Sunset Shimmer hated mornings. This was a fact known well by all who had attempted to wake her early. Visiting dignitaries were warned, new guards were warned, (unless being pranked by fellow guards) The Gods themselves were no doubt aware. However, sometimes it was necessary to get an early start. Because of that, Sunset had quietly asked Raven to chime when the clock turned seven and to use a different chime that was less obnoxious than she usually did.

Dinner the night before had been quiet and pleasant. Caesar salads, vegetarian pasta, and bread along with a bottle of reasonable white wine because, duh, vacation. Why the heck not? That was followed by a few hours of snuggling on the couch with Twilight while she read the user’s manual on her PAAL and Sunset caught up on world events she missed. Gauge and Tempest spent those same few hours asking questions about everything they came across on the TV or holo panel as they were more often called now. As part of Sunset’s next day plan, they all turned in relatively early knowing she wanted to get up early. Otherwise, she would have ignored the chime that sounded like ‘Ain’t My Bitch’ done on a xylophone.

Sunset carefully unwrapped herself from Twilight, the other woman making a few murmurs and grumbles in protest to the loss of heat upon her back. She quicky wrapped her lover in the blankets and stared down briefly considering jumping back under the covers while she tried to force her brain to kickstart. A gentle knocking on the bathroom door and whispering of her name was both unexpected and the jolt she needed to get moving.

Sunset stumbled her way towards the bathroom with all the grace of bad zombie movie ghoul, automatically grabbing Raven and attaching her to the back of her left hand like she had done so many times before. She ran her right hand down her face and rubbed the crust from her eyes. Did she tell Gauge to listen for an alarm? Had he slept next to the door and waited for her to awaken?

Raven’s screen lit up and the animated pony caught a glimpse of her owner. “Uh, Sunset, don’t you think you sho-”

“Yeah, yeah, I’m checking it out. Please, keep it down and don’t wake Twilight.”

“Understood, but that was not what I was going to say.”

Sunset opened the bathroom door, stepped in and turned to close the door behind her with as little sound as possible. Thankfully, the auto lights were already set to come on a lower, less painful intensity for early morning. Sunset blinked a few more times before eyes widening more at finding Fog Gauge, her captain of the night guard standing there completely naked. His eyes were wide, jaw hanging open and he sucked in a deep breath. The guard blinked before his body shuddered and his stance became military ridged.

Sunset found he had not been the only one standing slack jawed. Naturally, her eyes feasted as they wandered all over the presented male specimen before her. Like his pony body, Fog was ruggedly fit and sculpted as a quality soldier befitting his rank should be. That physique translated perfectly to human form with a perfectly chiseled chest, strong, well defined arms that could probably hold her and another body up without straining, ripped abs that were so tight and rippled that Sunset was certain that if she ran her fingers down them… or her tongue, they would feel as hard as a wall of stone.

Sunset’s eyes continued downward. She could not look away. She did not want to. It was right there. It. Was. Glorious.
Sunset’s mouth began to water, her heart sped up to where she could hear it thumping loudly in her ears and her legs began to shake. Gauge’s massive cock was just hanging there, semi-hard already even in the cool morning air. No doubt aroused when she had turned to close the door, presenting her bent over backside to him like a mare in heat. Heat being the operative word because Sunset felt her entire body flush as she continued to stare. It was also then that Sunset realized another thing about the situation.

“Oh.” Sunset looked down at herself and realized that she too was completely naked. Oh goddess! I hadn't flashed my panty covered ass, I flashed him... EVERYTHING.

They were ponies after all. They almost always slept naked and the weather had been pleasant enough that jammies had not even crossed her mind to be added to the shopping list yesterday. Sunset felt her nipples harden as the carnal parts of her brain pumped more hormones through her system in response to what she was seeing. She shuddered fully much like he had a minute ago and it had nothing to do with the air temperature, but the small room did suddenly feel warmer. Sunset felt much of that heat building quickly between her legs. Who needs coffee when you can wake up to THAT! Holy FUCK, Tempest! Mama like!

“G-Good morning, my princess. I apologize if I woke you. I know you said you wanted to run your errand early, but a string of thoughts occurred to me last night that I wished to ask since I am unfamiliar with human anatomy.”

“Uh huh,” was all Sunset could manage as her eyes continued to feast upon the male specimen before her. She had to fight down her desires to reach out and touch… everything.

As if he understood exactly what she was thinking, because perhaps he did, Gauge gestured down to his penis and Sunset’s eyes gladly followed. “I… am hoping to enjoy some... intimate time later with my wife, but I am concerned about what the mirror has done to my…”

“Cock, dick, shlong, magic stick, gloriously large and thick, baby making manhood of a pleasure rod.”

“Uh, yes.” Gauge tried to keep from smirking, but he did anyway. He could tell Sunset was absolutely mesmerized by his body and it probably should have made him more uncomfortable, but truth was, he was enjoying it and the view that was before him as well. He was a thestral by training and by choice. His loyalty and dedication to the Princesses of Equestria was without question and without limit. That being considered, Gauge's mind wandered back to his training when Luna had informed him as she informed all thestrals that one side effect of the ritual, be it accidental or by design, was an increased libido.

Since the first time Fog Gauge had laid eyes upon Sunset Shimmer after she stepped out of the mirror, which he thought was just an ornate piece of glass, he had found her breathtakingly beautiful. What was there not to like? She was a tall, powerful alicorn with gloriously taunt curves, wavy mane and tail the color of wildfire, and the face of the goddess that she was. His heart had stopped, he swore it, only to beat faster in attraction and it was only his rigorous training that had kept him calm and professional that first day. Unlike many others, he enjoyed her fiery personality and strange, sometimes abrasive quirks. Gauge loved strong mares, strong in body, strong in spirit. He would be lying if he had not fantasized about Sunset Shimmer more than once when his mind wandered.

Though the body before him was not that of an alicorn pony, but instead a human woman, his mind’s eyes still saw her and saw how sexy and beautiful she was. As he stood there drinking all of her in, he could smell her rising arousal. He could see how hard and inviting her nipples were, he could see how red her cheeks had grown, and below that small patch of crimson fur he could see her vaginal lips begin to flush and moisten with desire. It was all causing his own body to react in kind.

“If you are asking if there is something wrong with your cock,” Sunset said in a low, husky voice. “I assure you from what I can see it looks perfectly normal for a human… well, maybe better than normal.”

“So, this… this is what they are supposed to look like?” Sunset nodded as her right hand instinctively slipped between her legs and rubbed her engorging lips briefly before she remembered where she was and stopped, but her blushing face gave everything away. Gauge had seen the action and his penis throbbed and pulsed to full erection in turn. He needed to leave while he still had a grasp of self control. “O-Okay. Good. That… that is really all I wanted to, wanted to make sure of.”

He started to turn away when Sunset raised a hand. “W-Wait a second, please.” Sunset bit her lip as her breathing hitched. “Let me check something. I just…. I just have to know.”

Gauge turned back. Sunset drew back and paused for just a moment longer before whatever great battle was warring in her mind came to a conclusion and she sank down to her knees directly before him, close enough to touch. “Princess?”

“Just… just let me check something.” Sunset set Raven down next to the sink and reached out with both hands, wrapping them gently around Gauge’s dick and began to stroke it. Her thumb and middle finger could not touch at the center girth. Goddess, he’s so thick.

Gauge had to put a hand on the sink to steady himself from the shudder than racked his body unexpectantly. All she had done was touch him. But those hands, those soft, experienced hands knew exactly where to touch him to send jolts of electric pleasure he had not anticipated. It was then that his early morning, foggy brain remembered that Sunset Shimmer had spent an unspecified amount of time with human males as well as stallions. She knew exactly what she was doing. The logic part of his brain was telling him to stop this before it went too far, but his princess had asked him to wait, so he took it as an order just as he was trained to. And in truth, he was not feeling very logical at the moment. Quite the opposite in fact as he let a low growl vibrate his throat.

Fog wanted to grab the back of Sunset’s head and shove his penis into his princess’s waiting mouth. He wanted to feel her tongue upon his body and in turn his tongue upon hers. He wanted to feast upon her dripping marehood. And the dark recesses of his mind called upon him to plunge deep inside the beautiful and willing mare before him. To hilt his sword in her over and over again and BREED her with every drop of seed waiting to burst forth from his swollen and twitching love sack. With each touch, each rapid heartbeat he felt his self restraint ebbing and he both loved and hated at being so close to the edge. She truly was a goddess with undeniable power over him.

“What… what are you looking f-for? Why am I… Why do I feel so…”

“Ridiculously horny?”

“Y-Yes.”

Sunset continued to stroke him with one hand while the other reached under and massaged his sizable scrotum sack that twitched at her gentle yet strong touch. He moaned again as she squeezed the balls within, rolling them about in her palm. More shockwaves racked Gauge’s body and his legs shook in response. “Humans and ponies both love sex, at least most of us that is. But ponies get used to seeing nudity all day long. Tails offer a minimum of personal modesty if any, but we tend to have better control of our sexual desires because we are just not driven by that NEED. According to data I have found we have relatively low hormone and pheromone levels most of the time except when a mare goes into heat and then… yeah. Humans, however, don’t have a heat cycle. They are ready to be fucked, to be bred nearly all year long.”

“W-Which means?”

Sunset plunged her face into Gauge’s crotch and glided her tongue up the length of his shaft giving small kisses along the sides of it until she reached the tip and wrapped her mouth completely around the head, a few inches disappearing behind her lips. She flicked her tongue against the sensitive underside of tip and greedily swallowed the dollops of precum that ejected from the head. Sunset moaned at the delightful flavor and breathed in deep his salty and sweet musk.

Gauge could not suppress his own groan of pleasure that escaped his throat as he threw his head back and closed his eyes. It was hardly the first time a mare had taken him into her mouth, it was not even his first experience with an alicorn princess. But his mind was lost in a hazy red fog and he could feel his heart pounding in his ears at the erotic sensations and smells. Gauge could hardly believe what was happening. And then. The pleasure stopped.

Fog panted and his eyes refocus on the woman that was now standing before him, her body beginning to glisten with a slight sheen of sweat like his own. She was just as tall as he was. His nose at her nose, his lips at her lips, his throbbing, fully erect penis lined up with the wet gap between her legs.

Sunset stepped forward, pressing her firm, round breasts into his chest. Delectable, hard nipples that were begging to be sucked upon felt like tiny electric spears poking right into his skin. She felt so warm in the cool morning air. Gauge panted and shuddered again as he felt his length glide easily between her legs and along her puffy, hungry labia lips, absolutely coating him with her dripping sex lubricant.

“Fuck. That feels so good.”

“Y-Yes, it does.”

His hands, still shaking a bit, skimmed across her hips where cutie marks should have been and each cupped and squeezed firm, round ass cheeks, eliciting another small pleasurable moan from the woman who was currently before him. With instinct as his driving force, his hips slipped back a bit and he gently thrust forward again until his rock hard abs were flush against her delectably toned belly. He felt Sunset’s legs squeeze together in delightful pressure, further pressing his cock against her wet pussy lips. But not in. Oh, how he desperately wanted in that dripping hot furnace between her legs. His carnal desires were screaming at him to brave that burning crucible and feel the depths of her loins. To penetrate her until his tip kissed her waiting womb that was begging to be fill with a massive load of HIS seed. And he knew her body wanted that too.

“It means…” Sunset started again, shuddering at the feeling of the log between her legs. Gauge too felt her tremble and he hissed, trying to bare the fangs he did not currently have. “It means, in these bodies, as humans we are hungry for sex nearly all the time and mares can become pregnant just as easily. Do you understand?” Sunset whispered the last part in his left ear, her right hand stroking the side of his face a moment. Fingers snaked to the back of Gauge's head and pulled him closer to plant a gentle kiss upon his lips. Gauge tried to press deeper for a second kiss, bending his knees ever so slightly to angle for the penetrating thrust, but Sunset pulled back and shook her head. In that single lust filled, tunnel vision moment, Gauge suddenly remembered where they were and who he was currently with. His vision finally began to clear.

“Your wife is a very, VERY lucky mare. And you are a lucky stallion… heh, in more ways than one.” Sunset smirked, teal eyes locked with yellow ones. “But then, you already knew that.”

Gauge nodded in understanding and his breathing began to slow and even out. Hesitantly, painfully, he stepped back, his raging penis softened a little more with each steadying heartbeat as he forced down his lustful urges. “I know. And thank you for… not going too far. That was... I’ve never felt so close to being so... animalistic. It’s frightening… and invigorating. I… I hope that this does not change things between us.”

“It’s okay. We’re okay. I just… I just wanted to know how it felt, at least a little bit. Guess I should have taken Aunt Luna up on that offer to spend time with you when I could have, huh?” Sunset shrugged and smiled warmly.

“I would have enjoyed that as well I think.”

Sunset’s smile widened to a toothy grin. Gauge watched with wide eyes as she unexpectantly reached between her legs again and moaned as two fingers easily penetrated her sopping wet folds. She thrust them in and out a number of times, faster and faster while Gauge simply watched, his jaw slightly agape. He felt his hardness beginning to return as his heartbeat sped up again. Then, Sunset’s body shook, she clamped her legs around the thrusting hand as she bit into a finger on her free hand to stifle her pleasured scream.

Wait, did she just…

A moment later, Sunset sighed and raised her soaked and glistening fingers.

“Open your mouth.” Gauge did so without hesitation. She slid the fingers in and he licked and suckled the appendages without having to be ordered. The taste was exquisite. Sweet, with a slight salty undertone and hints of exotic fruit that he could not quite name. Slowly, Sunset retracted the fingers. The smile never leaving her face. “Now, we’re even.”

“Delicious.”

Sunset giggled and smiled brightly as she moved to wash her hands and dry her sweat with a washcloth. “Thank you. Twilight would agree.”

“And you love her very much, yes?”

“Yes.”

Gauge nodded, genuinely relieved. “Good.”

The bathroom door opened behind Gauge and Tempest Fury stumbled in making her way directly to the toilet without so much as acknowledging their presence, shutting the privacy door behind her. After a slightly uncomfortable moment of the other two occupants exchanging glances and quirky smiles, listening to Tempest relieve herself, the other mare exited the small water closet. She paused to stretch her tawny, limber form, her body completely lacking clothing as well.

Tempest finally blinked a few times and looked left at her naked husband then right at a naked Sunset Shimmer. She blinked a few more times and took a few sniffs, arching an eyebrow at them. “Do I want to know what is going on here?”

“Princess Sunset has an early morning errand to run and asked that you keep Princess Twilight occupied while she does so.”

Tempest’s eyes traveled downward and remained fixed upon her husband’s penis, which not so surprisingly began to rise again at the attention of another beautiful female in the room. “Okaaaay, that's more than a little suspicious, but I’m sure I’ll get a good reason for why later. However, I would like a reason now for why you are both just standing here looking at each other’s bits, getting all worked up.”

Sunset’s smirk could only be described as cheeky as she pointed a finger at Gauge’s growing penis. “Gauge wanted me to inspect his cock, make sure it was correct and ready for fucking your brains out. Preferably later after we get back from a night out, I think.”

Tempest flushed profusely even though she tried to fight it and pretend she was not. Sunset did not need her empathy powers to read all the different emotions raging through the other woman in those few, partially tense seconds. Knee jerk reaction versus sworn duty, a guard's dilemma. Jade eyes scanned teal for any clue, any break in mental defense, but none was to be had. Logic told Sunset that the other captain would not dare attack her even if Gauge had been balls deep and about to blow.

While in human form with no magic Tempest had no chance beating Sunset and they both knew it. More so, who would have been more deserving of a beat down, him or her? Tempest finally nodded before her face twisted in scrutinizing inquiry. She reviewed the words that had been said and one caught her attention. “Inspect?”

“Well, yeah, look at it. Seriously, take it all in. It looks different than a pony cock sure, but the shape has its own unique benefits and just… WOW!” Sunset clamped her hand down on Tempest’s shoulder, causing the solar captain to flinch slightly at the unexpected and strong contact. “I would be jealous you get to ride that magnificent cock anytime you like except for the fact that you two really are perfect together. Although, I wouldn’t mind watching that monster slide in and out of you some time because again, WOW!”

Tempest groaned and rubbed her eyes with her balled up hands. “You are so WEIRD. Don’t you have a marefriend in the other room?”

Sunset beamed. “I do! I think I’ll brush my teeth and wake her up with a kiss.” Sunset quickly retrieved the toothbrush she had claimed last night that the hotel had provided and quickly went to work. Before Tempest and Gauge left the bathroom Sunset gestured for them to wait.

“Tempest, I mean it. You really are a lucky mare and I am happy for you two because THAT is the most perfect example of the male species I have ever met and I don’t mean just physically. But seriously, don’t leave him hanging. If you know what I mean.” Gauge smirked and Tempest roller her eyes. “I’ll meet you outside your room in about ten minutes, okay?”

“I’ll be ready.”

Sunset retrieved Raven who had remained surprisingly quiet during the entire exchange and sauntered back to her own room, quietly closing the door behind her. The moment it was quiet, the screen once again lit with a pony face who was eyeing Sunset carefully. The redhead was taking in carful, meditative breaths. Raven had seen her do such before when trying to control her emotions.

“I did not think you were going to stop. You have not showed much in the way of restraint in the past.”

Sunset nodded and smirked, also proud of her self restraint. “You’re right. Truth is, I could have my way with him anytime I want and he would not stop me. Even in Equestria. But I like Tempest too much to do that to her. Even Luna never ordered thestrals that were married to service her. Besides, there is a certain someone right there who means more to my heart than just getting my lusty lady rocks off and quenching the heat between my legs.”

Raven nodded. “That is good to know. I would hate to have spent time contacting and conversing with a jeweler’s PAAL for the last several hours to set up a private commission meeting this morning for nothing because you could not control yourself and broke Twilight’s heart.”

Sunset smiled and crawled back into the bed where she had been before, glided her fingers over Twilight’s hip that was covered with only a bed sheet. The purple princess moaned at the gentle touch and rolled over to her back, eyes still closed, a small, cute smile on her face. Sunset leaned in and gently pressed her lips to Twilight’s. After a few seconds of contact, Twilight pressed deeper into the kiss, their lips parting and tongues slipping out to contact one another briefly. While Sunset did not mind, Twilight had not brushed her teeth yet and morning breath was one of the purple princess's secret little fears like overly cheesy quesadillas and what they do to her. Twilight’s eyes fluttered opened and she smiled brightly, her hand stroking along Sunset’s face and through the red and gold mane that still needed a brush to attack it.

“Good morning,” they said in unison.

Author's Note

Okay, so... like I had stated in the footer of the first chapter things were going to get a little steamy here and in chapter 7. If what you read upset you or confused you and you are left going Sunset WHHHHYYYY??! Go read Got Your Six and the part where pony Sour Sweet is explaining the order of thestral loyalty.

Is what they did wrong? That depends on what kind of relationship you have, but rest assured this will pop up again in later conversation.

Needless to say, I had fun writing that.

Questions? Comments?