Heat Week! Seamstress

by Tower of 0

Rating: mature
Tags: Slice of Life, My Little Pony: Friendship is Magic, Alternate Universe, Human, Anthro, Romance, Original Character, Porn, Rarity, Sex, Profanity
Length: 18252

Rarity takes a friend to Manehattan. Stupid Sexy Times ensue.

Another normal day in another normal week, at least, that's what Justin wants to believe. Having been invited out to Manehattan by the one and only Rarity to help around her boutique there. How could he say no to helping her? She is one of his closest friends after all. Rarity has other plans however in repaying the human for his help.

What's in store! Man on Mare, Oral, Public Oral, Public Sex, Dirty Thoughts, and Epic Snuggling

Published 2022-04-14 18:10:00 UTC
Last updated 2022-04-14 18:10:00 UTC

Stars and Tricks

For once, it was turning out to be a normal day in Equestria for Justin. Well, if having to deal with a nymphomaniac of an alicorn whose still in heat is normal for anyone. Aside from that, there was no Pinkie, no world ending event, no villain threatening to crush him or his friends, no weird magic putting the fate of the Equestria at large. Nothing. Having no Pinks around town was a little strange for him, but he wasn't too sure what her business is at the time.

None of that mattered to the man, for he had spent his entire day in silence. Finishing a book Twilight let him borrow and now on his way to the castle to return it. Celestia's sun is high in the sky, there isn't a cloud in sight, and the weather is perfect. Maybe even for a picnic out in the park. A smile crosses his face at the thought of taking his girlfriend out for a nice lunch. Up the stairs, he places his hand on one of the doors, and-

"Watch out!"

A bright yellow blast of magic hits him square in the chest. Justin goes flying backwards down the stairs. His spine colliding with the cobblestone below and a grunt of pain leaves him. Trixie and Starlight round the corner as soon as the man's body smacks against the ground with black smoke coming off his chest.

"Oooh. That looked like it hurt." Trixie comments upon seeing the man.

"Justin!" Starlight yells out, rushing to his side. "Are you okay? What happened?"

"I forgot the niece is over." Justin lays still, tucking the book over the new hole in his shirt. "Cute, yet deadly."

"Let's get you inside." Before he could protest, Starlight has her magic around his body and lifts him off the ground.

She carries the man into the castle with some help from Trixie. Passing the three ponies on the way, to which Justin lazily waves at each of their worried glances. Starlight rushes him right into the castle's library, gently setting him down one of the couches. This could be worse, pain from the front and back isn't what he expected today. It is what it is though. He lifts the book a little bit to look at the wound. A simple burn mark, nothing too serious, thankfully.

"Girls, thank you for the help, but I think I'll be fine." Justin tells them as he starts to sit up.

Starlight puts a hand on his shoulder and pushes him back down against the cushions. "Not gonna happen, pal. We'll get you something from the kitchen to help with that burn." She then stands up and looks to Trixie, nodding for her to follow.

The two leave and Justin looks back down to his shirt. "This was my favorite shirt too."

"Oh goodness. Did Flurry hurt you?" He heard Cadence's voice, turning his attention to the three now in the doorway.

"Oh, no. I've had way worse." Justin chuckles as he sits up now. "There was this one time in the Everfree I got mauled by a Manticore. It was wild time."

"You what?" Shining asked.

"Nothing!" Twilight quickly interjected, sitting herself next to her human.

"But what about that time Tirek tried-" Justin is swiftly silenced by a finger from his mare, and a glare that could kill.

While in the kitchen, Starlight is quietly cursing to herself. Practically tearing the room apart looking for a rag for Justin's chest. Trixie watches her friend with some mild amusement. Starlight lets out a huff and shoots the powder blue unicorn something of a stink eye.

"You could help me, you know." Starlight grumbles.

"I could, but I did tell you to jump on him while you had the chance." Trixie tells her friend in a matter-of-factly tone.

Starlight groans as she pinches the bridge of her muzzle. "Not this again. Look, I told you he isn't into me like that. He's obviously dating Twilight."

"Rumor mill around town says he's starting a herd." Trixie smirks as the words leave her mouth. "If I were you, I'd totally get on that. I mean look at him! He's built, kind, and smart enough for you to talk to!"

"I'd appreciate it if you wouldn't lust over him like that. We're friends, that is it. End of discussion." Starlight finishes the statement by slapping a dry rag against the counter.

"I'm just saying. He's a hottie."

"Trixie!"

When the two make it back to the room, they spot the man gesturing wildly with one hand. He was in the middle of one of his stories. Flurry Heart is in his lap, happily playing with his other. Shining Armor and Cadence are sitting across from the three, smiling in amusement as he tells them. As Starlight gets closer, she figures out it the story of how he met Manwell in the forest. She rolls her eyes a little as she walks up to the couch he's on.

"Telling the Manwell story again?" Starlight asks the man, handing him the cold rag.

"Hey, it's a good story!" Justin jokingly defends himself as he takes the rag and places it across his burn.

Shining chuckles. "I thought he was making it up to be honest."

"Manwell is really a sweetheart once you get to know him." Twilight chimes in with a grin.

"Was quite the hospital visit for sure, all because a manticore wasn't looking where he was goin." Justin chuckles as he watches Flurry grab the cold rag off him.

The rest of the visit goes rather well. Flurry pretty much attached herself to the human, causing her father to tease him about being the "favorite uncle" much to his faux dismay. Twilight got a good chuckle out of the two going back and forth, pretty much bouncing off one another. The alicorn finds it nice that her boyfriend gets along well with her own brother. Starlight and Trixie getting their own kicks from the two joking around. Up to the point where Shining got the man in a headlock only to relentlessly award him with noogies.

Trixie then gets an idea of her own. Seeing just how closely her friend is watching them, the human in particular.

After goodbyes are exchanged between them all. Shining, Cadence, and Flurry leave for the train station with Twilight. Leaving the two unicorns with human. One of which was diligently picking up toys left out from the foal. Sure, Twilight could do it in minutes with her magic, but he just wants to keep busy until she gets back. A soft groan of pain gets stuck in his throat, just loud enough for Starlight to look at him with mild concern.

"You sure you're okay?" The lilac unicorn asks while walking over to him.

"Yeah, yeah. A little pain never got me down." Justin replies, kneeling down to grab another toy off the ground.

"Maybe you should rest." She suggests, placing a hand on his back.

Justin smiles a little as he looks at her. "I should, but I won't."

Starlight plants herself in front of the man when he tries to move on to another room. "Oh no... you're going to sit down somewhere and you're going to like it! So help me!"

Justin's smile turns in to the smirk. "You'll take my nonexistent cutie mark away?"

"No! I'll give you a cutie mark JUST to take it away!" She returns his smirk with one of her own.

"Damn, and here I was hoping to keep it." He chuckles and throws his hands up in mock defeat. "Okay, okay, you win. Overlord Starlight."

"That's Misstress Starlight to you, mister." She makes her point by gently prodding his shoulder.

She then grabs him by the arm and starts to drag him away. Justin gives her very little of a fight as she leads him back into the library with the stuffed animal still in his grasp. Starlight throws the door open, marching him over to one of the couches again and makes him sit. She ends up taking a spot on the same couch, leaving enough space for when Twilight gets back. Justin looks at the teddy bear in his hand then sets it down on the table next to the couch.

"Soooo...." The man softly boops the stuffed toy and looks at Starlight. "...Know any cool spells?"

"Uh... Well..." Starlight starts to flip through her mind, trying to come up with something on the spot.

"You time traveled, you can steal cutie marks, could probably turn me into an orange." Justin lists off with a smile.

"Turn you into a- did you say orange?" Starlight looks at him now, curious. "Who...?"

"Twilight did once just to see if she could." Justin chuckles. "To be fair... I had it coming."

"What'd you do.." Starlight sounds almost unamused as her eyes narrow.

"Don't worry about it." The man dismisses the question. "Think you could do it?"

"I mean I could... but why an orange?" The mare tilts her head at him.

"No pony is turning that man into an orange." Twilight's voice calls out from the other side of the room.

Both look towards the princess leaning up against the door with a knowing smirk. She starts her walk over to the man, tossing him one of his spare shirts he keeps in her room. He gives her a grin and starts to take off the ruined shirt. Starlight averts her eyes away from his direction. Twilight, however, drinks the sight of her man to much of her delight. The man slips the fresh shirt on and lets out a great sigh of relief.

"Thanks, babe." Justin looks to Twilight with a grin. "This is why I love ya."

"You better." Twilight smugly replies, planting herself down next to him and nuzzling into his side.

"So... this orange thing...?" Starlight shyly asks, getting the couples' attention.

"He called me 'Sparkle-Ass' in front of Rarity. So I turned him into an orange on the spot." Twilight quickly explains.

Justin snorts then starts to laugh. "Rares' reaction was the best I've ever seen out of her. She was all 'Goodness Twilight! That was uncalled for!'" He finishes with one last chuckle after his Rarity impression, his mare soon joining with him. "I swear you did that just to freak her out."

"I may have, but you did have it coming." The only response Twilight got was a nod. "Getting back on topic, I'm sure Starlight could turn you into worse things."

"I could?" Starlight asks almost incredulously.

"We can always find out." Twilight responds with a devious smirk.

Manehattan, Here We Are!

Justin jolted awake as the train shifted. He yawns and tries to bring his hands up to wipe away the sleep. Only he can't raise his left arm, pressing it against something rather plush. Moving his sleepy eyes to focus on the new object of intrigue, he spies a familiar white unicorn. Softly snoozing against his side. Figuring Rarity fell asleep while getting herself cozy next to him, he shifts his eyes out towards the window.

He gazes upon the sprawling metropolis skyline that is their destination: Manehattan. A city he didn't think he'd find himself back at. A soft sigh escapes his lips. Then something catches his eye in the harbor. A striking silhouette of a boat he knows all too well sitting at dock. Something he may have to talk a certain pony into checking out with him. As for the reason for their visit, the fashionista requested he give her some extra help for her boutique, he forgot the name of it already despite her telling him... multiple times.

A smile break's across the man's face as he remembers the other morning when he got her letter. His favorite mailmare stopped by that morning... by slamming into his front door and knocking clean off it's hinges. He wasn't mad at her of course, she can't really help it. Nonetheless, he was happy to see her. Derpy gladly gave him a hug before turning over the letter to him. He was kind enough to give her some of his breakfast muffins from that morning.

His focus returns to the skyline. From the train he can see various ships leaving the seaport and airships leaving their skydocks. If anything, the city itself must be a large transportation and trade. Seeming alive with all sorts of ways to travel, trade, and generally the sights. He silently laughs to himself since he didn't get to see a good chunk of Manehattan last time. At the very least, this trip will be different.

Then a small, adorable, lady-like yawn comes from the one so generous to host.

"You sound like you slept well." Justin smiles down at the white unicorn.

"Mh. Quite so in fact. How are you so warm?" Rarity asks somewhat sleepily while looking up at him, her chin against his shoulder. "Not to mention soft. Goodness, I haven't had a nap like that in years!"

Justin just chuckles and moves his arm to hug her against his left side. "I dunno. I am glad you enjoyed your nap though."

Rarity simply nods, her perfectly coiffed and curly mane bouncing with the movement.

The train pulls right into the central station, lurching forward some. Rarity had decided to stand up around this time to stretch her legs a bit. The sudden move causes her to fall backwards on to the man. Whom catches the delicate mare and firmly holds her steady against him.

"You okay?"

Rarity nods again with a little more vigor. She doesn't bother to look at him for fear of letting him see the pink hue warming her cheeks.

"Good." He smiles and lets her stand back up once they both know the train has come full stop.

The man doesn't dally any time to waste, gathering up their luggage. Then he leaves Rarity to herself in the train car. She has a hand over her mouth, staring out at the door where the man once was. Her eyes wide with much of her own concern. It can't be that time already, can it? I hope not, Celestia so help me if I go in to heat...

"So... remember where the hotel is?" Justin asks with full arms once he spots he friend coming off the train. "I don't exactly remember much of the city."

"I forgot you got... human napped? Filly napped?"

"We just call it a kidnapping where I'm from, but same premise."

"Well, just keep on my tail and we should be at our hotel before long."

"Lead the way, boss lady."

The human chuckles and shifts some of their luggage around for a little more comfort. Rarity playfully jabs his side as she walks by him with a smirk. Justin does as he's asked, following his friend out of the station and into the streets. At first, his attention is solely on his leader. Making sure to take in note of her nice maroon sweater since it's a little more chilly here, and her somewhat dark leggings that hug her hips to almost perfection. To say he didn't get a good look at her ass would be lie. She knows just what to wear to bring out the best of her body. Once they hit the streets, the man managed to tear his eyes away just long enough to gaze up. The highrise buildings that towered over him to just the sheer mount of bodies here still astonished him to some degree. Especially the Equestrian architecture that stands out in detail when one is close enough. Eventually the towering structures start to get nicer and way cleaner. She didn't... did she?

The two come to a stop outside a nice hotel. Like really friggin nice. Like this place could be a resort somewhere else kind of nice. Justin is a bit slack-jawed at the sheer shine of the massive structure. Rarity swivels around on the tip of her hoof to face the man with the biggest smile she has ever given him.

"Viola! Here we will be staying for the few days I have booked!" Rarity exclaims with all the excitement of a giddy shcoolgirl.

"Rares... How much did this cost?" Justin asks in more disbelief than bewilderment.

The pet name he'd always call her made her feel a way she wasn't used to. "Now now, my dear. Don't worry yourself about the cost! You will be treated to the best while we're here working!"

The man just looks at her. "Don't you go spoiling me now. I'll start thinking you might try to take me from Twily now."

"Please." Rarity huffs with a wave of her hand. "I'd never. She's one of my best friends."

"Riiight." Justin smirks a little to her dismay.

Rarity gives him one final, lady-like huff and turns herself away from him. "Come along now, Justin. We've got to unpack."

"As you wish, my lady." Justin responds in a little of his teasing tone.

They enter the hotel and get checked in rather smoothly. The elevator ride to their floor was a little... cramped... thanks to all their bags. Not that one of them minded the closeness while the other couldn't care less. A ding goes off above the sliding doors and they swiftly open. The pair step out, Rarity first as Justin continues to follow. Down the hall, a turn here, a turn there, hips sway and eyes failing to resist looking. The door is reached, unlocked, and opened.

Justin whistles as he looks around the suite, hearing the door latch closed behind him. "Damn, Rares... this looks really expensive..."

"Nonsense, darling! Only the best for my friends." Rarity shoots at him.

"Are you.... are you sure I can't atleast give you some money for the trouble of the room?" Justin walks around a bit.

The suite was big, almost unreasonably so at that. High ceilings, large windows, nice furniture, and even its own kitchen. He walks to one of the doors and pushes it open to reveal a bedroom. With a single king bed. He raises a brow at the sight and fully enters the room and walks over to the closet, setting their luggage down near it while the mare watches.

"As I said, don't you worry about a thing." Rarity states. "You agreed to help me for a few days, so I'm going to treat you."

Justin turns to look at her. "Then you're getting the bed."

Rarity looks at him, surprised. "Then where will you sleep?"

"The couch." He simply replies.

She couldn't argue with him. Not for a lack of trying to reason with him, but because he just wouldn't let her. The man was set on sleeping on some couch, leaving her the bed. Something about respecting her privacy, romantic to her really, ever the gentleman. If he also wasn't stubborn about not sharing the bed with her. A little infuriating to her.

Despite that, they both get unpacked, and begin to settle in. It took them several hours, the sun now setting into the evening. Perfect time for dinner and who else to do the cooking? Why Justin of course! He insists that he alteast cook for them during their stay. Rarity was more than happy to agree, having always wanted to have taste of some of the man's cooking. Of course, she is still quite miffed that he just up and disappeared earlier while unpacking just to get ingredients, but her excitement about the dish outweighed it. He insisted on keeping what he's cooking a mystery, telling her something about it 'being worth it and to trust him.' Which she did.

The aromas of his cooking waft around the mare. Scents of spices, vegetables, among other things. The man's humming, him chopping, and boiling water reach her ears in time. In all her time knowing him, she's never really had a chance to try any of the food that he's made. Twilight seems to just rave on about his skills a self-taught chef. Then it dawns on her. She hasn't really been around the human as often as some of her friends have. Twilight is a bit of a given since she's the reason he's here and probably his first real friendly face. AJ had her reservations until he answered an ad for some extra work on the farm, proving how well he handled the hard work and her sister. Rainbow seems interested in teasing him to which he gladly fires back. Fluttershy is a bit of an enigma to him, like they communicate on a different level given how little they truly talk around one another. Pinkie is... well. She's Pinkie, she's got to everyone friend.

The sound of a plate being set down in front of her pulls her away from her thoughts. Turning her head, she spots the man looking down at her. "You doing okay there? You look like ya zoned out, Rares."

"I'm fine, Darling." She responds, gently taking a pair of utensils out of his hand. "Promise."

He stares down at her for a few moments before giving her a little nod. Then he walks to the other side of the table, sitting in front of his food. "What were ya thinking about?"

Rarity curses at herself for not hiding her face well. "My new clothing line for the next season." Why did she sound so unsure? Of course it'd be likely that she was.

Justin nods, seeming to believe her bluff. "Oooh, bet it's going to be popular."

"They usually are, darling." Rarity breathes a small sigh of relief. She honestly had no idea that she was holding it either. Why is she so nervous around him all of a sudden?

Her eyes finally fall upon the meal that Justin has made for the both of them. Lasagna, one of his favorites if she recalls. The smell was rather inviting, and by the look of the food itself, it looks like he took great care in making it. She takes the fork he brought to her and uses it to cut off a corner of the square cut. Rarity then spears the cut morsel, lifting it to her mouth and taking a bit.

All the while the man is watching.

As soon as the food hits her tongue, there's a squeal of delight. This is way better than she was expecting it to be! It was simply marvelous! The human has outdone himself. His chuckle soon reaches her ears, causing them to perk up and her eyes to hone in on his. Realizing he has been watching this entire time.

"I take it you like it?" Justin asks her with a smile. "I know it ain't five-star gourmet but-"

"But nothing, darling!" Rarity cuts him off, both to their own surprise. "What you made is wonderful, don't sell yourself short just yet."

"Thank you." He seems to relax in his chair. "I knew cooking with Fudge helped, didn't think it would impress the greatest fashionista in Ponyville."

"In spades it has." Rarity tells him after another bite. "How is the absolute doll since her enrollment?"

"She's thriving up there, like she was made for the culinary pursuit." Justin smiles after swallowing his own bite.

The mare just nods, longingly gazing at him. "You must be proud."

"Very." He simply replies before looking out the window. "I have Manehattan to thank for that."

"Really?" Rarity tilts her head. "I'd thought you'd despise this place after what happened."

"Nah... If I didn't get... well... 'human-napped' I wouldn't have met the best change to my life."

The rest of dinner goes on with a rather calm tone. Drinks were brought out a bit later thanks to the human's forgetfulness. The two now stand at the sink in silence. Tag teaming the dishes they made dirty to get them clean. Nothing awkward, just the two enjoying the other's company. Rarity thought that this may be why Fluttershy likes being around him so much. When he was quiet, it was like he wasn't even there. Maybe it'd feel like that if he wasn't standing next to her. Unfortunately for the mare, she was also close enough to catch the faintest scents of lavender, vanilla, and apples. Just knowing those smells are there sends of a shiver up her spine thinking about some of the acts her friends have done with him.

Twilight is to blame in her opinion.

If that mare hadn't insisted on selling them the whole herd idea with him there, she would be happy. The two eventually moved to be doing their own thing around the suite. The man comfortably planted on the couch with one of the books he brought. Rarity kept to herself in the bedroom, mulling over what's been happening to her since they arrived. One of the conclusions she comes to is that her heat is coming. That could explain why she got so nervous being close to him, but that'll change if she's right. Hoping she isn't right.

A knock on the frame scares her out of her thoughts and his voice enters her ears. "You doing okay in here?"

"Oh.. uh. Of course, darling." Rarity is quick on the reply, but it's obvious he isn't buying it.

"You sure?" Justin asks, walking over and sitting on the edge of the bed with her. "You've been awfully quiet for the better half of an hour."

"What? I have not!" She's met with that same look Applejack always gives when a pony is lying to her face. Except, she can feel the concern underneath it. She then looks away. "Fine. I'm not okay."

"Something on your mind? Is it that time for you already?" As soon as the words leave his mouth, her eyes widen.

It would be time, as he would say, to bite the bullet. "Of course you would know."

"Between Twilight's unusually long heat and Applejack." Justin chuckles a little. "AND being around Equestria long enough to see the signs and smells."

"Yes, well, I may not be as restrained as those two about it." Rarity looks at him, almost pleading to him. "Just a warning, darling."

"Rares, Twily stopped being restrained about it a while ago." He just smiles at her. "We'll do whatever we need to get it taken care of."

"Hm, I suppose it couldn't hurt." She reaches over to his lap, placing a hand over his. "I'd be lying if I said Twilight's offer wasn't alluring."

"Well then... welcome to the herd."

Monday

Justin is moving around the back room of 'Rarity For You' with a clipboard and quill nearby while he moves around some heavy crates. He snickers at the name for a third time, not because of the blatant name, but of how funny it sounds to him. He doesn't understand why he finds it so funny. The task at hand for him is to organize the room, fitting if Twilight were here, but this is just busy work so Rarity can focus her talents elsewhere in the store. He bends his knees down, prying his fingers underneath a particularly heavy crate, grunting as he lifts it off the floor to place it on the shelf. A strained groan leaves him as he slides the crate into place.

"Damn, all this is just dress supplies?" He mutters.

Rarity is out on the main floor as she switching out the collections she has on display. Music softly plays in the background, but is doing very little to distract her wandering thoughts. As she suspected, her heat is here and in full. She can hear the soft grunts from the store room as the man works. Scribbling something on her own clipboard and huffing to keep herself pent up. Only a few more hours to go until lunch. Then she can try to indulge herself. While taking one of her dresses off the rack and carefully sliding the replacement, a rather filthy thought enters. Softly rubbing her thighs together at thinking about having the man just take her in the back and rut her senseless. Shaking her head free, Rarity reminds herself that she is a lady and will not stoop to that low.... atleast not yet.

The image persists however. Her cheeks start to heat up, changing to a darker shade of red. She begins to rub her legs together just a little harder in a desperate attempt to get some kind of stimulation. Biting down on her lower lip as she tries to quell the sudden fire burning inside her.

"Awe shit!" Breaks her concentration following something breaking in the back.

Her eyes widen at the sounds and quickly make her way to back. "Justin!"

She rips open the curtain to the store room to find one of the crates knocked over and the man rubbing his foot.

"Shoulda brought some damn boots." He mutters, massaging the hurt appendage.

"Oh goodness! Are you alright?" Rarity rushes over and kneels down, swatting his hands away and already having his shoe off.

"Eh, yeah. I'll just put some ice on it when we get back to the room." Justin replies as he leans back on the shelf, letting the mare do her thing.

The unicorn hums out in thought, gently setting his foot down, causing him to seethe through his teeth. "Very well, can't have you just sit here, now can we?"

He looks at her as she rises up. "Rares, I'll be fine, I promise."

The assurance in his tone is admirable, she catches him rolling his foot up on his heel to keep some of the pressure off. "If you're sure, darling. However it's almost lunch, bet being back here has worked up quite the appetite. Anything in particular you'd like? I'll go get us something so you don't have to walk."

"I'm not feeling too picky so you pick something." Justin answers while setting the dropped crate upright.

"If you insist." Rarity stares at his back while he starts to slide the crate out of the way. "No more lifting until then, we aren't having another injury."

"Sure, sure." He replies, propping himself up against the crate with a smirk. "I'll just stare at his wall until then."

She knows he isn't going to listen to her, but he wasn't starting an argument over it either. Eyeing him with her sapphire blues. Up. Then down. Back to his face and narrowing her eyes at him. Rarity then turns to leave the man to his own devices, still feeling the smirk on that handsome face of his. Once he heard the bell above the door go off, signaling that he was almost alone in the store, he immediately starts getting back to work. Feeling three pairs of little eyes watching him while he starts returning to the task.

Rarity hurries down the sidewalk, her eyes scanning for something for the both of them. His taste wildly varied from her own, yet he entrusts her to choose. She did not plan to disappoint. The mare passes several food carts, storefronts, and some low-end restaurants while weaving through the city crowd. She move at a pace to not keep the man waiting for long while keeping her aim true to pass by ponies. Then she comes to a stop when a peculiar smell comes across her senses. Rarity looks over her shoulder and what she finds may as well be her salvation.

The man occupies himself from behind the front counter. Idly doodling random shapes and lines on a piece of paper he found in the back. Justin made the smart decision by stopping after a few more boxes so Rarity won't get mad at him. Sure, he finds it cute when she got all pouty, downright adorable even. There were few ponies he deliberately tested the patience of, the fashionista was not one of those ponies. The bell goes off again causing the man to straighten out his posture, casting his gaze towards the door, and smiling at the pristine white coat of a unicorn mare. In her hands is a almost flat square box and a happy hop in her step. His eyes widen a bit as soon as she sets the box down.

"Rares... you didn't."

"Oh but I did!~" She sings to him, opening the box to reveal a cheese pizza.

His gaze flicks up to the mare's happy face. "You don't usually eat this kind of stuff... I was expecting... I dunno... something of your taste?"

"Just because I don't eat it doesn't mean I can't indulge a little." Rarity makes her point with a wink.

"Well, if you're okay with it." Justin says, keeping his eyes on the mare as she walks around the counter to join him on the other side.

"Of course, dear. Sharing a lunch with you is all I need."

"Heh. A little cheesy there, Rares."

"Oh hush and eat."

Lunch goes by just fine with a little pizza left over. Rarity is back to pulling dresses and replacing with her new selections. Justin stays behind the counter, respecting the mare's wish for him to not do anymore lifting for today even though his foot is starting to feel fine. Okay, mostly numb but he can somewhat walk properly at this point. He wasn't doing a damn thing right now and it is agonizing. Justin can hear the mare quietly humming to herself as she works. She works her way back in to his peripheral. His eyes flick up to her form, landing on that perfect rump of hers. The way she shakes it to the beat of whatever tune she's got in her head is hypnotic in a way.

To his blissfully unaware credit, the mare intends for him to stare. Knowing full well that his eyes are on her and just how she wants it. Her moving hips are kept to a subtle shake, acting as the metronome to the rhythm in her head. Rarity doesn't dare to look over her shoulder at him for fear of him looking away in embarrassment. That's also what turns her on. When eyes of her target are only on her. She was about to exploit this to an advantage, her advantage.

The man manages to pry his eyes away from her ass long enough to start drawing on his piece of paper. He captures small glances of the unicorn as he continues to doodle, his lines eventually take a very vague shape of the mare of his attention. Rarity cautions her own glance, turning her head just enough to catch the man looking. She's rewarded by catching him in the act without him actually noticing, seeing his eyes dart down to the piece of paper from earlier. Now she's curious. Rarity stops what she's doing and steadily makes her way over. Unfortunately Justin does look up and notices her on the way over.

"Something wrong, Rares?" He asks, not bothering to cover the page.

"Just wanted to see what you were sketching, darling."

He leans back and lets her scan over the paper. Aside from the random shapes and odd squiggles littering one corner of the drawing, the main piece is her facing away. Working. It isn't professional by any means, but it doesn't need to be for her to admire the care and attention put into the sketch. Justin watches as her sapphire blue eyes sparkle with intrigue and admiration.

"It ain't the best." Justin admits, setting the pencil on a shelf inside the counter.

Rarity looks up to him. "It's... marvelous, darling. How often do you draw like this?"

"I guess when the inspiration hits just right. Do you.... want it?"

"Of course, dear. I think I know just the place to put it."

Back in their suite, food in their bellies, and the sun long gone. The man having done as he said, has an icepack wrapped around his foot. Sort of thankful he kept the sock on since it was really freaking cold. He can hear Rarity humming again to herself from the chair he occupies. Steadily getting louder from the bedroom out to behind him. The he feels it, her arms drape over his shoulders, her chest pressed against his upper back and her chin resting on his head. A peculiar scent follows her it seems.

"Are you sure I couldn't possibly talk you into sharing the bed with me?" Her tone seems a bit off.

He brings his hands up to rest on hers. "It'd have to be one hell of a bribe, Rares."

"I think I have something in mind, dear."

The question sits of what it was sits on the tip of his tongue. She removes herself from his back and takes a couple of steps around the chair. The sight that greets him is, for lack of a better word, hot. Rarity stands in front of him in a see-through, showing off her lacey underwear. She drops to her knees in front of him, her eyes locked to his with a small smile. Justin looks a little confused until he sees the look in her eyes. She wants this. He hears her horn power up, grabbing his wrists in her magical grasp and pinning them to the arms of his seat.

"Uh... Rares?"

His words go unheard as she directs her attention to his crotch, putting her hands on the button and zipper of his jeans. Her fingers work quick to undo them, then she yanks them off his hips and down to his ankles. There's a hunger in her eyes accompanied by a lust. The man does little to pull against his magical restraints, just content in letting the mare indulge herself. The next article she grabs is his boxers, he lifts his hips up some to allow her to pull at them. There's a small gasp from the mare when his semi-hard cock flops out to her gaze.

"My my, what have we here?" Rarity says with a giggle, looking up at him with lidded eyes. "Keeping secrets?"

"Mayhaps." Justin smiles back at her.

She licks her lips as he eyes go back to his cock. Leaning her face towards the object of her desire. Using one hand to lift his hardening member, gently planting soft kisses on him. Starting at his tip, causing him to squirm a little bit, trailing along the under side of his shaft. All the while taking in his scent. The earthy smell being somewhat intoxicating to her. Her lips reach his balls, instead of kissing the tender sack, she rolls her tongue out and cradle them. Her muzzle buried under him with a happy hum of pleasure. She tenderly pulls one of the orbs into her mouth and sucks on it.

A low groan of lust leaves the man. Rarity smiles at knowing just how to please him. She doesn't let up though, using her precise fingers to stroke near his tip while running her thump over the sensitive head. The man shivers at her touch, gently gyrating his hips against her hand. The mare giggles yet again with a testicle in her mouth, letting it free and kissing it once before pulling her head back. She looks drunk, probably feeling that way too by how red her face is. Her eyes are glued to the man's dick, running her fingers down his flesh and back up.

His size is surprising to her. Rarity hadn't expected him to be small by no means, but what she's looking at now has blown away anything she thought he may have had. The odd shape, much like the man it belonged to, was rather pleasant to look at. She grows tired of waiting, leaning her head back in towards his groin, pressing her lips right up against his bulbous head. With another groan of pleasure from him, she slips his tip in her mouth. Those sapphire eyes look up to his face and with a small smile curling at the corner of her lips. He's breathing heavy, but looking back at her, and that makes her heart flutter a little. Pushing herself forward to take more of his cock in her mouth. Inching herself down his shaft, pressing her tongue against the bottom of him. Taking his member all the way to the base, the fleshy rod just barely able to poke the back of her mouth. She then starts to pull away with a soft hum, leaving only the head in he muzzle.

Justin is gripping the arms of the chair he's been confined to. Watching this beautiful mare just bob her head at a pleasantly slow pace. The fire in his loins is only fueled further by her constant eye contact. She wants him to look, to watch her, and he knows that. If this was her idea of a bribe, it sure as hell is working on him. Suddenly, she shoves her nose against his hips with an audible slurp. He's doing his best to hold out, but he isn't going to last much longer against her assault.

Rarity can taste his precum, but she wants the real prize, she wants to taste his seed. She pulls off his cock, then swallows him back down to his base. She feels invigorated, free. She wants to be his and him to be hers. She repeats shoving him into her maw, accompanying it with more sounds of wet slurping. Sneakily reaching under her wet chin to find his sack and give it a gentle squeeze.

"Fu-Fuck!" Justin exclaims as he reaches his peak.

His balls tighten in her grasp and she pulls off just in time for the first rope of cum to hit her in the face. She giggles after a second and third stain her lips and chin. A fourth hitting just above her breasts. She releases the magical hold on his wrists and stands up, licking away some of the cum on her lips and giving him a taste. It was sweet with and underlying saltiness to compliment it. The man starts to stand up out of the chair with a little wobble, focusing his gaze on her.

"Now, I believe that should be sufficient 'convincing' for you share the bed." Rarity states with a smile.

"Yup... you win." Justin seems out of breath with his reply. "One more thing."

"Oh? What is-" She's cut off by the man grabbing her shoulders and locking down her lips with his own. Something she gladly melts into.

Tuesday

Justin wakes up to the faintest sound of a running shower. The sun hasn't risen yet so he just tries to wrap himself up more in the blanket on the bed. Then it happens, the sun finally breaks the horizon, flooding the room in early morning light. Feeling the warm rays of Celestia's sun fall upon his resting body, the man smiles to himself, keeping his eyes closed.

"Good morning, Equestria." He mutters to himself and rolls over on his back.

The shower shuts off and the room fall silent. He listens to the bathroom door open and Rarity quietly humming to herself. Soft hoof steps across the carpet, she silently strides to his side of the bed. She smiles as she gently pulls the cover down with little resistance. He still has yesterday's shirt on, but that mattered not to this mare. She lays herself on him, her mane and body still wrapped up in some plush towels. Rarity watches the supposed sleeping man smile and crack his eyes open to look at her.

"Good morning, darling" Rarity whispers, ending her greeting with a small peck to the lips.

Justin returns the peck. "Good morning, Rares."

"Now that you're awake." Rarity grins at him, pushing herself back off the bed. "Take your time getting ready, dear. I'll take care of breakfast."

As if to make some kind of point, she let the towel around her body drop to the floor.

So he did. Justin took a shower for as long as he could stand, which was a decent while. After his nice n' hot shower, he stands in front of the mirror, idly primping himself on the mare's orders. He plays with his damp hair in a multitude of fashions, settling on just keeping it feathered. A style he enjoyed much more. He then plays with some of his facial hair, having something of a full bear thanks to sheer laziness. He thinks it's about due for a shave. A trim at the least. Satisfied with his idling, he grabs his pendant, a fresh shirt, and a new pair of boxers.

The sight that greets him is something he can't complain about. Rarity stands with her back to him, carefully looking over the stove. She is wearing an apron, but that's the only thing she has on. On the counter next to her are several plates of toast, pancakes, and eggs, sunny side up. Justin walks by her, taking in a big whiff of the cooking food, making sure its just loud enough for her to hear.

"Hopefully I took long enough for ya, Rares." He then says to her.

"Any long and I may have gone to look for you." Rarity seems to retort back, turning to him with a smile. "I'm glad I don't have to."

"Who knows, you may have liked what you found." Justin smiles back at her, opening one of the cabinets to grab a pair of plates and silverware.

The mare places the last of their breakfast on the platters. "Maybe I like what I have."

Breakfast goes by with some teasing by the two and setting plans for the day. Justin agrees to finishing reorganizing the crates with some help from the mare. Rarity also asked him to help with any customers on the main floor once they were done, something he says yes to much of the unicorn's delight. Little does he know that she has something else in mind that she'll be doing to him.

The challenge he has been so blissfully unaware of is on. Thanks to the little bit of extra work he did yesterday, Justin is out in the front. Mainly behind the counter and all looks normal. That is until one might notice the small ticks of the human's body language. Sometimes a chill does up his spine, others his brow furrows in concentration, even further he'd ball his hands into fists on the counter top. He would put a stop to all of this once a customer approach to check out on their clothes.

The ponies that shopped aren't his issue. He'd get one on their way with a relative calm, before puffing his cheeks out once they left. The three other sales mares weren't aware of what was going on. They never seemed to notice anything was off and jotted it down as the man 'just being human.' His knees nearly buckle and he glances down to the voracious white unicorn with a perfectly coiffed purple mane sucking on his manhood like it was a damn popsicle. This was her challenge to him: try not to tip any pony off to her act. His reward? Well... he didn't know. She didn't tell him. His quick glance kept him somewhat determined as he saw the front on her shirt undone with her rather well-endowed chest on proud display. Rarity just smiles up at him with her saliva and pre coated lips taking him back in and kissing his base.

She's been at this for almost an hour.

He's close, dangerously close to just bursting right here and now.

Justin is alerted to the sound of another pony coming into the store by the sound of a bell. Casting his gaze over to the door, he spies the potential buyer. Instead, it's Twilight. She smiles and waves at him, hopping her way over to his spot. As she does, he notices she's wearing one of his hoodies with some slacks. Not his first choice of fashion, but who is he to tell a Princess how to dress.

"Hey, Twi." He can't see the eyes widen on Rarity, but he can feel her gaze. "What brings you here?"

"Just checking up on the best boyfriend in all of Equestria." Twilight replies with a rather large smile.

"Too kind, way too kind." He responds, starting to place his footing firm. "I'm just me..."

"That's what makes you the best!" She fires back, leaning her elbows on the counter. "Have you seen Rarity? I'd like to get her opinion on something."

"She's.... around..." Justin replies, going almost as stiff as a board.

Unfortunately, Twilight knows how to read him. Her gaze flicks down to where his hips are hidden and slowly drag up to his face. She sees the bead of sweat on his brow and her grin forms into a shit-eating smile. He watches her lean up off the counter. She reaches out and grabs the collar of his shirt and pulls him forward. His palms slam against the counter, he takes a step forward, and his hips pin Rarity's head against the back. Fortunately for her, this allows her to swallow more of his cock than she wanted. Unfortunately, this also makes it harder for her to breathe. Twilight is whispering all the things she wants to do to her human right into his ear. Once she was finished, the Alicorn ends her point with a rather passionate and deep kiss further intensified by shoving her tongue in his mouth.

Then the floodgates burst.

He growls like some kind of animal against his mare's lips as he bucks his hips. Rarity's muffled squeak is barely audible as she just feels his cock twitching in her mouth. Then the first spurt hits the back of her throat, nearly gagging at the sudden taste. He has essentially flooded he gullet with some of his cum leaking from the corners of her mouth. Twilight pulls away from the kiss with that same grin. Justin, fared worse however. Just staring at the alicorn with a dopey expression on his face as he finished basically busting the biggest nut right down Rarity's throat.

Twilight's smile didn't disappear. Instead, she casted an auditory spell of what sounds like her exiting the store, complete with door opening and the bell. Rarity manages to pull his cock from her mouth and quickly button up her top before popping up from below.

"Justin! What is Eques- Oh! Hello Twilight!" Her attention quickly shifted to her friend once she realized they are still there.

Twilight just smiles and waves at the fashion mare. "Enjoying being under my human? Or rather our human?"

Rarity sputters her response, trying to come up with a response.

Twilight giggles at her flustered friend. "I'm glad to see he's in good hands."

"So... uh..." Justin somewhat comes back down from his high. "Why don't you dress like that around the castle?"

"Cuz... I got your shirts instead and they're way more comfortable."

"Fair." Justin leans in against the counter.

"Anyway, I should let you two get back to enjoying one another." Twilight chuckles, waving at them both.

Once Twilight has left them at the counter, Rarity decides to say something. "You weren't kidding."

"Yeah." He looks to Rarity a the figurative lightbulb goes off above his head. "Hey, wanna go see something with me?"

After some emergency clean up on the mare's part and some quick primping to the man, the two find themselves back on the afternoon streets. Justin is in the lead with his arm hooked around the unicorn's. She doesn't know what has him in a hurry. He hasn't told her anything after she agreed to this, but Rarity can't deny enjoying his lead. The smell of saltwater starts to fill their nostrils the closer they got to the docks. Now realizing what their destination is, the new question is why.
If she had to hazard a guess, it would have to do with the boat they just stopped in front of.

Rarity looks over to the man with a little confusion showing on her face. He seems to be staring at the side of the ship, she can tell he might be a little lost in thoughts. The mare opens her mouth to say something, but is cut off by the sound of somepony letting out a cry. Both look up in time to spot a pony swinging down to their level from a rope. The scene unfolds fast and draws in the eyes of any surrounding passerbys to the now trio. Before them stands a deep red coated mare with fire oranges mane and tail. Her seafoam eye honing in on the human with one of the smuggest grins they have ever seen. Her choice of clothes seem to be more plain with a rather simple off-white shirt underneath a waistcoat a few sizes too big. She wears boots over her hooves with some light brown trousers tucked in them. Then there is her eyepatch over her right eye, encrusted with a single emerald gem.

"Well ain't ya a sight for this sore eye!" The mare boasts somewhat loudly, her one eye focused solely on the human. "Here we thought we'd never see ya again!"

"A friend of yours, darling?" Rarity asks, her eyes turning towards the man.

"Sort of." Justin flicks his gaze between the two. "Rarity, this is Captain Scarlet, the mare that took me captive last time I was here."

Rarity didn't seem to pick on his casual tone, her eyes going wide, then turning to anger as she now looks to the mare with a scowl. She takes a step forward, jabbing a finger in her space. "Who do you think you are taking one of my-"

A hand rests on he shoulder, making her pause and look towards the man.

"Rares, it's fine, that happened years ago."

"And who is this! I didn't think ya be the type to settle down with what ya did to me crew. Scared 'em all senseless!" Scarlet heartily chuckled. "'Cept for that kid."

Justin gently pulls the unicorn back to his side, intertwining their fingers to keep her somewhat contempt. Then eyes up the earth mare sailor. "I didn't think you'd be here. What happened?"

"We, as you may say, 'went legitimate.'" Scarlet replies with a grin, paying no mind to the still glaring unicorn. "Me crew n' me decided to invest in our own little shippin' business."

"That's... good to hear." Rarity comments, still unsure of the mare.

"About time I say!" Scarlet nearly burst their eardrums. "Wanted to for the kid, then ya came along. How is she, by the way?"

"Fudge is doin well. She's now in a culinary school at Canterlot." Justin casually replies, running his thumb over the unicorn's index.

Scarlet's face softens now, wearing a smile that matches her features. "Good, good. At least she's happy."

The two continue to talk on an on as if they were old friends. Catching up like this captain didn't kidnap the man some odd years ago. Rarity just let them chat away, eventually just leaning against Justin. Her head rested on his shoulder, barely listening to their words at this point. She let out a small yawn that didn't go unnoticed by the man.

"Hey, tell you what." Justin starts up. "The next time you got downtime, look me up in Ponyville. The lady n I got a dinner date."

Rarity's eyes snap wide and loo at him.

"Oh! Well don't let me keep ya lovebirds." Scarlet smiles and waves them off.

As they're walking away from the docks, Rarity looks at the man. "I didn't know you had us a reservation somewhere."

"We don't, I just didn't want you to fall asleep against me." Justin smiles at her as they walk. "Speaking of... you got somewhere you wanna eat?"

Rarity hums a little to herself while tapping her index finger against her chin. "I may have a place for the both of us."

The place she mentioned is definitely somewhere on the upscale side. Nothing he expected out of the mare but if she said the food here is 'absolutely divine' then who is he to doubt her. The two have taken up a corner booth on the second floor of the restaurant. Rarity wanted it to be somewhere private and away from prying eyes. Justin has some idea why, but just enjoys having shared a good meal with the mare. The unicorn is snuggling up against the man's side, her hand rubbing against his chest. One of the wait stuff come over to pick up their empty dishes. Justin makes eye contact with them and mouths a silent thanks. They give him sort of nod and leaves them to their business.

The unicorn contently hums out when the man leans his head down, planting a small kiss to her forehead at the base of her horn. She looks up to him and returns the gesture with a small peck to his jaw. Then Rarity pushes herself off the man's side, staring at him with a smile he couldn't quite place.

"How about some dessert, darling?" She asks in a very sultry tone.

Justin looks away to ponder for a moment, then nods. "Sure, that sounds rather nice. I can get one of the staff over to-"

"I have something else in mind." There is a mischievous grin on her muzzle now as her hands start drifting down.

He glances down to her hands, then leans over out of their booth a little. The floor they're on is mostly empty. He doesn't have time to be thankful as the mare in heat already has his pants undone and aggressively stroking him. A quiet squeak of delight comes out of the unicorn's mouth when the member in her hand gets hard quick. Using a quick bit of her magic to get her panties off from underneath the skirt. She then clambers into his lap, pulling her skirt up just enough for his tip to her slit. Rarity bites on her bottom lip to stifle the moan from rubbing herself against him. Justin places his hands against the table while using his arms on either side of the mare on his lap to make sure she won't fall over. As quietly as she could, Rarity descends down upon his cock. His tip is engulfed, his shaft seconds later, finally hitting the bottom.

The white unicorn is squirming in his lap. Silently murmuring sweet nothings to herself while internally cursing her heat for making the feeling like electricity. Rarity rubs her legs together while the inserted object is twitching against her walls. She feels one of his arms wrap around her waist and a strange comfort comes over her as she starts to relax. He uses his arm to press her back against his chest. The warmth he gives off feels intensified to her and his breath brushing her ear is wonderful. Rarity slowly gains some of her bearings and starts to grind her hips with as much subtlety her lust-addled brain can muster. Thankfully, the man is helping her be more subtle while keeping his eyes on watch like a hawk. He is ready to stop her if another pony approaches. No prying eyes so far and no wait staff yet. Justin is letting the mare ride this out to her pleasure, but she also isn't content with just enjoying herself like earlier.

Though she has heard the stories from both Twilight and Applejack, she had some idea of what to expect his size might be. She wasn't prepared for how well he did fit in her in such a way. Rarity continues to grind down against his hips with a bit more of force now, making sure he knows what she's wanting. He stops her just as she's about to get into it, ready to protest until a voice meets her ears.

"Whenever you're ready." The pony that had taken their orders set a check down on their table.

"Thank you." Justin replies, fishing out some money to tip them. "Have a good night."

The wait pony beams at the man and nods, leaving to two once again.

Slowly removing his hand as soon as he can be certain the coast is clear. His mouth soft nips her ear, causing the mare to squeak out and push her hips harder against him. If that was him telling her to continue, she's going to take it without hesitation. Rarity swiftly resumes her somewhat unsubtle grinding on the human. Justin starts to push himself into the back of the seat while moving both his hands to her hips. The excitement of just going at it in public and the potential of getting caught has them both on a high. That high has put him dangerously close to his limit already. Rarity grabs one of his hands and moves it to under her already short skirt, parting her legs just enough to allow his fingers some passage to her clit. He already knows what to do and starts to play with her.

Rarity bites down on her bottom lip again to make sure she won't squeal. Soon an orgasm washes across her body. Her body starts to shudder while her pussy clenches down on his dick. He lets out a grunt but doesn't blow, just burying himself deep inside her. After seconds tick by of her silent convulsions, the unicorn starts to come down from the throes of bliss. A sort-of dumb smile occupies he muzzles as Rarity slowly falls limp. Justin pulls his hand free from under her skirt, seeing that the tips of his fingers are glistening in the light.

He just smiles and softly kisses the mare on the cheek. "Don't pass out just yet, Rares. We gotta get back to our room."

Rarity just nods in acknowledgement.

"I'll give you a minute to recover."

He tries to move her but she just stays in place, turning her head to look at him. Her eyes lidded and the most seductive smile he'd ever seen on her. This also flags trouble for him as she immediately starts to grind against him once again. Justin hisses out some and starts to wrap his arms around her waist, going as far as to gently thrust into her. This brings the fashionista great delight in bringing the man such pleasure. She knows he's trying to hold back but Rarity wants to feel him release inside her. Lucky for her, that isn't far away. The man's grip tightens around her, squishing their bodies together, and burying his face further into her neck. Rarity does manage to keep herself from squealing out in delight from the feeling of him blowing his top right into her.

"D-damn you.." Justin mutters, kissing at her neck.

The door to their room swings open and the two walk in looking a little more haggard than when they left. They also look very tired, well, one does. Rarity is fast asleep on the man's back while he used his arms to support her already light weight and leaned forward to keep her on him. Justin basically waddles his way to the bedroom. It was already late and sleep is sounding good too. He enter through the door, sitting on the edge of the bed, and lets Rarity fall backwards. Justin takes the time to get her situated on the bed and tucks her in, planting a small kiss on her forehead. He then takes off his own shirt, laying on his side of the bed.

Then he promptly went off to Dream Land.

Wednesday

Packing. Lots of packing take up their late morning. It also took them a lot longer to even get in gear since a certain white unicorn of a fashionista decided to wake up her chosen desire with a courtesy of hers. That courtesy was a sneaky blowjob before the sun rose. This did wake up the man with some mild success. The rest of the early morning consisted of them making a bigger mess of the sheets after that. Then a shower that was more of making out than washing up. Leading to them packing what they could, or just him packing his things.

"Justin, dear, could you come here for a minute?" Rarity's voice calls out from the bathroom.

"Sure thing." He responds, standing up from his kneel to head to the bathroom.

Once there, he spies Rarity trying to do something with her mane. "Would you mind being a doll and holding my hair up for a little bit?"

"I mind." Justin responds, moving in to do as she asked. "But you get a free pass for being you."

This causes Rarity to smile and roll her eyes while tying her mane up with his help.

Did she need it? Of course not.

"Thank you, dear." Rarity says to him, turning and kissing his cheek.

He just smiles back. "You're welcome, love."

The mare watches as he leaves the room, a smile still on her face. Rarity's eyes stay fixed on him as he goes back to packing and an idea comes to mind. Quickly noting the time and thinking an opportunity they will have. Then she gets right to work fixing up her makeup and doing primp work. All the while Justin is finishing up folding some of his dirty clothes and storing them back in his suitcase.

"Justin?" She calls out again.

"Yeah?"

"How do you feel about going out to the town? See some sights. Spend quality time together before we head back."

Justin pauses, turning to look over his shoulder at her. "Do some last checks on the boutique?"

"No, I think we got everything sorted yesterday."

She watches him nod his head. "Sure. Sounds good."

Rarity got all giddy, starting to giggle like a schoolfilly while she closes the bathroom door to much of his confusion. He just shrugs and decides to finish dressing. Justin slips on a nice polo over his upper body and a pair of chinos he has on hand for comfort. Naturally he is left waiting for the mare to get ready. Something doesn't might, he grabs his book and head out the bedroom. Rarity eventually makes her appearance in the doorway with a slight lean against it. He looks up from his book, seeing exactly what she's wearing. He would describe it as 'sporty' but in terms of Rarity, so it was still a bit on the high-end. She's wearing dark purple slacks that reach all the way down to her ankles, her top consists of a plain crimson long sleeve with said sleeves rolled up. Then there is her mane that he helped with all tied up in a ponytail with a pair of sunglasses adorned on her head.

Justin whistles at her. "Fabulous as ever, Rares."

"Quite lovely, isn't it?" She smiles as she starts to approach. "Though, still not as much as you."

"Ever the charmer." Justin chuckles, feeling her hand against his cheek. "Shall we get a move on?"

His words seem to fall on some deaf ears. A zoned out Rarity looking to his eyes.

"Equestria to Rarity."

She shakes her head of her daze. Eye blinking a few times. "I'm sorry, did you say something?"

"Asking if you're ready to head out, Rares."

"Oh, of course, dear."

The streets are alive with life as per the norm in a large metropolis. Ponies and various creatures rush around to meet their destinations in a timely manner. If one were to look closely or pay some sort of attention, one might be able to spot a purple-maned unicorn and a strange hairless creature walking side-by-side. Their stride slow to take in the fresh air and enjoy what sights the city has to offer. The two's journey has them in the largest park of the city. Rarity is off looking at a fountain. Justin is standing nearby, smiling as he watches her. He's never seen he this relaxed before. Where she usually has a concern for those around her, it seems she just doesn't care currently. He likes seeing this side of Rarity. Justin decides to finally join her, walking up and planting himself next to her.

"Enjoying yourself?" He asks.

"Of course, I'm glad you came out with me." Rarity looks at him with a smile.

"Please." Justin smirks. "Like I'd leave a lady to fend for herself on the streets alone."

"Oh my, such a gentle colt, aren't you?" Rarity teases, reaching her hand out to touch his.

He looks at her and shrugs, intertwining their fingers. "I do what I can. Hey! You wanna make a wish?"

Rarity hums out in fake thought. "Couldn't hurt."

Justin grins and reaches into his pocket and fishes out a couple of bits. He reaches his hand out a bit and the unicorn opens her palm under his. With a grin, he drops one of the gold coins in the pale furred hand. The two met eyes for a brief moment and look towards the fountain and tossing the bits in. A satisfying splash comes from both coins, the two look back to the other with smiles.

The spend much of their day walking around, shopping, and generally having a good time while the man goofed off some around her. Rarity is enjoying herself as much as she's greatly appreciating his company. They stop for lunch at some local food cart, each getting a roasted carrot on a bun. She's relaxed, way more relaxed than she's ever felt in her life. All thanks to this wonderful creature of a stallion. Her eyes are fixated on him as he's telling one of his stories from long ago, she's unfortunately not listening as he just talks and moves his hands about in motions. How ever did Twilight manage to land such a wonderful man?

The answer, she feels, is obvious.

He had always been hers since the two met.

The two have finally finished up their packing. Tidied up the suite. Now Rarity is going over a mental checklist as Justin is double-checking the room to make sure everything is in order. The fashionista is standing near the multiple suitcases and shopping bags. Her thoughts soon turn into mumbling, then turning into spoken words after that.

"Clothes?"

"Check." Justin absently responds from the kitchen.

"Souvenirs?"

"Got 'em."

"The ones for the girls?"

"In the same bag."

"Personal effects?"

Justin stops what he's doing. "In their respective suitcases. Rare, we got everything. We'll be fine."

"Wait." Rarity looks up at him. "What about the train tickets?"

He produces said items from his back pocket.

"Excellent." Rarity beams. "Seems you've picked up a few things from Twilight."

Justin just chuckles and walks over to her. "I think we all have from being around her so long."

The two are satisfied with their work and the human loads up like some pack mule. Rarity isn't having any of it, taking the bags into her magical grasp ad floating them over to her. Justin gives her an appreciative smile and the two leave the room just like before their arrival. There's a sort of rush towards the elevator since they got back to the hotel a little later than intended. They successfully check out and back out on the streets. Thankfully with the later hour, there's less foot traffic. Justin somehow keeps his pace right up behind the fashionista as they made way for the station. After about ten minutes of straight power walking, they finally reach the station. Rarity uses her magic to get the tickets from the man's back pocket, turns them over, and get on board. Again, it was a private booth in one of the cars and a relief for the both of them. Justin makes quick work in getting their suitcases put away and with a little help from the mare to get their bags stored. A wave of ease comes over them both as they take seats, sighing out, then looking out the window.

"Man, this was great. Thank you again for inviting me out." Justin turns away from the window to smile at the mare he has his arm around.

"You're quite welcome, dear." Rarity replies as she nuzzles her cheek against his chest. "I'm happy you came along, you were a huge help."

"Just glad to help." It's his turn to bury his cheek against the top of her head.

Rarity softly intakes a lungful of air, then exhales. "Would you like to help me with one more thing?"

"Yeah?"

Her horn lights up, drawing the shades on both the door and window. "Well, since the trip back to Ponyville will be several hours...."

"Uh-huh.." He feels her start to walk her fingers up his chest. Feeling he knows where this is going.

"If you would rut me like you rut Twilight." As she asks, Rarity pushes herself off his chest and gives him her best puppy face.

He smirks a little at her. "Oh shoot, and here I thought we were going to nap together." She pouts a little, but leans in to his palm when he brings it up to her cheek. "But I think we can send Manehatten off with a bang."

He goes ahead and punctuates his last point with a kiss. One that Rarity wastes no time in returning. She put her certain kind of fire behind it. Their lips lock in heated passion while the mare readjusts herself to sit on his lap. Practically straddling his hips with her legs on both sides of his. He places a hand on her rump, giving her soft flesh a squeeze. The action elicits a soft squeal from the mare's lips. Rarity presses deeper into their kiss, feeling his tongue press against her bottom lip.

The train then lurches forward as it starts moving.

The two's bodies are now pressed together now that the train in moving and homebound. Rarity, honoring the previous request, and parts her lips to let his tongue in. Free to explore her mouth to his heart's content. His other hand starts to move from her cheek, down to her waist and places it against her side. Their tongues intertwine, no wrestle for dominance, no tugging, just two lovers tasting eachother. Her hands trying to explore his covered chest, and much to her dismay, there's a shirt there. Rarity mumbles something after breaking the kiss.

"What was that?" Justin asks.

"Lift your arms, dear." Rarity commands.

The man looks at her for a moment and shrugs, doing as he was told and lifting his arms. Almost as soon as they were lifted, his polo came up with them and slides right off his body. He can swear he sees Rarity lick her lips at his now exposed chest. She scoots her hips out a little to garner more room between them and leans in close. Seemingly just staring at the man's body, charting the lean and defined muscles present. Certainly a stallion that takes good care of himself. Then without so much as a warning, she plants a kiss right in the center of his pecs. The sudden action sends a shiver up Justin's spine while squeezing her flank again. Her deep blues look up at him, then her gaze lidding when he looks back. The next feeling against his skin is her tongue being pressed right up on him. Slowly dragging her tongue across his chest and right up to one of his nipples. Smirking, she softly swirls the tip of her tongue around the nub. This earned the fashion unicorn a slight murmur from the man along with another shiver up his spine. Rarity smiles, then gently bites him.

"Dammit, Rares!" Justin curses, using both hands to grip her ass now. "How long have you been like this?"

Somewhat satisfied with his reaction, she leans back to smile at him. "A lady tends to learn and read about new things."

"I swear, if I find a porn mag somewhere in your house..." Justin's tone is more playful than serious.

"You'll what?" Rarity innocently asks.

"I may have to test what I find in it." Justin ends up coolly stating.

The mare on his lap giggles, bringing a hand up to cover her smile. "Oh? I've been a naughty filly."

His eyes stare at her for a moment. "Raise your arms, Rares."

Without question, mainly knowing what he's about to do, she does as she's told and lifts her arms for him. Just as quickly, or a bit slower, he has her top off. Discarding her shirt to the open seat next to them. Justin looks upon her upper body as her arms slowly lower back to her sides, smirk at him plain as day. His hands rest on her sides again, fingertips running up and down her soft fur before moving to her back. He goes right for the latch of the lace bra, deftly undoing the article and slipping it down. Rarity stops him and takes care of her bra the rest of the way, sliding it from her arms, putting it with her shirt. Proudly puffing her chest out to put her bountiful bust on display for his pleasure.

Oh, what a bounty it is.

It was Justin's turn to lick his lips while she watches on in anticipation. The mare leans he chest in, making sure to sit up on her knees and push her tits right into his face. Rarity doesn't want to wait for him to do it, so she figured why not rush him a little. He reciprocates her action by immediately kissing her breasts as soon as they meet his face. Bringing his hands up to her soft mounds to knead them like bread dough. The unicorn squeals out in delight when she feels his lips latch on to one of her nipples and his skilled fingers toying with other. She brings her hands to his head, running her fingers through his hair as he continues to lavish her chest in attention. Attention she craved, attention she wanted. No. Attention she NEEDED.

Her hips seem to move on their own, trying to grind her nether against nothing but air. He pops her nipple free and switches over to the other side. Another squeal of delight is earned and Rarity attempts to push more of her teat into his face. His teeth gently roll her standing nub between them. Her heavy breathing turns into panting as her fingers grip his hair. There's a slight tug at her chest before he lets the erect nipple free from his mouth. His hands move down to her hips once again as the two lock eyes. Slowly he pushes her hips back on to his lap with a gentle touch. They both continue to stare at one another, that is until Rarity's lust takes hold and is quick to hungrily mash her lips against his in a sloppy kiss. Holding it for a few seconds then breaking, a kiss to his cheek, down to his jaw, and further to his neck. Justin just watches as the mare trails small pecks along his shoulders and chest down to his stomach. Having herself on her knees in front of him, teasingly toying with his pants while watching his gaze.

Methodically slow while she unbuttons his pants, toying with his zipper a small bit before pulling it down. He lifts his hips some when she starts to tug his pants down to his ankles. The tent his pitching is now more obvious, not that he was trying to hide it away from her. Rarity has her real prize in her grasp; his attention, undivided. Her hands reach for his boxers, grabbing them and pulling down just like his pants. Her gaze tears away from his and much to her delight, his cock bobs out at full mast. The mare leans in with her mouth open and tongue out. A brief moment, her eyes flick up to his ever-watchful gaze and lid. She dives in. Nudging his member to the side with her nose just to lap at his balls with her tongue. There're a small groan of pleasure from the man as he starts to relax in to the seat. He spread his legs out a bit father just so the unicorn can have a better access to his groin.

Did she take full advantage of it? Of course she did.

Rarity takes her tongue and presses it against the underside of his cock. Treating him to a slow and long lick up to his tip. Opening her mouth with tongue still out, about to just swallow. Admittedly, Justin did find the display really freaking hot, like he can't believe this mare has it in her kind of hot. Seeing her like this though causes an idea to pop into his head, one that refuses to be ignored.

"Waitwaitwait." He says.

The mare stops just before her lips seal close around his head, bright blue irises flicking up to meet his gaze.

The man takes a moment to collect his thoughts. "Get up here and lay on me with your ass in my face.

Rarity raises her brows and lifts her head away. "My aren't you just a gentlecolt for offering to take care of me as well."

With a giggle, she stands up in front of the man. The lust-filled gaze she stares at him is enough to make his member twitch in anticipation alone. She makes sure he keeps his eyes on her while grabbing the hem of her pants and giving a slow shimmy as they are pulled free from her hips. Then they drop to the floor along with the matching lace panties, stepping out of them and closer to him. With a smile exchanged between the two lovers, he starts to lay his back against the soft cushion of the train seat. Rarity following suit to clamber over him and making sure the position is right. Her face hovering right over his cock with a lick to her lips and her aroused marehood over his face. IT doesn't take that long for the man to reach out, softly gripping her flanks, and peppering kisses around her sensitive lips. The action is rewarded with a coo from the fashion-oriented unicorn. She grabs his shaft with her delicate fingers and starts to return the favor, peppering his cock with kisses while mixing in a few light licks. Then tactics change for the both of them, he starts the change by planting a kiss where her clit is before licking down towards the bottom of her pussy. Rarity can't help but let out a throaty moan, failing to hold herself back and immediately swallowing his cock. One of her hands find ground in fondling his balls. With a gentleness and grace only she could afford in rolling the orbs in her palm causing a groan of delight to leave his throat.

A sudden moan emanates from her throat and around his cock. The sneaky colt sunk his tongue into her folds! She isn't complaining on the matter since he has been using to reach a few spots that others couldn't normally. His movements seem more practiced than usual, something she'd have to thank a certain lavender alicorn for. A shiver rocks it's way through her body as he seems to have found her g-spot. The reaction he gets is the mare freeing his cock from her to squeal out in pleasure before calming down to a heavy pant.

"Justin... dear..." Rarity is trying to compose herself. "Where in Equestria did you learn such a technique?"

To some of her dismay, he stops to answer her. "You'd be surprise what I manage to find among Twi's books.... then test them."

Rarity nods in confirmation before diving right back on to his dick. A slight gag as his tip hits the back of her throat. She swears that he wasn't this big when they started, maybe Twilight had something to do with it from the short visit. The mare doesn't have time to dwell in her thoughts when he goes back to toying with her spot he found rather easily. It doesn't take long for her hips to start grinding against his face. Pleasure worming its way up and down her spine as he continues to lap at her juices and press his muscle against the button. The mare sucks all she could on the cock inside her mouth. Alas, she can feel a familiar knot starting to tie up in her core, she knows she isn't going to last much longer like this. A muffled squeal soon erupts from the mare's throat, burying her muzzle against his groin while pressing her body against his. A hard shudder rocks her to the core while she climaxes. The man doesn't let any of her nectar go to waste getting a taste of her for the first time.

Boy does she taste sweet, vaguely like marshmallows.

The unicorn mare soon comes down from her high, her body falling limp against him and her lips lazily sucking him off. There's a small whine as she's moved off from on top of him and the member pulled right from her lips. To put it nicely, Rarity is a bit of a mess after that orgasm rocked her body hard. Her breathing is heavy, not even acknowledging the movement now happening next to her. Justin sits up right now, looking down at the unicorn. He feels a little bad for getting her to such a state that he gently pulls her up she her body is resting against his arm. Her chest rises and falls in peaceful quiet, the man lifting his arm and wrapping it around her shoulders.

"Rares." Justin calls out.

Rarity doesn't answer, letting out a soft hum before lazily looking up to his face.

"You good?" He asks while leaning in.

She hesitates like the question hasn't quite sunk in yet.

"You know what... I'll get dressed and go get some water." He suggests, starting to get out of the seat. "Be back in a few, kay?"

"Mmm... okay." She mewls out before plopping down on the seat.

Rarity gasps as she opens her eyes and looks around to her surroundings. Still on the train and it was still moving. Her head continues it swivel to get a better bearing on where she is. Her pillow being a pair of legs with a shirt bundled up under her cheek. One of her blankets being an actual blanket provided by the train and a jacket over her body, but not her jacket. Finally her gaze reaches the form of the one who has been keeping her company. Ponyville's resident human turned her lover, Justin. His eyes were currently in a book as he hasn't realized she's awake yet. Rarity starts to stir to sit up, finally catching his attention.

"Well hey there, sleepy-bones." He smiles at her while closing his book. "Have a nice nap?"

Rarity takes a moment to look herself over, still naked to much of her surprise. "Justin, dear, what happened?"

"You passed out while we were having sex."

The fact that he was so nonchalant about the answer takes her aback, pulling the jacket tighter around her. "A...anything else?" She was scared to ask, but felt the need to.

"Well, before you went nighty night. I got some clothes on and brought you that blanket and a glass of water." He reaches over to the small fold-out table and picks up the small cup. "Might feel better with some fluids in ya."

Rarity nods a little in agreement, taking the cup from his hand and sipping on it.

"Also, you might want to get dressed, we're almost home."

Thursday

Rarity is at home where she would be comfortable and in her element with making something new and spectacular. A dress so awe-inspiring, so fabulous, so wonderous that it would turn heads! Instead she has... nothing. Zip. Zilch. Nada. Not a damn thing to show for. If she's being honest with herself, she's feeling distracted. Where normally she's on her game, she can't find it. Rarity taps her chin in her workshop, mulling over what she could do to get the metaphorical juices flowing, per se. Maybe an outsider's perspective could also help with her dilemma. She nods, settling the matter once and for all. Rarity is going out to the town!

The mare quickly leaves her workshop to go right for her room for a change of clothes. Her wardrobe swings open by her will of magic and she starts to sort through her selections. Rarity hums to herself as she looks over her options, something breezy to match the warm weather outside. Especially since the pegasi teams have kept the skies clear today. Yet, there was something else she seemed to be forgetting. Her fingers snap with an 'ah-ha!' when she remembers.

Rarity gets changed as fast as she can, getting out of her work clothes into some spring attire. Something tried and true that holds to the test of time. Looking herself over in the mirror to check over everything. From straightening out the medium-length bright yellow skirt to fixing the baby blue blouse she pairs with it to fixing a pair of sunglasses on the bridge of her nose to protect her eyes from Celestia's sun. There's no doubt in her mind she's ready to get walking. One might have guessed her pace is leisurely from the outside. No real destination or goal in mind, to them she seems like a mare just out to enjoy the weather. In her head, however, scenes play out. Memories of the past three days and thoughts of a certain human that occupy them to much of her pleasure. Some of the more erotic memories play themselves out to her, causing her cheeks to darken in color just a smidge. At first she cursed her heat for starting, but yet she has it to thank for getting her a stallion that matters to her. One that cares about her and has since day one. Her pace starts to quicken, going to the one place he could be found.

Her nose is filled with the smells of sweat and stale mats as the doors to the gym swing open. Noises of ponies grunting as they work out along with clangs of various weights and the equipment. Her eyes fall on her prized target, the man in question looking like he just got done with his own routine. Either that or he just got done with a match in the ring. Rarity observes him, talking with two of her friends, Applejack and Twilight. The latter hanging onto him and causing her ire to irk just a little bit. The former standing a little closer than she usually would towards another pony, trying to be a bit more subtle about it. Justin is smiling as he talks with them both, having not noticed the unicorn just yet. Rarity steps in and walks right up to the trio, being greeted with smiles from them all.

"Heya, Rares." Justin greets her. "Nice to see you here, didn't think you like it."

"Well, no dear." Rarity responds, absently fidgeting with her fingers. "I figured that it couldn't possibly hurt to see what you were up to."

"The usual. Just going over the fight with the girls here."

"Oh? How did that go?"

"He lost." Twilight interjects.

"But he put up a mighty big fight." Applejack replies next.

Rarity has left the conversation, she isn't hearing another word their saying as she just stares at him. Drinking in his features from his still damp from sweat to his eyes, then his jaw. Not to mention that smell he was giving off. An overpowering musk that blocks any other smell present in the room. Justin glances her way and stares for a moment, then turning away to whisper to his lavender alicorn. She nods her head and looks to the farmmare, saying something to her and they both leaver their human with their friend.

"Rares, you're staring." Justin states quietly to the mare.

"I-I am?"

He nods and steps closer to her. "You good? Is it your heat?"

"W-well... yes, but-"

"Say no more." He smiles at her. "Lemme grab my bag and I'll meet you outside."

True to his word, Justin steps outside after a little while with duffle bag slung over his shoulder. Deciding to give Rarity a hug for having kept her waiting a bit long. Thankfully it's an expression she's more than happy to return with one of her own. Yet she holds on to him for a bit longer, quietly burying her cheek against his chest. Knowing full well it's only going to add to the existing scents of her two other friends, only to stop when her cheek touches his feather pendant. Slowly pulling her head away to gaze at it for the briefest of moments before letting him free. Her arms lazily dropping to her sides. He just smiles at her and reaches out to grab her hand.

"I do still owe ya something you asked for." Justin says.

Rarity snaps out of her daze a little to look at him. "Yes... you do. I was hoping for something else, however."

"Oh, what is it?"

"I may be having a little trouble with brainstorming some ideas for some new dresses... and I was hoping for an outside opinion." Rarity replies, shifting a little in a nervous manner but lets him hold her hand.

"Ah, yes... the dreaded artist block." Justin muses. "Well, lead the way. I'll be more than happy to help."

Hearing those words, from him especially, make her feel a little better about asking. With a gentle nod and starts to lead him back across Ponyville. The trek wasn't long, but it certainly was more relaxing than initially planned. The two would occasionally stop to look at something or he would chat up a friendly face. They did make it on to the doorstep of the boutique... eventually. A small fumble with her key and a quick turnover of the lock the two get inside. Something has Rarity as a nervous wreck despite the numerous times he has been over. Usually per her request or him needing some new clothes to wear, or both. This feels different somehow. Justin slips out of his shoes and leaves them at the front door after it closes, then sets his bag over them. He has to respect the house rules since that also applied at his home.

The mare continues to lead him all the way to the back where her studio lay. Quickly ushering him inside and making sure to close the door. His eyes looks around the organized chaos that is her work space; cloth scraps lay everywhere, rolls of fabric haphazardly placed in bins, and tools left out on a desk. The man rolls a bit on his heels as he watches the mare walk towards the center of the room where a barren mannequin is. She huffs while looking at it.

"I'm afraid I got nothing." Rarity plainly states.

Justin hums a little and walks up behind her, placing his hands on her shoulder. "How about we close our eyes and imagine something?"

She practically melts under his touch, but still groans. "Trust me, dear, I've tried that."

"Well... how about we do it anyway and you can tell me what you see. Kay?"

The mare is silent for a moment. "Fine. If you insist."

Rarity closes her eyes, relaxing even more when she feels his thumbs start to rub her shoulders.

"What do you see?"

She thinks for a moment as a blurred image starts to form in her mind. "I see... something magnificent..."

"Mhm.. and?"

"A true piece of art."

He gives her shoulders a small and gentle squeeze.

"Something..."

"Legendary?" He asks, dropping his hands from her shoulders.

Rarity opens her eyes and the image before her is stark. The previously barren mannequin is engulfed in a dress of blue magic. Though the design itself seems very familiar with the outline of stars adorning the dress and cloak. Justin is taking his time at looking at the marvel in front of them, looking the thing up and down. Once a few minutes of silence pass them by, he stands next to the unicorn.

"That looks like Star Swirl." He comments. "Rather... inspiring if you ask me."

Rarity looks at him a bit confused. "You know of Star Swirl?"

"Please..." Justin chuckles. "...you don't just know Twilight as long as we have without learning about the great Star Swirl the Bearded. Or stay in Canter Castle without looking through the Star Swirl section in the Archives from time to time."

"Right. Apologies." She looks down, but a hand to her chins stops her.

"Don't be, I'm just glad to be here and sorta-not-really help."

"More than you think." Rarity whispers to herself, then she perks up rather quickly. "I should get started on this immediately."

"Should I leave you to it?" He asks.

She shakes her head as an answer. "Nonsense! I may need you to help with making sure this design stays on track."

She actually didn't need his help but she did give him some minor things to do while he was there. Things like fetching her measuring tape or holding a stitch here or there. Little things to help with some of the load. The more they worked together on this dress, the more blue magic turned into a real piece of art. He follows her instructions and requests without missing a beat until a few hours have gone by. The two step back to admire the new dress that was made. Roving seas of dark blue fabric are adorned with yellow stars and moons. In place of a replica of his hat instead is a small cloak to mimic its design. An arm slowly snakes around her shoulders and before she knows it, he has her up against his side.

"I gotta admit, Rares." Justin breaks the silence, eyes forward on the dress. "This is probably my favorite thing you've made by far."

"We've made, dear." Rarity corrects somewhat prideful.

"Awe, c'mon. I didn't do much, you did more of the work than I did." He admits.

"Nonsense. If it weren't for you, this dress wouldn't be here now." She turns to look up at him. "You've helped more than you may know."

The man turns his gaze down to the mare beside him and smiles at her. "I think you're just giving me too much credit."

She just chuckles and reaches up to place a hand on his cheek. "No, I think you don't give yourself enough of it."

Before he can even voice his rebuttal, she silences any nay-says with a kiss, making sure he can't deny her lips.

A loud growl from both their stomachs ruins the moment, causing her to giggle at her carelessness. "Maybe we should get something to eat before I properly reward such a gentlestallion."

"Yes, quite." He chuckles.

After the two have a proper meal also made as more of a team than the dress. Something exquisite and delicious that both of them can enjoy. Now the two sit at her dining table, sipping on some wine Rarity has stashed in her kitchen. A little bit out of her little sister's reach for her safety. Both of them just sitting across one another with both their glasses almost gone. Justin brings his glass to his lips and dips his head back, gulping down the rest of the wine.

"Have you no shame!" Rarity teases with a giggle before offering the bottle to him. "More wine, dear?"

"No, thank you though." Justin replies with a smile. "And no, I got nothing of shame."

"Maybe I could 'tame the beast' some other way, hm?" She muses right at him.

"And just what are you thinking?" He asks with a smirk.

She just giggles and stands up from the table, swaying her hips while she walks up to him and kisses him again. "Let us take this to the bedroom, darling.

The door swings right open as Rarity leads the man right into her room. Dragging him all the way over to her bed and forcing him to sit with her. No words were exchanged when he sits, instead she pounces on him and locks his lips down in a kiss. Justin pushes back against her and gets her down on the bed. She purrs against his lips as she let him have control, at least for now, and allows him to get her back on the bed. Her tongue darts out from passed her lips to lick his. Her kiss is hungry, wanting to taste more of this magnificent creature above her. He keeps himself measured and controlled, much in part to those times when a certain Princess' heat would get out of control. Thanks to much of his own research, he found ways to keep it in check. Once he feels the mare's tongue press against his bottom lip. he reacts by steadily parting his lips and letting her in. Rarity's tongue goes right for his own, easily wrapping around his in a show of dominance. However, Justin is not the type of man to give in so easily, at the very least not to an Element of Harmony. With a growl from the deepest confines confines of his throat, he starts to batter the invader back into her own mouth. She valiantly fights back as he tries (and fails) to stand her ground. His will outlasted hers, battling her tongue all the back to its home and made himself welcome in her mouth. Rarity never made the fight easy, but he expected no less from her.

All the while they kissed, his hands travel down her body.

Another excited purr comes out of this mare when his hands reach the bottom of her top, his fingers gently curling around the hem. Gently starting to pull the blouse along her belly to her chest, and over the lace covered pillows. By whatever deity above, if she wants him to fuck her like he would Twilight, then fuck her like he would Twilight she will get! He breaks the kiss and stares at her, looking over her face and drinking in the sheer beauty she is. Her cheeks are red along with her breathing heavy. Her bright blues staring back at him, waiting for his next move. He sits up off her and tugs her blouse off, carefully placing it off to the side. Rarity soon takes the hint and starts to undress herself all the way down to her underwear, making sure his eyes are on her.

A smile crosses his lips as he watches on and follows suit. Justin starts with his shirt by peeling it off his body like it were a glove, tossing it off to the side of the bed. Instead of staying, he then steps off the bed to just undo his shorts, pushing them off his hips with his boxers and lets them fall to his ankles. He steps out, staring at the unicorn, letting her see him in his full naked glory once again. Rarity looks the man over once while licking her lips, but she reacts a bit slow. There's a small but excited yelp when he grabs her and pulls her to the edge of the bed, making sure she lays on her back. No foreplay or oral this time. Just straight to business and the unicorn couldn't be happier. He takes a finger to slide her panties off to the side for ease. She feels his cock rub up against her nether region. The warm shaft parting her outer folds and causing her to give a slight moan. With a smile and a rekindled fire, he pulls back away from her, taking one of hands away from her legs to line himself up. Staring up in to his eyes with him gazing back at her. She nods for him to go ahead.

He takes the plunge. His member parting her as he delves right into her caverns. Rarity moans out loud while feeling him penetrate. The way he feels has her wondering if her body is just that sensitive from estrus. That thought doesn't last very long however when he bottoms out, starting to pull back with her groaning out. His hips slap back against her, sheathing his entire length before repeating the action at a steady pace. He'd pull out until his tip remained, then thrust forward with a little force, each motion making the mare writhe and moan from his hips. If this is how he ruts Twilight, then by all means she was for it. Eventually, she stretches out her arms for him and he reciprocates by leaning down to be ensnared in a tight embrace. His lips get to work at kissing and softly biting her neck, causing the unicorn's bliss to absolutely sky rocket.

"Goddess above, Darling!" Rarity moans out, her grip tightening on him. "Don't you dare stop!"

Justin simply nods with a small hum against her flesh.

As per her request, he doesn't stop but he also starts to thrust into her faster and harder. Increasing the tempo and force of his hips at a steadying rate. Going, going, and going until the bed starts to squeak a little too loudly for comfort, but neither cared. Rarity stifles a moan by biting down on to his shoulder rather painfully as an orgasm rocks its way through her body. Her pussy gushing juices while caking his cock, balls, and some of his thighs in her essence. After slowly coming down from her high, she lets his shoulder free. Justin chuckles a little as he rolls his shoulder a bit with a smile. The unicorn shudders some more from his gentle moving. Her attention is caught once he rolls his entire arm and looks up at him. A profuse blush of deep red spreads across her pristine white cheeks while her ears fold back against her head.

"Apologies, dear." Rarity offers. "I didn't realize I would be a biter."

Justin just chuckles and places his hand on her cheek after a few more rotations. "All good, love. Always a pleasant surprise though."

"Does... uh..."

"Yes. Scratches too." Justin cuts her off. "Thankfully it don't hurt."

He starts to shift around again, slowly pulling out of her sensitive folds while they try to keep him inside in vain. There's a small disappointed whimper from the mare now that she feels empty without him. The man has other plans however, being careful and gently rolls the unicorn on to her belly. She's curious, but also eager if this meant she'd be going a round two. Again he pulls her to the edge, getting her hooves to plant firmly against the carpet. His fingers glide up from her hips, across her back, and up her mane. A soft coo leaves her lips while his fingers curl around a handful of her hair. There's a hard pull on her mane combining with the feeling of being stuffed with his dick again. The feeling is sublime. A high-pitched shriek of pleasure emanates from the mare and possibly shattering some glass somewhere. That doesn't seem to matter as the man sacrifices speed to just roughly fuck his mare. A loud slap accompanies each moan. A tug on her mane with each thrust.

Rarity, meet Cloud Nine. Cloud Nine, this is Rarity.

The unicorn is lost in her own euphoria. She might argue about this being the best sex she has ever had, if she had a thought survive his plowing long enough to connect. Everytime the mare tries to bury her face against her sheets, her head snaps up from the man pulling on her mane. He keeps slamming his hips against her flanks, feeling a knot starting to tie in his stomach. A familiar feeling as he pushes on, thrusting harder than when he started. Rarity manages to turn her head just enough to look at him over her shoulder. An open mouth grin is plastered on her face and her tongue is out, and he finds it downright sexy. Her eyes lid to complete the look and this does him him, his balls tighten and his spine grows rigid. Justin quickly hooks his fingers on her hips and holds himself in place while he just unloads into the mare. Plastering her walls white and filling her with warm cum. Rarity coos out at the feeling of his seed entering her eagerly waiting pussy. After a few more ropes lazily shoot out from his tip, he collapses. His head landing right next to hers.

"You.." Rarity manages between pants. "...were... wonderful... dear."

He just smiles and kisses her.