Herding Sentry

by Racoon

Rating: mature
Tags: My Little Pony: Friendship is Magic, Romance, Derpy Hooves, Sex, Flash Sentry, Sunset Shimmer, Twilight Sparkle, Profanity, Slice of Life, Anthro, Lyra
Length: 24204

Flash Sentry has a good life. He's work as a Royal Guard serving under Princess Twilight Sparkle is going smoothly, his love life is great, and his life is steady. And now his marefriend wishes for him to start a herd.

Flash Sentry has a good life. He's work as a Royal Guard serving under Princess Twilight Sparkle is going smoothly, his love life is great, and his life is steady. And now his marefriend wishes for him to start a herd.

A herd... he never really envisioned himself in one, and now the option is there for him to take. But aside from his marefriend, he doesn't know many mares that would be willing to join his proverbial herd.

Or are there?

Contains: large amounts of baby batter, multiple orgasms, herding, vanilla sex, rough sex, really rough sex, tail and mane pulling, impregnation role play, and actual impregnation. You may enter at your own peril.

---This story is set in the same universe as Professor Spike, though it is not a direct sequel of that story nor of Disciplinary Action---

*Additional Character Tag: Bon Bon. This universe has no correlation with Equestria Girls.*

Story Commissioned by DaveMan1000!

CoverArt by AnthroPoniesSFM, you can find him on Derpibooru.

*If you are feeling generous you can buy me a Ko-Fi!

Published 2022-02-04 21:00:00 UTC
Last updated 2022-02-07 04:44:13 UTC

Chapter 1: Decisions, Decisions

Inside the depths of the Castle of Friendship, within the personal chambers of Princess Twilight Sparkle, she could be found biting a pillow and her hands tore into her bedsheets. Her chest was pressed onto the bed, legs closed, and ass up. Above her stood a toned, fit, and strong pegasus pony with gamboge-colored fur and two-shades blue mane and tail. His breath was ragged, his muscles burned, and he was starting to lose his balance. But that didn’t wipe the massive grin plastered over his face as he pounded hard and deep his girlfriend’s pussy; each thrust rocking her back and forth violently while his balls slapped her clit to force a delightful moan of pure carnal pleasure from her throat.

“H-How can you still be this damn tight!?” Flash half-protested as he relentlessly slammed his nethers against hers. “W-We’ve done it seven times already, Twi!”

“I-I d-don’t caaaaAAHHH-AAA!-HHAAAaareeee!” She yelled as she tore a piece away from her pillow, spitting it in the process. “F-Fuck me, Flash! I n-need to cum again!”

Flash grunted heavily, his throat aching from the exertion. “Your wish,” he took a deep breath. “IS-MY-CO-MMAND!” He shouted with all his might, each syllable matched by the hardest thrust he could muster in that position.

He didn’t need to hear his mare cry out in pure ecstasy, he couldn’t smell it either since the air in the room was so clogged with the aroma of sex it was practically miasma now. He felt it as she, once again, squirted against his balls causing a small rain of her juices to stain her bed and enlarge the already large dark spot spread around them.

He cried out in the same manner, feeling his eighth orgasm manifest itself. Normally, an average stallion could last two, maybe three rounds in a row before being utterly spent. He’d love to be an exception to that rule, but even with his training and enhanced endurance, he normally couldn’t last more than three plowings. ‘Normally’ being the keyword here.

And nothing was ever normal when the Princess of Friendship was involved. So, under the effects of a combination of an ‘Endurance and Stamina’ and ‘Virility and Quick Replenishment’ spells, he could easily last up to ten rounds, maybe more. Just about enough to properly satisfy his alicorn girlfriend’s sexual needs. Incentive Spell, she humorously called it.

Nevertheless, he grunted and drooled as his legs gave out just as Twilight did and both fell under the pull of gravity. They laid there on top of her bed, like countless times before, enjoying their most recent escapade; showering in the bliss of their afterglow. As he laid on top of her, his muscles aching in all the right ways imaginable, he kissed the back of her neck, nibbling against her coat and skin as he gently pulled at it, making her squirm and moan even more.

“Gonna pull out,” he warned after letting go of her flesh. Twilight hummed and sighed happily in response. As he adjusted himself, he moved back slowly and gently. He watched, amazed as always, on how fucking tight Twilight squeezed his cock; her pussy refusing to let him go. He smiled, feeling his semi-erect cock throb with delight, when he saw the condom he was wearing being slowly peeled back by her hungry, vice-gripping snatch.

“Hhhhhmmmm~” Twilight moaned lewdly, her body shivering with pleasuring vibes as she felt the cock of her lover leave her vaginal cavity. She licked her lips as she felt a warm balloon still lodged inside her just past her lips. She giggled as, with a final tug, the balloon made from the condom’s tip and filled with half a cup worth of hearty stallion-seed slipped out.

Wordlessly, she called upon her magic to tug the condom off of his cock. Levitating it until it was in front of her face, Twilight captured its opening with her lips and used her magic to straight it up; allowing the freshly deposited cum to flow down the baby-preventer polymer until it reached her mouth and she sucked on it placidly.

Flash watched as Twilight enjoyed, savored, and eventually gulped his seed down her gullet once again. “No matter how many times I see it, that’s the hottest damn thing I’ve ever seen since watching two mares eat each other out,” he said, his words clinging to his throat as his desire and lust mounted once again. He laid next to his girlfriend just as she finished drinking her most recent harvest of seed.

Twilight smiled before crawling on top of her boyfriend, pressing her sizable breasts against his chest; purring and humming in delight as they cuddled. “I love you, Flash.”

“I love you too, Princess Bookworm,” he chortled when Twilight claimed vengeance by kissing his ticklish throat. “I can’t feel my dick anymore.”

“I can feel it just fine poking me again,” she replied before closing her thighs to capture his hardened length.

“Let me rest a bit, Twi,” he begged. “That Incentive Spell of yours is amazing, but I’m still one stallion. I need to take a breather every now and again until my muscles stop aching.”

“Then rest,” she said as she moved to sit on his stomach, trapping his throbbing penis in between his stomach and her drenching pussy. “It’s only fair if I do some of the work too, don’t you think so?”

Flash’s hands moved to grab her breasts and his fingers pinched her lush, beautiful nipples until she cried out in a mix of pain and pleasure. “Wait a moment, gorgeous, I’ll grab another condom,” he then reached for the box standing on the night desk to his right. After retrieving it, he groaned. “Fuck, Twi… I’m sorry, but can I go to the store real quick and grab another box? We used all of them already.”

“I don’t want to go without my stallion for even a minute today,” Twilight confessed and she pressed herself harder on him. She lifted her waist and used her magic to guide his cock up. She then lowered herself until her opening was clenching around the tip of Flash’s cock.

“Holy fuck you are warmer than before!” He groaned. “And so wet, too! How can you still be this horny, Twilight?” He asked in disbelief.

“Heat is bad enough for us mares as it is,” Twilight groaned as she sunk his entire cocktip inside her smoldering hot snatch. “It’s even worse for alicorn mares. I don’t know how Luna and Celestia cope with it… and I’m sure Shining is going to walk funny for a few weeks after, but this is plain torture,” she explained as she sunk another inch painstakingly slow.

“W-Wait, T-Twi,” Flash moaned, a hand grasping her left breast, the other squeezing her hip. “P-Pull out, I-I don’t want to get you pregnant!”

“Don’t worry, silly stallion,” her horn flashed her body. “There… I can’t get pregnant now,” she breathed as she allowed herself to take half his impressive length in one go. “SHIT!” She yelped while Flash cursed. “F-fuuuuuuck~ Yes! I needed real cock soooo baaaaaad~!” She moaned deeply, her voice sounding like that of a siren. Then, she sank the rest of the way; screaming in delight as their nethers slapped against the other, and her cervix and his cocktip conjoined.

United in the deepest way possible, Twilight began to move her hips around slowly, as if savoring every second of their union after being denied his unprotected flesh for hours on end. She leaned down to kiss her lover deeply, their tongues tugging and dancing around each other lovingly, slowly, sloppily. Just how she liked it.

After pulling back from the kiss, enjoying him sucking on her tongue for a few good seconds more, Twilight pressed her nose against his; their eyes seeing naught but the other set.

“Hey, Flash?”

“Mmhmmm?”

“D-Do you really not want to see me carrying our foal?” She asked softly.

“I would love that more than anything, Twi,” he replied, a chaste kiss engraving his words. “I’m just not ready to start a family just yet. I do know I love you with all my heart.”

“Flaaaaassshyyyy!” She mewled as she kissed his face several times at random. “What do you think about forming a herd?”

“W-What!?” Flash shouted. Try as he might, he couldn’t compete with her alicorn strength, but he could still protest. “H-Herd!? Are you serious, Twi!?”

“W-Why not?” She moaned. “Almost every stallion in Equestria has one.”

“Your brother doesn’t!” He exclaimed.

“He’s married to a Princess.”

“I may not be, yet,” he muttered the last word. “But what does that have to do with me starting a herd?”

“You’re old enough. Strong. Dependable. Brave. You have a steady job. You are a wonderful stallion. And I,” she blushed as she smiled. “Want to see my stallion as happy as he can be.”

He stared into her eyes. “But you already make me the happiest stallion in Equestria, Twi. I don’t need a herd to be happier.”

“I know,” she nodded. “But what about other mares? I’m sure there are plenty of lovely ladies that would love to be with you. Lyra and Bon Bon, for example?” She suggested.

“T-That’s -Oh fuck!- d-different!” He said as Twilight started to pick up the pace. Feeling her velvety walls in all their glory without the obstruction of a condom, mixed with her unbelievable warmth and wetness, not to mention just how impossibly tight she was right now without discomfort, made for a recipe he couldn’t handle. Not whilst being overstimulated from his previous orgasm.

“Fucking your fillyfooler friends every now and again is different how?” She asked with a knowing smirk.

“You know we’re just friends with benefits, Twi! Pony feathers, I helped them to hook up in the first place! It’s their way of thanking me!” Flash reminded as his hips began to buckle.

Twilight moaned, her steady rhythm starting to become erratic as her pace increased little by little. “B-but they need a strong stallion to s-satisfy them, no?”

“T-That’s beside the point!” He grunted.

“F-Fill me, Flash!” She cried. “I need your cum swimming inside my womb!”

Flash obliged with a loud groan. Their hips stopped almost instantly upon their joint orgasm’s arrival. Twilight screamed, her horn flaring with magic, and her wings spread wide in reaction to her tenth climax of the day. Flash grabbed her hips, pressing her down as he felt his balls finally shrivel up as the last of his cum was safely deposited inside her womb.

What little couldn’t fit inside her baby chamber leaked out the edges of her pussy. Her love-juice drenching his nethers once more. Once their most recent trip to the ninth cloud ended, Twilight leaned forward, resting atop her boyfriend, finally satisfied for the day.

They laid there for ten minutes or more. They didn’t really care. But it was Flash who broke the silence.

“If you’re okay with it, Twi. I’ll… I’ll think about it…”

************************************************

“Can you believe it, Derpy?” Flash groaned as he rested his head against Derpy’s lap. Both relaxing on a bench observing a typical day in Ponyville. “Twilight asked me to form up a herd! A herd!”

“What’s so wrong with starting a herd, Flash?” She asked whilst gently caressing his mane to make him feel at ease. “Almost every stallion in Ponyville and Equestria has a herd.”

“What about Mr. Cake? I don’t see him forming up a herd!” He pointed out.

“Mrs. Cake is a very sweet mare, but she is a bit… possessive of her husband,” she giggled nervously while scratching her cheek. “But she’s okay with Mr. Cake seeing other mares, see?” She pointed at the lanky stallion, currently helping Mayor Mare and her assistant with some boxes. Judging by the red lipstick mark staining his lips, the same color adorning Mayor Mare’s own, this was a frequent thing.

“Okay. Fine. I’ll give you that one. How about Filthy Rich?”

“His wife is a monster and their marriage was more political than anything,” she sighed sadly. “Poor Filthy. He and Diamond Tiara deserve better than that bitch.”

“Derpy!”

“What?” She shrugged. “She is a bitch… and even she managed to find somepony,” she muttered the last part.

“What was that?” He asked with a raised eyebrow.

“That she doesn’t deserve everything she has. But everypony knows Filthy has a few mistresses here and there. Some rumors say that he might be seeing some teachers or even students from Ponyville’s College,” she explained.

“Then how about-”

“You’re such a dork, Flash,” she giggled before kissing his forehead. “Starting a herd can be scary. But think about it. Mares outnumber stallions ten to one. And that’s now. Remember the history prior to Celestia and Luna coming to rule Equestria? What was life like during Princess Platinum’s reign? Mares outnumbering stallions forty to one? They were forced to serve in the fields and mate all the time. I think stallions have it so much better today, don’t you think?”

“I suppose,” he sighed. “But still… a herd? I’m not sure I can handle a responsibility like that, Derps. What if I’m a one mare-only stallion?”

“Then that’s okay,” she reassured him. “Not all herds work out and they break, but new ones are made. And stallions liking other stallions, or mares liking other mares also form herds regularly,” she mused her next words a little before speaking. “Could it be… that you’re afraid?”

“Afraid…,” he repeated the word. Then, he let out a dry chuckle. “Were it anypony else, even Twilight, I would’ve said no… but I can’t lie to you Derps, my best and closest friend. Yes. I’m afraid. What if I screw it up? What if I end up hurting my mares? Hurting Twilight? I… I don’t think I can handle that.”

Derpy kissed his forehead again. “But what if it works? What if you work together and find out you’re all happy? Everypony must contribute in a herd to make it work, not just the stallion. And not only stallions can have herds. Look at Spike,” she pointed a finger at said dragon walking down the street with his six scantly-clothed mares close by, all of them in varying degrees of pregnancy. Even the disgruntled-looking Cozy Glow was holding a hand of the drake with a blush crossing her face. Suddenly, a griffon landed in front of Spike. They shared a quick kiss and hug before she flew away. “He seems to know what he’s doing and they look quite happy.”

“Maybe you’re right, Derps.” Flash hummed as he looked around seeing several couples, herds, and pairs openly kissing, hugging, and generally having a nice, placid day in Ponyville. “Maybe you’re right.”

End.

Chapter 2 : A Sunset of Emotions

“Are you sure it’s okay for a Princess to meet a friend out here and not at your castle?” Sunset Shimmer questioned, a small playful smirk adorning her lips.

“Pffft,” Twilight scoffed. “I’m a mare first and a Princess second, Sunset. You know this,” she replied before she proceeded to devour her fifth hayburger. “Besides, I’d give my crown first over sticking to that diet Celestia and Cadance go through. They nearly starve themselves just to ‘keep in shape’.”

Sunset blinked, surprised. “Then that means Luna doesn’t do a diet? What about Celestia and her addiction to cakes? Also, could you please at least chew on those burgers more than twice before swallowing? It’s breaking my appetite,” she protested, her smirk never leaving her lips.

“We’re alicorns,” Twilight said after swallowing her mouthful, sloshing it down with half a cup of her third cola. “No matter how much we eat we can’t be out of shape to begin with! They should really let go and take advantage of it. Celestia’s infatuation with cakes and pastries is a perfect example. She eats all she wants once a moon, and she doesn’t gain a single gram of fat. Even though she eats enough to bring an entire squadron of Royal Guards down to a sugar coma. Kinda like Pinkie Pie,” she explained before finishing the rest of her current burger.

“Yeah, says the mare that should be having a heart attack with each bite she takes out of those,” Sunset countered in a sardonic fashion. “Damn alicorn genes or whatever is at play with you demi-god beings,” she sighed tiredly, looking down at her stomach. “I gained two pounds since last month and it is Tartarus to lose them!”

“Shhuks teh bii shfuuu~” Twilight jabbed in good humor.

“Eat my ass, Purple Smart,” Sunset grumbled, crossing her arms. She waited in silence for another minute while Twilight vanquished two more hayburgers. “Sooo… how’s everything going since the last time we chatted?”

Twilight shrugged. “A few things have happened. A villain defeated here, another celebratory ceremony, Spike started his own herd, and I think I convinced Flash to give herding a chance.”

Sunset stared at her for several seconds. “Come again?”

“I nearly choked him when he told me all about it! But when I saw how happy he was I couldn’t stay mad at Spike forever. Less so when I’ll soon have plenty of new nieces and nephews to spoil rotten!” She giggled. “Don’t think he’s done yet. Gabby has been spending a lot of time around him as of late.”

“No, no, not that! Although I’m happy for Spike!” Sunset leaned forward, nearly pressing her snout against Twilight’s. “What was that about you convincing Flash into herding? Tell me, tell me!”

Setting aside her current hayburger, Twilight smiled as she let out a dreamy sigh. “Well… I’m not entirely sure he’s on board, but he told me he would think about it and maybe give it a chance. He said he doesn’t know many mares that’ be comfortable around him or as part of a herd.”

“I can’t imagine why,” Sunset grumbled, returning to her seat. “It’s not like he had a major bitchy and manipulative girlfriend that practically controlled his life before meeting you - oh that’s right, he had one!” She exclaimed with poison-spitting sarcasm.

“And that’s all in the past, Sunset. You’re a different, better, smarter mare now. Flash doesn’t even resent you, trust me, I know,” she ate some hayfries before continuing. “Actually, he really misses you.”

“Yeah, right, misses me… ha ha… ha… D-Does he? Even after everything I did? After all the pain I caused him? How I used him to steal the Elements of Harmony?” She asked, eyes filled with hope.

Twilight nodded. “He was sad, Sunset. But you’ve seen him with your own eyes; he doesn’t hate you. True he was disappointed that his girlfriend was a villain that only used him.”

Sunset slumped on her seat. “...That’s the only thing I still regret… how I treated him,” she looked out the window to see a few couples and herds passing by. “Nopony liked me at Magic University… but he did. He was the only one that showed interest in me… and I used him as a pawn,” she sighed heavily. “I was such a stupid idiot back then, Twilight.”

“Yup, you were,” she munched on a few more fries.

“For being the Princess of Friendship, you are awful at giving comfort, Twi,” Sunset grumbled, annoyed, but did nothing else. “But… are you sure he misses me? If I were in his place, I wouldn’t stand to be in the same room as me.”

“Positive,” Twilight answered. After making sure nopony was within earshot, she leaned forward, urging Sunset to do the same. “Wanna know why I’m so sure about it?” Sunset nodded. “Because sometimes he calls me by your name when we have sex.”

“T-Twilight!” Sunset hissed, embarrassed. Reeling back, blushing like crazy, she frowned at her friend. “J-joking like that isn’t nice!”

“It’s not a joke. He really does, and he doesn’t even notice it,” she finished with a giggle.

Blushing harder than before, unset bowed her head. “I-I’m so terribly sorry, Twilight… I--”

“Oh, please, Sunset. Do you take me for a jealous mare or as some petty whore?” The Princess replied with a smile. “I fucking love it when he does it. He clings to me so hard and fucks me so deeply, mmmMMmm~” She confessed without a trace of shame.

“Y-Y-You do?” Sunset asked, taken aback. “T-That’s, erm, mighty surprising,” he fanned herself, using her other hand to pull at her blouse at the same time. “But why? I can imagine many mares would be angry because of that.”

“I find it adorable,” Twilight smiled widely. “He reeeeeally misses you, Sunset. And I bet you miss him too, don’t you?”

Sunset fidgeted for a few seconds but gave up shortly after. “I miss him, Twi. When I saw you two kiss after you became a couple… it hurt. It hurt like I never thought it would. It hurt so much because I realized how badly I screwed things up… and I knew… I know I lost my chance to be with him. So… please make him happy? He deserves a mare that loves him with all her heart.”

A magic hand flicked her horn.

“OW! What was that for!?” Sunset growled.

“Because you’re being dumb, Sunset,” Twilight replied, the glow around her horn diminishing. “Flash still loves you, silly. Why should I make him happy when WE can make him happy?”

Sunset let go of her horn and whatever lingering anger left was snuffed out of existence to be replaced by astonishment. “You can’t be… Really? You want me to join your herd?”

Twilight nodded. “You’re one of my best friends, Sunset, and Flash still loves you. And I know you still love him, right? Or rather, you realized you’ve loved him all along,” Sunset nodded weakly. “I would be more than happy to call you herd-sister Sunset, but you have to talk with Flash yourself if you want to have a second chance.”

Sunset used her hands to clear her eyes from the tears flowing down her cheeks. “Do you think… he’ll listen to me? Take me back? Give me a second chance?”

Twilight nodded. “But only if you want it, Sunset.”

Sunset smiled and nodded. “I do want it, Twilight. But… Why did you push Flash to think about starting a herd? Aren’t you… scared?”

Now it was Twilight’s turn to fidget. “To be honest… yeah. I’m a bit scared… but look over there,” she said as she pointed with a wing to a large table the other side of the restaurant.

Sunset turned to see where Twilight was pointing. Sure enough, he recognized the scene. While she wasn’t really familiarized with the lanky stallion, Mudbriar, she knew Big Mac well. She had seen them and waved at them upon her arrival, actually, but paid them no mind afterward. Now, however, she could see something she couldn’t see before.

Each stallion was accompanied by their respective herd. Big Mac sat with Sugar Belle, Cheerilee, and Zecora. She had to squint a little, but Sugar Belle was starting to show a bulging belly. On the other side of the table sat Mudbriar with Maud, Limestone, and Marble, three of the four Pie sisters. They were talking, laughing, eating, and joking. Generally having a pleasant, jolly good time. Despite each of them and their herds being vastly different, almost a contrasting reflection of the other, they were happy. In love and united.

“I want that for me and Flash,” Twilight continued. “I want him to be as happy as he can be, and I want to have a big family.”

“Then… What about Rarity and the others? I always thought you’d start a herd with them in mind, not me or any other mare,” Sunset asked, intrigued.

“Rainbow Dash is in Soarin’s herd. And after she got together with Applejack a while back, she joined too, so that rules them out. Fluttershy is with Discord, and I believe she’s encouraging him to start his own herd! Talk about the irony, no? I think her friend Tree Hugger is up for it. Starlight and Trixie are like glue, but I think there may be something between them and Sunburst. Rarity… I don’t know about her. I think she might ask Spike to join his herd, but I don’t know where she stands. And Pinkie Pie is with Cheese Sandwich. Honestly? Only they can handle the other,” Twilight sighed happily. “I actually wanted to try before I became a Princess, but now I am so happy for them in their own ways.”

“And what about Spike?”

“As I said, I’m so happy he found mates to love and form a herd with. I’m actually surprised he never sought a dragoness, but maybe in the future he will?” She shrugged. “So, Sunset, do you accept?”

Sunset Shimmer looked back at Big Mac and Mudbriar’s herds. She smiled. “I promise to try.”

Twilight nodded. “Flash should be doing his usual rounds at these hours. You can find him there.”

“Wait, aren’t you coming?”

“And ruin your reunion with my presence, not to mention leave my meal half-eaten? No thank you,” she chanted before taking a huge bite out of yet another hayburger. “Oh, Shunzet?” She swallowed. “If things go well, you can go back to the Castle,” she smiled slyly. “I’ve been smelling your heat since you arrived. Maybe he can take care of it.”

Sunset, blushing as brightly as possible, flipped her the bird before teleporting out of the restaurant, leaving a happy Twilight to hum and gorge herself with her beloved hayburgers.

************************************************

“Are you sure I’m not interrupting your patrol, Flash?” Derpy asked as she held a shopping bag in each hand. Her expression showed some despair mixed with bashful embarrassment.

“Not at all, Derps,” Flash replied with a wide smile on his face whilst carrying several bags with his hands and wings. “Your house meets my usual route as it is. And come on, this may be Ponyville and it gets attacked or something crazy happens every week, but I don’t think my luck can be that bad from just helping you out with these many supplies,” he grunted before adjusting the weight again. “Why do you need so many ingredients again?”

“Muffins!” She declared happily. “You know it’s heat season and how bad it can go for mares and stallions, right? My special muffins help mares out with their heats to at least make it bearable.”

“I will buy the first batch when they’re ready. I love Twilight to bits, but my hips can only take so much!” Flash laughed.

Derpy giggled. “I bet!” With a turn to the right and walking down the road past Doctor Whooves and the Bowling Alley, the pair arrived at Derpy’s house. Opening her door, she used her rump to push it in and allow her and Flash full entrance.

As he entered, Flash sniffed the air, instantly noticing a lavender and coconut scent floating around. “Coolant?” He asked. He knew coolant was used by mares experiencing a particularly hard heat. It didn’t help them much when dealing with the pain, but it eased their nerves and urges. The fact that Derpy was using coolant yet seemed almost normal aside from the telltale twitches and tail wags impressed him.

“Oh… sorry…,” she blushed, putting the bags on the table. Flash did the same a moment later. “Yeah, my heat is being troublesome, but I manage.”

“I’m impressed you’re able to withstand it like that. You’re a strong mare, Derps,” he proceeded to hug his friend and be hugged back in return.

“Thanks for helping me, Flash.”

“A pleasure as always, Derps. Can’t let a pretty mare like you carry that much weight, now can I?” He wiggled his eyebrows as he muttered those words.

Derpy blushed but slapped his upper arm, where his armor didn’t cover. “You are such a dork.”

“Hellah yes,” he said. Then they laughed for a few seconds before sharing another hug. “You sure you don’t need any more help?”

“I’m fine, Flash. Thanks for everything! I’ll bake you an extra special batch of blueberry muffins just for you as thanks!” She waved as he exited her house.

“You spoil me too much, Derps. Never change. Love you!” He waved, grabbing the door handle.

“Love you too!” She replied before Flash closed the door softly. “...I love you…” she muttered almost too weakly for even her to hear. With a defeated sigh, she started to unpack her groceries.

Outside her house, Flash was adjusting his armor when he recognized a mare making her way (rather nervously) to him. He blinked and then smiled. “Hello, Sunset,” he said once the mare was close enough to him. “Fancy meeting you here,” he blurted out in the suavest voice he could muster. Screaming internally at his idiocy, his eyes were all over the two-toned maned mare in front of him.

Like always, she was wearing a blouse, a skirt, and a jacket. He felt his heart flutter when he saw her smile, mixed with the visible cleavage of her impressive breasts and a tentative yet silly-looking sway of her hips.

“Fancy meeting you here, too, Flash,” she said in the sultriest tone she could muster.

They spent the next two minutes doing nothing but stare at each other, not knowing what to say or do. Finally, it was Flash that broke the uncomfortable silence.

“...Glad to see some things never change. We still suck at flirting,” he said with a smile.

Sunset smiled back, embarrassed. “Big time, Flash. Big time,” Sunset sighed. “Can you… join me for a walk? Maybe visit the park?”

“Of course, Sunset,” Flash replied. With a nod and a sidestep from Sunset, Flash accepted the invitation to guide her. Their walk was silent, as their minds were filled to the brim with thoughts, emotions, and pressure. By the time they arrived at the park, Flash picked a secluded bench for themselves. Sitting next to each other with a solid meter of distance standing in between them, Flash spoke up.

“How have your travels been going? Last time I saw you was during Hearts and Hands Day about a month and a half ago.”

“Oh… you know, being here and there, working with my charitable group, helping ex-criminals find a new life, studies, and jobs. Things like that. You know me; busy, busy, busy! Eh-he,” she exclaimed enthusiastically.

“I’m glad to know you’re doing okay, Sunset,” he turned his head to face her. “Truly, I do.” After a moment of silence, he spoke again. “Have you visited Twilight yet?”

“Just finished, actually. She’s busy trying to commit suicide via hayburger overdose. I think she might actually find a way one of these days.”

Flash laughed loudly. “Gotta love alicorn anatomy, metabolism, and biology, don’t you? Ha ha ha!” After his laughter died down, he stared intently into her blue sapphire eyes. “And you? Have you… found somepony yet?”

“I haven’t tried,” she confessed. “After everything that happened and how focused I was with turning a new leaf, I guess… romance didn’t fit in my life. That and, well, you know… there’s a stallion I can’t stop thinking about.”

“...oh…” Flash muttered, blushing madly. “H-how peculiar!” He cleared his throat. “And, uhh, this ‘stallion’, has a name?”

“You may know him. He’s a great stallion, a dutiful guard, a huge nerd, and too kind for his own good. I bet you’d be friends,” she said as she inched her right hand toward Flash.

Out of the corner of his eye, Flash noticed her movement and imitated it with his left hand. “Sounds familiar,” he gulped. “I have a friend that can’t stop thinking about a certain beautiful, flawless, and silly, fun mare. Kinda like you can’t stop thinking about that stallion,” he inched a little closer.

“What a coincidence,” her hand inched closer. “But… I don’t think I deserve that stallion. Not after everything I’ve done to him.”

“And what have you done to him?”

“I’ve lied, used, manipulated, and tricked him for my own goals. I was wrong to do so… and when I lost him, I realized how much he really meant to me,” she inched her hand back. “I lost my chance with him.”

“Has he said he doesn’t want to see you again? Does he hate you or sees you in any light other than one of the most gorgeous, intelligent, and kind-hearted mares he has ever met?”

He inched closer.

“Kind-hearted? I treated him like a tool! I was such an ungrateful bitch back then!” She said with despair. “Why… why would he see me like that?”

She inched back.

“I think… because, much like my friend, he saw past that veil of bitterness and lay witness to the mare that you’ve become. The real Sunset Shimmer laying deep within your soul.”

He inched closer.

“H-How can you think that of me after everything I’ve done!? I… I nearly killed you! I--” She was cut off by Flash grabbing her hand softly, his fingers caressing hers. “How can you not hate me?”

“I was angry at myself for not seeing your pain in full, for not helping you when you needed me the most, Sunset. And when you left, I was sad,” he inched closer. “So many times… so, so many times I tried to reach for you, but I thought you were better off without me. And when I met Twilight and we started to date, I thought I finally could move on,” closer. “But I couldn’t. You’re always present in my mind, my Sunset Shimmer.”

“I can’t forget you either,” she inched closer. “You’ve been ever-present in my mind ever since we broke up.” Sunset sniffed. “I’ve missed your touch, your voice, your kisses, your warmth. Your support,” closer. “Your love. It’s been driving me crazy. I… I tried dating other stallions, but it never worked. I always ended up thinking about nothing but you, comparing them to you, or talking about nothing but you, Flash.”

They inched closer at the same time. Finally, with tears glistening in their eyes, their lips met. It was a gentle, loving kiss; little more than a chaste show of affection, but to them, that kiss carried the weight of three long years of struggle and longing. As they pulled back, they immediately clashed once more; this time carrying their need and hunger to show just how much they missed the other.

Uncaring of the world around them, the couple kissed passionately for uncounted minutes. Their tongues, once more allowed to frolic together, danced and coiled as they saw fit to sate their long dry-spell. When their make-out session ended, Sunset was sitting on his lap, hugging him for dear life while Flash’s hands squeezed her derriere under her skirt.

“I love you,” Sunset whispered. “I love you. I love you. I love you. Please, never let me go again,” she begged as she kissed his snout.

“I promise, Sunset. I’ll never let you go again. I love you, too. So damn much,” Flash swore as he returned her kisses. Their loving display continued until a cough from none other than Spike made the couple look back.

Thankfully for them, not many ponies were around but the few that were passing through respected their intimacy and gave them space and were smiling at them, some mares and stallions going as far as to give them thumbs up. This did little to appease Sunset’s massive blush once she noticed the compromising position they were in.

Flash stood up, holding tightly his lover, and spread his wings. With a flap, they were airborne.

***********************************************

They landed on Twilight’s room balcony. The magic detected him and let him through the sealed doors. Almost after they were inside, their clothes began to fly around the room; discarded and forgotten by their owners.

Flash tossed Sunset onto the bed. He felt that it was a bit taboo that he was about to fuck another mare on the bed he and Twilight regularly used to both sleep at night and make love, but since she had more or less given her permission, he lunged forth. Even after three years since their last time together, he clearly remembered just how Sunset liked it.

Outside the bed, she was a love bug; cuddling, snuggling, nips, kisses, hand-holding, whispers of sweet nothings with enough sugar to make Pinkie Pie sick for a month. But in the bed? She was another mare. She had no patience for mushiness or tenderness. She liked it rough, fast, and vigorous.

And he was all too happy to oblige her desires.

She barely had time to present her sopping wet nethers to her former lover before his strong hands were gripping on her hips; his cock lined perfectly against her entrance. She felt the tip push past her hungry, vice-gripping folds.

“FFUUUUUCK YOOUUUUU!” She screamed at the top of her lungs, her hands gripping the sheets as her entire body shook from the force of the thrust. She couldn’t see it, but she certainly felt it as his whole meat-spear has pierced her front line and had reached her deepest part in a single stroke; his cockhead rubbing perfectly against her cervix. “Come on! W-What are you -Oh sweet Luunaaaaaa!- you waiting for! Fuck me! FUCK ME! Show me what you can do now, Royal Guard!”

Flash felt a surge of primal pride fill his chest. He gritted his teeth as he steeled himself for the taxing task ahead of him. It didn’t help that her trenches were impossibly tight and convulsing on their own; a mare in heat was bad. A mare in heat that had gone without relief for three years was criminal.

And Sunset Shimmer was his mare.

With a snarl, Flash pulled back until only the tip remained inside her famished pussy; her tightness a stark reminder of how deeply in need she was of cock. With a goal set in mind, Flash gave her tight snatch exactly what she desired. Sunset screamed again, her voice laced with a deep desire to be quenched.

Flash snarled and growled as he rocked his hips back and forth as fast and hard as he could manage. The entire mattress shook with every thrust, each time he hit her sweet spot she screamed in pure delight, and the room was quickly filled with the stench of sex and the music of flesh meeting flesh, wet slaps, and screams of pleasure. Each stroke reached as far as he could reach, each stroke an uphill battle to endure and not simply cum from just how fucking good it felt to fuck Sunset again after so long.

“More! MORE! FASTER! HARDER!” Sunset managed to scream in between thrusts. “C-COME ON! F-Fucking knock me out! Make me pass out! FFUUUUUUCCCKKK!” She screamed as Flash, impossibly, acquiesced to her demands. “F-Fuck me stupid!”

Flash wanted to reply, but it was taking everything in him to maintain his rhythm. A minute into her drilling, he felt her legs starting to go out; their strength leaving them. Feeling adventurous and calling from the experience he’d accumulated with Lyra and Bon Bon, he knew what he had to do.

“AAAARRRRGGGHH!” Sunset screamed as a mix of pain and pleasure exploded from her cranium. Flash had grabbed her by the mane, nearly from the root, and was now forcing her body to bend upwards whilst he fucked her mercilessly; just as she liked it. She was momentarily surprised, however, when he used his wings to push themselves forth. She grunted when she impacted the bed’s slat. As Flash pressed her against it, his new position allowed him to take advantage of the gravity to aid him. “YESSS! YEEEESSS! MORE! HARDER!”

Flash continued to fuck her like that for another solid minute. The angle allowed him easier access and less strain, but he couldn’t maintain a quick pace because of it. What was worse, his climax was quickly approaching. Deciding on what his course of action would be, he decided that he needed to end it with a bang. He withdrew from Sunset’s depths but before she could protest, he tossed her again to the bed.

Sunset landed on the bed, huffing as her back made contact with it. She only had enough time to see Flash jump on top of her, holding and bending her legs up. He quickly lined his cock with her entrance and shoved it inside once more. She mewled in pure delight. Then, for a single second, her mind left her body as she recognized the position she was now in. “FLAAAAAAAASH!” She screamed his name as he began to fuck her with all his might; faster, harder, and deeper than anything he had done previously and during their time together years ago.

Flash snarled, his drool raining on Sunset’s face, not that she cared or complained about it much. He doubted she had the mental faculties at the moment to notice it. There was nothing subtle or romantic about the savage plowing he was delivering onto the gorgeous mare he loved with all his heart. There only existed a virile stallion, a needy mare, and the desire to quench her accursed heat.

The two of them peaked at the same time. They never felt it approach in full. It simply arrived suddenly and swiftly. Flash sank as deep as he possibly could, pressing down hard against Sunset’s twitching body. The honey-like scent of mare-cum reached his nose and elation filled his heart. He had done it. He had pleased his mare. And now her unprotected, fertile womb was drinking his potent seed.

But that didn’t matter right now.

Flash didn’t know how much time had passed for the fog clouding his mind banished, but when it did he found that his breathing was still ragged, though not as much as Sunset’s. Pulling back, he felt his muscles burn and ache in just the right ways. He let go of his lover, removing himself from the mating press he subjugated her to endure (or enjoy, depending on the perspective). He admired his work: cum flowing out of her pussy; whatever her womb couldn’t accommodate. Watching over her, he noticed her eyes were foggy, her horn was sparkling, and a smile adorned her lips.

He chuckled. He had actually managed to fuck her stupid. However, despite enjoying his conquer of the enemy base, he felt his cock twitch back to life. Smiling, he knelt and placed her legs over his thighs so she could rest while he fucked her again.

After all, they had three years of catching up to do. When he was about to stick his cock inside again, Sunset began to react once again.

“F-Flash?” She asked softly.

“I’m here, Sunshine,” he replied.

She smiled. “I… I missed that nickname…” she moaned. “Flash?”

“Yes?”

“C-Can I… join… your herd. Have a… a second… chance?”

Flash felt his heart swell and his wings spread out. “Of course, my love. Of course.”

Putting aside his plans of plowing her golden fields for the moment, Flash decided to lay next to his lover and hug her close.

Maybe this whole herding can be for me, too, Flash thought as he cuddled with his new herd-mate, witnessing the birth of his now very real herd.

Chapter 2 end.

Chapter 3: Mixing Candy and Lyres

Heat season for a mare was murder. That was a fact every mare in Equestria knew and experienced. The stallion’s rut could also be tortuous, especially for colts experiencing for the first time. But the agony fillies and mares alike had to endure was akin to having a painful itch that didn’t stop prodding from the inside out with, always gnawing and irking at the back of your head as your body ached and burned up. Sure, it could be ignored at first, but that incessant, infuriating, inescapable itch would only grow and grow; slowly, almost innocently, until it reached a point of causing physical pain.

And what a horrid form of pain it was!

Unlike other nations, Equestria taught sexual education to the young at an early age. It was far from uncommon for a filly to know more about her own body over mathematics or history. And yes, fillies specifically in this particular case. Colts were blessed to suffer only the tiniest fraction of what a filly going through her first heat would. Thus, they were given just a basic course, whereas fillies were taught about their heat, how to treat it, what to drink, what to eat, meditation, and proper masturbation should they need it.

All of this meant that during Heat season, depending on how bad each mare had it, they could manage their heat and remain under control and avoid acting like a cock-starved succubus. Of course, there always existed those few exceptions that occurred when a mare suffered from a particularly terrible heat that threw said mare out for a loop.

Thankfully for Lyra and Bon Bon, they could easily solve that particular problem with great ease. Since they had the other, they could take care of each other’s needs (or most of them) on a regular basis. Such was the case they were entangled right now on their bed.

They laid across the bed, heads buried in between the thighs of the other; the soft sound of licking, slurping, lapping, sucking, and moaning filling the room with noise and the air with the heavy scent of their burning cunts. They were naked, never bothering to put on clothes of any kind when going to sleep or around their house for that matter. At most, they would wear a pair of panties and nothing more.

Pulling her head back for a moment, Lyra spoke. “Hey, Bonnie?”

“Yeah?” She asked, also pulling back from her girlfriend’s snatch.

“Flash’s coming later today, right?” She asked somewhat groggily. She wasn’t a morning person. Much less so when the sun had yet to be raised by Princess Celestia.

“Yeah,” Bon Bon sighed, her pussy trembling at the same time. “I still can’t believe he actually started a herd. I hope that doesn’t mean we won’t be able to have our playdates anymore.”

“Should we do something nice for him?” Lyra asked.

“Asking him to come to fuck our brains out every once in a while doesn’t count as ‘doing something nice for him?’” Bon Bon asked with a knowing smirk, far chirper and ready than Lyra thanks to her previous life as a special agent.

“That’s just sex, Bonnie,” Lyra moaned. “Sex with his long, thick, meaty coooock~ This Heat season is killing us, I swear,” she grumbled, kissing Bon Bon’s thigh. “Dildos, vibrators, and magic are a nice substitute… but nothing beats a throbbing dick messing up our pussies, now does it?” She heard Bon Bon whine in want and desire; a squirt of her juice proof of just how bad her heat was. “See? Your cunt agrees with me!”

“I never said otherwise,” Bon Bon clarified. “I fucking need a dick inside me. His dick, to be more precise. Your skillful mouth may be the best, my dearest clit sucker,” Lyra blew a kiss at her for that praise. “But this damn heat has me aching for a proper plowing. A tool we both lack, sadly.”

“That’s the only downside about being a fillyfooler. When the Heat comes a’ knocking, you’re gonna be honking!”

“What does that even… You know what? I don’t want to know,” Bon Bon sighed, knowing it was better to not delve into her lover’s logic and reasonings. “So, about Flash?”

“I was thinking, how about we make a little bet? For funsies, of course!” Lyra smiled, nuzzling the pussy in front of her face and licking the fleshy pearl.

“Don’t cheat,” Bon Bon warned. “Alright, I’m in. Which bet?”

“How about… Collar?”

“Ohhhhh! Collar, eh? Are you sure, Lyra? You remember what happened last time, riiiiight?” Bon Bon teased.

“Of course I do! And I plan to make you pay for it, Bonnie!” Lyra replied. “One!”

“Two!”

“GO!” They shouted at the same time.

No soon after the word left their mouths, they were back in action. Before starting with one of their common bets, their oral expressions of love in an effort to quench their heat to some extent had been desperate but wholesome. Now, they were driven by the desire to beat the other more so than by the burning ache nestled in their loins.

Lyra sucked at her lover’s clit, kissing and licking from start to finish over her smooth slit. She forced herself more into her nethers to the point of nearly motor-boating that tasty pussy of hers. Her tongue lapped and swirled; coiling at her flesh and inside that warm, tight tunnel laced with the sweet candy-flavored nectar of her lover. She was always too eager to drink as much as she could from Bon Bon’s natural fountain of juice.

Bon Bon, on the other hand, was more methodical. Where Lyra allowed her lust and desire to take over and get the better of her, she was calm and collected… for the most part. It was hard to keep a semblance of her usually clear-as-water mind when receiving her girlfriend’s full attention and her heat causing her baser desires to surface easily. Still, she managed to build up an effective pattern. Lick, lick, suck, kiss, suck, tongue wriggle, gentle bite on the clit, kiss, lick. Repeat four times before changing to a new pattern.

As the two mares moaned, too drunk in their lust and desire to both win their bet and reach a much needed morning orgasm, their ministrations soon turned more hungry, ferocious. Lyra was practically trying to leave Bon Bon dry, while she enjoyed the pressure Lyra was putting on her head with her thighs. The pink and blue maned mare grabbed the light aquamarine-colored ass of her girlfriend with both hands in an attempt to dive deeper inside her nethers.

The penetrating and pungent smell of their pussies filled their noses, putting a hazy fog at the forefront of their minds; a stark reminder of just how much they needed that release and more than they could give all on their own.

Their battle didn’t last long, a couple of minutes at best. Bon Bon was the first to feel the encroaching climax soon to reward Lyra’s efforts. She didn’t fight it. As much as she wished to, she didn’t have the will nor the strength to do so. It was clear as day: they needed this. She needed this.

“Lyraaaaaaa!” Bon Bon shouted, burying her nose inside her lover’s vaginal canal as she clung to her in desperation.

Lyra smiled as she drank from the quivering fountain raining its gift for a job well done and a victory achieved. “The taste of a double win is always the beeeest~” She sang as she licked the flesh bud one last time.

“Y-yeaaah, go ahead l-laugh it up, you crazy dyke,” Bon Bon breathed out, moaning softly as she rode the afterglow of a most satisfying first orgasm of the day.

“Takes one to know one, eh?” Lyra laughed, kissing her clit and giggling when Bon Bon shuddered in delight. “Make me cum now, loser. After that, you’ll start paying your debt~”

“Sometimes I wonder why I love you, you single-minded cunt licker,” Bonnie replied with a smile on her lips and a blush on her cheeks. “What do you have in mind, love?”

“Ohh, nothing much. I just so happened to pick something the other day that I think will fit you juuuust right, candy ass,” Lyra smirked.

************************************************

Flash Sentry stood in front of the castle gates dressed in his casual clothes: a pair of baggy sport pants and a shirt. He had just finished his morning routine, had some breakfast, and a bath. He was ready to head out since it was his off-duty day and he had promised Lyra and Bon Bon to visit them the day prior.

He chuckled. He had officially started his herd a little over a week ago with Sunset Shimmer, making her his official second marefriend and herd mate. Twilight had been ecstatic (it took over an hour to get her to stop squealing in pure glee), and Sunset couldn’t be happier to be granted a second chance inside his heart. And of course, when he told Derpy, Lyra, and Bon Bon about, the former congratulated him and wished him all the happiness he could achieve while the latter two had laughed and teased him about it.

Some of his few male friends thought it was weird for him to have two mare ‘bros’, but he didn’t care. One of his closest friends and kindred spirit Spike, could relate with him in that regard and more. Lyra and Bon Bon were two of his oldest, closest, and dearest friends. Helping them get past the thin veil of pretense and excuses they used to hide their feelings was one of his personal greatest achievements.

They were still a pain in the butt despite their close relationship.

“What’s so funny?”

He turned his head to see Twilight and Sunset walk down the hall wearing their usual pajamas. Focusing on the owner of the voice, he replied.

“Oh, nothing, Twi. Just thinking about Lyra and Bon Bon and how they teased me when I told them about our herd.”

Twilight giggled. “They sure love doing that. Any chance you’ll be free in the afternoon?”

“Doubt it. You know how it usually goes with them. I might not even come home until tomorrow,” he replied with a smile as Twilight wrapped her arms around his neck. Leaning down, they shared a tender kiss. No tongue or anything of the sort, just the simple joy of pressing their lips together and enjoying the contact.

“Got it. Fuck them good, okay?” Twilight winked as she pulled back.

Flash blushed and chuckled. “Whatever happened to the Princess Twilight Sparkle I met almost three years ago that couldn’t utter a single curse word?”

“She grew up a little. Besides, you know how most of my friends have a potty mouth. I was bound to use dirty words sooner or later,” she said offhandedly.

“I’m actually surprised you’re okay with it, Twilight. I mean, I sure as Tartarus don’t mind it. Though, I think after our chat, it shouldn’t be that surprising, huh?” Sunset said before she took Twilight’s place pretending to be a necklace dangling from Flash’s neck.

“I know it’s a bit weird that I have friends with benefits while already having a girlfriend, or rather a herd now, but I love those two to bits. They are great friends and I wouldn’t trade them for anything! Besides, our sexual relationship is merely physical. The love we share is just friendship-based, nothing more.”

“And yet you’re going to ask them to join your herd, aren’t you?” Sunset asked cheekily.

“Our herd, Sunset.” Flash corrected before continuing. “I might as well ask them now. I’d love to have them join. I’ve heard of other herds that have mares already involved in a romantic relationship join in. So I figured I’d give it a try,” he then leaned down and gave Sunset a kiss like the one he gave to Twilight.

“Then, as Twilight said, fuck them good! The more the merrier, right?” Sunset said, causing all three of them to laugh. “Good luck, stud.”

“Thanks,” he let go of the red and yellow maned mare and turned to leave. “Oh, and don’t go to Spike’s room. He’s having a bit of fun in there if you know what I’m saying.”

“Then go and have some fun yourself, Flashy,” Twilight winked, blowing him a kiss. “Try to knock them up!”

“Oh my Celestia, Twilight!” Flash yelled, blushing furiously while the two mares laughed at his expense. With most of his blood currently inhabiting his face, he left the castle in a hurry. It wasn’t until he was two blocks away that he noticed just how hard he’d gotten. With a defeated sigh and a warm expression replacing his embarrassment, he marched forth to his destination.

After walking for a few minutes in peace, occasionally waving back at somecreature, he spotted Derpy sitting by her lonesome on a bench throwing crumbs of a muffin she was eating to the little birds and ducks crowding at her feet. “Hey, Derps.”

“Oh, Flash! Good morning, how are you today? It’s your free day, right?” She greeted, scooting over a little with her tiny army following her legs.

Flash sat next to her. “Thanks. Good morning to you too, Derps. I’m doing quite well so far, so that’s good! And yeah, today’s my leisure day from my guard duties,” he stretched his arms to his front until his joints popped. “I see you’re gathering a following here. Planning to take over Ponyville or something?”

“No creature shall be able to stop my fearsome army of loyal subjects, muahahahaha!” She replied in a silly, evil voice. After staring at each other’s eyes for a few seconds, they burst into laughter for a few seconds. “J-Jokes aside, Flash, are you heading somewhere?” She asked, throwing more crumbs to the hungry birds and ducks.

He nodded. “To Lyra and Bon Bon’s.”

Derpy smiled. “Are you going to help them with their heat?”

Flash rubbed the back of his head. “In a sense?” He hummed before continuing. “I’m… going to ask them if they want to join my herd.”

Derpy’s hands stopped for a moment, too short for Flash to notice it. Then, she threw more crumbs. “That’s so nice! But, do you think they’ll want to join? I mean, I know how close you guys are, but they’re already in a relationship.”

Flash sighed, smiling meekly. “Honestly? I’m afraid they’d say no, but that’s okay. I really want them to join my herd, you know? I’ve known them since we were foals and we’ve helped each other throughout the years. They were the ones that helped me realize my calling and to become a Royal Guard. But if they say no, that’s okay too.”

Derpy smiled as warmly as she could manage. “Look at you, Flash. A month ago the very idea of starting or joining a herd terrified you, and now you’re in one and seeking more mares to join it! You stud charmer you!”

“Me? A stud? Naaaaaah,” he said whilst blushing. “If not for Twi’s Incentive Spell I wouldn’t be able to satisfy just her. And now I have two mares to take care of… in the middle of Heat season…,” he shuddered. “I may need to ask Prince Shining Armor if he does a particular diet to avoid having my bones turned to dust or at least to keep my muscles from cramping. Those hurt worse than stubbing a toe over and over again,” he shuddered again.

“What’s this? A Royal Guard complaining?” She teased, nudging his arm.

“Not complaining. Just… errr… cautious!” He replied. “I love Twi and Sunset to bits, but I am but a mere mortal!”

Derpy deadpanned, idly throwing more crumbs. “And yet you’re planning to ask two additional mares to join your herd?”

He scratched his chin. “I’m not perfect,” he answered, offering a tiny apologetic smile, in turn, making Derpy raise an eyebrow, unamused. “Hey, Derps?”

Derpy blinked, surprised by the sudden change in his voice; going from playful to serious in an instant. “Mmhmm?”

“Thank you, for convincing me to give herding a chance. I know it's too early to say much on the matter… but thank you, Derps,” he turned his head to face her. “Maybe this whole herding thing will work just fine in the end! And if it doesn’t, at least I’ll know I tried my best, because I will try my best to be the stallion my mares deserve.”

“Flash…,” she muttered his name, amazed by the resolve and sincerity reflecting in his eyes. Then, she smiled. “You’re my best friend, Flash. I want you to be happy. So you better make your mares happy in return, you hear me?”

“I will, Derps. I will,” he smiled gently. “Who knows? Maybe after I ask Lyra and Bon Bon, I’ll ask you to join next?” He asked in a semi-playful, suave tone.

Flash didn’t know what was happening until after it happened. One moment, he was staring at Derpy, the next he couldn’t breathe and all he saw was a wall of gray fur and golden hair. He could also feel two lithe arms wrapping around his neck, hugging him tightly. Finally, and above all else, he could feel the tender lips of his best friend pressing against his.

As his eyes began to close and his arms to raise, slowly moving to her back, the sudden contact ended abruptly. He watched as Derpy yanked herself away from him, blushing furiously, lips quivering, eyes wide, and hands trembling. She looked as if she had realized she had done something terrible or stupid.

“Derpy,” he called to her softly and his heart suffered a pang of pain when she flinched, her muffin forgotten as the birds and ducks devoured it. “Hey, Derps, it’s okay.”

She lowered her head, ashamed. Suddenly, she jolted to her feet, spread her wings, and took off, flying away nearly as fast as Rainbow Dash, leaving him alone on the bench.

Flash sat there for a few moments, considering if he should follow her or not. Licking his lips, he could still feel her warmth and taste a hint of peach-flavored muffins. Finally, he decided to let her go and continue on his way. There was no way he could catch up to her now and he didn’t know where she was heading. Standing up, he began to walk again, his mind a jumbled mess… unable to understand why she kissed him like that and why he liked it so much.

It took him a couple of minutes to arrive at his friends’ house. Once there, before he could knock on the door, the pocket of his sport pants holding his cellphone vibrated. Reaching for it, he smiled when he saw who was calling him. “Yes, Derpy? Where are you?”

“I’m… I’m home, Flash,” she replied, her voice sounding tired and embarrassed.

“Stay there, I’ll head there right--”

“No! No, there’s no need,” she mumbled something he couldn’t hear. “I… I uhmm, c-can we talk about what happened?”

“Of course, Derps. Do you want to talk about it now?” He asked, relieved to hear she wasn’t crying.

“No… no, not today. Look, Flash, I just wanted to apologize for flying off like that. We can talk about it another day, maybe?”

“How about four days from now? I’ll be leaving for a three-day-long patrol around the Everfree starting tomorrow,” he proposed, sounding as calm, collected, and amiable as possible.

“Yeah! That… that’s perfect, Flash. See you then?” She asked, her voice sounding hopeful, relieved, and optimistic.

“It’s a date, Derps. Love you,” he said, feeling his cheeks tinged with red for the first time ever upon uttering the ‘L’ word to his best friend.

“...Love you.”

And with that, the call ended. Feeling refreshed and his worries eased, Flash’s mind returned to its calm state. Or as calm as it could get given the mares he had come to see. Tucking away his phone and making sure he looked at least half-way presentable, he put his future date with Derpy aside in favor of focusing on the task at hand.

Filled with resolve and his heart at peace, he knocked on the door.

He waited for a few seconds until he was able to hear the footsteps of one of the two mares living in the house. He heard the doorknob click and the door opened. His eyes went wide, unable to contain the smile that spread across his face and the tightening on his crotch after laying witness to what he saw standing past the door frame.

“Let me guess, you lost one of your bets? And from the looks of it, I’d say it was Collar, right Bon Bon?” He asked, smirking at the beige-colored mare.

“I am pleased that you could come to visit Lady Lyra and me, Sir Flash Sentry,” Bon Bon replied in a humble, servile, and polite tone that wasn’t forced. Nope. Not forced at all. “Please, come inside. Lady Lyra is expecting you.”

“And I am pleased to be greeted by such a beauty!” He laughed as he stepped inside the house, Bon Bon closing it behind him. “I absolutely love it when you two have your bets,” he continued as he turned to face the mare again. Crossing his arms, his eyes worked on inspecting her body from mane to toes slowly, so as to etch the image into his memory.

Bon Bon stood upright and firmly as any proper maid would. Fitting, as she was wearing a maid’s attire. Or rather, she was wearing a discount sex and costume shop version of a maid dress. She was wearing a turquoise garter belt with fishnet stockings, short heels, and a jokingly short and skimpy mini-skirt. But the mini-skirt only covered her sides, barely reaching her cutie marks.

Without panties or another sort of underwear present to preserve her modesty, Flash could see her trimmed bare pussy. Going up, most of her torso was exposed except for a sleeveless jacket of sorts that only covered part of her shoulders, her ribs, and her collarbone. Flash walked around her, discovering that her buttcheeks were also exposed; her tail raised more than normal by a small pincer for a better view and easy access. He also discovered that the jacket left her back mostly exposed, too.

Going around her, Flash came back to her hefty, milky, and soft breasts. Reaching to them, he squeezed and rubbed on her nipples as if he was testing their quality in the same manner a valuer would rate gems. “Heavy, soft, and rich as always, Bonnie. You have the tits and Lyra has the ass!” He chuckled, twisting and pulling at her nipples for a few moments.

“I-I don’t deserve such praise, Sir Flash,” Bon Bon replied, her breathing strained as she tried not to moan while Flash had his fun.

“You deserve that praise and more, Bonnie. Such an obedient and skillful maid should be treated the way she deserves,” he said before letting go of her breasts and nipples only to embrace her, his hands caressing her waist, hips, and thighs while the bulge in his pants pressed firmly against her pussy. He then groped her ass to the point it made her squeal as his fingers dug into her supple flesh.

“S-Sir Flash!” Bon Bon exclaimed before being silenced. She almost immediately moaned into a kiss, his tongue finding hers immediately. As their wet appendages lapped against the other, Flash picked Bon Bon up. Showing off the strength that came with being a Royal Guard, Flash was easily able to support the mare with one hand gripping her tail tightly, while at the same time using the other to pull his pants down, liberating his hard as rock cock.

“AAAHH!” Bon Bon moaned, throwing her head back and ending their sloppy kiss as she was filled by a thick stallion-spear. Her arms wrapped around his neck while her legs coiled behind his back.

“FuuuUCK you’re tight!” Flash cursed, grunting as he began fucking the tight hole his dick found itself immersed in. There was no love, romance, or affection past the tight grips they shared. It was purely carnal and lust-filled; as much driven by desire and their bodies screaming that their needs had to be sated.

Knowing that his strength would leave him if he remained in the same position at that savage rhythm, Flash moved to the wall. He slammed Bon Bon’s back against it, the impact making a few frames and a clock to fall to the ground. With a secured position achieved, the strain on his muscles diminished meaning he could focus his efforts entirely on the rough plowing.

“FUCK! FUCK F-FUHUHUUUCK!” Bon Bon cried loudly, each hard thrust echoing around the house as two pieces of meat hitting each other. Despite her screams, she had the biggest smile plastered on her lips. “YeeeeeEEEEssssshhh! I n-needed this!”

“And I’m more than happy to provide!” replied Flash, grunting as he quickened his pace. With his grip focused squarely on her hips, he was able to pound her with the strongest thrusts he could muster. Each strike making her jump; each time their hips met so too did his flare and the entrance to her womb.

“Already at it and you didn’t invite me?” a voice said from the side.

Seeing as Bon Bon was too busy moaning to pay attention, Flash turned to see Lyra walking towards them completely naked. Her minty breasts were smaller than Bon Bon’s, but they were still of a most respectable size and had an alluring bounce to them with each step she took. The same could be said about her swaying hips but in reverse. Her hips were generous and ample, similar to Sunset’s in that regard, but far meatier and squishier. He knew that well from experience.

“S-Sorry, Lyra,” Flash apologized, grunting as he refused to relent his attempt to fuck Bon Bon into the wall just to say hello. “I c-couldn’t resist.”

“It’s okay, Flashy,” she assured, ending with a kiss between the two. “She’s our little fuckpet for the day. My personal slutty maid. Do you like the outfit?”

“I love it!” He grunted again. “I might s-suggest Twi or Sunset to use it once I buy a set.”

“Kinky,” Lyra kissed his cheek. “Do you want breakfast or did you eat already?”

“A t-tea would be nice,” he moaned out before tightening his grip on the mare he was currently slamming against the wall. “J-Just give… a few m-more secooooAAAHHH!” He screamed a moment before slamming his hips one last time as hard as he could against Bon Bon’s.

“SENTRY!” She screamed, her short nails digging into his skin as she buried her face against the nape of his neck. She drooled and moaned and cried as she felt her innermost sanctuary was coated by a cup’s worth of baby batter in a couple of seconds.

The two lovers remained like that for a few moments whilst Lyra watched the display with a sly smile on her lips; at the same time as she touched her moist lower lips.

When Flash felt he had recovered enough he pulled back, his cock breaking free from the tight snatch’s succulent grip. Bon Bon fell to the ground unceremoniously instantly after. As she laid on the floor trying to catch her breath, Flash unclothed himself, throwing it around uncaringly to stand naked as Lyra.

Lyra clapped her hands. “Bonnie, prepare a cup of tea for Flash and me.”

“Of course… my Lady…,” Bon Bon replied as she moaned in satisfaction for a few more glorious seconds, basking in the afterglow. She stood up on shaky legs, cum leaking freely from her pussy, either by falling directly on the ground or by dribbling down her legs. While she made her way to the kitchen, Flash and Lyra spanked her ass and gave her a nice grope to her tits before moving to sit in the living room.

Or rather, Flash sat and Lyra went on her knees.

“I’ve been looking forward to getting this dick inside me again. Screw Heat season. Screw them right in the balls,” Lyra bad-mouthed before gripping Flash’s semi-erect cock matted with the mixed juices of his and Bon Bon’s cum. Lyra didn’t seem to care about that as she immediately began stroking his shaft; her lips kissing his member while her tongue licked the intoxicating substance coating his spear.

“No kidding. Your entire house is filled with such a dense mare-musk that anyone could choke in it,” he breathed in deeply. “Luckily for you, I adore the scent of a mare in heat the most,” his cock throbbing at the same time he made that declaration. “Speaking of that, mind if I get a deep whiff?”

“Knock yourself out~” Lyra sang as she let go of his hardening cock to climb on the couch he was sitting on, presenting her nethers to him at near eye-level.

Flash smiled before he spanked her ass hard making her butt bounce with a healthy jiggle; the strike making the rest of her body tremble in tandem and her breasts to sway. He whacked her ass a few times until she was moaning and dripping her arousal. Taking that chance, he stopped his fun to instead grope her soft and rather generous derriere; his hands easily grabbing handfuls of tush with plenty of meat to spare.

“Unnff! Flash!” She moaned as she felt her pussy being spread open by two meaty thumbs. Then she felt his snout pressed against her opening, followed shortly by a deep, loud, obscene intake of air. “Mmmhhmmmfff!” She moaned in delight.

Flash moaned in pure lust, his eyes rolling back for a moment before speaking. “Remember when I graduated from the Academy?” he asked, taking another deep whiff.

“H-How could we ever?” Lyra replied. “We fucked like animals.”

“And we traded our V-cards,” another whiff followed by a kiss to her clit and a lick across her slit. “Best gift ever. I got to celebrate with my hot bros in the best way possible, got to pop their cherries, and lost mine to them. And ever since that day, I’ve been obsessed with the musk of my mares.”

“Your mares, eh?” Lyra pulled away, going to her knees once more while Flash whined at having his treat taken away from him. His whimpers died down, however, when Lyra began to stroke and kiss his now diamond-hard penis again. “Since when do you own us, Flashy?”

“I don’t own you. But you are my mares… if you let me?” he asked, his tone hopeful and solemn.

“Did he just ask what I think he asked?” Bon Bon brought up, breaking character for a moment as she slowly and carefully made her way into the living room while holding a tray.

Lyra nodded. “Seriously, Flash? Us? In your herd?” Lyra stifled a laugh. “Are you sure you’d want a pair of bush munchers in your herd?” She ended the question with a hard suck on his tip.

“Why nooOOoot!?” He yelped, surprised, as a hand groped his balls and began to massage them. “I’d love to have you in my herd. Twilight and Sunset are also okay with it. Twilight has been curious about mare on mare action as of late, actually. You’d be the perfect teachers for her!” He cried before accepting the cup of tea Bon Bon offered. Taking a sip, he relaxed on the couch. “Sweet and milky.”

“Just the way you like it, Flashy,” Lyra explained before taking her own cup and drank the lukewarm tea in one go. “We know how much you like sweet treats~”

Flash drank the rest of his tea, his eyes fixated on Bon Bon’s breasts as she shook them a little. He even saw a tiny little drop of white liquid fall from one of her large mammaries. Tossing the teacup aside, uncaring it shattered against a wall, he stood up and grabbed Lyra by her throat and mane. He picked her up with ease while she moaned in pain and pleasure, slightly choking as his grip somewhat blocked her windpipe.

Giving precisely no shits about it, he forced the honey-eyed unicorn onto the wooden table, slamming her face down against its surface. Rather than being discouraged or horrified by his sudden, violent action, Lyra moaned loudly while she presented her backside to him.

Bon Bon moaned, licking her lips while she fingered herself as she watched Flash line up against Lyra’s damp opening. She pulled her fingers out; stained by her honey and Flash’s residual cum only to suck them clean when Lyra screamed to the heavens after enduring a powerful thrust that moved (and damn nearly flung) the table by nearly two feet.

“YES! YEEEEES! I needed this cock fucking me last week!” Lyra screamed in between powerful thrusts that moved them and the table little by little until the edge reached a wall.

Flash snorted, too focused on his task at hand to speak. Still, he felt it was not enough. With his higher brain functions temporarily diminished, he showed no qualms about yanking Lyra’s tail right at her dock while his other hand grabbed her mane in a tight grip.

“GGGGAAAAAAHHHH!” Lyra screamed. Having to close her eyes to withstand the pain of being handled so roughly. And she fucking loved it. With Flash finding his support on her tail and mane, while the table provided him with the leverage he needed, he could really let himself go. “AAAHH! AAHHH! FUCK! FUCK! YES! M-MORE!” She demanded madly.

Flash was now breathing heavily. As good as the rough sex and the thrill of pain was, it was doomed to not last very long. The rush of emotions, the thrill of it, the exertion of it all. It simply was too much for anypony to last more than a few minutes of such brutal fucking.

“L-Look, Bonnie!” Lyra cried. “F-Flashy is going to cum inside me! He’s going to make me preeeegnant!”

“FUCK!” Flash cursed.

Lyra, ignoring the pain from being yanked by the mane caused her, looked back at Flash; a knowing, devilish smirk painting her features. “Youuu liiike that, don’t you FlaAAAsshyyyy!!!” She began to tease before he upped his game.

“YES!” He roared. “I want to see the bellies of MY MARES bloated and gravid with my foals inside them! Get pregnant, Lyra! Be my mare!” He screamed as he delivered his last thrusts into her.

“He’s going to steal me away, Booonniieeeee!” Lyra cried. “And put a foal in me!”

“FUCK!” Bon Bon cried as she fell to her knees, cumming hard and squirting all over the floor while still fingering her pussy for all it was worth.

Flash and Lyra screamed a few seconds after Bon Bon reached her climax. Flash quickly filled Lyra’s tight birthing chamber with his seed. In exchange, his crotch was lubed by her mare juice. With a final thrust and a spurt of cum, the table finally gave out and they fell to the ground, Flash managing to roll mid-fall just enough to land on his back and save Lyra from supporting his weight.

Whilst in the throngs of his afterglow, he released her dock and mane. He didn’t know how much time passed but the tell-tale popping sound of a teleportation spell made him react. But it was too late. In a flash of magic, he was gone and in another flash, he landed roughly on an ample, damp bed.

The first thing he noticed, other than the mint-colored mare sliding off of him, was the pungent smell. It was so thick he could taste it, and he knew then that Lyra had teleported the three of them to the main bedroom. Before he could say anything, Bon Bon jumped him. With a hard thrust that damn well could’ve been confused as self-impalement, she took Flash’s cock once more to the hilt.

“F-FuuuckkKK!” Flash moaned weakly. He was still sensitive from his previous orgasm a mere minute or so ago. And she was wetter, hotter, and tighter than when he arrived. He moaned again, hands finding his own mane as he pulled at it while the sex-starved mare bounced on top of him with all the might she could muster. Which, with Bon Bon being an Earth Pony, was quite a lot.

Most obviously evident by the fact that the bed itself jumped and creaked with each of her strikes.

“Nnnnnffffff~ S-Sweet Luna!” Flash was able to blurt out, his head spinning from the overwhelming sensations flowing through his brain at the same time.

“She can’t help you!” Lyra said since her girlfriend was preoccupied with trying to shatter Flash’s pelvis. “Now, be a good boy and clean up your mess~” her salacious tone was betrayed by her half-crazed stare.

Flash laid motionless. Bon Bon was keeping him pinned to the bed while Lyra moved to straddle his head; effectively getting his face buried by flesh, embracing him from all sides. Deciding it was better to just accept his fate now that his friends were getting serious, he dived mouth first into Lyra’s cunny. Swirling his tongue inside her cum-filled pussy. He ate her out diligently, enjoying the pangs of pleasurable pain he got from her pulling at his mane this time around. His mind, however, was barely able to think any kind of coherent thoughts now that he could smell their concentrated musk at full strength.

With his hands still free to do something, his right hand reached for Bon Bon and his left for Lyra, finding his target with ease. He twisted and pinched at one of their nipples. Their retort was instantaneous. Bon Bon grabbed his balls within a tight grasp making him yelp loudly. Meanwhile, Lyra returned the gesture in full by reaching down to play with his nipples.

The overwhelming flood of emotions, lust, need, and desires, mixed with their overstimulated bodies, proved to be far too strong for their wills to fight back against for very long. Bon Bon gave her all in the last ten thrusts, each one cracking the bed a little more until, in the tenth and final thrust, the bed gave out and its legs and support broke under the immense punishment it had been put through to endure.

The three ponies hollered their passions as they shared a most powerful, mind-numbing, world-shattering orgasm. For the second time that day, Flash flooded Bon Bon’s cunt with his cum as his face was awash by Lyra’s climax. Their three-way shared climax died after just a few seconds, but to them, those seconds lasted an eternity. Lyra and Bon Bon fell forward, sprawling next to Flash; all three of them breathing rapidly, drunk in pleasure with heads spinning, unable to think about anything other than breathing.

Flash waited until a semblance of clarity returned to him. He was spent, at least for now, but so were Lyra and Bon Bon. Their breathing had returned to a more controlled state, even if their bodies refused to obey them.
“Flash?” Lyra asked.

“Yeah?”

“We accept,” Bon Bon continued. “We’ll join your herd.”

“...That’s great…”

“I thought you’d be happy about it.”

“Oh, I am. But currently, I’m trying to remember how to not die,” he chuckled once before wincing in pain. “Damn, Bonnie, you really needed it.”

“We both needed it. Thanks, Flash,” Bon Bon sighed. “And since we’re part of your herd, we can take all of this accursed Heat easier,” she chuckled. “Plus, you’ll get to play with these more often,” she said, shaking her tits. “I’m ‘dry’ at the moment, but I’ll have more by next week.”

“And you’ll get these, too,” Lyra shook her most wonderful derriere. “And we can have more playmates! I wonder what Sunset’s pussy tastes like?”

“And of course you go straight to that, Lyra,” Flash chuckled but smiled at his friend’s antics. “Thank you.”

Nothing more was said. The three fell asleep on the destroyed bed.

*********************************************

Flash woke up a few hours later. His bones hurting, his muscles ached, his joints burned, and he was still swimming in a veritable sea of hormones. Managing to slip himself away from the bed and its other two occupants, he went back to search for his clothes. As he was putting his sports pants back on, he felt a small hard something inside one of its pockets. Pulling the object out he found it was a magic nullifying ring. A gift from Spike, just in case he ever needed it.

Smirking darkly, an idea popped inside his mind. He spent the next twenty minutes searching for everything he needed for his plan to unfold. Carefully, he moved one mare at a time to their new resting spots. He moved slowly, making sure to follow the pointers Spike had shared with him to the letter.

He then wrote a large note that could be easily seen by the two mares once they returned to the land of the living. He watched them, nodding to himself at his improvised handi-work. Then, before leaving their house in search of a meal, he activated two small pink controllers.

“Gaaah!”

“What the!?”

He heard from within the bedroom. Satisfied for the moment, and knowing retribution would surely come to bite him in the ass at a later date, he left the controllers on a desk before exiting the house.

Inside their bedroom, Lyra and Bon Bon were woken up by a sudden vibrating feeling coming from her nethers. It took them just a second to realize that the sensation was caused by dildoes shoved deep inside their well-fucked pussies. Lyra also found herself unable to use magic. Then they noticed they were tied to a pair of chairs: ankles, wrists, midsection, and shoulders incapacitated by makeshift ropes made out of bedsheets, socks, and panties.

Their attention was quickly caught by a large note resting atop their large dresser. It read:

‘Have fun getting out of that yourselves! Love, Flash Sentry~’

“I’m going to kick his ass once I get out!” Bon Bon barked.

“Once I’m done spanking it, he’ll make the apples from Sweet Apple Acres look white in comparison!” Lyra cried.

Chapter 3 end.

Chapter 4: A Heart of Bubbles

Flash Sentry let out a huff of air in a vain effort to build up some courage. At least, that’s what he was telling himself. In truth, he couldn’t think straight, his knees were wobbly, and his stomach was doing such magnificent summersaults he started to wonder if he could join a circus.

He was nervous. Beyond nervous, even. He was dreading what was to come. For the duration of his patrol, he couldn’t think about anything else but his best friend. He had been so badly afflicted that the Platoon Leader had asked him if he was feeling okay. Somehow, he managed to marginally perform his duties for the duration of his mission. After returning, the first thing he did was take a shower and go to sleep.

Early in the morning he woke up, ate his breakfast, kissed Twilight and Sunset as they slept, and headed out to meet Derpy at her home knowing she would be there given it was her free day from work. And now, as he stood in front of her door, he had to force his hand into a fist so he could knock the wooden surface.

“Everything’s going to be fine,” he whispered, unable to keep his hand from shaking. “We’re adults. We are going to talk like adults. She’s your best friend. There’s… there’s nothing to be afraid of… right?” He breathed out a troubled sigh. Deciding it was better to get things underway (and silently preparing himself for the worst possible outcome, just in case), he knocked on the door. Then knocked again after a few silent seconds. Knocking a third time and going without response, he began to worry.

Knowing she kept a spare key behind a loose piece of wood above the doorframe, he used it to open the door. Letting himself inside, he closed the door after his passing. Before he could call out her name, he heard a gentle muffled sound coming from upstairs. Sighing in relief that she was apparently unharmed, he decided to check she was truly alright. As he advanced, he heard her weak moans increase in volume and he also noticed that the musky scent of a mare in heat increased as he approached; causing a stir in his pants.

Frowning at his natural reaction, he continued.

“F-Flash…”

He heard Derpy call his name softly causing him to smile. He noticed how groggy her voice was and his lingering fear sank, now knowing she was merely sleeping and probably having a dream. Not wanting to wake her up abruptly, he approached slowly with the aid of his wings to avoid making too much noise with his steps. It didn’t take long to reach her room and the wide-open door. Sneaking a glance inside with a smile plastered on his face, ready to enjoy the adorable sight of a sleeping Derpy before having to wake her up for their… talk, Flash suddenly felt his smile drop faster than a whirlwind dive the moment his eyes laid witness to an impossible scene.

“Flaaaash…” the grey coated mare moaned his name, the letters sounding sweeter than honeysuckle past her lips.

Flash’s eyes focused on his best friend lying on her bed, legs spread wide, fingers playing with her lovely rosebud, the other hand pumping a dildo the same color as his coat in and out of her leaking cunt. Her legs were trembling like jelly, her breathing was ragged but not forced, and her honey eyes were wide… too wide… and looking right at him.

“FLASH!?” She shouted before pulling the cover on top of her. “What the hay!? Don’t you know how to knock!?”

“I knocked several times but you didn’t answer!” Stepping inside her bedroom he explained himself. “I was worried something might’ve happened to you,” he said as he stared at her blushing face. He smirked playfully upon seeing her anger dying down. “I guess you were just busy?”

Derpy’s face lit up brighter and she used her wings to conceal her face. “J-Just leave!”

Flash turned to do precisely that, but before he took a step forward, he stopped. He turned back to see Derpy; his foalhood friend and closest confidant. Seeing her watching intently at him for several seconds, Flash did something that had been drilled into every Guard not to do: an emotional decision.

“Flash… w-what are you doing?” Derpy muttered, her wings faltering and her hands letting go of the protective bed sheets covering her modesty. She watched as Flash stripped himself in front of her, down to his underwear. She felt her pussy clench tightly around the dildo still lodged deep within her cunny at the sight of his bare form. Looking at his eyes, she asked. “F-Flash?”

“We used to take baths together, remember? Plus, I just saw you naked so I think trivial things like clothes are out of the window right now,” he said, his tone as nonchalant as he could manage to make it. He then approached the bed until he stood at the left, unoccupied side, and casually laid on it.

Derpy felt her heart beating hard and fast some ponies might confuse it for a war-drum. She could smell him as he laid next to her, almost hearing his muscles flex. Not to mention how laid-back he acted, uncaring that his hard member was standing tall like the mast of a ship right in front of her. Gulping down her nerves and deciding to act despite the fogginess clouding her mind, Derpy dropped her covers to then lay next to Flash.

For several minutes they laid on the bed without saying anything as they stared at the ceiling. Flash cleared his throat. “Sooo… are you going to take that out?” He asked pointing between her legs.

“...S-Sorry,” she apologized. Before she could reach it, Flash interjected.

“Do you mind if I take care of it?” He asked, his head turning to face her.

Derpy blushed fiercely before nodding. Spreading her legs a little to give Flash ample space to maneuver. “D-Don’t you find me… gross?”

Flash blinked twice. “No? Why would I find you gross?” He replied as he reached in between her legs, his fingers grabbing the drenched base of the dildo. As he slowly pulled it out, he continued. “Most ponies masturbate regularly. It’s natural.”

Derpy moaned and groaned in pleasure as her insides returned to their natural tightness with each inch the fake cock retreated from her pussy. In the end, she let out a long moan, her cunt squirting a little; refusing to let go of the familiar object so easily and making a wet, lewd sound once the tip popped out of her folds.

“B-but I was… thinking about you, Flash,” she looked away. “I’m a disgusting mare.”

“Ha! I hardly call that disgusting, Derps,” said Flash. “I actually find it flattering and hot. You wouldn’t believe how many times I’ve caught Twilight masturbating to me before.”

Looking at him with hopeful eyes, she muttered. “Really? Princess Twilight?”

“Pffft, of course! She’s a mare first and foremost, Derps,” idly, he brought the dildo and placed it next to his own length. His suspicions were confirmed as the fack cock was the size of the average stallionhood in both length and girth; his phallus absolutely overshadowing the piece of plastic. “Judging by the color, I guess this takes my place?”

“Y-Yeah,” she admitted. There was no point in denying anything now. “I… uhh… I named it ‘Lil Flash.”

Flash’s expression turned to a mix of puzzlement and barely contained laughter as he stared at Derpy’s blushing face. “Well… you won’t be needing this thing anymore!” He declared, his voice cracking a little as he tried not to laugh or chuckle, and tossed it to the side. The rumbling of a trash can was heard. “Three points!”

“Do you have any idea how much that cost me!?” She protested. “I had it custom made! Custom made!” She smacked his forearm a few times. Then, the two broke into a fit of laughter that lasted several seconds. Once it was over, Flash reached for Derpy and pulled her to him until her head was resting against his chest. “Flash?”

“How long have you been in love with me, Derps?” He asked gently, softly.

Derpy relaxed, smiling to herself as she didn’t notice any change in his voice. His tone and manner of talking to her were the same as always. That comforted her more than him trying to treat her like a regular mare. “I don’t know… I think… before entering Magic University?”

Flash whistled. “That far back? Why… why didn’t you say anything back then?”

Derpy sighed. “Because of the attack…”

Suddenly, Flash felt a surge of hatred flow through him. “Oh.”

“Flashie.”

Flash closed his eyes for a moment, his hate diminishing. “Sorry, sorry. It’s just that… that bastard,” he shook his head. “At least he is rotting in prison.”

“You know, I never thanked you for becoming a Guard because of what happened to my eyes,” she said, gently nuzzling his chest.

“After what that crazy bastard caused… I knew my call was to be a Guard to protect the innocent and those precious to me, Derps. But why didn’t you say anything about your feelings after you healed up?” He questioned.

“I never healed up, Flashie. Not in spirit,” she replied, her heart aching as she allowed the gates she had concealed inside it to finally burst open. He was her best friend and she already kissed him. Whatever excuse she had planned for the past four days were obliterated the moment she saw Flash peeking inside her room while she masturbated. And now that they were lying naked in her bed, so casually to make things sting a little bit more, there was no use to dance around the subject or try to find an excuse.

She knew this conversation would either end their friendship or somehow patch it up enough to hold a false pretense of normality between them.

“When the doctor undid the bandages and I saw my reflection and my eyes, I cried. Even after you came to see me and treated me as if nothing had happened… I still cried. Some took pity on me, others laughed. But you… you never treated me differently, Flashie. Thank you,” she kissed his chest.

Flash hugged her close. “Why would I treat you any different for something out of your control, Derps? And I wasn’t the only one. Daisy, Vinyl, Octavia, Doc, Whizz, Biceps, and even that prick of Spring Bushes treated you the same. It wasn’t only me,” he kissed the top of her head. “But that still doesn’t answer my question.”

She clenched her hands. “I was actually going to do it. But by the time I mustered my courage, you asked Sunset out for a date. I knew I lost my chance.”

“Derps…”

“But I was happy for you!” She shifted in order for their faces to meet. “Sunset was bad news back then, but you truly loved her! And look at you now! She’s in your herd and you’re all so happy together now. Really, I’m glad I didn’t confess!”

“Derps.”

“I mean, just look at me! I have lazy eyes, I am clumsy, I break things all the time, and I’m nothing to look at!”

“Derpy.”

“Even my surname says just how stupid I am! What about looks? I’m plain! I can barely call myself a mare!”

“Derpy!”

“My hips aren’t that wide, my breasts are small compared with almost every other mare in town! For Celestia’s sake, even fillies have a better figure than mine! I’m just a stupid, ugly mare! And--”

“Ditzy Derpy Hooves Doo, shut up!”

Derpy froze upon hearing her full name being spoken. It was then that she noticed her vision had been obscured by her tidal wave of bottled up emotions, but she wasn’t crying. She had done a lot of that in the past and was sick of it. Once she realized everything she had said, she focused on Flash’s face and found… not anger, but rather a deep sadness.

“Is that what you really think of yourself?” He asked gently.

She felt him caressing one of her arms, fingers slithering down to meet hers and entwine. She allowed it. For as much as she wanted to rage, to let all her frustration out, she couldn’t. Not on him. “That’s what I am. We both know I graduated only because the School Board took pity on me.”

“You graduated because you persevered, Derps. No matter what happened to you, you didn’t give up. So many others dropped out and they didn’t have an excuse. But not you,” he countered. “I know life hasn’t been easy on you, but you never gave up,” he smiled at her, fingers caressing her cheek. “That’s the one thing I admire about you the most. You never allowed your heart to grow dark or resentful. You were always and still are the most precious, adorable, kind hearted, and helpful mare I know, Derps.”

Derpy stared at Flash’s icy blue eyes, finding that familiar warmth they always reflected. Leaning towards him, she didn’t stop until their lips met in a chaste kiss that was over as soon as it started.

The stallion was ready for it this time, so there was no surprise or momentary awkwardness like the previous time she kissed him on the lips. The tingly sensation on his lips melted away his fears and drove him to action. With a series of swift but gentle movements, he forced the honey-eyed mare to sit on his belly. He stared at her bare form for several moments, his cheeks tinged with red, until he eventually found his voice once more. “You’re beautiful, Derps. Gorgeous.”

Derpy averted her gaze. “You’re just saying that to make me feel better, Flash. I know my body.”

“Then you know I speak the truth,” his hands found her hips and slowly crawled up her sides, making sure to caress her skin, fur, and muscles with light grips. While he couldn’t deny she wasn’t quite as built as most mares usually were, he really couldn’t find her to be anything less than beautiful. Her frame was slender and petite. She didn’t have wide hips, hers were more suited for sharp movements. She lacked body fat and muscles, but her lithe exterior only served to make her more alluring. She didn’t have the waist and shape of a supermodel, but in turn she was healthy without any extra fat nor lacking skin.

Going up, he reached her average-sized breasts. His eyes were fixated on their gentle rise and fall with every breath she took. How her light-yellowish nipples looked like small buds of honey freshly made by bees. His hands grabbed them with ease, their size more than enough to allow him a firm squeeze. They were incredibly soft, compact, and, like everything else regarding her body, suited her like a glove. She wasn’t buxom or anything of the sort. Even her most visually appealing aspect, her derriere, wasn’t as big or prominent thanks to her slenderness.

But it suited her. And that made her beauty and charm ever more evident.

Derpy turned her gaze back to Flash’s when, as his hands grasped her soft, bubbly butt and thighs after finishing inspecting her breasts, she felt his stiff cock smack against her crack, tail, and back. Eager and clearly very, very excited. She shivered when a particularly hard jerk of his cock smeared a wad of pre-cum across her lower back.

“You’re a lovely mare, Derps,” he stated without hesitation; his tone of assertion the same as someone claiming an immutable fact.

“You… Do you really think so? You’re not just saying that, right?” She asked fearfully, her body tensing even while Flash’s hands caressed her lovingly. “I--I’m pretty to you, right?”

“You’re not just pretty to me, Derps. You are pretty. Beautiful. Gorgeous,” taking a firm hold of her hips, he rose up to hug the mare tightly. Pressing his forehead against hers, he continued. “Anypony with eyes can see that.”

“You’re such a dork,” she muttered, happy tears falling from her eyes. “I… I love you, Flash. I’ve loved you for a long time.”

Flash felt his heart flutter and his stomach became a garden for butterflies. “I love you too, Derps,” he kissed her cheek. “After I broke up with Sunset and before Twilight came along, you were the only constant in my life. I… uhh… I even thought about asking you out, but I could never muster the courage to do it… or maybe I didn’t do it because I wasn’t weak enough,” he closed his eyes. “We’ve known each other since we were foals. I even saw you as my little sister when we were growing up, but… but… oh, wow… fighting manticores is easier than this.”

“What’s wrong, Flash? You know you can tell me anything, right?” She reminded him, amused and intrigued by the uncharacteristic nervousness he was displaying.

“Something I’ve never told anyone. Not even my mom,” steeling his heart for what was to come, he continued. “It’s the only secret I ever kept from you, Derps. You know, there’s a lot of things I haven’t told Twilight, Sunset, Bon Bon or Lyra yet. Like how terrified I am of crickets.”

“Or how you hate celery?” She teased.

They shared a little laugh before Flash continued, now more secure of himself. “Well… you were my first crush, Derps.”

Derpy pulled back, astonished by the revelation. “I was… really?”

He rubbed the back of his neck, offering her a sheepish smile. “Y-Yeah… and I felt so dirty for thinking about you that way. We were practically siblings, but when I realized I had a crush on you, I started to see you as a mare, technically a filly back then, rather than a little sister and my best friend,” he sighed, defeated and tired. “I never said anything about it because I felt like I was insulting you and I was afraid that, were I to say anything, then our friendship would be lost.”

“That’s why I didn’t ask you out after breaking up with Sunset. I don’t think I would’ve handled you thinking of me as disgusting or believing you were little more than her replacement. No one deserves to feel like that,” he pressed his forehead against hers again. “I’m glad I was strong enough to not do it. My life would suck without you in it, Derps.”

“Oh, Flashie,” Derpy draped her arms around his neck. Then, their lips met once more, but this time they remained united for several moments. As their tongues slowly lapped each other, coiling around and dancing to a new, unknown tune, their hands busy themselves exploring their bodies. She moaned into his mouth, elated and happy to finally be kissing the stallion she had fallen in love with since before entering Magic University.

Her hands grasped his back, touching his wings, and massaging his rich muscles. She could feel his pecs pressed against her modest-sized breasts; her hard nipples brushing against his fur. His strong hands, so gentle and familiar, moved alongside her back, thighs, and buttocks. He grasped and squeezed and touched her however he saw fit, but never harshly and always mindful to avoid causing her pain, especially when he grasped her dock and pulled at it. “Mmmmhhmmm~” she moaned in response to the new tingly pain and pleasure she felt.

Their lips finally broke their union willingly after unknown minutes had passed. As they panted for air, Flash didn’t want to end their union to end just yet. Reaching for her lips one again, he plunged his tongue inside her mouth in order to capture her wriggling appendage and drive it out of hiding. Once outside, he proceeded to suck and lap her hot tongue for a few seconds, not giving a damn about the mixed drool that fell to stain their furs.

“Join my herd,” Flash said once his playful need was satiated. “Become one of my mares, Derps. Please,” he pleaded, hugging her tightly as he pressed his snout against the nape of her neck in order to breathe her aroma.

“Yes. A thousand times yes, Flash. I want to join your herd,” she kissed him. “I want to be your mare,” and again. “And bear your foals,” and again they kissed; the mare smiling as she felt his stiff cock throbbing and smacking her bottom insistently.

They spent another couple of minutes making out and enjoying themselves for the first time in an entirely new light. When they had their fill, Derpy pulled back. “Can we go to the Castle?”

“The Castle?” Flash repeated, but it quickly clicked the reason for her request. Wordlessly, he let go of her; allowing them both to climb out of the bed. He saw her reach for her panties, but stopped her before she could grasp them. “You won’t be needing them soon enough, Derps,” he said against her ear whilst he hugged her from behind.

Derpy blushed but nodded, her marehood leaking as she put on a knee-long sundress. Deciding to forego the use of a bra, she turned to face Flash after putting on a simple pair of shoes. She saw him struggle a little to properly accommodate his pulsating erection inside his pants, but he managed. After putting his shirt back on, he offered her his hand and she took it, their fingers entwining as they left the room and seconds later the house.

As they made their way to the Castle, Flash noticed how Derpy, despite her obvious happiness, was trying to hide their holding hands and that her step was skewed by hesitation. Opting to take the lead and deal with any ill consequences later, he pulled their hands out in the open and kept them there as they walked. He also leaned to the side, forcing Derpy to rely just a little bit on him for balance.

The change was immediate and Derpy blushed at his actions. It didn’t take long for them to run into several familiar faces. Doc was the first and nodded at his friends approvingly, muttering something as he smiled. Big Mac also saw them, as well as Cheerilee, Aloe, Lotus, Cranky, Redheart, Filthy, and many others, all seemingly happy and relieved to see them holding hands like that.

“...Why am I getting the feeling they knew something we didn’t?” He asked. A second later, he shook his head. “Doesn’t matter. I have my Derps all to myself now.”

Derpy merely giggled, her stance easing visibly and resting her head against his forearm.

It took them a few minutes extra of travel, mainly because they were in no rush to get to their destination and desired to spend a few calm, relaxing moments just the two of them alone. When they arrived at the Castle the two of them were greeted by Spike and his herd. The six usual girls were found with a new member in the form of Gabby. Spike and Flash stared at each other for a moment and then nodded simultaneously. Their eyes glistening with manly understanding.

As Spike and his herd left, Flash and Derpy entered the Castle. It only took them a few minutes to reach the library where, to his surprise, found not only Twilight and Sunset, but Lyra and Bon Bon as well. He had planned to leave Derpy with Twilight and Sunset while he went to fetch his fillyfooler herd mates, but he didn’t mind seeing them present.

“And here I was wondering why you left without waking us up, Flash,” Twilight spoke before putting aside the book she was reading.

“Gone to finally fetch Derpy up!” Lyra clapped. “Man, I thought you’d never realize just how much you two love each other!”

“Lyra, don’t embarrass the poor mare, just look at her,” Bon Bon said before sipping on some coffee. “As for you, Flash, if you make her cry, I swear I’m going to show you a little technique I call ‘unfoaler’,” she said with an evil glint in her eyes.

Sunset stood up from her chair and walked up to Derpy. Once she was in front of her, she hugged the blondie. “Sorry for being a bitch in the past, Derpy. And welcome to the sisterhood,” she finished with a kiss to her cheek.

Derpy blushed, nodded, and sniffed trying to hold back happy tears. After everyone was seated, the two lovebirds explained what had happened and the little chat they had back in Derpy’s house.

“So I asked him to take me here before you to ask all of you if you’re okay with me joining your herd? I know Flash already invited me, but the other mares have to approve too,” Derpy ended in a shy, but calm tone; her hand never letting go of Flash’s.

“Girl, you are more than welcome,” Bon Bon started. “We’ve known each other for a long while and you bake the best muffins this side of Equestria. I don’t care much if that dick attached to that body,” she pointed at Flash. “Already approved of you or not, he’s just a lousy stallion that can quench a mare’s heat and that’s that.”

“Still mad about me leaving you tied up I see,” Flash replied with a shit-eating grin.

“You’re lucky I was able to get out in less than an hour. Screw the Guard and how well they teach their soldiers how to properly tie a pony up,” Bon Bon scoffed.

Flash opened his mouth that it wasn’t the Guard that taught him how to do it, but decided to keep his mouth shut for his friend’s safety.

“The more the merrier! Seriously, Flash, what took you so long to see how much the poor filly loved you and how much you wanted to hug and kiss her?” Lyra laughed while Derpy fidgeted and blushed, mumbling incoherent happy noises.

“I already approved. She’s so damn nice and lovable that I never did anything bad to her back in University. Derpy’s just too cute~” Sunset teased, using a finger to poke at her cheek.

“I will approve of her under one condition,” Twilight said in a dead-serious tone that made everypony freeze in surprise. As she stood up and walked over to Derpy, the blonde mare gasped as Twilight knelt before her. “Teach me how to bake muffins. They are delicious… and Spike refuses to bake me more than five dozens a week!”

“...Five dozens all for herself?”

“Alicorns, babe. Can eat like pigs without consequence.”

“Sign me up for Princesshood, then!”

Derpy laughed openly as she helped Twilight up. Once her laughter turned more manageable, she hugged the Princess of Friendship. Then she hugged Sunset followed up by Lyra and Bon Bon. “Thank you. Thank you. Thank you!” She repeated through the whole ordeal.

“Say, why don’t we move to somewhere more comfortable?” Sunset asked and Twilight nodded. For the next few minutes, the group followed Twilight, although Sunset and Flash knew exactly where she was heading. When they arrived at their destination, Twilight opened the doors of her large bedroom and welcomed everypony inside. Aside from her large bed, there was another even larger mattress capable of supporting eight or more ponies at the same time.

Twilight then grabbed Derpy’s shoulders and gently slid off the straps of her sundress. The mare was caught by surprise and could only gasp when the dress fell and she was left in the nude. Surprisingly, to her that is, she didn’t feel ashamed.

Derpy turned around to see her now fellow herd mates also strip down. What she had in front of her were four jaw-dropping beautiful mares. Sunset was a buxom bombshell. Lyra a lithe but exuberant beauty. Bon Bon was firmer but carried herself around with an aura of pride for herself. And Twilight? Few mares could compete with a literal Princess. Before her ascension, Twilight was already a beautiful mare, although not fully developed. After her ascension, she had slowly turned into a goddess. How could plain old her compete with them?

“To me, all of you are equally beautiful in your own ways,” said Flash from behind her before he hugged her.

“Gaaahh!” She gasped upon feeling his stallionhood brushing against her pussy until his hips were pressed against her lower cheeks. Looking down, she could almost imagine that the stiff cock she was seeing was her own were it not for the color. “F-Flash?”

“You caused this, Derps,” he muttered before nuzzling and kissing the back of her neck. “I haven’t been able to calm down after I witnessed the beauty of finding a mare masturbating on her bed,” he kissed her again. “And now that you’re one of my mares, why don’t we take care of it? Let me show you that my love is real,” he asked, nearly begged, as he hugged her tightly; one hand each cusping one of her breasts, kneading them with great care as he rocked his hips back and forth, his shaft quickly moistening with her leaking juices.

“Flash…” she pressed her back against his chest, delighting in the embrace of her best friend and the stallion she loved who she had given her heart to without hesitation when he asked for it. She felt him let go of her left breast and grab her throat. He then nudged her to look up, and once she did, he pressed his lips against hers.

With eyes closed, they shifted and moved; their moans and little cries of pleasure the only thing they could hear; their audience smiling and enjoying the spectacle. They didn’t notice when they made it to the edge of the larger bed, they didn’t care when they fell on it. All they cared about was continuing their renewed making out session.

After a few gasps of air and some sloppy kisses followed by an open-mouth kiss, they finally parted ways to find themselves in a compromising position. Flash was on top of her, their wings spread wide while they panted for fresh air and took in the scent of the other. Her arms were wrapped around his neck and her legs coiled around his waist; his cock was safely nestled in between her buns, and his chest pressed hard against her breasts.

“They’re just adorable,” Sunset said to her companions, smiling, blushing, and enamored by the sight before her. The couple didn’t show any signs that they had heard her voice. “I’m really happy for Ditzy. She hid pretty well how in love she was with Flash back in University, but I knew better. Seeing them like that makes me really happy.”

Lyra passed an arm across Sunset’s back, resting it over her shoulders. “I know, right? The town pretty much knew they had the hots for each other. All of us kinda choose to keep the secret,” she explained as she saw Flash reposition himself only to press the tip of his cock against her entrance. She could see they were talking but couldn’t hear whatever they were saying. She didn’t need to. The tears in Derpy’s eyes and the way they nuzzled their noses together told her enough. “Squeeeeee!”

“Oh my gosh, oh my gosh, oh my gosh!” Twilight fanned herself at the sight. “They’re rubbing noses! Sunset! They’re rubbing noses!! How bucking cute is that!?” She squealed alongside Lyra, both mares sharing a tight hug that pressed their breasts together, but they didn’t care about it due to the wholesome show displaying itself in front of them.

“How much do you want to bet he’s telling her silly, lovey-dovey stuff?” Bon Bon asked Sunset.

“I do like lovey-dovey stuff, thank you very much. But if I had to guess?” She grinned the moment Flash began to push inside Derpy’s tight folds. Due to the mare’s lighter frame, Sunset could tell taking in a beast like Flash would be painful at the start, but she doubted Derpy would care about that if it meant making love with him. “Really sappy, romance novel kind of sappy.”

“I prefer raw fucking and lust. No need to waste time with silly things as foreplay or holding back or being nice,” Bon Bon scoffed, then blushed. “A-Although, Flash is quite talented with that silver tongue of his. So I don’t mind it that much.”

“F-Flash! D-Deeper, please! Make me your mare, please! I-I love you so much!” Derpy declared in between pained moans and heavy panting.

“I love -Nggghh!- you too, Derps! R-Relax! Y-you’re too tight!” Flash exclaimed as he sank inch after inch inside her tight, virgin tunnel.

“Damn that’s cute,” Bon Bon muttered under her breath.

“Hey, Twilight?” The mare in question stopped squealing and answered with a raised eyebrow. “A hungry birdie told me you’ve been interested in mare on mare action as of late. You still keen on knowing how we fillyfoolers trim the grass?”

Twilight blushed. “Kinda? I mean… I know fillyfooling is common all around Equestria, but I never thought about bedding another mare until recently. If we’re in a herd, it’s bound to happen, right?”

“Right,” Lyra affirmed. “Want to get your first lesson while Flash and Derpy have their thing?” Twilight nodded. “My old friend, allow me to teach you the first lesson: kissing a mare is the same as kissing a stallion,” she said before mashing her lips with Twilight’s. The alicorn gasped in surprise, or at least tried to, but quickly found herself melting under the masterful skill Lyra was displaying.

“Typical. She always does that whenever we invite a friend over for some three-way fun. Although I can’t complain now since we’re all herd mates, I guess,” Bon Bon relaxed watching Lyra and Twilight fall back on the bed; the mint-colored mare holding the reins and mounting the Princess of Friendship.

“Want to try it out with me?” Sunset asked as she rubbed her legs together. “The scent of so many mares in heat and the musk of a virile stallion currently balls deep inside a needy mare is kinda making me super horny,” she glanced at the aforementioned couple only to find her statement to be very true. They weren’t moving much yet, Flash always being the gentlecolt that he was waiting for Derpy to get used to his intrusion.

“Sure, Bacon Tits, I’ll teach you a few secrets no good stallion could ever dream to match,” Bon Bon said cockily.

“What did you just--!” Sunset tried to protest, but the candy maker was too fast for her. In a flash, she found her lips captured by those of Bon Bon while at the same time forced to lay on the bed as the pink and blue maned mare jumped on top of her.

Whilst Lyra and Bon Bon started to give their two herd mates their starting lesson on fillyfooling, Flash and Derpy were focussed on their lovemaking.

“It feels so strange,” Flash muttered when their hips met once more and they moaned in unison. “T-Tight. You’re so tight, Derps. And warm and wet,” grunting as he pulled back, he licked her lips. “It feels like -sweet Luna- like we fit perfectly.”

“You’re so big,” she gasped and moaned, her voice cracking when his tip struck her most sensitive spots at the same time and kissed her cervix so deliciously. “I f-feel like I might split in two!” She moaned louder, kissing his nose and hugging him tighter. “It kinda hurts… but in a good way. I’ve dreamt of us being like this many times, Flash. Please tell me this isn’t just another dream.”

“It isn’t, Derps. You’re my mare now,” he groaned before giving her a chaste kiss that ended with their tongues playing for a few seconds. “You’re my mare. Tell me, is this like in your dreams?”

“I can’t compare them to this,” she moaned. “G-Gods… I can feel my belly bulging with each thrust! You’re so big and hard and mmmmmm!” She moaned yet again, her walls clamping involuntarily around the welcomed guest deep inside her previously-virgin pussy. Flash groaned baring his teeth, his whole body trembling as he found that as good as it felt fucking his best friend, it was just as challenging plowing her virgin folds; her petiteness compared to his other herd mates making it hard for him to move properly. “I love you, Flashie.”

Flash’s heart skipped a beat upon hearing those words not only directed at him, but also filled with a level of sincerity and long-buried feelings that only Derpy could achieve.

“I love you too, Derps,” he replied, increasing the force and rhythm of his thrusts. Their mouths clashed for the umpteenth time that morning, both of them silently promising it was just the start of many to make up for all the lost time. As he thrust his hips into her velvety cavern, he glanced back to the rest of his mates. His focus was entirely on Derpy, but he wondered what they were doing.

His cock twitched hard, which made the lovely mare beneath him moan loudly upon finding what they were up to. Twilight and Lyra were on a sixty-nine sideway position as they licked each other’s cunts with Lyra guiding her old school friend. Meanwhile, Sunset was sitting on the edge of the bed, legs spread wide as Bon Bon made her moan and quiver in equal measure. He could even see her toes curling as she tried to withstand her assailant’s actions.

“S-Sweet C-Cadance’s flanks! I d-didn’t know tongues could do that!” Moaned Sunset, a hand grabbing the mane of the mare kneeling in front of her. “Y-you have to teach Flash how to do that!” She demanded. Bon Bon chuckled before increasing her efforts.

Flash turned his attention back to Derpy after hearing her moan loudly once more with how hard his cock was throbbing after seeing his mates getting to know each other better. Feeling inspired, he pulled back despite Derpy’s whines of protest. He forced her legs to unwrap his back and guided them to rest on his shoulders. With a shift of position, he now wasn’t pressing his entire weight down on the blonde mare. He could now ease her struggle and the new angle allowed him easier access into her depths; striking faster, deeper, and able to hit juuuust the right spot that made her squeal out loud with pleasure.

With plenty of room to work with, Flash was able to see Derpy’s small perky breasts bounce in tandem with each thrust. He found it incredibly relaxing that Derpy wasn’t making any demands for him to speed up or fuck her harder. He didn’t mind it one bit, he loved being as rough as his mares demanded; it was a liberating feeling for him and one that felt absolutely divine.

But there was something about this calm rhythm, the way Derpy moaned and enjoyed his treatment, the way she felt, and the level of detail he could experience in such a slow, measured, loving pace. Still, he felt the need to ask. “Do you want me to go faster?”

“N-nooooo, this is perfect~” She moaned. “Touch my breasts, Flashie,” she smiled the most seductive and sexy smile she could muster. “They’re yours nooooow~”

“Uunnnffff!”A rasping grunt emerged from his throat, her tone and offer causing to give her a strong thrust that made her moan and grasp the bedsheets with all her might. “Y-You’re too damn adorasexy for your own good, Derps!” He said before taking up on her offer. While he wished he could use both hands, he needed one to maintain proper support. Now he was plowing his childhood friend while fondling one of her breasts. Her declaration that she now belonged to him rose something deep within his heart: a primal urge to claim her as his mare properly.

All thoughts to extend and enjoy her for as long as possible were thrown out the window; his composure broke as he increased the rhythm of his pounding, but not enough to increase her pain yet at the same time elevating her pleasure. He focused on fucking his mare as she deserved for the next minute or so, his pace breaking with each passing second a bit more.

As he neared his peak, Derpy reached hers first. All mares were squirters by nature to some degree, but he was taken aback by the volume released by the blonde. As she screamed his name, her body shaking intensely as it was overtaken by the throngs of passion and orgasmic bliss, not to mention the joy of giving her virginity to the stallion she loved and her best friend, a stream of marejuice flung from her pussy to drench his chest and neck, some of it even managed to get into his mouth.

The taste was more than enough for Flash to truly let go for the last dozen or so thrusts left in him. The wet, messy smacks of two bodies meeting filled the air like a chorus of harmonious music until the last and strongest smack was heard.

“RRRNNnnngggghhh!” Flash growled, his open mouth drooling uncontrollably all over Derpy’s face. Maybe it was instinct or perhaps she was too far-gone in her blissful cloud of pleasure; nevertheless, Derpy greedily lapped, slurped, and gulped whatever drool fell in her mouth or what her tongue could reach. The sight of it aroused Flash enough to clamp her mouth with his, their tongues coiling and battling an inexistent conflict.

They moaned lewdly and in pure satisfaction. As their orgasms died down, opting to remain joined for a few moments longer, Flash lowered Derpy’s legs but refused to withdraw his still erect phallus as he broke their kiss in order to nuzzle her; the pleasure-drunk mare returning the gesture with tired eagerness.

“I… Love… You,” she whispered as her eyelids closed.

“I love you too,” said Flash before kissing her nose. Then, he smiled. “Who knew herding would finally bring us together?” With a sigh of relief and genuine joy, he began to withdraw himself from Derpy’s tight, properly fucked cunt; leaving within her a womb filled with his life-giving cream.

He’s barely pulled himself away from the bed when he felt the familiar tingling sensation of Twilight’s Incentive Spell flow through his body. He grunted as he withstood the short-lived wave of pain it brought with it before his still hard dick stood as a veritable spear. He could feel his balls ache as they began to draw nutrients from his body to churn as much seed as possible. His muscles started to burn, both free from stress and strain but leaving him with the desire to use them to its fullest. Turning around, he found a trembling Twilight looking at him while Lyra was busy eating out her ass while two fingers explored her lavender cavern.

Sunset was stupefied lying across the bed, her entire body was twitching as she mumbled incoherently. Apparently, the mare kneeling in front of her who had her face buried in between her legs was responsible for wrangling a series of orgasms out of the yellow and red-maned mare. From his vantage point, he could clearly see Bon Bon openly fingering herself furiously whilst slurping down Sunset-grade juice. With a wink from Twilight, Flash knew what to do. He approached Bon Bon silently until he was within arms reach of her. In a swift and quick movement that every Guard knew to subdue unsuspecting criminals, his wings flapped a second after he took a firm hold of her hips.

“What the!?” She yelled in protest only to find herself hovering a meter above ground level. It only took her a moment to realize that her new position left her completely helpless and unable to fight back against her assailant. “Flash!? What the hay!? Let me go yooouuuuUAAAAAAAHH!” She moaned loudly when Flash unceremoniously inserted his cock all the way inside her pussy. “F-Fucking cunt!”

“That’s the idea!” Flash replied to her insult with a smug smile before he started to relentlessly screw her midair. Bon Bon hollered in pleasure at being fucked in a new position. “You’re my mare, Bonnie! I’ll make you love cock as much as Lyra does!”

“T-Try it y-you p-pussy!” She taunted in between grunts.

“You asked for it,” he muttered before he let go of her hips for a second only to wrap his arms around her belly. Then, he went all out.

“FUCK! FUCK! YEEEEEESSSSS!” Screamed the candy maker. Each hard, deep thrust snatching a bellowing yelp or lustful moan from the depths of her throat. Flash was no better, the urge to impregnate and fill his mare’s womb resonated in his mind thanks to the spell, a particularly welcomed aftercast side-effect that allowed him to really focus on fucking his mare’s brains out without worrying about his stamina.

As the plowing continued, Bon Bon’s marejuice showered the crystal ground with one, then two, and then three orgasms rocking her world one after the other. Only Twilight and Lyra could enjoy the violent swaying of her breasts and the ripples forming across her skin with each strike. She would’ve begged for mercy if she could do anything more other than grunt and cry out for more. It didn’t take long for her to reach her fourth climax and for Flash to give his last few extra hard thrusts as his wings gave out little by little. By the time his feet touched the ground, he delivered his final thrust; signaled by a warcry of dominance and a few spurts of cum managing to squirm through the sealed ring of flesh keeping his cock nice and cozy.

Feeling his orgasm dying out, Flash let go of Bon Bon; the poor mare dizzy, and eyes rolled to the back of her skull as she twitched on the ground for the time being. But there was no respite for Flash. The spell was rather strong and he yearned to empty his filled balls once again, preferably inside the cunt of a willing mare. He followed his nose more than his sight and found a recovering Sunset slowly regaining her mind.

Before Sunset could realize Flash was on top of her, pushing her back against the bed and spreading her legs wide, she screamed in a mix of pleasurable pain when something hot, hard, and thick scraped her insides all the way to her cervix ending in a powerful smack of fletch and fur. “FFFFFFUUUUUUUCCCCKKK!” Her stupid-silly smile betraying the curse word entirely, giving it another meaning.

Flash didn’t much care at the moment. All he cared about was claiming his mare. Taking a firm hold of her ankles and spreading her legs as wide as he could force her without harming his flexible mate, he began to pound her with the same vigor he had fucked Bon Bon. His sole purpose was clear: to breed and fill her womb with his virile seed.

In a mockery position of a mating press, Flash found himself in the perfect position with the perfect angle to truly defile Sunset’s fields. He battered at her gates with the force of a ram, hammering away like the lust-filled beast he currently was. Pleasure-drunk as she was thanks to Bon Bon, it didn’t take long for her to cum three times in a row in quick succession; another starting before the previous one ended. Flash wasn’t doing much better. Spell or not, he was overstimulated and his will could only take him so far. Combined that with the erotic dance of her bouncing breasts, her wails of maddening pleasure, and the ever-increasing scent of many mares in heat, it was too much for him to withstand.

“Flaaaaaasssssshhhhhh!” She screamed his name as her belly was filled with spurt after spurt of spunk, billions of spermatozoids swimming in search of an egg to fertilize inside her foal maker.

Flash let go of her legs and pulled back before his orgasm died down. Two final spurts erupted from his shaft after pulling out, his warm cum landed across Sunset’s chest and face leaving white, gooey strings in their wake. But it still wasn’t enough to sate the unbelievable lust coursing through his body. Looking at his side, he saw Twilight and Lyra, both still in their cunt-munching position but distracted by his display.

He was quick to grab Lyra by the back of her neck, pulling her to him as he flopped to the bed and used his other hand to grab her left thigh and raise it up.

“D-Duuuude! Fuuuuuck! W-What did you do to him, Twi!?” She cried out loud after his stiff meat spear impaled her pussy, filling her to the brim causing her to experience a mini-orgasm.

“Ohhh, nothing much,” Twilight replied with a knowing grin, moving aside to give them room and enjoy the view better. “Just an extra potent dose of my Incentive Spell,” she explained as Flash hammered Lyra’s tender pussy. A hand holding a leg aloft, the other snaking below her to grab her right breasts, squeezing and fondling it as he pleased. All the while he fucked her sideways. “Buuuut I see I may have overdone it a little. Want me to bring it down a notch?”

“Do that and I swear I’ll make you the Princess of Blue Balls!” Lyra cried happily, the entire bed rocking back and forth from the rough fucking she was getting. “P-Please t-tell me you have a dungeon!” She moaned loudly, eyes crossing and mouth drooling upon reaching a massive first climax. “I-I need him to f-fuck me like this once a week! Oh FUCK!” She cried as Flash shifted his striking angle in one move.

Twilight giggled, her eyes focused on Flash’s cock entering and exiting Lyra’s ravaged pussy faster than her eyes could track. Each thrust leaving only the tip inside her clenching walls and going as deep as it could go; mixed juices jumping sporadically and some staining her face. The Princess licked them in earnest, having a newfound enjoyment for marecunt. She gasped in fascination when her boyfriend neighed loudly; she could see his sack twitching and trembling as it emptied its frosting deep within Lyra’s pussy.

Speaking of the mint-colored mare, she had been reduced to a mumbling mess after who knows how many orgasms she endured one after the other. Twilight smiled and licked her lips as Flash withdrew his cum-stained cock and his eyes focused on her.

“Now now, Flashie, is that the way a guard should look at his Princess, hmmm~?” She teased as she moved back until she was standing on her feet and Flash was crawling on the bed.

“P-Please, Twi,” he began. “I need you. Y-You hit me pretty hard this time,” he breathed as he sat on the edge of the bed. “A-At least I can think clearly again.”

“Good,” she said as she pulled the drawer from her nightstand and took out a box of condoms. “Flashieeee, you’ve been naughty~ Cumming like that inside the fertile pussies of four mares without protection? Tsk, tsk, tsk. What if they get pregnant?” She smiled widely seeing his cock twitch and spurt fresh cum. “If you want, I can still cast an anti-pregnancy spell on all of us. Of course, you’d need to use condoms from here on out~”

Flash snarled. “Fuck the condoms. Fuck the spell. Now come here so I can knock you up too! You’re my mare, Twilight!” he shook his head. “W-Whoa… d-damn urges.”

“If you insist~” Twilight giggled before turning her back to him. Before he could say anything, she flapped her wings and tossed herself gently at him. Landing on his lap, she quickly took a reverse-cowgirl position, putting a leg at each side of his hips. Then, she leaned forward to present her dripping marehood.

Flash didn’t quite know how much time passed or how many times he bred his herd mates, his mares. All he could truly remember were flashes the color of their five coats, a lot of swearing, yelling, cumming, kissing, sweating, the pleasure, and the burning of his muscles.

By the end of it, he was lying on the large bed with all his mares splayed randomly across it, and Derpy lying on top of him with his cock buried in her cunny. He smiled one last time before darkness took him.

Chapter 4 end.

Epilogue

“Hey, Flash, over here!” Spike called waving a hand from his table.

Flash approached the table occupied by Spike and five other stallions: Mudbriar, Big Mac, Doc, Soarin, and Thunderlane. He sat on the empty seat his friends had saved for him and relaxed.

“Sorry for being so late. Saw a filly trying to get her cat down a tree on my way here,” he explained.

“A Guard’s duty never ends, eh?” Thunderlane chuckled. “So, Flash, good seeing you again. Found anything interesting during your patrol?”

“Nah. Had to fight off a rampaging pack of timberwolves with the rest of the squad but we drove them back into the forest.”

“How can wood tear through a reinforced scutum shield? That’s kind-o’ spooky,” Big Mac shuddered.

“Technically, timberwolves and their wooden bodies are superb magical enhanced elements. It is not surprising they can pierce through regular armor and shields with ease,” Mudbriar said dryly.

“Yup, that’s pretty much it,” Flash agreed a moment before the waiter served him a glass of pink juice. “What’s the best part of the end of Heat Season? Free prune juice!” He exclaimed before drinking the glass of juice in one go. “Man, I love my girls but keeping up with all of them is more taxing than a triple session of drilling.”

“Why does everypony keep using that word? Maaannn?” Doc muttered. “In any case, I couldn’t agree more. Rose, Daisy, and Lily are all precious and… quirkful, but how can anypony withstand the needs of so many mares in heat at once?”

“Technically, it’s not at once but one at a time. However, I understand your peril. My herd mates are beautiful mares, but like yours, they are earth ponies. But mine are rock farmers.”

“How are you even alive, Briar?” Thunderlane asked. “I’ve seen the crazy strength Maud has, she’s as strong if not stronger than Big Mac here. Your hips should be dust by now.”

Mudbriar gave the tiniest of smirks. “We all have our secrets.”

“Well, I dunno about you, but I can handle my mates quite easily… most of the time,” Thunderlane chuckled. “Flitter, Cloudchaser, and Blossomforth can be kinky little mares indeeeeeed!

“Am fine with mah mares. Sugar Belle is pregnant and expecting, Cheerilee and Zecora got mah foals inside ‘em this season,” he said smugly. “How ‘bout you, Soarin? Mah sister been giving you trouble?”

“Applejack is an angel and I love her dearly,” Soarin replied without hesitation. “She also bakes the best pies I’ve ever eaten!”

“A colt’s heart lies through the stomach, eh?”

“Only if they are pies!” Soarin chuckled. “In all seriousness now, Mac, I love Applejack the same way I love my other herd mates. She’s just… so charming, honest, and beautiful! I find it incredibly hot that she can kick my ass if she wants. I swear her thighs can crush a pony’s skull like a watermelon,” he shuddered with excitement. “Rainbow Dash, Spitfire, and Fleetfoot are also great, but we all decided we wouldn’t make plans on making foals for a while yet.”

“Good for you, Soarin. Me? I can’t wait to be a dad and start my own big family! Bloom, Belle, Scoots, Cozy, Tiara, and Silver are expecting. Gabby says she also wants a chick, but she first needs to move to Ponyville and all that stuff. I offered to take care of it but she wants to do it on her own,” he chuckled. “But I get you all, taking care of so many mares is draining. At least I have an advantage, you know, being a dragon and all. But I think my herd might expand in the future.”

“Don’t be getting greedy there, Spike. Don’t want a repeat of you running amock,” Doc said.

“No, nothing of the like. It’s just that mom wants to solidify ties with the Changeling Hives and the Dragon Lands and, apparently, I’m the best candidate available for a political arrangement. I don’t mind it if my mom asks for it, I just wish I knew who I’m going to be marrying in the future.”

“Well, whatever the case, cheers,” Flash raised his empty glass. “As for me, I still find it hard to believe I have an actual herd. I love all my mares the same and they are so precious to me in their own ways.”

“Haaakkk!” Spike suddenly scrunched up before burning a letter. Catching it midair, he quickly noticed the seal. “For you, Flash.”

“For me?” Flash took the letter and unscrolled it. “‘Walk outside’?” He raised an eyebrow. Looking back at the front door, the stallion stood up to make his way outside the bar.

“What was that all about?” Big Mac asked.

“No idea,” Spike shrugged as he sipped from his prune juice.

Outside the bar, Flash found his five herd mates waiting for him, all lined up and looking flushed. Twilight was all smiles, Sunset tried to look away, Derpy was on the verge of tears, Lyra was grinning like a madmare, and Bon Bon looked cute despite her pissed off expression tarnished by an intense blush.

“Girls? Did something happen?” He asked, himself smiling and curious as to why they had come and summoned him outside.

Fidgeting in place, the five mares offered to him a small white envelope. He accepted them and began to feel them. He noticed something long and solid in each envelope, every object identical to the other. He tore the envelopes on their side at the same time before shaking them to drop their contents to an open hand.

His eyes widened when he recognized what the objects were. Picking one at random he maneuvered it until he found what he suspected to find. The pink stick with two small white dots near the bottom… and two lines crossing the white dots. He then picked the next one, and then another until he checked all five sticks: pregnancy tests.

Positive pregnancy tests.

Flash’s wings spread open on their own before he rushed to tackle the five mares in front of him.

“I’m going to be a dad!” He yelled over and over as he embraced all five mares with the aid of his wings; kissing, smooching them relentlessly whenever he wasn’t announcing his future dadhood to the world. He began tearing up and finally cried happily in the embrace of his herd mates.

In his mind, he truly was the luckiest stallion ever.

End.