilight thought a moment before speaking. “Well, what did Thorax say?”

“He said he doesn’t care what any creature thinks.” Starlight paraphrased.

“That’s sweet and all, but he hasn’t had to deal with it first hoof yet.” Trixie leaned into the arm of the couch. “I love him, but he’s really… sensitive.”

“I don’t think you’re giving him enough credit.” Twilight proposed. “He is sensitive, but only because of how strongly he feels. I think he’d give whoever criticized you a fight they wouldn’t forget.” She smiled.

“She’s got a point.” Trixie conceded with a shrug. “And you know how much I hate saying that.”

“Gee, thanks.” Twilight frowned at her.

“Well, let’s just focus on having a good time at the party for now.” Starlight concluded. “This is his first ball and I don’t want to weigh it down with drama.”

“That’s a fair idea.” Twilight agreed.

After dinner, the three of them said goodnight to Twilight and Spike before heading to Starlight’s room. Thoroughly stuffed, Trixie laid on the bed and rubbed her belly.

“You and Spike should have a … food wagon or something.” Trixie said thoughtfully. “You could follow us on tour.”

"Running the hive is job enough.” Thorax chuckled as he climbed on top of her. “Glad you liked it though.” He said with a kiss. Starlight laid beside them, her mind still mulling over their talk with Twilight. “Starlight?” He noticed the distant look in her eye. “Are you okay?”

“Huh?” Starlight snapped out of her distracted thought. “Yeah. I’m fine, Thorax.” She assured.

“We can take this somewhere else if you want to sleep.” Trixie noted.

“And deny me a show?” Starlight laughed. “What kind of performer are you?” She cast her spell on the room to give them free reign on noise.

Trixie looked up at Thorax with a smirk. “You heard the lady. Do me for her.” Thorax put his lips to her neck, spreading her legs as he rapidly hardened. With some quick readjustment he slid inside and hilted himself in her with a single thrust. Trixie gasped sharply and gripped his sides with her hind legs as he began rocking his hips. Thorax maintained steady and deliberate motion, having nearly mastered pacing himself with them. Trixie’s husky and passionate groans harmonized with his moaning much to Starlight’s delight; she rolled onto her back and roughly pleasured herself, her eyes locked on them as they grew more intense. Thorax glanced over and paired eyes with Starlight, immediately losing himself in her carnal stare.

“Faster, Thorax.” Starlight instructed. “Go faster.” The muscles in Thorax’s hind legs visibly flexed as he followed her order. Starlight sped up as well at the sound of Trixie’s fevered panting under the increased pace. “Don’t stop, make her cum for me.” Thorax responded by lifting Trixie’s hips to the point where her hooves were almost behind her head. Through a clenched jaw he bore down on her, penetrating her deepest parts. Trixie hugged his chest tightly, crying his name over and over as her welling orgasm finally exploded through her nervous system. Thorax’s eyes rolled into the back of his head as he came, filling her with such force that spurts of his semen pushed their way out of any available air pocket. Starlight got off hard at the sight of them, sending a powerful squirt of her own across the room as she abused her clit.

“Holy Celestia.” Trixie patted the collapsed Changeling on the back. “You came so hard I think I can taste it.” She rolled her eyes over to the heaving Starlight. “How was that?”

“A+” Starlight wearily clapped. Trixie cradled Thorax’s head and dotted him with kisses, she brought her lips to his ears and began whispering to him. “Trixie?” Starlight asked cautiously. “What are you telling him?” She saw Thorax’s eyes perk at whatever idea Trixie had planted in his head; he pulled out of her and slid off the bed, disappearing below the frame's horizon. A massive spire of magic plumed and Starlight found herself in the shadow of a towering Minotaur. “Uh…” She swallowed nervously, his penis now exceeding two feet and as thick around as her thigh. Thorax wrapped his hand around the base and approached the bed, slapping it down on her stomach; it nearly ran the length of her torso and she stared down at the throbbing tip. “Sweetie, there is such a thing as too big.”

“Oh wow.” Trixie salivated at the sight, standing on the bed and balancing herself on his broad chest. “I swear, you make a handsome everything, love bug.”

“Thank you.” He wrapped his other arm around her waist and kissed her. Starlight subconsciously licked her lips; she wrapped her forelegs around his shaft in a lover’s embrace and began running her tongue all along the flared head of his penis. A deep, pleasured rumble came from his throat as he lightly pumped.

“That’s the way.” Trixie looked down at her with a pleased smile. “I think I’ll have some too.” She straddled Starlight and laid on top of her, pinning him between their bodies. Pushing Starlight’s hind legs forward with her own, their pelvis' tilted so that his shaft was sawing through both their labia as he thrusted. Thorax grabbed Trixie’s waist as he pushed and pulled himself across their soft bodies, their lips and tongues working passionately as his tip brushed against their faces. Their muzzles slowly glazed with his thick pre and they hugged each other to put as much pressure on him as possible. Starlight quickly came again, the feeling of his heavy shaft grinding her clit and his new pair of balls slapping against her ass proving too much. “Oh, Starlight.” Trixie held her cheek. “I love that look on your face.” She kissed her, their bodies rocking as Thorax increased his pace.

“Girls.” He uttered through a strained breath. “I’m really… close, where do you want it?”

Their eyes shot open as they realized they hadn’t thought this far ahead; wherever he was going to cum it was going to be a lot. Trixie laughed and looked back over her shoulder. “Well, it was my idea so I’ll...”

“No!” Starlight interrupted. “I want it.”

Trixie peered down at her in surprise. “Yes ma’am.” She climbed off and Starlight hurried off the bed.

Starlight laid on the floor in front of Thorax, she felt that same titillating feeling of powerlessness she enjoyed when he was a bear as she looked up at the gigantic steer. “Here.” She spread her legs and started playing with herself for him, her eyes starving for him to finish on her. Thorax stood over her, a hot snort blowing from his nostrils as he stroked himself to her display.

“Ok, this is hot.” Trixie muttered to herself as she jumped off the bed and stood at his feet. She massaged his scrotum and took one of the sweaty orbs into her mouth, rolling her tongue over it which served to push him that much closer to the edge.

Starlight watched him intently, his hand almost a blur as he worked himself over. His breathing grew heavy and he started to instinctively fold over as he built up. “Thorax.” She moaned, opening herself up for him. “I can’t wait anymore! Cum, please cum! I need it!” Trixie jumped out of the way as Thorax fell to his knees before her.

“Take it!” He bellowed. Thick as maple syrup, the heavy bursts struck every part of her body and showed no signs of stopping. Starlight brought herself off a third time as she bathed in his essence, licking the air frantically to taste him as her body shuddered uncontrollably. Trixie watched in amazement as he kept cumming, snorting and growling fiercely while he continued pumping himself. "St...Star... light!" He reached down and squeezed his aching balls, forcing even more out, some shots flying past Starlight altogether and splattering on the wall. The coated mare gladly accepted it, wallowing in a virtual pool of semen. After nearly two minutes, Thorax finally started to calm; he reverted back to his natural form out of sheer exhaustion and rolled onto his side.

Starlight opened her eyes, looking down at her saturated body, a drunk smile on her face. She ran her hoof across her belly and held it over her head, letting his fluids slowly drip into her mouth. “Kind of strong.” She laughed as she drank it down. “But still good.”

“Wow.” Trixie stepped over to her. “That was something.”

“Wanna taste?” Starlight offered her a hoof full.

Trixie reached out and sucked her hoof clean. “Mm, just as good a cook in bed as he is in the kitchen.” Starlight reached up and grabbed Trixie around the neck, pulling her down onto the floor with her. “Hey!” Starlight kissed her and they rolled around in the sticky puddle. “You’re really into this aren’t you?” Trixie asked.

“It’s kind of becoming a thing now.” Starlight admitted. "I love it when he cums on me."

“Dirty mare.” Trixie giggled, licking another mouthful from her neck. “Not that I’m one to talk. I told him too…” She quickly looked back at Thorax who was still dazed out of his mind. “Thorax? You okay, love bug?”

“Ahhmokeytrixyy.” He babbled. They started to laugh and pulled each other back to their hooves.

With a little bit of magic to clean the room and a hot shower to clean themselves, the three of them rightfully went to bed. With a day before the ball, they went their separate ways the next morning. Thorax returned to the hive to play catch up again, Starlight tended to school matters with Twilight and Trixie caught up on naps back at her wagon. On the big morning; Twilight, Spike, Thorax, Starlight and Trixie got dressed up and headed down to the train station to meet the others.

“Spiky, you look absolutely scrumptious.” Rarity praised the tuxedoed dragon.

“Really?” He laughed shyly. “Thanks.”

“Not as slick as this lady killer though.” Pinkie came up alongside Thorax. “Starting to regret letting Starlight snatch you up.” She elbowed him with laugh.

“Uh, thanks.” His eyes drifted over to Trixie who smiled at him, letting him know it was okay.

“You look amazing, Starlight.” Fluttershy admired her gown.

“Thanks, Fluttershy.” She smiled sheepishly. “This is the first dress I’ve worn in a long time.”

“Let’s board so we can get a move on, y’all.” Applejack ushered them inside.

“Yeah, the train is slow enough as it is.” Rainbow Dash huffed.

As the train left the station, Thorax began excitedly wandering through the cars to see everything; Spike went with him, leaving the girls to sit and talk. The scenery slowly changed as rural outskirts turned into rolling flat plains and then again into dense forest. As the trip wore on, the group broke and began meandering about the train. Some relaxed and watched the view while others hit up the food car. Starlight went in search of Thorax and found him in the baggage car of all places.

"Thorax?" She eyed him with a restrained smile. "What are you doing?"

"Starlight." He pointed to stacks of luggage. "Have you ever seen so much stuff before?"

She started to laugh. "At least you're a cheap date." She went to him and adjusted his bow tie.

Thorax ran his eyes over her. "You're so beautiful, Starlight." He smiled.

Her cheeks reddened. "Thank you." She kissed him. "I suppose I could get back in the habit of wearing a dress every now and then." Taking a step back, she twirled for him but caught her hoof in her skirt and tripped. Thorax rushed over and grabbed her before she hit the floor.

"You okay?" He stood her up.

"Yeah, thanks." Starlight let out an embarrassed laugh. "Guess I need some more practice." Without word, Thorax brushed her mane back and kissed her; Starlight suckled his tongue and ran her hooves up and down his neck. Warming each other up rather quickly, Starlight pulled away and ran over to peek down the next few cars. Seeing little activity, she closed the door with her magic and went over to a metal baggage cart. She levitated her skirt and exposed herself to him with an inviting smile. "Be gentle, don't want to ruin the dress now."

"Okay." He grabbed onto the metal hand bar of the cart and mounted her. Their tantric lovemaking was accentuated by the rhythmic bounce of the car along the tracks. Their movements synchronized as she pushed back into this thrusts. Thorax's head draped over her shoulder, his shallow moans filling her ear. "I can feel you squeezing." He whispered.

"All the sex is really beefing up my muscles." Starlight reached up and pressed his cheek against her. "Does that feel good?"

"Amazing." Thorax panted as he slid his hoof down her stomach and massaged her clit.

"Ah!" She laid her forehead on the bar. "Thorax."

"Are you close?" He asked.

"Ye... yeah." She moaned. "Keep going." His fast hoof and slow thrusts brought her off, she whinnied and mewled as quietly as possible while her hips bucked into him. Letting out a series of long, controlling breaths she calmed, kissing him with a satisfied laugh. "Your turn." She pulled her skirt up as far as it would go. "Go ahead, go as hard as you want."

Already near the edge, Thorax started ramming her as hard as he could; quickly feeling himself welling inside. "Should I... pull out?"

"No, I want it inside." Starlight managed through her gasps. "I'll clean up in the bathroom." Seconds after her sentence he grabbed her waist and pulled her against him, Starlight felt him spasm and her inner walls flood. "Let it all out, stud." She worked her muscles to drain him dry. He slowly pulled out and sat on the floor, his weakening erection dripping with the soup of their fluids. "Let me get that." Starlight lowered her head and licked him clean, enjoying their combined flavors. "Be right back." She felt her loins leaking and hurried to the bathroom. Thorax followed and waited by the door until she emerged. "There we go." She laughed and pulled him down for a kiss.

"We should get back." He suggested as he nuzzled the top of her head.

"Right, I could use something to drink." She fixed her dress. "Let's go."

The nearly four hour trip eventually came to a close as they pulled into the Crystal Empire train station. Disembarking, the group headed for the castle where festivities were already underway.

“Let’s check in with Cadence and Shining Armor first.” Twilight recommended as she led them inside. They traveled to the lavish ball room where the formal party was still in its early stages. Three long tables filled with appetizers, food and drink lined the west wall with an ice sculpture of the Crystal Heart as the buffet’s centerpiece. The open dancefloor was still empty but a string orchestra played sweet music over the room nonetheless. Shining Armor was handling some last second organizing as they approached him. “Big brother!” Twilight called.

“Hey Twily.” He hurried over and hugged her. “So glad you all could make it. How is every creature?”

“Great.” Twilight answered. “Where’s Cadence?”

“Putting Flurry to bed. We made sure to tire her out before the party got started.”

“Aw, I was hoping to see her.” Twilight pouted.

“I’ll give her a big kiss from her Auntie Twily, promise.” He laughed. “But feel free to jump on in, it’s a little quiet now but in an hour or so things should be in full swing.”

“Okay.” Spike landed on Pinkie’s back. “Let’s hit the buffet.”

“You read my mind.” Pinkie grinned.

“I’m in.” Trixie followed after them.

Twilight stayed with her brother to spend some family time while the others spread out to enjoy the party as they saw fit. As Shining Armor predicted, the ball room was full of guests within the hour and Cadence joined the fun after finally getting Flurry to sleep. Thorax’s dance card quickly filled up as the eight mares took turns on the floor with him. Spike was welcomed to a round of dances as well, the little dragon showing off his best moves. Thorax took a break to use the bathroom, on his way back down the long hall he was stopped by a mysterious noise.

“Psst!” A voice called from behind.

“Wha?” He looked back to see a pair of eyes watching him from the closet. He got closer and a cerulean hoof reached out and pulled him inside. “Trixie?” He arched his head down to see her smiling up at him. “What are you doing in here?”

“You.” She reached up and yanked his head down into a kiss. “How about you change into something more compact?” He switched to his slimmer dragon form, his clothes hanging off the smaller frame loosely.

“We can’t… I mean, here?” He whispered. “What if somepony hears us?”

“That’s what makes it exciting, silly.” She reached down and started rubbing him. He clamped his claw over his beak to keep from moaning as she massaged him erect. “Come on, just a quickie.” As typical in these situations his lust overrode his common sense and he picked her up, pinning her against the door. “That’s right.” She held his cheeks, staring deeply into his eyes. “Take me. I want you so bad right now.” He slid her down the door and pushed himself into her already primed entrance. His head braced against the doorframe as he did everything he could to not make noise while he moved. “Oh, Thorax.” She hugged onto him. “I don’t care what form you’re in, you always feel incredible inside me. I love you.”

“I love you too, Trixie.” He whispered harshly as he brought his tail up between them, it slipped into her mouth and she happily coated its tip with her spit. It disappeared as suddenly as it arrived and Trixie pursed her lips, holding in her squeal as he jammed in into her ass. Thorax worked his tail in opposite rhythm as his hips and her hind legs wrapped around his waist.

“I’m gonna cum.” She moaned into his ear. He felt her lock up as she struggled in his arms, she closed her eyes and whined as her orgasm danced through her body. Thorax held her tightly until she came down from the high, letting out a long breath over his neck. “Whew.” She giggled. “I feel better now.” Trixie kissed his nose and smiled. “Here, let me down. I’ll suck you off so we don’t leave any evidence.”

“Alright.” He lowered her to floor, yelping as she grabbed his butt and slammed him into her mouth. “Trixie.” He mumbled as she viciously sucked on him. Trixie’s head bobbed up and down with intense speed, her tongue going wild. Thorax growled low in his chest as he reached down and grabbed her horn with one claw and took a fistful of her mane in the other; he starting roughly thrusting as he felt himself about to climax. Trixie planted her hooves on his thighs as she let him take her throat; with a barely contained grunt he throbbed in her mouth and she eagerly swallowed it all. “Ahh…” He fell back into the clothes, smacking his head on the upper shelf. “Ow.” He winced.

Trixie laughed as she wiped her mouth. “That was fun.” She cracked the door and peered out to make sure the coast was clear. “Come on.” She motioned for him to follow and they slipped back out into the hall.

“You don’t think anypony heard us?” He asked as he retook his normal form, adjusting his clothes again.

“Everypony is busy at the party, nobody is down here.” She waved off his worry. “Relax, love bug.”

In the adjacent room, a pair of guards who had a very similar idea stared at the wall. “Did you hear that?” The petite pegasi asked as she stroked the stallion with her wing.

“Must be rats.” He scratched his head. “I’ll let Prince Shining Armor know to contact the exterminator again.” He placed his hoof on her head. “Now, where were we?”

Back on the ballroom floor, Starlight saw Cadence sitting alone before the orchestra and went to join her. “Princess Cadence?”

“Starlight, how are you?” She asked as she patted the folding chair next to her. “Enjoying the party?”

“Absolutely.” She sat. “Can I… talk to you about something?”

“Of course.” She gave Starlight her full attention. “What about?”

“Well, Thorax and I are seeing each other now.” She began.

“That’s wonderful.” Cadence smiled.

“Trixie… is seeing him too; and she and I are kind of… seeing each other.” She shyly rubbed the back of her head.

“Oh, I see.”

“We talked to Twilight about this, she knows everything and has been completely supportive.”

“Not surprising.” Cadence said proudly.

“It’s just that we’ve been keeping it a secret.” Starlight sighed. “In public, I’m his girlfriend and that’s it. When he found out what we were doing he got upset. He doesn’t mind telling the whole world but it isn’t that easy.” She looked up at the Princess.

Cadence thought a moment. “Are you ashamed about your relationship?”

“It's not that we’re ashamed.” Starlight shook her head. “It’s just… Trixie and I have already been through society’s wringer and I don’t think Thorax fully understands the type of backlash we’d get for having that kind of relationship publically.”

“That’s true, I’m certain there are many who would frown upon it.” Cadence nodded. “But, keeping what you feel and what you have hidden accomplishes nothing but letting them win and ensuring that you remain unhappy.” She laid her wing to her back. “Besides, for each who would judge you there would be another who supports you; you know that your friends would be behind you all.”

“Yeah.” Starlight nodded.

“Not to mention that you have each other.” She said surely. “Love has many shapes and none are set in stone; a society always changes to embrace love, never the other way around. In the meantime, your love for each other will shield you from anything that the world might throw.” She leaned closer and winked. “And that’s coming from the Princess of love, so you can take it to the bank.”

Starlight smiled. “Thank you, Princess.” She saw Thorax and Trixie coming back from the rear hall and hurried over to them. “Hey.”

“Hey, Starlight.” Thorax smiled as innocently as he could manage. “We were just…”

“Hooking up somewhere.” She eyed Trixie.

“How did you know?” Trixie asked.

“Because you’re you, Trixie.” She laughed. “Not important right now, I wanted to know if we could dance again… all of us.”

Trixie looked at her unsurely. “Starlight.”

“It’s fine.” Starlight shook her head. “Thorax is right and I’m tired of pretending we don’t share what we share. Anypony that doesn’t like it can go to Tartarus.” She smiled as she looked between them. “I love you both and I want to share this night with both of you.”

Thorax quickly hugged her. “Thank you, Starlight.”

“Well, I’m with you two.” Trixie shrugged. “Always have been, always will be.”

Thorax proudly took them both out on to the dance floor, eyes were on them as the two mares each gave him a loving kiss before they held each other and swayed to the music. Cadence smiled and pulled Shining Armor out to join them.

“Way to go.” Twilight said to herself as she watched them.

“Well now.” Rarity joined her. “How delightfully romantic.”

“Geez, he really is a lady killer.” Pinkie appeared with a tray of hors d’oeuvre.

“I’m guessing you knew about this, huh Twilight?” Applejack asked.

“Yeah.” Twilight nodded. “The three of them have been seeing each other this whole time and trying to keep it a secret.”

“That’s stupid.” Rainbow Dash snatched a bite off Pinkie’s tray. “We’re their friends, they should know we’d be cool.”

“It isn’t easy being honest to the world about your feelings, Dashie.” Fluttershy elbowed her. “You should know that better than anypony.”

“Hey, I’m plenty open.” Rainbow Dash defended.

“Your mouth don’t count.” Applejack retorted.

“Well, we can be there for them now.” Twilight vowed.

“Without question.” Rarity agreed. “In fact, we can start right now.” She rallied them to the dance floor.

Thorax, Starlight and Trixie got their share of dirty looks but they were well beyond caring. They enjoyed the rest of the night and proudly displayed their affection for each other with their friends at their side.

It was a long ride home after the party. Thorax, Pinkie, Rainbow Dash and Spike fell asleep on the way, using each other as pillows. Starlight and Trixie, now open to express themselves, nestled together for the trip as they gave their friends a slightly edited story of how everything happened between them and the Changeling King. It was almost one in the morning when they arrived back in Ponyville, everybody heading home after a round of goodnights. Shedding their formal wear; Thorax, Starlight and Trixie climbed into bed and relaxed with a huge weight lifted from them.

“So, how was your first ball?” Starlight asked.

“Unforgettable.” He pulled them both close. “I couldn’t be happier.”

“Same here, love bug.” Trixie rubbed his chest. “Sorry, love bugs.” She smiled over at Starlight.

“Listen, Thorax.” Starlight pet his cheek. “Trixie and I were talking on the ride home about something you asked us before. We hashed it out and with a little help from Rarity we decided there is something we wanted to ask you.”

“What?”

Starlight and Trixie’s horns lit up and they each presented him with a small box, popping them open he saw a pair of horn rings. “Will you marry us?” They asked in unison, smiling up at him tenderly.

Thorax’s eyes widened and he smiled brightly. “Yes!” He stood and started jumping up and down on the bed. “Yes, of course I will!”

“Okay!” Starlight laughed as she and Trixie were bounced around.

“Oh!” Thorax ceased his jubilant bounding. “I need to buy a dress!”

“Huh?” Trixie looked up at him.

“Suit.” He blushed as he corrected himself. “I need to buy a suit.” They started to laugh as he sat down and scooped them into a hug. “I love you.” He cuddled them.

“We love you too, Thorax.” Trixie kissed his cheek.

“Always and forever.” Starlight added as the three of them embraced.

Author's Note

Hope everyone enjoyed the end. I loved writing this and even though it's over for now, maybe one day we can drop in again and see how things have been coming along. Thanks for reading.