Twilight, as usual, was sleeping well beyond the break of day. Probably because she was up half the night secretly reading in bed by the light of her own horn. That was an open secret, one Cadance was happy to let the filly keep. After all, Cadance had a few little secrets of her own.

Ah, and there was one of them now: Shining Armor, still looking groggy and rubbing his eyes. He was up earlier than usual. Was that because of what happened last night?

“Good morning, sleepy-head,” she told him, feeling pretty chipper this morning herself, actually. She ran a hoof through his mane, helping smooth down his bed-head. “How was your night?”

That gave him a visible jolt. His eyes went wide. Had he just remembered what they’d done together last night? Or maybe he’d convinced himself that it was a dream, and her mention of it had just convinced him that it was actually real after all.

Shining recovered quickly, though. Resilient little colt. “Last night was…” He breathed heavily for a moment. “Last night was amazing!”

“Just remember that it’s our little secret, okay?”

He nodded solemnly.

“Now, I’m going to go take a shower before your sister wakes up, so I don’t smell like colt cum all day.” She winked at him. “After that, I’m making breakfast. Probably a good idea for you to get a shower too, while breakfast is cooking. You want to be nice and fresh for our trip down to the beach today, don’t you?”

She brushed him with her tail a little as she walked by – it was simply her nature to be a bit of a tease after all.

Shining barely seemed to notice. He even looked a little wobbly on his hooves. Poor little colt probably still couldn't hardly believe what he’d done last night, could he? Ah, but that was half the fun of things, wasn't it? That just made it more fun to play with him and tease him.

* * *

Maybe that was why she’d left the bathroom door just slightly cracked open as she began her shower. Sure, she probably shouldn’t have. She was supposed to be redirecting him to fillies his own age, wasn't she? But it was just too irresistible. It was so cute to see him like that!

And, of course, it didn’t take long for a certain somepony to inconspicuously show up at the bathroom door as she showered. It was plain enough to see through the glass shower door, to spot him peeking. Of course he’d come. Curious little colt. What else was he going to do, all alone in the house as she showered? Even though he’d certainly seen a lot of her last night, she knew perfectly well that seeing somepony shower has an allure all its own.

She made sure not to look at him directly – she didn’t want to scare him off. Let him enjoy the show a little; let him sate his curiosity. Oh! Yes! That was an excellent justification for this, wasn't it? The more she fulfilled his curiosity, the sooner he’d grow bored with her and seek out fillies appropriately near his own age … right? Right. That made sense. Probably.

And she did look rather amazing when all wetted down, didn’t she? Smiling to herself, she ran her hooves down her own body, feeling the slickened fur, brushing across her low-hanging mane and tail. Yes … ravishing. What colt could resist?

Cadance certainly didn’t mind making a little show of herself, flaunting her beauty for his innocent little eyes, even dancing slightly under the spray of the water.

As much fun as it was, though, she knew she’d need to get to some true deep cleaning soon – she still needed to cook breakfast after all – and the kind of cleaning she needed to do after last night would not be nice to look at. Or would he enjoy that too? Hm… Better cut him off here, anyway. She did need to steer him away from herself, after all.

Grinning wickedly, she looked right into the gap in the door and winked. “Enjoying the view, Shining?”

There was no answer other than Shining’s face instantly vanishing from the doorway.

She laughed to herself. Who did he think he was fooling? He knew she’d seen him there. Hm… Perhaps he was embarrassed about other developments? Had he been developing a little hard-on for her out there in the hallway, perhaps? And maybe now he’d run off to go ‘take care of it’ before she saw? How adorable! And how wonderfully…

Okay, she could admit it. She enjoyed the thought of him gitting a little stiffy just for her showering. Enjoyed the thought of him hiding in some corner of the cabin clopping himself silly as he closed his eyes and remembered the sight of her.

With her magic, she detached the showerhead and brought the spraying water under her tail. No reason she couldn't enjoy herself a little as she cleaned off … and thought of Shining. It would give her a much-needed orgasm after that teasing Shining had given her last—

A bedroom door squeaked as it opened, and Cadance heard a very Twilight-like yawn.

Oh dear. Twilight was awake. And the bathroom door was still cracked. Perhaps now wasn't the time to be getting too carried away with the shower head. Oh well… Hopefully Twilight wouldn't stumble upon Shining Armor in the middle of his own business…

* * *

As it turned out, though, Shining's own business turned out to be ... making breakfast. Cadance smelled it before she was even finished toweling herself off. And, surprisingly, it wasn't the smell of charred food or smoke. It smelled ... very nice, actually. What was he up to?

“Surprise!” Shining said as soon as she walked into the kitchen. He held up a big plate heaped with toast. Twilight was already eating hers, with plenty of jam on it.

Though the smell had obviously spoiled a bit of the surprise for her, Cadance still smiled and gratefully accepted some for herself. Jam and toast was nothing that impressive, of course. And Shining had even overcooked the toast just slightly. But it was the thought that counted, right? And she was impressed that he'd been thoughtful enough to do it ... and responsible enough to actually manage it without somehow catching the cabin on fire.

“Thank you, Shining” she said earnestly as she spread jam on her second slice. And she meant it ... even though she was fairly sure he was just trying to butter her up and impress her with how mature he'd become. Because, honestly, that was pretty good, especially for a colt his age. Certainly more than she'd been expecting!

* * *

The first few hours at the beach had gone smoothly enough. Shining had, of course, been rather too enamored with the sleek one-piece swimsuit Cadance was wearing, but she had eventually been able to convince him to go play instead of just sitting with her.

It helped that it was an incredibly lovely day. A bit too breezy, perhaps, and that made the waves a bit large, especially for smaller ponies like Shining and Twilight. But the breeze also helped soften the edge of the significant heat of the day. Under her umbrella – which was just barely staying planted in the sand – Cadance was quite wonderfully comfortable.

After the two of them had finally stopped competing with each other to see who could battle the waves for the longest, Shining and Twilight had even begun playing together nicely, building a surprisingly accurate sandcastle model of Canterlot Castle … though their endeavor did show signs that it might soon devolve into a squabble – something about whether the exact dimensions needed to be precisely correct or not, and whose hoof size should be used as a basis of measurement for the diameter of towers…

But, of course, paradise could never last. The lovely weather had drawn lots of other ponies to the beach, and Shining wasn't the only colt around interested in Cadance’s swimsuit.

Most of the stallions around had been polite enough to simply appreciate the view from a distance. Most. That all changed when a group of three young stallions came trotting by. A unicorn, an earth pony, and a pegasus, all with the same long, scruffy look to their manes and tails. All with shark tooth necklaces around their necks. All of them seemed to be about the same age, perhaps college age, though they didn’t quite seem the college type. Buff and muscular – especially the earth pony – they were probably accustomed to getting quite a bit of attention at this beach.

The earth pony stopped in place when he saw her, and he stopped his buddies in place with his outstretched hoof. “Woah,” he said. “Babe alert at three o-clock!”

The pegasus looked over at his friend. “You moron. It’s not even noon yet!”

“He means over there,” the unicorn said, barely suppressing a laugh. He pointed right at Cadance. “I call dibs!”

“Hey! I saw her first!” the earth pony said, puffing out his chest.

The unicorn ignored the earth pony’s protest, swaggering right up to Cadance like he owned the beach … and like he owned her, too. He struck a little pose, which just happened to obstruct her view of Shining and Twilight. “Hey,” he said simply, with a flick of his long mane.

The earth pony was right on his heels, coming even closer to Cadance, along her left side and striking a pose that would show off all the muscles his swim trunks didn’t cover. “Oh, you must be new in town. Need somepony to show you around?”

And the pegasus, meanwhile, was apparently too shy to actually come up to her and say anything. But not too shy to stand there, obviously leering at her swimsuit-clad body.

They were attractive enough, though too brash for her usual tastes. Still, she might have entertained the idea, especially given how last night had left her rather on the edge and in need. A brief fantasy flitted through her head, of being spit-roasted between that earth pony and that unicorn, while the pegasus patiently waited his turn. Not half bad… But no. Though she was far too wise in the ways of love to blame herself for a moment’s consideration – who wouldn't think about it? – she wasn't simply here on vacation. She had a job to do here. She couldn't simply abandon Shining and Twilight here on the beach.

“You’re a quiet one, huh?” The earth pony elbowed his friend, chuckling in an off-putting way. “That’s alright. That’s just how I like my mares. Pretty and quiet.”

“I like ‘em loud,” the unicorn said. “You think she gets loud when she gets into it?”

Cadance knew she shouldn’t have let herself get so worked up by Shining last night. She could do better than these creeps. She crossed her legs to make sure they wouldn't spot her traitorous pussy lips winking under her swimsuit, and she leaned far to the side, trying to peer around them and check on Shining and Twilight. “I’m charmed, boys, really. But I’m afraid I can’t. I’m, hm … taken.”

The unicorn elbowed his friend back. “Oh? I don’t see no stallion around… So why don’t we just not worry about that? Banana Boat here’s got a girlfriend back in town, but you don’t see that stopping him, do you?”

“You're just jealous that you don't have a go-to girl like her.”

Cadance rolled her eyes. “No means no, boys. Now run along and find some other mare to gang up on, alright?”

The pegasus seemed to have finally worked up the nerve to come closer. “You… You’ve got wings and a horn… Are you some kind of princess or somepony?”

The earth pony looked at her like it was the first time he’d noticed that. “Yeah! What, you think you’re better than us or something?”

“She’s probably on vacation from Canterlot or someplace fancy like that and thinks we’re just a bunch of filthy village peasants!” The unicorn came closer to her. Uncomfortably close. Looming over her. “Come on, precious prissy princess… How’s about you let us show you how real stallions do it?”

Cadance shook her head, wondering if she’d have to resort to magic to get rid of these three. “I said—”

In a blue-and-white streak, Shining Armor came running up to her, jumping fearlessly right in between her and the unicorn. “Hey! Leave her alone!” He was obviously trying to sound intimidating but the squeak in his young voice took some of that force away.

All three stallions stared at him for a quiet moment … then burst out into raucous laughter.

“Ha!” The earth pony slapped the pegasus on the back, obviously ruffling his friend’s feathers the wrong way, but of course he didn’t care. “What’s this? Is she your marefriend, or is she your babysitter?” He burst out laughing again.

Shining actually seemed taken aback by that for a moment. Was he wondering about the answer to that himself? Still, he stood his ground.

The unicorn stallion, though, didn’t seem nearly as amused as the other two. “Get lost, kid!” he said, viciously kicking sand up into Shining’s face.

Cadance jerked toward him to protect him, but it actually wasn't necessary. Shining had reflexively fired off the shield spell he was so good at and the sand fell harmlessly back down onto the beach. Shining stared up at the much larger stallions defiantly.

“He said get lost, kid!” The earth pony tried to push Shining out of the way, but Shining’s shield held, pushing the stallion back. “Ugh!” He shook his head. “Topaz, fry this cock-blocking little brat!”

“STOP!” Cadance yelled. “What the hay do you think you’re—”

The unicorn’s vicious-looking yellow energy beam zapped straight into Shining’s shield. The shield glowed an angry red for a moment, then flashed outward, rebounding the energy back at the three stallions. It exploded on the ground near them and sent all three of them flying! The earth pony and the pegasus both ate sand, but the unicorn, bearing the brunt of the magical blowback, was flung all the way out into the waves, leaving a huge splash and coming up sputtering and rubbing his eyes a few moments later.

The earth pony was the first one back up, spitting sand out of his mouth and shaking it out of his mane. He pointed his hoof straight at Shining. “You! You’re gonna pay for that, you little…”

His bravado faded a little when he saw his pegasus friend already flying away at full speed. And the unicorn wasn't far behind, slogging his way out of the waves and limping away as fast as he could, his horn still smoking.

“Oh, I see how it is! Some friends you are!” The earth pony coughed up a little sand after trying to yell so loud. He shook his head. “No little foal is gonna—”

Shining ran toward the stallion, horn blazing and yelling at the top of his little lungs.

With a very un-masculine whimper, the earth pony turned tail and ran as well, not looking back at all as he dashed up the beach back toward the town.

Cadance rushed to Shining’s side, holding him tight. “Are you okay?”

Before he could answer, Twilight came running up as well. “How did you do that? You’ve got to teach me that spell! Where’d you learn it? Come on!”

“I… I don’t know, Twiley. I’ve just always known, I guess. Maybe it’s gonna be my special talent.”

“Come on! You’ve got to teach me how to do it! I’ll…”

Cadance grinned at the two of them as she settled back onto her beach towel. She had to admit to herself … she was actually a little impressed. Maybe Shining really was starting to mature. Such a brave little protector. There was another twitch down inside her swimsuit, and not from the memory of those three stallions, but at the thought of how much Shining obviously cared about her, and how much he was willing to risk for her. Hmm… Maybe what she’d done last night hadn’t been such a mistake after all… He’d be growing up soon, wouldn't he? And then…

* * *

For the rest of the day at the beach, Cadance found herself preoccupied with Shining Armor much more than would be reasonable, even as his foalsitter. She found herself watching him, especially things like the way his mane hung down around his neck when he came out of the water, the way he smiled so guilelessly when he had splash-fights with his sister, or the way his unruly tail stuck up out of his cute little blue swim trunks.

He kept looking back at her, too. Did he feel her eyes on him, or did he just keep wanting to look at her swimsuit and remember last night?

Well, it wouldn't hurt to tease him a little, would it? When she caught him glancing again, she deliberately crossed and uncrossed her hind legs, all while making eye contact with him, making sure he knew what she was doing.

Of course, the eye contact was entirely wasted. Shining’s gaze was elsewhere.

Oh dear… She’d been developing a bit of a wet spot down there, hadn’t she? She could feel it now that she’d moved. Yes, Shining had certainly gotten an eyeful…

Maybe it was just the heat of the day, but Cadance even decided to go for a bit of a swim herself when Twilight begged her to. Normally, she’d pass on that. Salt water and pony feathers don’t mix well. But today … today, she made an exception.

And not just because having Cadance out there helped Twilight feel brave enough to swim into the deeper water. No … Cadance ended up staying closer to Shining than to Twilight most of the time. A little unintended brushing up here and there couldn't be avoided, after all. It was just the waves pushing them together, right? Maybe that could explain why her hoof brushed down along Shining’s side. But it couldn't explain the way his tail slid up against her rump, and it couldn't explain the way she ran a hoof up underneath his buoyant little body to feel the healthy bulge growing in his swim trunks. By the time they headed back to shore, the two of them were touching each other pretty much any time Twilight wasn't looking.

As they walked back up toward her beach towels and umbrella to warm back up, Cadance glanced behind herself and used her magic to pick the wedgie of her swimsuit where it was clinging too tightly under her tail, pulling it away from herself for a slight moment.

Twilight obviously didn’t think anything of it. It wasn't as if ponies usually wore clothes anyway. But Shining … his eyes were locked onto her. His mouth fell open as he saw some decidedly non-ocean-based wetness clinging to the swimsuit before Cadance let it snap back into place. It was a good thing he was wearing those swim trunks – otherwise, everypony on the whole beach would be able to see how it was affecting him. Not that she would complain about that…

* * *

Dinnertime back at the beach cabin, though … that was an entirely different situation. Now that they were all showered and clean, there were no more swimsuits to hide anything. For her or Shining.

For her, that was no problem at all. In fact, it gave her quite a bit of leeway to have some fun. She made quite a show of herself as she worked on dinner – a simple macaroni and cheese with mushrooms – constantly flicking her tail around, letting her rump wiggle as she stirred or chopped, and even giving Shining the occasional salacious glance and wink. Winking her eye. She wasn't a complete harlot, after all, and Twilight was right there next to Shining…

And probably regretting that position, too. “Oh gross!” Twilight whined. “Cadance, he’s doing it again!”

“I… I can’t help it! It just does that sometimes!” Shining’s face looked more red than white … but his little cock still insisted on standing at attention, right up against the kitchen table.

“Now now, Twilight…” Cadance kept right on cooking. “Your brother is just growing up. This kind of thing happens to young colts sometimes. I’m sure he’ll learn how to control it soon.” She put an extra little emphasis on that last part for him. After all, she was already thinking about giving him a bit more personal instruction later tonight … he was so cute when he blushed like that! It only made her want to tease him more … and in more interesting ways…

“It’s gross! How am I supposed to catch up on my reading with that right next to me?”

Cadance glanced at the book on the table in front of Twilight. Another huge tome … at least the third one Twilight had gone through since getting on the train. She smiled at the filly. “I have a hard time believing that you could fall behind on your reading, Little Miss Sparkle.”

For a moment, Twilight smiled, despite what was going on right next to her.

Cadance smiled back. She really would have to teach Shining how to control that thing. A poor little filly like Twilight shouldn’t have to put up with seeing her brother like that. It was liable to end up warping her own proclivities once she began to grow up herself…

* * *

Cadance lay by herself in her bed, slouched back with one of Twilight's books hovering in her magical grip in front of her. It actually was a pretty interesting old book, though the language was stuffy and at times arcane. A nice way to relax a little before bed. And educational, too. Who would have guessed that the history of Celestia’s School for Gifted Unicorns would have so much hidden intrigue? Cadance hadn’t known at all about the rival academies that the school competed against in its early years…

Surprisingly, Shining had actually been the perfect little gentlecolt with her, even after Twilight had gone to bed. And Cadance had – against her baser instincts – decided to leave him be. Helping him when he was asking for it, practically begging for it, was one thing … but blatantly pressing herself on him when he was doing his best to repress his own desires? That … just wasn't right, especially given the age gap between them. She was on thin enough ice as it was. He was still quite young, and her position as his foalsitter would make such a relationship very frowned-upon indeed.

She was just about to put the book down and tuck herself – still quite unsatisfied – to bed … when she heard the sound of her room’s door creaking open.

Twilight or Shining? Who would it be? Cadance held the book aloft in front of her without reading, waiting to see who would ‘interrupt’ her.

Shining Armor.

He approached her meekly, as if he was half trying to sneak past her without being noticed, half sure he was about to get punished for something. “I, um, I know it’s past my bedtime, but…”

Cadance put the book down and sat up straight on the bed. “What’s the matter, Shining?”

“I… I couldn't sleep. I just couldn't get comfortable somehow. And … I guess that was keeping Twilight awake because she yelled at me and told me to go somewhere else.”

Cadance tilted her head to the side a bit. “She yelled at you? I didn’t hear anything…”

“I guess it was more of a whisper-yell.”

Ah, yes. That did sound like an annoyed little Sparkle filly. Her mother had been just like that too. Cadance smiled reassuringly. “What’s the matter? Why couldn't you sleep? Too hungry? I could get you something…”

“No…” He shuffled his hooves a little bit, looking anywhere but her.

“What is it, Shining?”

He was starting to blush pretty hard at this point, which kind of gave away the answer. “I kept thinking about, um … you.”

“Ah, I think I understand.” Cadance got up out of the bed and crossed the small room, coming up next to him. She nuzzled his mane, then whispered, “I’ve been thinking about you a lot, too.”

Shining jumped slightly, as if hit by a magic bolt. “You have?” he said breathlessly.

“Ssh.” Cadance pressed a hoof to his lips. “We don’t want to wake up your sister, do we?”

He shook his head.

Turning away from him, Cadance sauntered back to the bed, flopping down on it in a practiced way that she knew would put her finest assets in full view.

“You … you were really thinking about … me?”

She nodded and quite deliberately squeezed her pelvic muscles, causing her pussy to wink.

Shining gasped, his eyes going wide.

“Oh?” Cadance grinned, fully in her element now. “Did you see something you like?”

His mouth hanging open, Shining slowly nodded. It was a shame she couldn't see under his belly from this angle – he was probably already slipping out of his sheath.

She patted the bed next to herself. “Do you think you can do better than last night? I’ve been awfully pent-up…”

He was up on the bed by her side in an instant. Cadance literally didn’t see him crossing the intervening space – just one moment he was there next to her. So eager! So adorable!

Why waste such closeness? Cadance leaned in and kissed him again. Just a small kiss, but right on the lips. When they separated again, she could see that he was definitely out of his sheath now, and already getting pretty hard, too.

“So, um … how do I do better?” he whispered.

She smiled at him. “Remember last night, when I used my mouth on you?Well, you can actually do the same sort of thing with me, and that would be a lovely start.”

“Use my … mouth?”

Cadance shifted on the bed a little, turning to face her tail end toward him and spreading her hind legs apart. Her pussy winked again, all on its own this time.

“I … I'm not sure how…”

With her magic, she drew him a little closer. She didn’t quite press his face against her urgent need, as she was more than tempted to do … but close. “You already touched me a little last night. Why don’t you start with that?”

Shining’s hoof trembled as he reached out for her … but actually, that was all for the better. When his shaking touch met her pussy lips, Cadance let out a deep sigh. Oh goodness – this was nearly as good as a vibration spell!

He quickly grew more confident and less shaky, though, moving in soft, rolling circles instead. At least he’d remembered to be gentle this time. A quick learner, hm? That was good.

“Feeling a bit better about it now?”

Shining looked up to her face, his hoof still moving. He nodded.

She smiled down at him. “Alright. Why don’t you try a little licking? Don’t worry if you’re not very good at it yet. That comes with practice and from listening to your partner, and you’ll only get either of those by actually doing it.”

His hoof stopped moving; he looked up at her pleadingly. “I don’t want to be bad at it! I want to do better this time! I want to make you feel good! I have to! So … so you’ll…”

“Ssh. Keep your voice down,” she reminded him. These walls were thin.

Hm, though… So he was still trying to be her special somepony. Somehow, the idea didn’t seem quite as absurd to her as it had yesterday. Not quite as impossible. The quiver in his voice made it obvious how much he really did care about her. And he was just so sweet, and she did need some relief – she’d foolishly left all her favorite toys in Canterlot. She’d only been brave enough to bring one small dildo in her luggage … which wasn't exactly what she was craving right now. Not that she could really admit to herself what she was craving right now. That would be going too far.

“Shining,” she told him, “how good or bad you are at this will make no difference in how I feel about you.” She really hoped that was true. “Just do your best, okay? And pay attention to what I say.”

He nodded diligently, then lowered his head toward her pussy. He didn’t make contact quite yet, though. “Are … are you ready, Cadance?” His breath tickled her needy entrance.

“Start nice and gentle, just lick across the outside of it,” she whispered.

The tingling, feather-light touch of his tongue sent a shiver through Cadance’s body. Wow! He really was being gentle with it! All the stallions she had ever been with before – especially the inexperienced ones – had struggled with following such simple instructions, struggled with holding themselves back. But as Shining slowly, delicately lapped at her sex, Cadance began to realize just how much he really cared about satisfying her needs. He was quite a special colt, wasn't he?

“You…” Cadance took a deep breath. This really shouldn’t be feeling so good already! “You can push a bit more. Don’t be afraid to—” she gasped as he gave her more “—to let it slip inside a little.”

Yes! She arched her back against the bed and stretched out her legs. Oh that clever little tongue of his flicking just inside her! He was obviously no master of the craft, of course, but he was just trying so earnestly at it, and he was an excellent listener – every time she made the slightest moan or gasp, he was sure to try doing the same thing more, which was quickly building up to actual orgasmic pressure inside her. Oh goodness! Was she … was she going to cum from this? The thought of dousing Shining’s eager, innocent little tongue with her orgasmic juices … mmm…

She actually had to cover her mouth with her hoof to avoid moaning too loudly and waking Twilight up. It would probably be best if they moved up to the loft for this, but she couldn't interrupt what he was doing, not when it was this good…

But maybe there was another way she could keep herself quiet – a better way…

“Come up on the bed and turn around,” she told Shining.

He looked up, suddenly, his cute muzzle dripping with her juices. “Huh?”

“Come on.” She waved him upward with her hoof. “I have something special in mind for you. Just get up here.”

Obediently, he hopped up onto the bed with her. But he kept looking back down at her pussy.

That was fine. She just needed to arrange things a little… Lying down on her side, she tilted one hind leg upward to make sure he’d still have access where he needed it, then she patted the bed beside herself. “Lie down here and go back to licking. I’ll do the rest.”

Thankfully, he got down on the bed just where she wanted him. Was he starting to understand?

“This is called—” She gasped as she felt him start licking again. “This is called a sixty-nine.”

Cadance almost regretted saying that. Given how different in size their bodies were, it was actually hard for her to bend far enough and actually reach. She could just barely get her face down under his belly. But with the passion for lovemaking she’d always had, she’d made it a point to always work on her flexibility. She made it work.

And it was worth it. When she planted her lips firmly against the base of Shining’s ardently hard little shaft, it twitched in her mouth and he moaned softly against her pussy. Lovely. So adorable! She began sliding her tongue up and down as much of his length as she could reach, reveling in the supple warmth. There was a certain softness to the skin, along with the firm weight beneath, that only ever came from a real live horsecock. And as small as he was, Shining had it. Nothing could ever feel more wonderful against her sensitive lips.

Well, what she was feeling against her pussy lips wasn't bad, either. Shining was even less skilled from this odd angle, but he already seemed to have gotten a good idea of what she liked. He kept it simple, licking across her clit and the top of her slit, not pausing in the slightest when it winked open for him. Every wink brought her a burst of pleasure that would have made her moan far too loudly … if her mouth wasn't full.

It was a beautiful thing, having such give and take between the two of them. Despite the vast gulf between them in age and experience, they were in this precious moment surprisingly equal – just two ponies focused on each other’s pleasure. Though she was hampered by the awkward position and he was hampered by his lack of expertise, the two of them were both giving the best they could, and it was working. Cadence moaned freely, trusting to the cock in her mouth to muffle herself. Shining shuddered and humped his crotch against her mouth, obviously on the verge of losing control, and yet he never stopped licking. He was completely dedicated to making her feel good.

As wonderful as it was, though, it was obvious that neither of them were going to get off this way – it was just too much of a struggle. And it was pretty late already. They really shouldn’t keep going all night… It was time for a change.

She lifted her head up. “Are you ready, Shining?”

He nodded, without taking his head out from between her hind legs. Apparently, he didn’t even need to ask what he was supposed to be ready for. Was he truly ready for anything? Perhaps she should test that theory…

No, not now. It was too early for that. She didn’t want to scare him off so early, and they both needed to reach their climaxes quickly, so they could finally get some sleep. It was time to do it the good old fashioned pony style. The way that was sure to give both of them what they needed most.

Cadance rolled slightly away from shining, rising up to all fours on the bed. She spread her hind legs slightly, raising her tail and letting her pussy wink freely, dripping her excess onto the bedsheets. “Mount me, Shining,” she said in a needy, breathless whisper. “Give me your cock!”

She did not have to ask twice. He rushed up behind her, rearing upward, his cock throbbing toward her…

And he couldn't reach. He strained, his legs kicking behind him as he struggled … but of course he couldn't stretch that far. It had been a bit shortsighted – impulsive – of her to try this position with him. She should have realized from the beginning that it wouldn't work. But her body wanted what it wanted, didn’t it? Well, that was okay. She’d make it work.

Using her magic, Cadance lifted Shining up behind her. She held only his hind hooves, as if giving him something to stand on.

And it worked perfectly. Shining was as eager as could be, scrambling up her backside as she lifted him. She expected to feel his cock jabbing up under her tail at any moment – he must have been so desperate to get it inside her…

But that wasn't what she felt. Instead, Shining’s tip rubbed against her pussy lips gently, warmly … he was spreading her juices around, getting the head of his cock nice and slippery, and giving extra attention to rubbing against her clit. “Are … are you ready, Cadance?”

Oh goodness was she ever! She nodded, trying not to look too desperate and needy. It was a rare stallion to be so gentle and considerate, so focused on how she was feeling … and for him to be like that as just a young colt! Amazing!

Despite Twilight sleeping just across the hall, Cadance couldn't help but let out a long, deep moan as Shining’s little cock entered her. Goodness, she’d needed this! He wasn't huge, but that didn’t matter. The feeling of his warm shaft slipping inward between her inner walls was perfect.

He must have liked the sound of that moan, because he pulled himself right back out – nearly all the way out – and slid slowly in right over again, just the way he had before.

“Yes, Shining!” she whispered, hoping to encourage him even more. “Just like that!”

Where had stallions like this been all her life? Shining fucked her so tenderly, so caringly. The way she felt was obviously the only thing on his mind … how could he even concentrate on that when he must be so distracted? And yet he did – he moved so perfectly inside her! She melted against him, barely able to concentrate on keeping her magical grip on his hind hooves. What had she been thinking back there on the beach, that Shining might be quite a catch once he got a little older? Breathlessly, she tried to control her moans. He was a catch now!

Oh dear… Was she really thinking about this young colt like that? Oh yes. Oh yes she was. He was winning her over with every carefully measured thrust. Who cared if he was still young and small for her? The way her pussy clenched against him made her feel wonderfully full despite that. The burning need just kept growing and growing inside her!

Close already? She knew she’d been pent up, but how could she be nearing orgasm so quickly? And yet, it was undeniable. Her hind legs trembled and her pussy lips winked like mad around his slowly, sensuously moving cock. Yes! Oh yes! Just a little more, and—

Her magic faltered. Shining yelped as he fell. His cock slipped out of her, and he tumbled onto the bed behind her.

For a brief moment, neither of them moved. Had Twilight heard that little yell? Had she woken up? The moment passed, and without any sounds from across the hall. Maybe they’d gotten away with it. Maybe Twilight was now lying awake in bed and annoyed. But at least she wasn't coming here to see what had happened.

Slowly, Cadance turned to look at the little colt lying on the bed behind her. “Sorry, I—”

“Are you okay? Did it hurt you when I…?”

“I’m fine. Don’t worry.” She smiled beamingly. So sweet! He cared about her so much! What a wonderful little colt! And he’d gotten her so close!

“I’m sorry,” he said, looking away and blushing fiercely. “It's not my fault...”

“I know, I know. Come here.”

He looked up at her.

Cadance dropped herself down on the bed and rolled onto her back, splaying her hind legs wide for him. “You didn’t do anything wrong. Now come here and finish what you started.”

He rushed back to her, quickly finding his place between her hind legs. His belly fur rubbed over Cadance’s teats, and the still-wet tip of his cock soon found her greedily winking entrance. He was obviously quite excited by all of this – despite the interruption, he was just as stiff as ever. A single flex of his little hips was all it took for his cock to sink back into the loving grip of her pussy.

Though there was a new urgency in the way Shining hugged himself tightly around her body, he still made sure to move slowly and sensually, just the way he thought she liked it.

And she did like it … but she liked other things as well.

“You can go a little faster,” she told him. “Try staying almost as deep as you can go, then pushing in over and over.”

She should, perhaps, have expected him to be so attentive to her instructions … but she was still surprised at just how well he did what she asked for. He held himself against her even tighter, his belly rubbing her teats, his sheath grinding against her clit, his face against her fluffy chest. And he moved like mad inside her, obviously putting every last little bit of his colt strength into it.

It was good. Not just ‘good for a little colt’, honestly good. Cadance reached down and stroked a hoof through Shining’s mane as he huffed and puffed against her chest fur. Her hind legs instinctively wrapped around him, pulling him closer and holding him tight. No pulling out for you, little one…

The added stimulation of his sheath rubbing her winking clit was doing wonders for her, quickly rebuilding toward the climax she’d lost. Warmth swelled in her, right where Shining was embracing her body.

But she wasn't the only one getting close. “Cadance,” Shining said breathlessly, “I … I can’t…”

He needn’t have said anything. She could feel the tip of his cock flaring inside her pussy, swelling wider than an adult stallion’s unflared girth, finally stretching her out inside as she so desperately needed. “Please,” she panted. “Just a little more! Just … a little… Mmm!”

What a little star! Somehow – somehow – Shining managed to do it. Managed to hold himself back. He kept going, pushing inside her, driving her closer and closer to what she needed, even though he was so obviously on the verge of it himself. He sank his muzzle into her chest fur, biting down on it. His nose blew hotly against her with every breath, with every strained thrust of his little hips.

“YES! Oh yes!” she screamed, thoughtless of the sleeping filly across the hall. Her pussy squeezed tightly around every bit of his length he could give her, squirting a little and wetting the bed sheets behind them. A low, deep moan ran through her as her whole body shuddered. Shining Armor’s little body was like an intense ball of heat against her, heat that she could feel flooding into her and spreading through her, blossoming into a beautiful fiery orgasm.

But she wasn't the only one having a good time, was she? Even through the pulsing of her own body, she could feel Shining’s cock throbbing inside her – pumping inside her. His hips made little involuntary twitches, barely moving him at all, as he unloaded everything he had, spilling his young colt cum as deeply inside her as he possibly could. He moaned through his teeth against her fur, his forelegs gripping her around the middle as if he would never let go.

And for quite some time, it truly did feel like the moment might never end. The twitching of his cock inside her redoubled her own orgasm, and the pulsing of her pussy around him seemed like it was going to milk him forever. Eventually, though, reality once again took hold. They were slowly able to relax, though each still occasionally had a little twitch of an aftershock here or there. For a long, sweet moment, they both just focused on trying to catch their breath, just breathing…

Eventually, Shining lifted his head up from her chest. “That… That was…”

If she craned her head downward far enough, she could just barely reach – she kissed him, letting her lips say what she didn’t have words for … what she might not be ready to admit even to herself.

Slowly, his cock softened inside her and slipped out, letting him slide a little higher on her body and meet her more perfectly for the kiss.

He was still pretty tired though – such a hard worker! – and collapsed back down against her chest soon after. “Do you…” He took a couple more deep breaths. “Do you think she heard us?”

Cadance didn’t answer. If Twilight had heard … at least she wasn't barging in here to see what was going on. That was a sight that an innocent young filly definitely didn’t need to see! She could feel Shining’s excess cum slowly leaking out of her, dripping down over the dock of her tail.

When she shifted to the side so they could lie side-by-side next to each other on the bed, Shining noticed it too. He looked down between the two of them, then gave a little gasp.

“What’s the matter?” she asked, a little dreamily, still riding the high from her much-needed and wonderful orgasm.

“Are you … are you gonna have a baby now?” He sounded a little panicked. “They said in school that if a stallion leaves his … his stuff inside a mare, she’s gonna get pregnant and have a baby.”

She smiled and stroked his mane as she wrapped her hooves around him. “Don’t worry. Did your sex ed class also teach you about contraception spells?”

“Uh-huh. And potions and condoms, too, for ponies who don’t have unicorn magic.”

“Well, I’m on the spell, so you don’t need to worry about that.” She squeezed him against herself. That was a good thing, too. She would not relish the idea of explaining to everypony why the father of her new foal was the foal she’d been foalsitting… Cutie mark or no cutie mark, that would not look good. Especially not for someone who was supposed to become a princess.

Seemingly satisfied with her explanation, Shining squirmed around to turn his back toward her, spooning up against her much more comfortably and hugging one of her hooves against his chest. Such a little angel… She held him tight and lovingly against herself.

There was one little thing to mention before they drifted off to sleep, though… She laughed slightly, just enough to ruffle his mane. “Really, though … you probably should have asked me about that before what happened last night.”

“Mm-hmm…” he mumbled, already drifting off to sleep in her hooves.

Well, alright… He was just too cute to disturb him. She could remind him to be responsible about where he squirted is little colt loads later … tomorrow… She yawned. Yes … tomorrow…

Author's Note

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