Star hurried from the back of the spa up toward the front reception room as fast as his hooves could carry him, holding a huge stack of hot towels in front of him with his magic. He’d only just gotten this temporary job at the spa to help fill in during the busy season, and if he intended to keep this job after the season was over, he’d really have to impress the twin mares who ran the place, Aloe and Lotus.

And this job was important to him – he’d been looking for almost a year before he finally got lucky enough to land this one. Despite his name and cutie mark to match, it just seemed like nopony ever noticed him. It was the same reason he had friends but not really any best friends. And, of course, mares never seemed to take much notice of him either, even though there were some really amazing ones in Ponyville. Maybe he should go out of his way to be weird? Maybe then ponies would at least notice him...

Triumphantly, he burst into the reception room where Lotus was waiting for the hot towels.

She took them with hardly a glance in his direction, already herding a pair of mares toward the back.

Star stood there for a moment, watching the three of them go. Surely she must have noticed how quickly he’d brought the towels up, right? It’s just that they were so busy during the season…

Of course, there was another reason he watched the three of them going. One benefit, perhaps, of being perpetually unnoticed was that nopony seemed to notice when he stared at anypony … even if the looks he was giving them were anything but appropriate.

Just before Star went back to his usual task of running the laundry room, Aloe burst into the room. “My sister – where is she?”

“She just left. She was taking a couple mares to the back.”

Aloe gave a whining little moan, running pink hoof through her blue mane, which smoothed it down even more. “No! But there is a very important mare to be massaged in the back room after her heat treatment, and I cannot do it – I have already been requested by one of our best clients!”

This was his chance – he knew it! “Well, uh, I could—”

“No! This is unthinkable!” She shook her head vehemently. “Rarity is one of our best clients, and she has requested me specifically. I will not lose her by denying this.”

“Oh, um, right. Of course.” He shrugged. “I meant I could take care of that mare in the heat—”

Aloe’s jaw dropped open. “What? A stallion in the heat treatment massage? It is against the rules! Without my sister, we are doomed!”

“She just needs a regular massage, right, to work out some of that heat-induced tension? I could do that. Slice has been teaching me.”

She shook her head. “But the stallions are not allowed. You know why this is. The heat treatment herbs put the mares into a very precarious state, and they must be handled with the most delicate of touch.”

“I can be gentle.”

“No, you do not understand! No stallion can be trusted with mares in such a—”

The bell above the front door jingled, signalling that yet another new client had come in.

“No! We are already not keeping up with things as it is!” Aloe pranced, all four of her hooves dancing with anxious energy. “What will we do?”

“I’ll take care of that mare in the back room,” Star told her.

“But—!”

“You can trust me – just a massage, right? It’ll be no problem at all, and you’ll be back on schedule in no time.” He gave her his best smile.

She looked at him doubtfully, turning her head and staring at him through the corner of her eye.

“You trusted me with counting the bits last night after closing, right?”

Slowly, she nodded.

“Well, you can trust me with this, too. It’ll be fine.” To settle the matter, he began heading toward the back. This would be perfect. When Aloe and Lotus saw how well he was taking the burden off of them, they’d want to keep him around after the season for sure!

Still, though, Aloe darted in front of him. But this time, there was a different look in her eyes, more desperation than suspicion now. “A massage only.”

He nodded. “Of course.”

“And you must not say anything to the client. Do not speak at all!”

“Uh…” Well that was something he hadn’t been expecting. “Okay…”

“I mean this – you must not speak to them a single word!”

He nodded solemnly. “Okay. I won’t.”

The bell on the front door jingled again, startling Aloe into motion. She ran for the entryway … but she still took the time to look back at him for one last moment. “Not one word!” She didn’t wait for his response before rushing into the entryway to meet their new guests.

Star turned to go to his new task as well, his chest swelling with pride at his new responsibility. He’d only been here a few weeks, and already he was moving up toward a real masseuse position! He headed through the interior corridors of the spa with a grin on his face and a lighter step than he’d had in months.

Honestly, he was surprised that she’d agreed to it. ‘No stallions in the heat treatment program’ was one of the spa’s strictest rules. Aloe must have been really desperate in order to break it.

He knew all about the heat treatment procedure, of course. It was one of the spa’s biggest moneymakers, and it was why the spa got so busy during ‘the season’, as they called it here. Which, in turn, was why they’d hired him on as extra help during the season.

The procedure itself was designed to help mares overcome the burden of being in heat without resorting to anything they’d regret a few months later. And it seemed to work, which was no doubt the reason for its wildly growing popularity. Aloe and Lotus hadn’t gone into too much detail during his brief and rushed training day, but they’d outlined the basics.

Mares in heat were first put into a special sauna room where the mist in the air was infused with a special blend of herbs – in fact, they’d just started using a new recipe, one from the legendary Zecora, which was supposed to be much more effective than the old one. Now it was only supposed to take one treatment. After the herb-infused sauna, the mares were taken to the back room of the spa where things were kept dark and quiet, where they’d be given a gentle massage to ease their body’s tensions as they cooled down from the sauna. And by the time they left the spa, they’d be completely heat-free – ready to go about their normal lives without being driven to distraction by the thought of sex all the time.

After reaching the back of the spa almost as fast as he’d run to the front with the towels, he then paused at the door. He could just barely hear a few notes of calming music coming from some recording inside. And right there on the door: ‘HEAT TREATMENT RECOVERY – MARES ONLY’.

The feeling of putting his hoof up against the door latch was something special. It was taking a big step for him, and showed that the spa ponies were putting a lot of trust in him … or at least Aloe. Who knew what Lotus might think about it.

That thought made him glance side to side nervously. If anypony other than Aloe spotted him going in this door, they wouldn’t understand. He’d probably end up getting in trouble for it.

But no, there was nopony else back here right now. They were all too busy elsewhere. It was just him and the door.

It was actually kind of intimidating. He probably would have hesitated for quite a long moment at that door … if he hadn’t heard hoofsteps coming down the hallway around the corner. That decided things. Quickly, he opened the door and stepped inside, closing it behind himself.

This room was very different than the rest of the cheery, well-lit ambiance of the Ponyville Spa. In here, the lights were dim and orange, almost like candlelight except that they didn’t flicker. Thick red curtains draped along all the walls, further darkening everything and yet enhancing the feeling of encompassing warmth. Soft, formless music played seemingly from nowhere. It hardly ever held a melody for more than a second or two, but was always slow, soft, and relaxing.

And right there in the middle of the room, next to a pair of massage tables, Twilight Sparkle stood. The Twilight Sparkle – the newest and most popular princess, the pony who had saved Equestria more times than anyone could count, and the sexiest sexy librarian he could think of. He gulped, ready to gush about how great she was, or perhaps bow and grovel before the Princess of Friendship… Only Aloe’s injunction that he shouldn’t say anything stopped him.

Other than slowly glancing in his direction, she didn’t seem to react to him coming into the room. In fact, her eyes were a little droopy as if she was about to fall asleep, and she swayed gently from side to side in time with the tuneless music. Even though she was looking right at him, her eyes didn’t seem quite focused, and they didn’t follow him when he moved. But she had a gentle smile on her face. It made her look like she was pleased with everything that was going on in the world.

He just stared and stared, slowly going farther into the room, seeing her from every angle as if to confirm that it really was her.

Okay, keep it together, he told himself. You’ve got a job to do. Focus.

And with a pony this important, he’d better do it right! Quickly, he moved to cover for his previous stunned inaction. He hustled over to the side of the nearest massage table, readied the nearby bottle of fur-glossing oils, and looked to Twilight with a carefully controlled professional smile.

Slowly, slowly, she turned her head toward him. For a long moment, she stared back at him blankly. Eventually a slight hint of an answering smile came to her face. Or maybe she just liked looking at him. But she didn’t move.

Wow, those herbs had really done a number on her, hadn’t they?

With one hoof, he gestured toward the massage table. When that didn't seem to get the message across, he patted the cushioned top of it.

Twilight began swaying again, back and forth, to the infrequent rhythm of the calming music.

Okay, these hints and gestures weren’t getting through to her. How was he supposed to get her on the table without speaking? Physically lift her up and put her there? That didn’t seem like any way to treat a princess!

But what other option was there? He couldn’t ask her to get on the table. That would violate the one rule Aloe had been so clear about: no talking.

Then again… Well, maybe she hadn't meant it that strictly. Maybe what she’d really meant was that he shouldn’t try to casually chat or anything like that. Just asking her to get up on the table wouldn’t really count, would it? Especially not when she seemed to be a little too zoned-out to get the hint.

Okay… He took a deep breath. Somehow, he knew he was really about to break the rules … but there just wasn’t any other way. “Could you come over to the massage table, please?” He winced as if expecting the ceiling to fall down on him, but nothing bad happened.

In fact, something good happened. “Come to the massage table,” Twilight dreamily repeated. For a moment she did nothing, but then she began to move. Star had never seen anypony move like that before. She moved almost like she was liquid, with not a single jolt or bounce to her, flowing through the steps as if she was being carried along by a slight breeze rather than propelling herself over to him.

She indeed came to the massage table … and that was it. Standing right in front of him, right next to the table, she stared passively at him, wavering from side to side. Slowly, dreamily, she blinked, a matter which took so much time he thought for a moment she’d fallen asleep standing up. Still, though, she made no move to actually get on the table.

Well, alright, it looked like he’d have to be a bit more specific. “Please get up on the table, Princess.”

“Get up on the table,” Twilight said, her words mumbled and slurred. It wasn’t a very high table. She should have been able to hop up on top of it easily. But it took her ages to actually get up there. One slow, methodical hoof placement at a time, Twilight lifted herself up. And then stood there on the table, still dazedly swaying from side to side a little.

Star groaned slightly and ran his hoof through his mane. Okay, so it looked like he needed to be even more specific than that. “Lie down on the table, please.”

“Lie down on the table...” Thankfully that seemed to be specific enough to get the job done. Twilight slowly lowered herself down onto her belly, in a long, languid stretch that kind of looked more cat-like than pony-like. It was actually really sexy. Star couldn’t help but stare at the long, sensuous curve of her belly as she stretched out … and that was probably okay, right? Nopony ever seemed to notice him under normal circumstances. There was no way Twilight would notice him staring while she was in a state like this.

Now that she was finally in position on the low table, Star squirted a bit of the oil onto his hooves. A rosy scent filled the room … which was interesting – this oil had a different scent than what they usually used in the other parts of the spa. Was that a part of the heat treatment, too?

Star paused just before touching Princess Twilight’s pristine purple fur. He knew he was going to … it was just that he wanted to appreciate the moment. He hardly ever got to touch anypony. He’d gotten a few massage lessons from Cucumber Slice, but the ponies he’d massaged under Slice’s tutelage hadn’t been nearly as amazing and attractive as Twilight Sparkle.

Thankfully, Twilight seemed to be in no mood to get impatient. By all appearances, she would have been happy to simply lie there for hours.

Still, though, Star knew it was time. Steeling himself, he closed that last little bit of distance and touched his hooves to Twilight’s withers.

At some level, he’d expected it to feel like touching a lightning bolt, as if he’d be able to feel the intense magic of this alicorn princess crackling under his hooves. Without realizing it, he’d tensed up, ready to yank his hooves away from her in an instant. Or maybe that was because he subconsciously expected to be yelled at or punished for daring to touch her? But no … none of that happened. And all he felt under the soft inner parts of his hooves was warm, supple fur. Velvety soft, with a bit of plush give underneath it from Twilight’s already-relaxed muscles.

It felt really nice, actually. And nothing bad happened.

He let out the deep breath he hadn’t realized he’d been holding. Of course nothing bad happened. He was giving her a massage, exactly like he was supposed to. And of course she felt nice – she was a pony, pretty much like any other mare. All that tension he’d been building up was for nothing … and now it was time to work out any remaining tension she still had.

Slowly, just as he’d been taught, he worked his hooves up and down Twilight Sparkle’s body. He paid extra attention to her flight muscles around her wings … which only made him nervous and jittery when he considered them in conjunction with that horn sticking out of her head. He’d worked on both unicorns and pegasus ponies before, but to think he was massaging an alicorn…

Gradually, as he worked his way underneath her wings, down her lower back, being sure to spend plenty of time on each and every little muscle along the way, he began to relax a bit. This was nice. Twilight made little cooing noises of satisfaction as he worked the last remaining tension out of her. The purple fur and supple curves under his hooves felt wonderful. This was just another pony, just another massage, something he could relax and enjoy almost as much as she did.

As he worked his way lower, though, a new tension began to build in him. Already, he was touching the very lowest part of her back, where it began to curve upward into the swell of her rump. He’d already spent longer there than he should, but just the sight of her… Being sprawled out on her belly like this put even more emphasis on the heartbreakingly perfect curve of her ass. Did he dare…?

Well, he had to, didn’t he? That was all a part of the massage.

Scarcely daring to even breathe as he did so, he moved on a little further, rubbing the plush curve of her hip just above her cutie mark. Oh she felt so nice! He stared down in awe, his mouth dropping open a little bit, at the way her fur moved under his hooves, at the subtle little ways her cutie mark stretched around the rounded curve of her upper thigh. She was just so gorgeous, and he still couldn’t believe he was actually getting to touch her like this! He had to stop himself from moaning slightly. He didn’t dare let on how much he was enjoying this.

But it seemed that he wasn’t the only one enjoying this. Twilight’s half-mindless coos of pleasure intensified a little as his hooves pressed in against the curve of her ass, especially as he moved even further back, beginning to rub directly over her cutie mark. Her tail rose up a little bit behind her.

Star moved even further back, his hooves beginning to tremble a little. He hoped she wouldn’t notice that trembling … even though she seemed well beyond noticing anything at this point. Now his hooves rubbed up and down the luxuriant curves of Twilight’s ass directly, right up and down that lovely subtle groove up and down the side of her thighs, and right onto the delightfully round curves of her ass cheeks themselves.

He could almost see…

Star froze for a moment. Did he dare? Well, it couldn’t hurt to just look a little bit, could it? He glanced up toward Twilight’s head … and all he could see was her mane and her horn. She was still looking dreamily straight ahead, without the slightest inclination to glance back and see what he was doing. Even if she did look, in her current state of mind, she probably wouldn’t object.

Okay, maybe a little peek… Despite everything, he still moved as silently as possible as he scooched just a little bit further back on the table. He kept his hooves rubbing in gentle circles right where they were on the curves of Twilight’s ass – he only moved his body to the side a bit, craning his head to get a look at…

His breath caught in his throat when he finally got his first up-close look at Twilight Sparkle’s pussy. He’d never seen one so perfect and smooth. Not that he got many chances to look at mares this closely, but Twilight’s pussy was just perfect. Slightly darker and redder than her fur, the bulb of it bulged out from between her ass cheeks in a pouty little way that seemed just perfect for the prim and pert little librarian. Her pussy lips followed the line of a slight inward curve and showed just the barest hint of a deeper, brighter pink in the tiny gap between them. Even where the curves of her pussy met the ring around her asshole and flowed up into the curves of her rump, there wasn’t a single wrinkle or blemish. He’d never thought such an immaculately perfect pussy was possible…

Twilight gave the slightest little snort, a sort of a dissatisfied little moan … and only then did Star realize his hooves had stopped moving.

Hurriedly, he resumed his massage, which seemed to placate Twilight. But he didn’t take his eyes away from her pussy. Oh how much he wished he could just reach back there under her tail and touch it!

There was no way he could pass that off as part of a normal massage, though. But still… Maybe he could at least get a little closer?

As Star moved his circling hooves closer to where he really wanted to touch, he obsessively kept glancing over at Twilight’s head, checking to see if she was looking back at him, looking at the way she was carrying her ears. So far, her ears were down and to the side, completely relaxed, and her head didn’t budge.

And he was getting so close! He couldn’t help but lick his lips a little bit as he ran one hoof right up the back of her rump, more toward her inner thigh than her outer thigh. He stopped just shy of touching her actual pussy lips, but he still felt some of the delicate shorter fur between her thighs, the sumptuously soft bare skin…

He pressed deeply as he rubbed his hoof up and to the side, pressing and moving the soft supple curve of Twilight’s ass cheek. And, magically, that tugged a little bit on her pussy lips as well, pulling the nearer one toward him, which actually caused her lips to open a little.

Star gasped a little when he saw the slick, glistening-wet inner walls just inside Twilight’s entrance. They looked so pink, so warm … so welcoming.

And even after he let go and let her pussy close again, she winked. Her pussy opened again, all on its own this time, putting itself on display far more boldly than he’d dared to. Her pussy lips opened wide, showing a teardrop-shaped flash of pink with her big heart-shaped clit thrusting up from the bottom of it. As her pussy lips closed again, a tiny little stream of clear juices trickled down between her inner walls, dribbling over her clit and down onto the table’s washable padding.

He just stared, in utter awe. What else could he possibly do? Before he knew it, his cock was beginning to slide up out of his sheath a little, answering the beckoning call of Twilight’s sour-spicy scent as it wafted up from under her tail.

Oh Goddess, what was he getting himself into? Yanking his hooves back, he pulled himself away from her, trying to clear his head.

No, no, no, no! He couldn't let himself do that! He had to hold himself back. Reluctantly, he tore his gaze away from the delights beneath Twilight’s tail. If he kept staring, kept touching, kept selling, soon he’d be completely erect. Anypony and everypony would notice. There was no way Twilight could see something like that and not freak out. And if anypony else should happen to come into this massage room…

Star shuddered. “Okay,” he whispered under his breath, “get a hold of yourself.”

And not that kind of hold! What the heck? Why had his hoof moved down as if to masturbate? He shouldn't even be thinking of that kind of thing right now!

He needed to focus. He needed to clear his head. He needed something non-sexual to pay attention to for a little while.

The best he could manage was going back around to the head of the table. He got as far as he possibly could from Twilight’s enticingly raised rump: standing on his hind hooves at the front of the table and reaching over Twilight’s head to start work on her withers again. He even stretched out as far as he could and worked at the base of her wings again … without being able to tempt himself to go lower than that. He wasn’t ready yet. He’d really need to get control of himself first.

“Mmm…” Twilight’s shoulders relaxed a bit more, though the back of her neck tensed. It was really difficult for him to get himself under control when she was making such sexy little noises like that.

Looking down between his forelegs, he glanced to see how she was doing.

She was staring straight up at his crotch! At his sheath and especially his balls!

He froze, his hooves still propped against the base of her wings. What the heck was he supposed to do in a situation like this? Should he tell her not to look there? Should he try to move away? But if he moved now, it would be obvious that he knew where she’d been staring, and that would just make things incredibly awkward and... “Princess!” he said. “W-what are you doing?”

“Doing…” The timing of her reply was just a little off, just a little later than it should have been. “Mmm… Smells nice.” Her tail flicked upward again, and Star could only guess what kind of winking was going on underneath it.

A perverse impulse hit him, the kind that had gotten him in trouble in the past, but he still couldn’t help but act on it. He laughed just a little. “Well if you like them so much, you should lick them just as much!” It was a stupid joke, and barely qualified as a pun. He choked, his breath catching in his throat, the moment it came out. He should not have said something like that out loud, not even as a joke!

“I should lick them…”

No … no way she was about to… Sure, she seemed pretty suggestible, but surely that was beyond the limits of—

Her warm, soft tongue touched his balls, ever so gently.

Star gasped, freezing in place. Part of him wanted to pull away and stop this while he still theoretically could. Part of him wanted to push himself down against Twilight’s face, rubbing his balls all over her muzzle. And between those two warring parts of him, he was stuck, unable to move. And all the while, Twilight’s tongue gently, lovingly slid over the curves of his balls, slathering up one side, down the other, up through the cleft in the middle.

He couldn’t help it. His cock spilled freely out of his sheath, sliding out and unfolding faster than it ever had before. Then again, he’d never been with a mare like this before, either. The unfurling weight of his cock plopped down over Twilight’s head, draping along between her horn and her ear and lolling down over her. She didn’t seem to react to that at all – she just kept on licking away at his balls, slowly and languorously, as if she was ready to keep on doing that all day long.

She … she really was doing what he said. Anything he said. Without question, without thinking about it … just as part of the pleasurable stupor those herbs had put her in.

Slowly, the realization dawned on him, and as he tingled all over from the new sensation of a beautiful mare lickig his balls, the possibilities unfolded in his imagination. His cock stiffened, beginning to push Twilight’s head down a little bit. But she just stretched her neck out a little more and began licking lovingly along the underside of his balls, which brought a whole new level of tingling, tickling pleasure.

And all the possibilities of where he could take this… Did he dare? What if somepony walked in?

But what if that didn’t happen, what if nopony walked in? What if he wasted this once-in-a-lifetime opportunity? This opportunity to do … well, anything he wanted with Twilight Sparkle. The Princess Twilight Sparkle, hero of Equestria and cutest, sexiest librarian in Equestria, too.

In the end, it was probably his own mostly-hard cock that did the thinking for him. Even though he knew it was a bad decision – the worst decision he could possibly make – he began rubbing the base of Twilight’s wings again and quietly said, “Twilight, please give me a blowjob.”

Despite everything he’d seen so far, some part of him expected her to balk, expected that she wouldn’t do it. But she did. Without taking her tongue off him for even a moment, she slid it up the front of his balls. “Give … blowjob…” He felt the tip of her horn move against his belly as she licked her way up his sheath. And then that glorious wet warmth was on the base of his cock.

And it wasn’t just her tongue – her cheek and muzzle slid up along the stiffening length of his cock, all the way up. She wasn’t being shy about it at all. If anything, given the pleasant little sounds she made with every breath, she was actually enjoying this.

Eventually, she kind of got stuck, craning her neck back as far as she could and licking around the girth of his medial ring. She didn't seem to be able to back up any to get a better angle.

So Star backed up for her, scooching backward a little. His cock dragged along her face as he did, until the point where it finally dropped down, bopping her momentarily on the nose before falling just below her mouth.

By this point, he’d kind of gotten used to the idea of her licking him, and whether he realized it or not, he kind of expected that licking would be the extent of this blowjob he was getting. As it turned out, though, he was quite wrong about that. Twilight licked the broad nub of his tip exactly once before opening her mouth and taking him inside.

He’d never felt anything like that before! The slick warmth of her mouth enveloping his tip was nothing short of heavenly. He gasped, his forelegs going weak and almost dropping him on top of her. Woah! He’d heard stallions rave about this kind of feeling before, and now he knew why! Every bit of him that she touched was swimming in hot liquid pleasure … and the amount she was touching kept increasing.

Because she didn’t just stay there and suckle his tip – she began bobbing her head, each motion taking a little bit more of his length inside her mouth … her wonderful warm, wet mouth. He let out a little bit of a moan. He just couldn't help it. This felt so good!

And she just kept going! The crazy thing was that she was moaning as well, seeming to enjoy it even more than he did. He could feel the tingling vibrations of every sound she made around his shaft, but that didn’t quite account for how amazing this felt: much of that came from the insane idea that Twilight Sparkle – the Twilight Sparkle – might actually enjoy sucking his cock!

Soon, though, she found her limit. She gagged a little bit when his tip tried to force its way into her throat.

“Don’t go too deep,” he said, suddenly moved by how diligently she was trying to do so. “This is already so good…”

Unable to reply properly this time, she just moaned up a soft “Mm-hm” back up at him, and she went back to just bobbing her head back and forth along the little bit of his cock she could take.

Of course, that little bit was enough. More than enough. Star trembled all over, his whole body going nearly as stiff as his cock. Goddess, this was good! He felt like he could, like he could…

No … it couldn’t be! Already?

But it was true – he could feel it. The swelling of his tip, the beginnings of a flare. He’d masturbated enough to know what that meant. His orgasm wasn’t far off now.

He couldn’t! Not yet! There was so much more he wanted to do. But could he dare do that? Then again, he kind of had to. He couldn’t pass up an opportunity like this!

She gave another little cooing moan as she so skillfully suckled him, flicking her tongue along the bottom of his shaft as she bobbed her head down there. That decided him – the warm pleasure of it was too much to ignore, too much to pass up.

It was almost too much to give up, even temporarily. It wasn’t easy to tell her, “Stop.”

“Hmn,” she moaned around his cock, almost plaintively. But she did stop moving.

He took a step backward, shuddering as he felt his length sliding out of her mouth. She cried out again a little bit, as if begging him not to, but she did exactly as he’d told her – she stayed completely still as he pulled out of her.

In a desperate rush, he hurried around to the other side of the table, climbing up onto it behind Twilight. He needed this – he had to have her!

And there she was, lying on the table in front of him, her hind legs sprawled out on either side of his own, her tail flipped up high over her back … and her pussy on full display, winking erratically for him.

For a long moment, he just stared down at her, at the beautiful way her curves were laid out in front of him, at the slight upward tilt of her hips, and most of all at hot, dripping flashes of pink she gave him under her tail. His cock twitched underneath him, slapping up against his belly wetly. He could barely bring himself to say it, but he just needed her so much… “Stand up.”

“Stand … up…” Her voice seemed even more dreamy and distant now, but she got up quickly, rising up onto her hooves with a lithe stretch that made his cock bounce against his belly all over again. She stood neutrally in front of him, staring straight ahead and swaying a bit from side to side. Except for her raised tail and still-winking pussy, she might have been halfway asleep.

“Spread your legs a little,” he said, forcing the words out despite the way his throat wanted to close.

She did exactly what he asked. “Spread … legs…”

There … she was the perfect picture of a mare begging to be mounted, begging to be bred now. Right in front of him. Begging for him. Almost in disbelief, he lifted a hoof up, nudging her pussy lips with the back of it.

They were soft, plush, and so warm. She winked open again the moment he touched her, leaving a bit of her juices on the back of his hoof.

Goddess forgive him, but he just couldn’t take it anymore. With a desperate lunge, he mounted Twilight. Her striped tail slipped up between his chest and his forehoof, pulling it completely out of the way. And then, magically, it happened. His tip touched the slick heat of her entrance. He could feel her pussy lips winking open against the head of his cock. It felt like she was melting against him.

He pushed. It was a matter of pure instinct at that point. He just needed to be inside her. Twilight Sparkle’s pussy lips winked open again, stretching out and around his tip, and he squeezed in between her hot inner walls.

Star stopped then, shuddering and gasping at the sheer intensity of the sensation, at the enormity of what he’d just done. This was it – he wasn’t a virgin anymore. But more than that, he was having sex – real, actual sex – with Twilight Sparkle. And she was just so warm inside, so soft and slick. It was by far the best feeling he’d ever had.

Her pussy winked again, pulsing around the end of his shaft as if hungry for the rest of him. And, well, why shouldn’t he?

There were a thousand reasons, really. But none of them were strong enough to overcome his instincts, to actually stop him from doing it. “Are you ready?” he whispered.

“Are you ready?” she repeated dimly.

Well, that was enough for him. Slowly, savoring the new sensation, the once-in-a-lifetime chance, he edged himself forward on top of her back, sliding his cock into her. Every little bit deeper he got, the sensations doubled and redoubled.

Twilight gasped a little as his medial ring bumped its way through between her pussy lips, and she gave a lovely, encouraging cooing sound as he went deeper, as the widening part near the base of his cock slid inside. Her hind legs trembled slightly – he could feel it on either side of his cock.

And finally, finally, he was all the way inside her, all the way inside Twilight Sparkle! His hips nudged up against the curve of her ass; his balls pressed up between her inner thighs. And all of him – his entire length – swam in the warm, welcoming slickness of her pussy. As he began to move a little, barely more than nudging himself forward and back – every last little bit of his cock was massaged by the sweet warmth of her inner walls stretched around him.

“T-Twilight,” he moaned softly.

“Twilight,” she repeated.

He was getting so close already! He could feel his flare growing inside her, stretching her out deep inside. Deep against … against her womb! She was in heat! Should he pull out before he…? No! He couldn’t! He just couldn’t make himself do it. He needed this. “I … I can’t,” he grunted out. “Can’t stop. Gonna cum…”

“Cummm…” As if that word had been a command, Twilight drew it out into a moan. Her pussy squeezed down around his cock rhythmically pulsing its heat against his shaft, milking him. Her whole body went stiff between his forelegs, her breaths coming in raspy huffs in time with her body’s pulsing.

Star couldn't take it. He shoved his cock as deeply inside her pussy as he could and finally let go. He’d never cum like this before in his life – it felt like his whole essence, everything inside him was flowing down to his cock, squeezing out of him, pouring into her. Again and again his cock throbbed, pumping his cum deep inside of her, and her needy, pulsing pussy drank it all up greedily, everything he could give her.

“Yes,” he hissed between clenched teeth.

She cooed it right back at him, “Yes…” But at the time, he didn’t even register it as her repeating him. The way she said it, that desperate little twinge in her voice … it felt like she was enjoying this, basking in his gushing cum.

And that only made him go even harder, giving everything he had to her, every last drop he could get into her hot, pulsing pussy.

Eventually, though, he was down to his last drop. His cock throbbed a few more times inside her, even though he’d run dry, stretching that perfect moment out just a little longer.

He collapsed onto her back, his cheek rubbing up against the side of her neck. His softening cock slid out of her, plopping free with a splatter of white down onto the massage table padding.

That was when it really hit him, what he’d just done. Oh crap. Oh crap!

Despite the trembling weakness in his legs, he slid himself off of her back and leapt off the table in a rush. She still stood there, slightly wavering back and forth … and when he looked up under her tail…

His eyes went wide. Her pussy – still winking – leaked out sticky white streams that clung to her inner thighs, and there was a puddle of it standing between her hooves on the table. His cum … in Twilight Sparkle. Was she … was she going to get pregnant from this?

No time to think about that now! What if somepony walked in and saw her like this?

Hastily, he used his magic to levitate over a stack of plush towels from the corner of the room. First, he wiped down her pussy itself, sopping up all the extra moisture there … it was hard to keep from getting distracted by the way it sprung back and jiggled slightly after he swiped it with the towel. She moaned a little as he touched her, making her charms even more difficult to ignore. But he barely – just barely – managed to keep focused on what he needed to do, wiping down her inner thighs, her legs, her hooves, and finally the puddle on the table.

Once everything was at least sort of clean, he looked back up at her … mostly back up between her legs. Oh Goddess, she was just so beautiful. It was hard to believe he’d just had her, just been inside her…

“Lie back down, please,” he told her, before he could get too distracted again.

“Lie … down…” Obediently as ever, she got back down on her belly like before. As if ready for nothing more than an ordinary massage.

Okay, okay … how could he salvage this? What would happen when she woke up from her herbal stupor. Would she remember all of this? What should he do? Should he just make a run for it, or…?

The moment the idea came to him, he knew it was his best chance. In the state she was in, maybe things really would get implanted right down in her her subconscious… “Don’t tell anypony about me,” he told her.

“Don’t tell anypony…”

And just in case that wasn’t good enough. “Forget everything that happened in this room.”

“For...get…”

Still, though, his chest was tight with worry. What if that didn’t work? She was a really smart pony, and supposed to be really good with magic. Could she pull the memories out of herself somehow? Well, there was nothing more he could do. He’d need to work this tension out of himself … and what better way than by working Twilight’s tension out at the same time? After all, he was supposed to be giving her a massage, and he’d only half finished it…

Author's Note

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