A Little Night Talk

Keeping her eyes firmly glued to the ground, she quickly made it through town, doing her best not to stare too openly at this new world.

But she couldn't help herself.

All around her, the hybrids were smiling, laughing, AND flirting with each other, and she felt the heat rising in her face the more and more she saw. Making her way to the door of the Castle, she took one last look around and began banging on it. "Twilight! Spike! Open up!"

She heard an annoyed, "Yeah, yeah, keep your shirt on! I'm coming!" voice she recognized as Spike. After a few moments, the door sloooowly opened, but instead of the waist-high little helper she was expecting, she gazed up and up to a muscular, toned, and ripped male dragon. Her mouth fell open in shock, while he smiled down at her broadly.

"Sunset! You're back!" He quickly reached down, swept her off her feet, and enfolded her in a crushing hug. "It's been ages! How have you been?!"

"F...Fine.." she wheezed. "Even better once...you...put me...down?"

"Whoops! Sorry!" He gently set her back down and placed a hand behind his head. "I get a little carried away sometimes, ever since the Change." At this, her eyes brightened and her ears rotated forward, but he didn't give her the chance to ask. He stepped aside and gestured for her to come in. "Make yourself at home! Twilight's upstairs in the Library, of course! I'll go get her!"

She stood there dazed, bowlegged, and a bit out of breath, trying not to watch his firm ass as he bolted out of the foyer, down the carpeted hall, and up the stairs. She made her way over to a couch against one of the walls and sat heavily down on it, trying to recover from what she'd just experienced.

Spike had been clad in a black, tight tshirt and jeans, but when he had swept her off her feet and hugged her, she'd felt a distinct...bulge...somewhere on her leg. A quick glance South when he'd released her confirmed her suspicion: Spike was now hung like a...well, HORSE! She put a hand to her forehead and one to her chest, for her head was slightly spinning from his unique male scent, and her heart had begun to race. This was the closest she'd been to a male since coming through the Portal, and she simply hadn't been prepared for the encounter.

Suddenly she heard a cheery, "Sunset! So good to see you!!" and turned to her right. Her eyes widened, for there, coming down the stairs, was not the adorkable alicorn she'd still been expecting, but a smoking hot, big-tittied bimbo with her friend's face and smile, wearing a very tiny négligée, thigh-high silk stockings and spiked heels! Twilight quickly closed the distance and bent her booby self down for a hug, which Sunset endured.

"Ummm...hello...Twilight?"

Twilight stood and smiled at the question in her voice, "Yes, it's me!" then ran her hands over her own tits. "These are great, aren't they?! I'm having so much fun now!"

Sunset managed to get to her feet and stammer, "Wh...What happened? Why are there no normal ponies? What...what is going on?"

At this Twilight grew serious. " 'Normal' ponies?' Do you mean, quadrupeds? Like, horses?" Sunset quickly nodded. Twilight's hands flew to her mouth, then she lowered them and took both of Sunset's in hers. "I think...I think this may be a different Equestria than the one from which you originally came." Keeping her hand in hers, she turned and walked down the hall. "Let's go to my lab, and I'll try to explain everything as best as I can." As they went, she called out, "Spike? I will need you down in the Lab! Join us, please?"

From somewhere in the Castle they heard a distant, "Coming!" and the sound of footsteps approaching. But the two mares reached the Lab steps and descended them before Spike caught up with them. Sunset followed her to the bottom of the stairs and looked around. All seemed to be as it was the last time she was here, only a bit...larger? Then she watched as Twilight put on a lab coat and glasses, then pulled over a whiteboard and some markers. She looked over her shoulder as Spike entered the Lab, still clad in his black shirt and jeans. Sunset couldn't help looking at his prominent bulge again, but she quickly turned back around.

Twilight indicated a spot next to her. "Please stand there, Spike. This will help with the demonstration." Spike gladly complied, stepping to the spot and placing his hands behind his back. Twilight cleared her throat, walked up to the board, and faced Sunset. "As you know from several science journals, it has been postulated there exist myriad multiverses." She turned to the board and drew several circles, some intersecting, some concentric, then used Greek letters to differentiate them. "Within those universes lie infinite possibilities, yet as you can see from this crude illustration, some do overlap." She looked at Sunset over her glasses. "This, I believe, is how you ended up here. Our universe must closely mirror your own, given we share the same language and other similarities."

Sunset's eyes grew round. "So...I'm an...alien?"

Twilight shrugged. "More or less, I suppose. But I wouldn't worry too much. If your Portal is governed by the same laws as ours, you should be able to return to your Universe in a month's time." She turned back to the board and erased it, then drew a surprisingly detailed and artistic drawing of two females, one looking rather ordinary, and the other much more well-endowed, and did the same with two male drawings, with much greater emphasis on their...ahem..."private areas," adding details like veins and girth, giving them a life-like appearance. It was a true labor of love. She stepped back from the board, a bit out of breath, then turned back to Sunset. "Now then, allow me to explain the Change."

Sunset perked up. Casting a quick look at Spike, she said, "He did mention that when I first got here."

Twilight smiled at Spike. "He would!" She looked at Sunset. "Basically, we faced a crisis in Equestria. Females outnumber males by a factor of three to one, and birth rates were steadily declining. So the Princesses, led by Celestia, came up with a solution." Here she paused, and inquired of Sunset, "Is there a Princess Cadence on your world?" Sunset nodded. "Very good! And is she known as the 'Princess of Love,' as she's known here?"

"Yes." Sunset frowned. "Where are you going with this?"

Twilight waved a hand. "Patience, I'm getting to it." She faced the board again. "One of the problems was, as a culture, we mostly viewed sex as a means for procreation only. With the help of Cadence's love magic, that changed." She pointed to the figures. "Females were given greater endowments, as well as an increased sex drive, making the majority of adult females much more attractive to the males, as well as more fertile." She looked back at Sunset. "This even applied to mares that were previously past foal-bearing age, sparking a new crop of...?" She looked at Spike. "What's the term?"

Spike grinned. "MILFs."

She giggled. "Oh, yes: MILFs!" She went on. "Stallions were given the same treatment: even the older ones found themselves larger, more muscular, and..." here she paused to wipe a bit of drool off her lips as she stared at her drawings' cocks, "FAR more virile!"

Sunset's brow furrowed as she look down at herself. "Well, that explains why I now look this way. But, what am I supposed to do in the meantime?"

At this, Twilight brightened. "That's easy! Make new friends! Explore this world and all it has to offer!" Here she looked over her shoulder at Spike. "Tell me," she asked without turning around, "what are the males like in your world?"

Sunset's head jerked up. "What do you mean? They're fine, I guess?"

She turned back and smiled at Sunset. "Are they like...him?" She indicated Spike with a thumb over her shoulder.

Sunset's breathing started to increase. She wasn't sure what she meant, but she had an idea where this was going. "I...I'm not sure what you mean..."

Twilight's smile grew wider. "Then, allow me to demonstrate!" She walked over to Spike and took him by the hand, then led him over to Sunset. As he came in range, his male scent wafted gently over her nostrils again, making her nipples harden, her tail to flag, and causing her to clench her knees together. Twilight ran a dainty hand over his groin and kept her eyes on Sunset. In a sultry voice, she said, "Are they as well-hung as...this?" With Twilight's delicate attention, Spike began to grow through his jeans, until he was at full mast. Again, keeping her eyes on Sunset, Twilight asked, "Is this making you uncomfortable?" Sunset hesitated, then slowly shook her head, her eyes glued to the sight before her. Twilight smiled, then fell to her knees. "Anytime you want me to stop, please say so." Then she looked up at Spike and said, "Ready, stud?" Spike grinned and nodded. She then slowly undid his belt, then unzipped him. Sunset's heart was beating out of her chest, and she couldn't look away. She gasped as Twilight took a handful of his waistband and pulled his jeans down to his ankles as he stepped put of his clothes, suddenly exposing his cock.

Taking it gently in her hand she looked over her shoulder at Sunset. "Now then, observe this specimen." She hefted his meat up to her mouth and gave it a lick. "Before the Change, Spike here was much smaller, and nowhere near as tasty." She cupped his balls, showing them off to the other mare. "Note how full they appear to be! Less than an hour before you arrived, I had just finished sucking him dry, or so I thought! But now..." she turned and took him into her mouth, slowly bobbing her head up and down and moaning with pleasure a few times, before pulling off again and speaking. "...they're just as full as before, churning with delicious cum all ready to be swallowed once more!"

She turned to Sunset with a smile. "Before the Change, I wasn't as nearly eager to do..."stuff"...with males as I am now! I was too shy, I didn't think I was pretty enough, and I didn't think I knew how to please---AHH!" but that's far as she got before Spike grabbed her by her mane.

"You still talk too much, Twilight..." as he spun her back around and stuck his dick down her throat, keeping his hands on either side of her head as he thrust in and out of her. Twilight placed her hands on his thighs and steadied herself as her eyes rolled up in her head, delighted at being so roughly handled. But Sunset's eyes grew wide at what she was seeing.

"You're hurting her!" she cried as she rose to her feet and laid her ears back.

Spike stopped and pulled it out of her mouth, causing Twilight to glare up at her. "Don't you dare make him stop! I love it!!" She turned back around and swallowed his cock again, then grabbed his hands and placed them back on either side of her head. She stopped sucking only long enough to shout, "Fuck my throat, Spike! More!!" then resumed eagerly slurping and swallowing.

At this intensely sexual display, Sunset felt like very much the outsider, so she began to edge towards the door. She was beginning to feel quite hot and bothered, but she wasn't sure how they both felt about "group activities." She turned away and clenched her teeth, while her body fought a desperate battle with her mind. If she stayed a moment longer, she would lose all propriety and join in...whether they wanted her to or not! As she was climbing up the stairs, she heard, "W...Wait! Where...AH! AH! AH!..are you...going?! Don't...you...Oh GAWD, MORE!...want...some...of this?!" This had come from Twilight, and as she turned back around in the brief time she'd had her back turned they'd changed positions, and Spike had ripped off her lab coat and panties, and was now fucking her mightily from behind, "pony style." Sunset watched mesmerized as the purple mare's tits jiggled and bounced with each thrust, and the smell of sex filled the Lab. "I...I'm...I'm...CUMMING!" screamed Twilight, as she threw back her head and arched her back.

It was too much.

She came back down the stairs and joined her friend on the floor on her hands and knees. Looking up at Spike, she said, "Are you sure you're okay with this?" Instead of answering, he reached over, took a handful of her mane, pulled out of Twilight, and aimed his cock at her mouth. Twilight fell fully to the floor on her side once Spike released her, gasping and heaving from her orgasm. Sunset looked down at her, then stared cross-eyed down at the massive cock waiting to enter her mouth. She could smell both him and Twilight's juices all over it...and it was thick...and throbbing...and glistening...and looked absolutely delicious! With a cry, she closed her eyes and gave in, opening her mouth and wrapping her lips around it.

Spike was much more gentle with her, allowing her to move at her own pace as he let go of her mane and simply watched her. She started slowly, swallowing as much of the cock as she could without gagging. With some effort, she managed to get most of it down her throat, then looked up at him to gauge his reaction. He was smiling, so she must be doing it right. Just to make sure, she pulled off and asked, "Does that feel good, Spike? Do you like what I'm doing?"

He grinned. "Oh yeah! Keep going, Sunset! I'm close!" He then lay back on his elbows and spread his legs, giving her easier access.

Pleased, she smiled and opened her mouth and took him in once more, this time going deeper and using her tongue. "More, baby...keep sucking...I'm gonna...empty...my balls...down...your throat," whispered he, as his hips began to buck. She'd had enough experience with men to know what that meant, so she swallowed as much as she could and braced herself. "Here...it...comes!" cried Spike as he grabbed either side of her head and bucked again and again, shooting load after creamy load into her mouth and down her throat as she swallowed over and over.

After what seemed like a full minute, he stopped and relaxed, panting. Sunset fell backward onto her ass with her head down, panting as well. Spike smiled down at her, and said, "How was it?"

She slowly raised her head and stared up at him with a feral look through her mane, and uttered one word:

"MORE."

"Are you sure you can walk?" asked Twilight. She and Spike were with Sunset at the front door of the Castle the next morning, seeing her off.

Sunset took a few faltering steps but managed to keep her balance. "I'll be okay. The train to the Crystal Empire leaves in less than an hour, if I'm not mistaken, and I can rest on the way."

Twilight grinned. "Then say 'hello' to Shiny for me, and Cadence!"

Sunset waved and turned to go, keeping her final thoughts to herself.

I plan to do MUCH more than that!