Dungeons and Dicks

by Jest

Shadows of the Last War

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Scorch and Flurry Heart trotted nervously down the rough, uneven road, with their load of pots, and a passed out changeling bouncing on the cart which Scorch pulled. The trip had taken a little while and was stressful but was otherwise uneventful. Flurry Heart constantly gazed back at the covered cart, waiting for the moment that the changeling would get back up. Yet even after they had left Ponyville and the prying eyes of its citizens behind, the creature hardly even stirred.

Sure it rolled around and moaned occasionally, but that was about it, and Flurry Heart was beginning to worry. “Do you think it poisoned itself?” She whispered nervously.

Scorch shrugged and snorted. “I don't know, and I don't care.”

“Well what if its hurt?” Flurry Heart pressed.

“Then were going back to a healer so it will probably be fine either way.” Scorch replied dismissively.

The dragon’s unempathetic response bothered the necromancer, but she couldn't argue with his logic. “I guess your right. It still worries me though. Do you it got knocked out because of us? It did say something about eating too much lust.” Flurry Heart questioned.

“Look, I didn't even know these things actually one hundred percent existed until an hour ago.” Scorch remarked. “I don't even know what gender the damn thing is.”

“Well it looks like a girl.” Flurry Heart muttered. “But it's not like any changeling I’ve ever heard of before.”

The dragon shrugged as the pair trotted deeper into the Everfree forest, the canopy quickly blotting out the sky. “Does it matter what gender it is? All that I care about is that we are finally getting somewhere. All the waiting around was starting to get to me.” Scorch admitted.

Flurry Heart couldn't help but nod in agreement. “Hopefully Zecora knows more about it then we do.” Remarked the alicorn.

The pair walked the last of the small dirt road in silence, following it closely as it wound up hills, around bends, and through a dry ravine. After another hour of walking a small shack appeared on the other side of a grove, in the front of which stood a familiar earth pony stallion. Who perked up upon seeing them and trotted over to the pair with a curious look in his eye.

“What is all that? And where did you get the money to buy a cart?” Button Mash questioned.

“We didn't. She had it.” Scorch replied, jerking a thumb over his shoulder.

Button Mash raised an eyebrow and looked to Flurry Heart for answers.

“We stumbled on a changeling, but it's not like one I’ve ever seen before.” Explained the disguised alicorn.

“Really now?” Button Mash asked nervously, the cleric trotting up to the covering and peeking beneath it. “Woah, you werent kidding.”

“Strange right? And it was transporting all of those weird pots with it.” Flurry Heart pointed out.

Button Mash sniffed the air, his nose crinkling in a mixture of disgust and confusion. “Hold on, something smells… familiar.”

“You smell changeling vomit often?” Scorch asked.

The demure male rolled his eyes. “It smells like the stuff we have to drink on our initiation ritual, give me a second.” He warned.

The cleric closed his eyes and muttered a quick prayer to his goddess, and after it was complete, he opened them once more, his eyes now glowing a faint pink.

“Thats freaky. Do all ponies do that?” Scorch whispered to Flurry Heart.

“I think it's because he's a follower of my mom.” Flurry Heart whispered back.

“So he gets powers just by following your mom around?” Scorch inquired.

Flurry Heart rolled her eyes. “It's more complicated than that, but yeah pretty much.”

Button Mash gasped. “Its love! That's what the stuff in the pots are. Well most of it anyway, for some reason there is a whole bunch of lust dripping out of the changeling’s mouth.”

Flurry Heart chuckled nervously. “Oh really? Well that's odd. I wonder why that is.”

“Probably cus we were fucking on the side of the-oof.” Scorch began, only to receive an elbow to the gutt. “Hey, what was that for?”

“Exnay on the exay.” Flurry Heart hissed.

Button Mash rolled his eyes. “I really don't care. I’m a servant of love. It's nothing I haven't heard of, or seen before.”

Scorch elbowed the alicorn back. “See. I told you not to worry about it.”

“Lets just get her inside so Zecora can take a look at her.” Flurry Heart exclaimed.

“Good idea. Scorch, do you mind?” Button Mash asked, while gesturing to the still unconscious changeling.

“Why do I have to? I carried the cart the entire way here.” Whined the dragon.

“Because, your the strongest one of us other than maybe Babs.” Declared the earth pony.

“Fine, but you guys owe me a beer or something.” Scorch exclaimed before reaching into the cart, and hefting the changeling over his shoulder.

“Yeah yeah, put it on my tab.” Flurry Heart muttered.

Together the three beings walked over to the entrance of the one level shack, with Button Mash taking point. He was the first to reach the aged oak door, and there he knocked twice, leaning in close before he spoke.

“Hey we found something interesting. Can we come in?” He shouted.

“Yeah it should be fine. Zecora just got done making some potions.” Babs Seed shouted back.

Button Mash pulled open the door and stood off to the side, allowing Scorch and Flurry Heart to enter before him. Once all three of them were inside the small one room building the area felt a little cramped, as most available space was occupied by an enormous table covered with potions supplies. A cauldron bubbled softly in the corner of the room while it was tended occasionally by a nearby zebra, who eyed the new comers curiously.

“What strange load have you picked up along the road?” Zecora inquired, eying the bundle slung over the dragon’s shoulder.

Babs Seed stood up from the bed in another corner, and quickly walked over to the trio. “Yeah what is that. Please tell me you didn't kill a hobo or something.” Babs Seed remarked with a smirk.

Button Mash sighed and rolled his eyes. “Why would that be the first thing you thought of?”

The earth pony mare shrugged. “Seems like something you guys might do if you were bored enough.”

Flurry Heart took a step forward. “This is no time for jokes. We found one of them.”

Scorch dropped the unconscious changeling onto the bed, its cloak falling open and revealing its strange features.

“This is most fortuitous indeed, for it is exactly what we need.” Zecora exclaimed before grabbing a small vial filled with a greenish liquid. “I have the perfect thing to use, the changeling’s tongue it will loose.”

“What is it exactly?” Flurry Heart questioned.

“It's a telepathy blocker potion thingy. Zecora made it not too long in preparation for taking these guys down.” Babs Seed declared with a grin.

“What your friend says is indeed true. That is the capabilities of my latest brew.” Zecora exclaimed, patting the vial in emphasis.

“Well you better hurry up with it. Looks like our guest is waking up.” Scorch exclaimed, the dragon jabbing a claw at the slowly stirring changeling.

Zecora covered her mouth and nose with a cloth before popping open the vial and splashing it on the changeling’s face. Prompting the creature to breathe in the ensuing cloud of greenish black vapour that emanated from the point of impact. Its steady breathing was instantly disrupted and the creature began to cough violently as it struggled to dispel the vapor it had just inhaled.

“She's in pain.” Button Mash whispered, the cleric ready to heal the changeling.

Only for Zecora to stop him before he could move. “Now is not the time to pray. I’m sorry, but this is the only way.” She warned.

Button Mash bit down the urge to help the changeling, and merely watched as it rolled onto its stomach coughing and heaving. After another minute of trying to expel the gas, its eyes opened, and it looked around with a confused expression on its face.

“W-where am I, who are you?” Whispered the changeling fearfully.

“So it is a girl.” Scorch muttered.

“We must work quick, this potion will not stick.” Zecora cautioned.

“Right.” Babs Seed stepped forward and gazed down at the nervous changeling. “Who is the changeling that is working at the brothel?”

The changeling’s mouth opened and closed, and it looked around the room. “How did you cut them off? I can't hear my brothers and sisters.”

“Answer the question, changeling!” Shouted Scorch.

The terrified female scrambled backwards. “I-its Ph-ph-pharnyx. One of Chrysalis’ former lieutenants.”

“How many changelings are in Ponyville?” Babs Seed demanded, glaring down at the wide eyed young girl.

“Stop, she's already terrified.” Hissed Flurry Heart.

“There are six others! Please, don't hurt me I was just transporting love. I don't know anything.” Exclaimed the changeling, tears streaming down her face.

“What is your name? I’m Button Mash.” Interrupted the cleric, who pushed his way to the forefront.

“O-o-Ocellus.” Whispered the changeling.

“Thank you Ocellus. Just tell us what you need to know and I promise you won't get hurt.” Button Mash declared in a soft, patient voice.

“O-okay.” Ocellus whispered.

“What are your plans for Ponyville? Why are you here?” Button Mash asked.

“Ponyville is peaceful and nice.” Ocellus muttered, the changeling twiddling her hooves nervously. “And we’re only here because we decided to leave Chrysalis after-”

The changeling was cut off by a splash of blue liquid which hit her face, making the changeling shreik in fear only to immediately fall over, its eyes rolling into the back of its head.

All eyes turned to Zecora, who Button Mash glared at. “Why did you do that? She was about to give us crucial information.”

“The changeling was about to cast something most dire. Something I could not allow her to fire.” Zecora explained, placing the empty vial next to a small pile of empty glass containers.

“Really? Cus it didn't look like she was doing anything other than spilling her guts.” Babs Seed added.

“You do not have the experience that I do. This trick of hers is not new. Back home this is a common thing. Though that does not lessen its great sting.” Zecora continued, the zebra gently tucking the now slumbering changeling into the bed and placing a pillow beneath its head.

“Still.” Flurry Heart muttered as she looked down at the shape shifter with pity in her eyes.

“My friends, you must stay brave. This creature was about to make you her slave.” Zecora added.

Scorch shrugged. “Alright then. Now what?”

“I will remain here and keep our guest under. In order to make sure there is no other blunder.” Zecora exclaimed before sitting down at the edge of the small bed. “You must locate the rest of these snakes. I should not need to remind you of the stakes.”

Babs Seed nodded. “We have to take them all down at once, or else they will warn each other that were coming.”

“Alright, so how do we find them in the first place?” Flurry Heart inquired.

“There are certain potions, that can help you detect emotions.” Zecora offered. “Though that plan may be bleak, as making some would take over a week.”

Button Mash shook his head. “That shouldn't be necessary.”

“Why do you say that?” Babs Seed asked.

“After I smelled the liquid love I got a sort of feel for it.” Button Mash shrugged. “I don't know how to explain it, but I’m pretty sure I can use the prayer meant to see the connections of love ponies share in order to find those who have drunk it.”

Zecora eyed him curiously, and nodded slowly. “That is not something I’ve heard of ever. Though it is undeniably quite clever.”

“We should probably get moving.” Babs Seed added. “They will no doubt notice her absence before long, which means we have a day or two to act.”

“But it's already what, seven o clock, and by the time we get back to town it will be dark out.” Flurry Heart countered.

“Then we get started tomorrow morning.” Scorch exclaimed, crossing his arms over his chest.

“That does sound like a good plan.” Button Mash admitted.

“Alright then, so we head back to town. Get some sleep and then hunt down some changelings in the morning.” Babs Seed summarized.

Flurry Heart nodded slowly. “Do you think we’ll need anything Zecora?”

The zebra shook her head. “You are well armed. I doubt you will be harmed. Just remember what I taught you, and you will find a clue.”

“Don't worry, I’ll remember what you told me about changelings.” Babs Seed declared.

“See to it that you do, and my advice will see you through.” Zecora replied.

“Ready?” Button Mash asked.

“Ready.” Replied his friends.


“I’m tired.” Complained Scorch as they trotted through town.

Other travelers were few and far between, the lateness of the evening meaning few ponies were out at such an hour. For already the sun was dipping close to the horizon, shrouding the world in an eerie half light. Hours of walking, and a rather emotionally draining day had also taken its toll on all four of them, with only Babs Seed seeming unaffected by it all.

“Oh come on. It wasn't that far.” Remarked the earth pony.

Scorch shot a glare at the fighter. “You didn't have to carry that stupid cart, and that stupid changeling.”

“Speaking of which.” Flurry Heart began. “Did anyone else think that entire encounter was a little weird?”

“Weird how?” Button Mash inquired.

“Like it wasn't quite right.” Flurry Heart exclaimed.

Babs Seed shrugged. “From what Zecora told me, that's all part of their plan. I wouldn't worry about it.”

“No, I think your onto something Fl-Bleeding Heart.” Button Mash replied, the cleric quickly correcting himself.

The hooded and disguised alicorn nodded. “It felt like we were interrogating a child.”

“That's not that weird. I mean most ponies are the size of kids.” Scorch pointed out.

Flurry Heart rolled her eyes. “It's not just the size thing. She also just felt… innocent.”

Babs Seed sighed audibly. “What part of that's what they want you to think, don't you understand? Zecora explained everything to me while you guys were out looking and that included rhyming stories of evil things that changelings have done.”

“Like what exactly?” Button Mash countered.

“Like how they prey on the generosity of strangers, about how they hypnotize their enemies and turn them into their slaves.” Babs Seed explained. “They are shape shifters. Heck, it might have only been faking being passed out in order to try and find our base of operations only to be surprised by Zecora who knew about the potion because of her shaman training.”

“I knew I shoulda just killed it.” Scorch muttered, cursing under his breath.

“I don't know about that.” Warned Flurry Heart.

“Look. Just trust me on this one. If even half of what Zecora said is true, then you were damn lucky.” Babs Seed exclaimed.

Button Mash sighed. “Lets just talk about this in the morning. I can hardly think straight. I'm so tired.”

Flurry Heart eyed Babs Seed critically, and nodded slowly. “Your right Button Mash. We should get some rest.”

Scorch stepped forward, and pulled open the door to the inn. “Well, what are we waiting for?” He offered.

The three ponies all filed into the inn, with the dragon close behind them. Button Mash took point, and maneuvered through the sparse crowd which had gathered at the bar that occupied the main floor. A large, barrel chested earth pony eyed them critically as they approached, the red, scarred mare idly cleaning a glass with a dirty rag.

“What can I get ya?” She asked, her deep rumbling voice evidently the product of years of shouting and drinking.

“Four rooms please.” Button Mash declared, the stallion placing his bits on the counter.

The bartender shook her head. “I’m afraid that's impossible.” She warned.

“What, why?” Scorch demanded, before leaning in close, and glaring at the pony. “Is it because I’m a dragon.”

The scarred mare rolled her eyes. “Its cus I only got two rooms left.” She jerked a hoof over her shoulder to where the two remaining keys hung from a nearby board.

“That's fine. We’ll take them.” Flurry Heart interrupted, pushing hers, and Button Mash’s bits towards the mare.

Who deftly swept them up and deposited them behind the counter before grabbing the keys and placing them on the bar. “Thirteen and fourteen. Breakfast is served at nine and you gotta be outta here by three in the afternoon.” She explained.

“Fair enough.” Button Mash exclaimed as he grabbed one set of keys.

Flurry Heart scooped up the second one and together the group turned towards the stairs.

“Wait, how are we doing this? Girls and guys?” Babs Seed asked.

Scorch snorted. “No way I’m sleeping with mr snoresalot over here.”

“H-hey!” Button Mash exclaimed, blushing profusely.

The group climbed the stairs to the second, and turned down the long hall that divided the rooms, all four silently looking for their number and finding it at the far end. The rooms themselves were located directly across from one another, and the four beings stopped between them.

“Well I wouldn't mind bunking with you.” Babs Seed offered, turning to Button Mash. “Cus I’ve known you the longest, and I’m a heavy sleeper.”

“Sweet, which leaves me with sugar buns over here.” Scorch declared before turning to his door.

Flurry muttered grumpily beneath her hood, but didn't offer an argument to the contrary.

Button Mash blushed, and turned to his own room, unlocking the door with his key and stepping inside. Followed closely by Babs Seed, Button Mash hastily locked the door behind them, and placed a hoof over his beating heart. His mind suddenly whirling with thoughts as her heart beat quickly inside of his chest, as if trying to hammer its way out of his rib cage.

Why was this suddenly so weird? He had slept with Babs Seed before, both literally and metaphorically.

The conversation with Night Sky popped into his mind, and Button Mash couldn't help but contemplate the changeling’s words. Mainly how the ‘zebra’ had seemingly known that Button Mash felt for someone else, and strongly at that. Worse yet, those feeling that the zebra or changeling had sensed were ones that Button Mash had ever truly grappled with before.

And to top it all of Babs Seed also seemed to be more awkward then usual. Did that mean that she felt the same, or was she just horny? Button Mash nervously glanced around the room, watching closely as the fighter quickly stripped her armor.

An action that would have usually not bothered Button Mash in the slightest due to just how routine it had become by this point. Yet now it was oddly different, and Button Mash couldn't help but blush as he watched Babs Seed squeeze her way out of her boots. Chucking them aside, the earth pony mare ran a hoof through her mane and twisted her head side to side, freeing her short hair from the tangle that had formed.

“Are you alright Button Mash?” Babs Seed asked, the fighter eying her friend closely with an odd expression.

“Y-yeah. Say, you wouldn't happen to need a bath by chance, would you?” Button Mash asked.

“Nah I had a quick scrub in the creek near Zecora’s before you guys showed up.” Babs Seed exclaimed before hopping into the lone bed which sat between a pair of end tables.

“Oh uh I don't need one either.” Button Mash muttered. “Do you want to go straight to sleep then?”

Babs Seed shrugged as she slipped under the covers. “I guess I could.” She whispered.

Button Mash quickly shucked off his robes, set aside his staff, and closed the blinds before quickly getting into bed as well. Together the two ponies stared up at the ceiling in complete silence, both remaining a respectful distance from one another. Button Mash couldn't help but wonder what was going on, and if his friend felt as awkward as he did.

The male lamented how unreadable Babs Seed occasionally got whenever she was either deep in thought or tired. Button Mash also bemoaned the fact that he was suddenly not tired anymore, the sudden closeness of the other pony waking him right back up. Was it because of the weird feelings he was experiencing? Or was it something else? Maybe it truly was nothing and he was worrying about all the wrong things.

Babs Seed turned to her side, shutting down Button Mash’s train of thought before it could get away completely. “H-hey.” She whispered.

Button Mash slowly turned to his side as well, facing the oddly nervous looking Babs Seed. “Hey.” Button Mash whispered back.

Babs Seed opened her mouth to speak, only to close it again, and frown, scratching her chin with a hoof. “Hmm, how do I say this?” She muttered.

“Do you wanna, maybe, mess around a little?” Button Mash offered.

“Oh gods yes.” Breathed Babs Seed who sighed deeply.


Across the hall.

“No, I get to be on top. I did all the work today.” Scorch retorted, shoving Flurry Heart to the bed and hopping atop of her.

The now nude alicorn grabbed the dragon’s shoulders. “Which is exactly why I should be on top. You need to take a load off!”

With a hard shove the dragon found himself tossed onto his back, a furious alicorn glaring down at him. “Yeah you know what that sounds good.” He muttered, raising his hands in surrender.

“Damn right it is, now get me wet while I get you ready.” Flurry Heart announced before turning around.

“Yes mmf!” Was all Scorch managed before he got an alicorn butt to the face.

“Good boy, now get to work.” Flurry Heart commanded.

For a moment the dragon considered nipping the female with his large, sharp teeth, but quickly reigned in that urge. He didn't want to screw up his chances of getting laid, plus if he was being honest with himself he enjoyed this quite a bit. So instead, he gripped the pony’s flanks in his clawed hands and opened his mouth wide before extending his long thin tongue.

Flurry Heart grinned as she felt the male’s slippery forked tongue press inside of her tight pussy. A dragon’s tongue was quite dexterous, as Flurry Heart had come to discover during their frequent make out sessions. This made it easy for Scorch to flick the alicorn’s delicate love button, sending a jolt of pleasure up Flurry Heart’s spine.

He then switched back to tonguing her long and deep, making the pony shake and shudder in ecstasy. His technique was rather simple and a little rough around the edges, but Flurry Heart had come to expect that, given his little experience with ponies. Still, it had a charm all its own, and the alicorn couldn't help but admit that despite his intelligence, it still felt very, very good.

She wasn't about to make him do all the work though, and the alicorn quickly leaned down and took his top most cock into her mouth. It was a bit too large for her to take the entirety of, but that didn't mean she couldn't at least lather it with a good deal of spit. After all, it was about to get stuffed into her pussy along with its twin, so Flurry Heart had to prepare for that. Plus, if she was being honest with herself, she was beginning to enjoy the taste of dragon dick, but she couldn't admit that, even to herself.

After getting as much dick into her mouth as possible, Flurry Heart pulled back, and leaned down, licking up and down the base of the dragon’s knotted cock. Once the entirety of the male’s first cock was significantly spit covered, and about as hard as it could get, Flurry Heart moved on to the next one. After it too was also as hard, and as spit covered as its twin, the alicorn paused, and shuddered in pleasure.

The dragon between her legs had suddenly taken his job quite seriously and was attacking her delicate clitoris with lick after lick. His coarse tongue made the female’s spine tingle, her legs to twitch, and her mouth to hang open as she moaned aloud. On reflex she pressed her legs tight against either side of the dragon’s head, keeping him firmly rooted in place as her orgasm began to edge closer.

Scorch, knowing he wasn't about to get anything back until his partner came, focused wholly on the mare’s twitching love canal. His clawed hands dug into her butt just as she liked, and though the position was somewhat awkward, Scorch was able to pull apart her flanks and allow him to press even deeper. With his scaly lips now planted firmly against the mare’s puffy pink pussy, his tongue dove even deeper into the mare.

Flurry Heart shuddered, the pony unable to do much other than occasionally kiss and stroke her lover's cocks, ensuring he didn't lose his erections. Not like that was going to happen anytime soon mind you, but the alicorn really didn't want to miss out on any fun just because she was too caught up in her own pleasure.

“I’m almost there.” Flurry Heart exclaimed.

Scorch grinned, and pressed a little deeper, letting his sharp teeth brush against the pony’s delicate folds. The feeling of danger excited the formerly cloistered youth, who couldn't help but shiver in ecstasy. Warnings given to her by her father about dragons, and their greedy nature suddenly came to mind, only to be swiftly ignored.

Her dragon wouldn't do that, Flurry Heart thought to herself, only to blush harder when she realized what exactly she had just thought.

She didn't have long to ruminate on that errant idea however, as her orgasm was seconds away. Determined to enjoy it to its fullest, Flurry Heart pressed her flanks down against the dragon’s lips, ensuring he could get as deep as he liked. Something Scorch eagerly indulged in, extending his tongue and nearly hitting her cervix with the forked points of his slippery appendage.

“So close, don't stop!” Flurry Heart shouted, her back arching on reflex.

Grinning to himself, Scorch retracted his tongue and began to viciously assault the mare’s engorged clit. Causing her to immediately cry out and orgasm, Flurry Heart’s entire body twitching as her cunt spasmed and erupted with mare cum. Scorch didn't mind though, and eagerly lapped up the excess liquid that flowed from his pony’s aching sex. The flavor wasn't too bad either, as it tasted a little like cinnamon, while also being kind of sweet at the same time.

As she came, Scorch continued to flick his tongue across her love button, making her twitch even harder each time he did so. Until finally her orgasm began to peter out, and she collapsed onto his chest, breathing heavily as she slowly came down from cloud nine.

“That was really good.” She muttered.

“So I guess I get to be on top after all.” Scorch remarked after pulling his tongue from her depths.

“I guess you are.” Flurry Heart muttered.


Button Mash awkwardly shifted his body forward, as Babs Seed did the same, each party eying the other curiously. There was a hunger in one another’s eyes, but it wasn't what either expected, and instead of skipping the foreplay, they found themselves drawn close. Hooves reached out, and wrapped around each other’s waists, their bodies meeting at the center of the bed.

Their chests touched, as did their hard erections, but neither found themselves focusing on that quite yet. Their eyes were strangely enchanting, and neither could look away as they closed in on one another. Their lips met shortly thereafter and what came next was not the usual furious make out session that usually occurred but rather something slower, and far more sensual.

Babs Seed took the lead as usual, but her kisses were surprisingly gentle, and short lived. Button Mash couldn't help but match this slow and sensual pace, his hooves caressing and touching his lover’s form as her own hooves did the same to him. It was passionate, and patient, as both ponies seemed to truly wish to explore the other’s body for the first time, rather than rush things.

This continued for several minutes, until finally they parted, and Babs Seed glanced nervously into her partner’s eyes. “That was… good right?” She asked.

“Y-yeah.” Button Mash muttered.

“Cool. I’ve just been thinking that we’ve been going too fast lately and that this would be a nice change of pace.” Babs Seed offered.

Button Mash’s first reaction was to be a little disappointed, but he could sense something in her voice that made him think that she wasn't telling him the real reason. As there was a longing in her words, as well as a sense that she could not say something that she wanted to. It gave the male hope, and an out, and he nodded eagerly.

“Slower is… nice.” He muttered.

“So uh, what position would you like?” Babs Seed offered.

“This is pretty good, so maybe I could stay on my side?” Button Mash half asked, half stated.

Babs Seed nodded. “We won't be able to go very hard like that but maybe that's okay for now.”

“Y-yeah. A change is good. Just for now though. Cus were both so tired.” Button Mash hastily exclaimed.

“Totally. After this it will be right back to the hard and fast.” Babs Seed declared unenthusiastically.

Button Mash nodded, leaned forward, and planted a light kiss on the mare’s lips before turning around.

Now presented with a soft, feminine colt booty, Babs Seed found herself feeling slightly conflicted. A part of her wanted to just say what she had on her mind, and to finally get out, but she was also a little terrified of ruining the moment. With fear and regret clouding her mind, the mare ultimately decided that this was something she was going to enjoy to its fullest.

With her mind made up, she deftly pulled a vial from her gear which she had laid next to the bed. After squeezing its contents on her hard cock, she made sure to add an extra large dollop of the stuff on the end of her prick before tossing it aside. Next she grrabed hold of the slender male’s curvaceous ass and the futa mare was about to thrust forward when she caught a glimpse of Button Mash’s smiling face.

He had turned to face her, blushing hard, with his ass still presented towards her a nervous and excited expression on his face. Shaking her head, Babs Seed guided her twitching length towards Button Mash’s waiting hole and pulled his body a little closer. After aligning herself, Babs Seed wiggled her hips a little more before gently thrusting forward and paying close attention to her lover’s every movement.

Upon insertion, the male moaned low and deep, the head of Babs Seed’s well lubed cock able to slide in relatively easily. The angle made it a little difficult, but Babs was more dexterous than most gave her credit for, and she was able to maintain a tight grip on the male’s ass as she pushed deeper. While this happened, Button Mash couldn't help but shudder in pleasure, as the soft, slow penetration felt so unlike anything he was used to that it felt almost new in a way.

Unfortunately for him, the angle also meant that it was slow going, and that he was also oddly tighter than usual. So when the futa mare’s medial ring bumped against his hole, it did not slide in easily like it usually did, prompting Babs Seed to stop. She didn't do so for long however, and after pulling back out slightly she shifted her hips slightly, stretching his hole and making the male squirm and moan aloud.

After thrusting back inside, and repeating this action several times, the male was stretched enough that the next time Babs Seed pushed forward she slid right in. Both ponies gasped as they felt Button Mash’s tight ring squeeze down around the futa mare’s shaft. Button Mash was surprised it felt as good as it did, and Babs Seed was startled by how tight he had gotten all of a sudden.

“Are you ready for me to move?” Babs Seed whispered.

Button Mash nodded. ‘Y-yeah. I’m ready.”

Babs Seed quickly did just that, scooting her body a little closer to Button Mash’s and then giving a shallow, hard buck. After that they quickly settled into a routine of thrusting, pausing, and repeating until at long last, their hips connected and Babs Seed was completely inside the feminine male. Her forehooves reached around his waist, and held him tightly, his plush ass acting as a perfect pillow for her hips.

“Your really tight today.” Babs Seed whispered.

“I’ve never done it like this before, it's so… intimate.” Button Mash whispered back.

Babs Seed couldn't help but blush. “Y-yeah. It kind of is, isn't it.”

Button Mash smiled, and gently took the female’s hoof. “Plus you can feel it really clearly at this angle.”

Babs Seed was about to ask what he meant when she felt her hoof touch his belly, and something hard. “Is that my dick?” She muttered in disbelief.

“Yeah, your really making my belly bulge today. Almost like your bigger than usual.” Button Mash remarked, while rubbing her hoof across his taut stomach.

“Wow.” Babs Seed exclaimed, the futa mare’s cock twitching in excitement.

“Are you ready for more?” Button Mash asked.

Babs Seed nodded. “I am. I’ll move a little faster this time. If that's okay with you.”

Button Mash smiled, and ran his hoof down the mare’s foreleg. “It is.”

Babs Seed opened her mouth to respond only to find her words die before even reaching her lips. Instead she let her actions do the talking as she pulled back and thrust forward once again, this time with a little extra oomph. Not like the position allowed for much of it, but the added clap of their bodies meeting made it all feel a little hotter in a way she couldn't quite explain.

Drawing herself back, the pony repeated this action over and over, until finally she got used to the odd angle she found herself in. Once she had established a new rhythm, Babs Seed pulled Button Mash extra close and planted a kiss on his neck. This first kiss precipitated many more, as the male shivered in response, his hole clenching down extra tight at the same time.

Smiling softly to herself, Bab Seed continued to pepper the feminine colt with kisses up and down his neck and upper back. The cute little moans he made were like music to the mare’s ears, who never stopped her short, powerful thrusts for even a second. The soft whimpers told the mare that she was doing well, and that her partner was enjoying himself quite a bit. A fact made even more evident by the way that his tight hole continued to clench down around the futa mare cock.

She was also careful not to finish too quickly this time, teasing out her partner’s orgasm instead of merely trusting that he would cum at the same time she did. To that end she made sure to slow herself down whenever it felt as though she was getting a little too close to the edge. After doing so a few times, and several long minutes passing, Babs Seed felt like her balls were about to explode from all the seed they had generated. She wasn't sure if it was part of the spell that had given her the new set of genitalia, but either way she was relieved to hear Button Mash’s moans grow louder and even more higher pitched.

With his own orgasm quickly closing in, and hers not far either, Babs Seed pulled back, and grabbed the male’s hips only to suddenly have a thought. She wasn't sure if it was the best idea, but it felt oddly right, and so she pulled out from her partner, and gently turned him around. The confused look on Button Mash’s face vanished the second his back legs were pulled up, and Babs Seed thrust back inside of him.

Now face to face with his partner with a thick cock getting rammed up his backside, Button Mash could only moan. Moan, and bury his head in Babs Seed’s shoulder, breathing deep of her potent scent and relishing the pleasure which coursed through him. For a moment the cleric of love thought his partner smelled oddly like home, of safety and security, causing him to all but melt into her embrace.

Feeling her lover’s body press so intently against her own emboldened the futa mare who thrusted harder, faster, and more insistently then ever before. She could feel the end rising within her, but she also knew that her partner was quickly reaching much the same end as she was. When it was finally all but inevitable, she reached up and pulled Button Mash’s head tight against her shoulder as she buried her face in his neck.

Babs Seed came first, with the first enormous glob of sead which exploded into the stallion’s rear end causing him to cum as well. Though his release was weak, watery and was deposited all over their chests, neither pony seemed to mind. Babs Seed pulled back at the same time as Button Mash did and their lips quickly met once more.

Yet despite the passion which flowed through them both like a river, there was no frantic kissing, and no desperate back and forth. Only a slow waltz as neither led the kiss, allowing their whims to control them as they merely let go. On and on they kissed, hooves gently caressing one another as they came over and over until finally their bodies could produce no more. And even still, they held one another close, with only the cruel need to breath forcing them to part once more.

Panting heavily, the two ponies looked at one another, an unspoken command passing between them and prompting them to curl back up. With their bodies pressed tight against each other, and Babs Seed’s cock resting firmly in the curvy male’s ass, they closed their eyes. The fighter paused and pulled the blanket back up to their chins before planting one final, small kiss on her lover’s lips.

And with that, the two smiling ponies slipped off into dreamland, neither bothered by the odd position they found themselves in.

I love you. Thought Button Mash and Babs Seed at the same moment, though neither dared to air that thought.


Button Mash and Babs Seed sat across from one another on the first level of the inn, both wearing their robes, or armor, their weapons laying beside them. Neither spoke, but neither had to, as they picked away at their food, hooves occasionally brushing against each other beneath the table. Whenever their gazes met, they both blushed and looked away, inevitably going back to picking at their meal half heartedly.

That ended when a disguised Flurry Heart stepped down the stairs, her hood pulled tight, and her cloak hiding her wings once more. The necromancer plopped next to Button Mash and sighed heavily, her voice containing a weariness that would have otherwise been undetectable to most who didn't know her. Immediately after sitting down, the pony planted her chin on the table, and sighed again, prompting the other two adventurers to glance at one another.

“Okay, I’ll bite. Whats up?” Babs Seed asked.

“It's nothing. Just didn't get a restful sleep is all.” Flurry Heart muttered.

Button Mash pushed away his bowl of oatmeal and eyed the alicorn closely. “I didn't think Scorch snored or anything.”

“Oh no it's not that.” Flurry Heart muttered under her breath. “Just ya know, dreams and stuff.”

“Right, dreams and stuff.” Babs Seed remarked.

“Just. Dreams.” Flurry Heart stated, as if trying to convince both herself, and her fellow adventurers.

Button Mash shrugged, and was about to go back to his meal when Scorch leapt down the last few steps, before raising his arms over his head.

“I just had sex, and it felt so good. A woman let me put my p-” Was all Scorch managed to shout before Flurry Heart’s horn lit up and forced his mouth shut.

The dragon then found himself dragged bodily over to the table and deposited into a chair beside a scowling Flurry Heart. “Would you knock it off? I don't want the entire world knowing about… that.” She hissed.

After having his mouth released from his lover’s magic Scorch shrugged. “I don't know what the big deal is. We fucked outside a bunch of times already.”

“Augh! Would you just shut up already.” Flurry Heart muttered bitterly.

“I don't know what the big deal is. I mean these two fucked as well.” Scorch exclaimed, gesturing to Babs Seed and Button Mash.

Babs Seed blushed before coughing and straightening her back. “So what if we did?” She demanded.

“Nothing, I’m just proving a point to this persnickety pony.” Scorch exclaimed.

Flurry Heart seethed beneath her hood. “I am not persnickety you overgrown toaster.”

Button Mash stifled his laughter, and sat back, watching as his friends all insulted one another in the most loving manner he had seen. Normally he would do his best to interrupt an argument before it got out of hand, but he could tell this wasn't exactly serious. So he merely ate another mouthful of apple oatmeal and contemplated what they were going to do today.

They had to hunt down some rogue changelings, that much was obvious, but they would also have to rely on him and his newfound abilities. Which just thinking about made him a little nervous. Sure he had said that he had got a feel for it, but he had only used it once so far.

After ruminating on it for a moment, the stallion decided to test his newfound abilities, besides, doing so wouldn't deplete his clerical powers, so what harm could there be? With that in mind, Button Mash closed his eyes, and focused on the connection he had with his goddess which lay at the base of his very soul. After a moment of concentration, and a quickly muttered prayer, he opened his eyes and saw the world in a new light.

His friends were relatively normal, though they seemed to be filled with a little more love than usual. After peering closer though, Button Mash was able to discern that they definitely werent changelings and that the increase in love was probably due to their nightly activities. He was about to look away when he located what looked like a thick fibre that went from Flurry Heart to Scorch.

Button Mash’s eyes went wide, and he stared in shock at the multi colored bundle of colored string which stretched from the alicorn’s breast to Scorch’s chest. It contained a few frayed strings, but also a deep, thick string of red that signified shared romantic love, though Button Mash could tell that neither of them had acknowledged it. There was also a good amount of brown string as well, signifying a love formed between friends, but that wasn't what interested him.

The sight was as amazing, as it was strange, as the ability to actually see this amount of detail was usually reserved for the oldest clerics of love. Decades of study, prayer and practice were required to achieve such an ability, and yet here he was. With a hint of nervousness, he glanced down at his own chest and found exactly what he feared, a thick red cord that connected him and Babs Seed.

One which was also reciprocated, but not acknowledged fully.

“Button, you okay?” Babs Seed asked nervously.

The male ignored her though, as something odd had caught his eye, namely a small corner of the bar which lit up like a hearth's warming tree. Glancing over at the booth in question nearly blinded the cleric, as the ponies which sat there were absolutely filled with love.

“Oh no.” He muttered.


Author's Note

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