How much insanity could one man take before he broke? It was such a basic question; and, at this point, it had evolved into a misleading inquiry that Neil had resigned to stop posing over and over in his head through the last week.

It hadn't been easy waking up as a mutant horse of mixed mythologies. Both a unicorn and a pegasus? He must have pissed off some sort of deity since neither of his upgrades over that of a normal hor- pony worked—The inhabitants of this world were ponies.

And not just any ponies, but pegasi and unicorns! Plus, a singular, regular pony he saw carrying stuff around the sky docks. It was insanity, and yet he still felt sane.

Thinking of the skydock, a small burst of pride filled his chest. He'd just pilfered his fourth crate from the place and relocated it to a brand-new spot that showed a lot of promise.

It was an alleyway beside the market district entrance, with a clear view of an exciting new business he recently stumbled upon named Donut Joi's. Except the 'I' was weird, with a slanted accent instead of a dot. Most importantly, it served donuts.

Not to say that his current spot hidden between two buildings on Restaurant Row was terrible. But fancy, leftover salads day in and day out didn't appeal to Neil, no matter how criminally good they tasted.

The shipping crate he was currently sitting in also could have been better. In his haste to steal as many crates as he could during his first days as a mutant pony, quality was only a minor thought in the back of his mind.

There was a mix-up on one trip, where he stole from the pile of broken crates instead of the reusable ones closer to the building. This particular crate was the worst of the bunch, with multiple broken planks that he'd painfully repositioned back into the facsimile of their original positions.

But, it also gave him the idea to break a peephole into all the other outpost crates at eye level. It wasn't much, but seeing who was talking made eavesdropping so much easier.

Which was what he was doing at that particular point in time.

He had spent most of the day just sitting there, listening to gossip from the highest and mightiest of pony society. It was utterly vapid and uninteresting. But, it was all he could do to gather information about the city he found himself in.

Judging by the sun, he only had another hour, maybe two, before sunset. At that point, businesses would start to close, and soon after that, he would raid a dumpster for dinner.

With his purloined goods obtained, he would call it a night and travel back to HQ. It was a plan that worked so far, so what could go wrong with doing it again tonight?

The moment that thought flittered through his mind, two ponies rushed around his corner and into the shadows that covered the entryway into the alley.

Neil froze as he watched the two ponies, one of which was panting slightly.

Unfortunately, the most prominent aspect Neil could identify about that particular pony with their back to him was their blue tail and mane, both of which seemed to be styled into a poofy perm. They wore a full black tuxedo coat, which he'd only seen a few times before, with the tails draped over their white-furred rear.

The second pony was much easier to identify since she kept her eyes on the first pony further into the alleyway, which revealed her face.

The easiest way to tell a pony's gender so far, when not getting a flagrant look under their tail, was by looking at their chin. The second pony had a more rounded, chin, hinting at the second pony being a female.

Their clothes were the second obvious giveaway.

She was wearing a simple but well-designed golden yellow dress with an open front lined with what looked to be genuine roses that revealed the entirety of her neck and chest. Nestled just behind her horn was a solid gold-looking tiara with a socketed, glistening blue jewel that might have been a sapphire as its centerpiece. The rest of the tiara was swept back as if it melded into her dark purple curls.

"Fancy, darling, you and I both know we couldn't have gone inside the restaurant with you suffering in your current state." She said before giving him a gentle kiss on the cheek. "Who knows how many of those mares would have offered to care for you while silently condemning me and my reputation for not doing the same."

"Yes, you're quite right of course Rarity." The first pony responded, matching her aristocratic accent while sounding just a bit more... British. Was that a thing in Pony World? But then, his follow-up became a little more... husky. "But are you sure that was the only reason? Or are you looking for a reason to get a little dirty, my Dear?"

"Oh my! Are you accusing moi of wanting to take care of my stallion in a dank, dark, and dirty back street solely for my selfish reasons?" She accused sultrily as she took a single step forward and then another. Slowly forcing the stallion to step back with each of her own, as her horn lit up into a bright light blue.

Any clothing the stallion wore was quickly removed, floating above him in her telekinetic grasp. And still, they continued, though now the unicorn mare angled him towards the wall.

Before long, his white rump finally pressed against the building wall near his crate, and at this angle, the stallion's gender was all but confirmed by the length of pink flesh bouncing against his belly.

Were they going to?... Blue energy enveloped both of his front hooves. Fancy was quickly lifted by the domineering mare until the entire length of his back was pressed against the wall. Leaving his exposed horse cock proudly erect in the open air. "My word! This stonework is quite cool, you know."

"My apologies, Fancy Pants. Perhaps I can offer my exemplary services to warm you up?" Rarity offered, giving the large, flat head a quick kiss.

This entire time, Neil sat still. A simple move or a shift could make a sound and give away his hiding spot, something he couldn't do. Yet, looking away was the only thing he wanted to do as he felt the heat rise to his muzzle.

Besides the fact that it was between two talking ponies, it was still an intimate, private act. And the worst thing? As the mare slowly, yet casually took his length into her mouth and down her throat... he felt a pressure of his start to grow.

She went further down his shaft than Neil thought was physically possible until her lips pressed against an extra ring of flesh about two-thirds down the stallion's length.

At that point, she gave a vocal coo as yet another ring of blue telekinesis formed around the base of his cock, immediately shifting back and forth, up and down his shaft, while lightly teasing his flesh along for the ride.

"Oh, my Celestia!" Fancy cried out, instinctually thrusting forward. Rarity must have expected it because she held firm without a care in the world as the ring of flesh slipped an extra inch or two past her lips with an audible pop!

"Dear Rarity, you absolutely must teach Fluer that little trick of yours. It feels divine."

Given her mouth was full, she hummed an answer that Neil guessed meant, 'Maybe I will, maybe I won't?', which earned an extra couple of twitches from the stallion under her control.

It was at this point that Neil could no longer ignore his slowly growing erection as the flat equine tip brushed against the rough wooden planks of the crate he was in.

He took a sharp breath through his nose as a splinter caught against the fleshy nub, thankfully without breaking the skin. After that, he momentarily took his eyes off the couple to take care of his immediate needs.

Using both of his arms, even though they were hooved, he pincered his growing flesh in between his wrists and angled the burgeoning flesh upwards and away from the splintered wood towards his chin.

He suppressed a moan from leaving his lips as the added pressure just below the head of his cock elicited a far more pleasurable response than the splinter did, increasing the rate of his growth.

Unfortunately, this meant that Neil missed Rarity's not-so-subtle glance towards the nearby crate while still servicing her stallion.

When Neil finally returned his attention beyond the broken-off section of the plank at eye level to the world outside his crate, it was to see Rarity bobbing along Fancy's shaft with renewed vigor. She wasn't giving the stallion any breaks as he writhed against the wall and thrust forward ineffectively, offering low, subtle moans to show his appreciation for her skill.

"Rarity, I- I think I'm going to... Urk!" Rarity chose her time to strike and lunged forward to take his entire shaft down her throat. Her forward momentum was only stopped when her nose pressed into his belly, as far as it would give. The telekinetic aura she displaced moved in time with her action, shifting further down his body to cup and lift his hanging balls.

It would have looked like she was giving his sheath a desperate, slutty kiss with her eyes rolled back as they were if not for the loud, rapturous moans they both gave off and the evident throat bulge that pulsed, again and again. Though between the two of them, Rarity's moans were noticeably louder, as if she wanted to get caught in their orgasmic act.

Neil's own fully grown erection was pressed against the fur of his chest. As Neil watched the show of passion just outside of his crate, the single wrist that was holding his erection in place, without thought, lightly brushed his appendage up and down.

While not in sync with Rarity's actions, it was enough for a small spurt of pre-cum to lightly jet out and paint the bottom of his chin along with their climax. The sudden wetness broke him out of the trance-like state he had been in.

Neil was immediately disgusted with himself but kept quiet. All he had to do was wait for those two ponies to finish their business, ignore his problem until it went away, and... find a place to wash off in the middle of the night. Someplace that was different from the fountain he drank out of. Maybe one of the slow-moving aqueducts?

By that time, the pulsing along the underside of Rarity's throat subsided, and she slowly started to pull away. Revealing an odd surprise as a single, more prominent bump bulged out her throat as she extricated herself from his cock. As the tip reached her mouth, she strained her jaw extra wide before his transformed, mushroom-shaped tip slickly popped out, allowing Rarity to take a relieved, deep breath.

After all that, even with the shaft itself shrinking, the engorged head of Fancy's cock still spurted out a few drops of viscous white semen. One streaked across the roses along Rarity's chest, while the second painted the cobblestone alleyway. The only trace of evidence left from their lustful escapade.

Once she regained her breath, Rarity quickly lowered Fancy's front hooves to the ground and released her hold. His clothes followed soon after, automatically placing themselves back where they were previously.

In mere moments, it looked as if the stallion had never been undressed in the first place.

Except for his golden aura, which pulled out a cloth to polish his monocle. "Thank you, Rarity, dear. I admit, I've been feeling rather pent up over the last few days in anticipation of our date. But I must know, where in Equestria did you learn such a technique?"

"Oh, it was no problem at all, Darling," Rarity assured him as she zeroed in on the thin, sticky line of cum painting her roses. Her aura ensorcelled the liquid into a small, squishy, marble-sized ball and daintily placed it on the tip of her tongue with a salacious purr.

"But if you must know, we were fortunate enough to have the Princess of Love teach us during our sexual education class. Compared to the breadth of knowledge and expertise she exhibited, that was nothing but a parlor trick."

"Parlour trick or not, you've proven my intuition correct time and time again since the first day we've met. You are an exemplary pony, and our little collision that day was a most fortuitous event." He complimented with grandeur as he closed the distance between them for a loving nuzzle.

Rarity eagerly embraced the touch, nuzzling into him, though he eventually broke contact with a small peck on the cheek. "I fear Fluer may think we've had a bit too much fun since we split up by the door. Shall we go and join her?"

"You go ahead, Fancy, and join Fluer at our table." Rarity suggested as she lit her horn, and a small pocket mirror slipped out of her dress. "I simply must ensure my mane and make-up are still respectable for our public outing. We wouldn't want Canterlot assuming you've accepted a common whorse into your herd."

This earned a chuckle from Fancy before he slipped away. "With a mouth like that, would their opinion even matter?" He called back, loud enough for only the ponies in the alley to hear.

Rarity's tail shifted upwards an inch as she chuckled. Once Fancy was out of sight, she trotted further into the alleyway. Incidentally, this brought her about five feet away from his crate, far too close for Neil's comfort, before she took a deep breath to focus herself and turned around to face the alleyway exit.

Was she looking out for any bystanders that might catch her sprucing up?

She then flipped the little case open, revealing the bottom half of the mirror to be a miniature make-up kit full of powders and a brush. For the moment, however, she merely angled the mirror around herself. Checking her mane at multiple angles.

Neil would have moved, but she was far too close. Close enough that he could even smell her perfume, though he couldn't give a name to that delightfully sweet fragrance coming off of her. Any weight shift could make a noise, alerting her to his presence. So he sat and watched, breathing as slowly and silently as possible.

Once she confirmed her styled mane was perfect, with not a single hair out of place, her mirror moved to the back end of her body. That was the only warning Neil received before she spread her back legs and flagged her tail, giving him a clear view of her pale pink pussy dripping with viscous arousal. Even a strand of cloudy liquid clung to her tail, bridging that and her puffy outer labia.

His cock gave another slight throb as his eyes focused on the treasure revealed to him. Human or pony, a pussy was a pussy, and his mouth started to water at the thought of tasting such a treat.

With such a distracting sight before him, Neil failed to notice that Rarity's eyes were no longer focused on her mirror. No, she focused more on the stormy blue eyes partially shadowed by the crate.

"It seems I've worked myself up too much with Fancy Pants... I can only imagine what would happen if I walked into Ma Chéri like this, looking and smelling like some sort of dirty, depraved, street whorse. Wouldn't you agree, Darling?"

What little breath Neil was taking in immediately stopped as his eyes shifted, only to be caught by hers. He froze. The mare wasn't looking at her mirror like he assumed. No, she was looking at him.

Receiving only silence in return, Rarity cleared her throat politely while also giving her rear a little shake. "Well? Do be polite and speak up."

"I-" Was all he managed before his hardly-used vocal cords showed their displeasure, triggering a small coughing fit. By the time he recovered, Rarity looked a little less prim and proper and a little more worried. "I, uh, didn't mean to watch or listen in," He apologized gravelly, thanks to his unused voice. "Honestly. But it was hard not to since you were in front of my crate."

"Oh, no need to apologize at all, Darling. Fancy and I were, admittedly, a little distracted when we ducked into this particular alleyway, as you can see." She explained, giving her butt another distracting jiggle as her pussy also contracted, momentarily revealing her heart-shaped clit to him. "Pardon my curiosity, but did you say this was your crate?"

"Yeah," He stated wistfully, his eyes constantly darting between the feminine treasure on display and her eyes. "And, uh, could you lower your tail? The view is a little distracting."

"I know. I can smell your arousal from here, Darling." She told him, revealing another embarrassing secret she knew about him. "No doubt you can smell my own?"

Her own? Her own what? was all he could think about before it clicked. "Arousal? All I can smell is your perfume?" Only after he said the words, did two and two add up in his mind. "...Oh."

This elicited a cute giggle from the mare as her rear end bounced in delight. "I've been told that my musk smells quite sweet, yes. But to be compared with perfume? You are a charmer, Mr.?"

Neil almost, almost, said his name. But he caught himself just in time by offering the next thing to jump to the front of his mind. "Nobody." He immediately chastised himself mentally before adding, "I'm nobody at all."

Rarity gave him an odd, almost quizzical look before slowly lowering her tail and turning around. "Well then, Mr. Nobody on behalf of Fancy Pants and myself, I apologize for our little display in front of your... abode." And then, she took a step closer, then another. "As a gentlemare, I also offer my help to take care of your arousal."

"Uh, thanks, but no thanks?" He nervously offered, quickly, unnerved at the thought of this mare coming around and discovering exactly what he was. "I'd prefer if no pony saw me or even knew about me at all. Could you please just leave and not say anything about me?"

Rarity paused at his words as if deciding whether or not to abide by his decision. "I couldn't live with myself, knowing I forced a stallion to suffer from arousal without relief. But given how shy you are, perhaps we can come to an agreement?"

Her horn lit up. At first, Neil didn't know what she was doing. But then his eyes caught sight of a pale blue glow coming from the front of his crate but near the bottom. Most planks nailed to this particular crate were splintered or straight-up broken.

It had taken him over an hour to straighten out and catch the broken pieces together to make it usable for cover. Now, four of those planks were being separated and angled to create an opening at roughly the same height as his crotch.

"What kind of agreement?" Neil asked as she made an impromptu glory hole out of his outpost.

"We could take care of each other's needs," She offered as she rearranged the boards into a wide-open diamond-shaped hole. "After which, I'll not tell a single pony. What say you, Mr. Nobody?"

Neil didn't move or say anything for a few seconds. Was he contemplating her offer? She was, after all, a pony, and he was a human. 'But a human trapped in the body of a pony,' Another aspect of his mind argued. Besides, human or pony, he'd never had a chance to have sex with someone that skilled at giving blowjobs...

It only took a few more seconds with Rarity waiting patiently before he shifted his body and braced his left hoof against an unbroken plank. His right was busy, keeping his horse cock from flopping onto another splintered piece of wood as he slowly guided it through the hole.

Not that he needed to worry too much. The moment his unflared head poked through the hole, Rarity's telekinetic aura enshrouded his flesh, immediately earning a gasp from Neil due to the unusual tingling sensations rushing directly into his mind.

It didn't stop there, either, as the unmistakable blue aura spread down his shaft. Whatever it was, it gently pushed his hoof aside as it continued to the base of his cock, his sheath, and finally came to a stop after enveloping his loosely hanging balls.

Neil immediately braced his right hoof on the opposite side of the crate, using friction to keep himself crouching relatively upright. Looking outside the crate, Rarity was grinning from ear to ear as if she'd just won the lottery.

"I was not expecting to run into such a well-endowed stallion, Mr. Nobody." She told him with excitement as her telekinesis gently pulled, coaxing more of his flesh out of the glory hole and into the open air until his belly pressed against the wooden crate. "Why, you could woo your way into any nobleman's mansion with such a beast! Yet here you are, with me in a disgusting, nay, absolutely filthy alleyway..."

Neil watched as Rarity took another step forward, her eyes locked onto the head of his cock while her entire body shivered, and her tail slowly flagged once more. Did the scenario itself bring her pleasure? Before he could ask, Rarity had closed the distance and lowered her head to press her nose against his flesh.

Her forceful inhale was just as audible as it felt as she rubbed against him, lubricating them both with the traces of pre-cum already seeping from his urethra in anticipation.

A lustful, almost depraved moan followed shortly after. "So musky and unclean... Natural... Primal. I have to taste it!"

There was no subtle teasing following her proclamation as Rarity opened wide and forced as much of his length down her throat as she could handle.

This amounted to almost half of his flesh suddenly finding itself enshrouded by warm, slick, exotic ecstasy. Rendering his entire body almost incapable of doing anything except thrusting forward- Which forced only a measly half an inch further down her throat.

It would have been more if not for the crate between them.

After a second, it felt as if Rarity's tight throat began to loosen around him. Whether it was an automatic response or training, this allowed the determined mare to push herself even further, slowly, inch by inch, until her lips finally kissed the fleshy ring about two-thirds down his cock.

She must have been satisfied with her achievement, as her muscles suddenly tightened around him as she swallowed.

Neil couldn't get a good angle to look at her face by that point. But, judging by the loud moan she unleashed, which also vibrated throughout his shaft, she was enjoying herself.

He was, as well, while holding on for dear life. Sex as a pony was far more intense than as a human. Before, even during his first time, he had lasted an acceptable amount of time. Now? He already felt his balls churning with the desire to release, and she hadn't even pulled away from him once.

Not that she needed to, as a new sensation from the already existing blue aura assaulted whatever parts of him were still exposed to the air. Shifting, rubbing, tugging, or gently massaging in the case of his balls.

A small part of his mind tried to remind himself that Fancy had only lasted a little over a minute under Rarity's care, but it went completely ignored.

Unfortunately, Neil didn't even reach the one-minute mark before the rapidly rising pressure building inside of his body released with an explosion through a singular, overloaded shaft of flesh.

The head of his cock flared immediately, locking itself down the depths of her throat moments before the first thick stream of pressure shot into her gullet, followed by another and another.

After the fourth or fifth throb of mind-blowing pleasure, Neil lost his grip and collapsed against the side of the crate. Unfortunately, his fall was enough to startle Rarity out of her semen-induced reverie, as she was tugged along by a few inches at least.

She let her displeasure known with a muffled 'Hmph!', which only fueled his pleasure further as another spritz of seed splashed against the depths of her throat.

It wasn't much longer after that when his hazy mind comprehended the waning of his orgasm. Though his member continued to spasm along the entirety of Rarity's throat, his payloads of semen had become almost non-existent. Any second now, he knew Rarity would have sucked him dry, and after watching Fancy's reaction, the shaft of his cock would start to become flaccid and shrink.

Which was precisely what happened at first. The moment Neil's shaft decreased in size, Rarity's throat loosened just a little, but it was enough for her to attempt to pull away. His flare protested immediately as it attempted to stay lodged in her throat with another massive, almost painful throb against her flesh.

It was a unique experience for sure, as he felt little nubs along the crest of his flared cock attempting to find purchase with her inner flesh. But Rarity persevered, and with some uncomfortably sounding gags, his tip found itself caught against her teeth.

Neil expected her to let his cock pop out right then and there. Instead, her tongue started to dance along the underside of his shaft and head, giving him uncomfortable stimulation he hadn't been expecting at all. Then, she went even further as her dormant telekinesis started up once more to caress and massage his half-flaccid shaft and balls.

Second later, the shrinking of his horse-sized cock began to reverse. He could feel himself hardening within Rarity's suckling mouth. Neil couldn't understand why she was doing this, as he crouched beside his peephole so he could look at her. She sated him, so what more could she want?

Half a minute later, he received his answer. By that time, his cock had once more reached its maximum length. However, his bumpy crest had receded a little at that point, making the dislodging of his cock from Rarity's mouth a little easier to accomplish. With a lewd, slurping pop, his tip came free, and Rarity took a deep, longing breath as her teasing aura held him in the air.

"I dare say you filled me with your delectable semen, Mr. Nobody." She told him with a beaming, mischievous smile. "And yet, one part of me hasn't received a single drop of cum while yearning to be filled. I think it's only fair that we fully sate each other, right Darling?"

Immediately after her proposition, she slowly flipped around. Before, it was clear that Rarity had been aroused from her time with Fancy Pants. But now? Not only was her labia slick with her natural lubricant but the fur surrounding her crotch and her thighs were drenched as well!

However, she didn't give him long to look before she took a single step back. Her slick folds pressed against his tip, making him aware of the heat radiating from her flesh.

If he compared her throat to a warm, crackling fireplace, then her pussy was a raging furnace, making his cock twitch, and slip upwards to poke against her asshole. This earned a small eep from Rarity before she used her aura to lower him back into the position she preferred.

"You need my cock that badly, don't you?" He growled with lust.

Rarity answered with a nod that caused her mane to bounce and a moan of longing as she allowed herself to rub her flesh with just the tip. Spreading her hot nectar along Neil's already slick head.

Better prepared for the extreme sensations he was about to feel, Neil fully braced himself once more, "Fuck me then," He ordered, causing her entire body to jolt from just a single word. "Impale your slutty cunt on my cock like the whorse you are."

Miraculously, she did as he asked eagerly and took a step back. Her heated folds slipped around his lubricated flesh in a single go. Half of his cock disappeared within her instantly, every inch of which she greedily gripped within her fiery depths, without any clear desire to let go.

Her advancement only stalled for half a second, unwilling to allow herself time to get used to his size before she took another step back. She jammed even more of his cock into her, and this time her lips earned a kiss as they made contact with his fleshy ring.

As her advancement stalled, a desperate, unladylike groan rang out from the white mare. Not that it felt like her crushing depth could take any more of his shaft, as Neil's voice joined hers inside the alleyway.

Once their intertwined melodies of primal bliss faded into the air, Rarity slowly withdrew from her conquest. Working against her very body as it clenched to keep him inside of her. "Can you feel my desire? My need to keep your sweaty, unwashed cock inside of me? To breed me like the dirty whorse I am?" She finished, with only the tip remaining inside of her.

Neil didn't trust his voice, given the pleasure overwhelming his mind. But he had enough focus to give her an affirming grunt and slap his belly against the crate in an attempt to thrust as much of his flesh into her as he could. It may have only been an inch, but the unexpected advancement caused her to squeak and jump.

Not that he got away with his actions as her telekinesis tightened around his balls and sheath, triggering an odd sensation of tingly vibrations that further tensed his body. "That's not what I asked, Mr. Nobody. Tell me how you would like to use my whorse pussy. Tell me the best way I can give you your release."

As she finished speaking, the vibrations increased, earning a strained gasp from Neil as he grunted out, "Fast... and deep."

"A fitting choice for a well-endowed stallion such as yourself. I think we'll both enjoy this very much."

Then she thrust back onto him a good six inches deep. There was no pause or wait this time, even with the grip of her body as she immediately pulled forward once more, living up to her promised speed. However, she had to work towards burying his erection into her most profound depths. Each cycle managed to get a little further, whether by a quarter of an inch or half an inch.

Until she finally reached her previous best, and her labia started bouncing against his ring of flesh as if they were an assault of light, fluttery kisses.

Neil was subjected to a hazy bliss of overwhelming pleasure at that point, mainly due to Rarity's multi-prong assault on his far too sensitive and over-stimulated horse cock. It was all he could focus on, keeping it at bay to prolong the experience.

His moans and growls, along with a few horse-like nickers and neighs, didn't even register in his mind, except for the fact that those noises drove Rarity even further.

With one particularly harsh thrust back, Rarity squealed, eclipsing all other sounds they'd made at that point as his fleshy ring slipped in with a noticeable pop. A few extra inches of his penetrated her flesh and battered against an internal, enclosed space of her body. Immediately, her entire body froze, except for the muscles embracing him.

Those clenched and spasmed, gripped and released as if a thousand volts of electricity were dancing along her nerves with the single goal of coaxing him to explode.

Her orgasm was accompanied by a warm spray of mostly clear fluids that splashed against the cobblestones along the front of his crate, the front of the crate itself, and doused the fur of his groin through the glory hole.

A small but noticeable whine came from Neil when the orgasmic spasms finally began to subside, which earned a giggle from the still-shaking mare as she regained her composure. "You're very close to your release, aren't you Mr. Nobody? I can feel your flare. Every nub is desperate to lodge your head right next to my womb and breed your slutty whorse. And who am I to deny you such a treat?"

Small swathes of her pussy clamped down along his shaft, only to relax as other sections clamped down and massaged him under her expert control. She also cranked her aura to the max, increasing the feeling from a simple, pleasurable tingling vibration against his skin to intense jolts of electric pleasure transferring directly into his nuts. It was a new and wholly unexpected feeling that battered down what little defenses he had left.

The floodgates were opened as the head of his cock fully flared right next to her awaiting womb. Everything went white with bliss for Neil, as the first of many loads painted her insides a very creamy white.

After the fourth jet of cum rammed directly against the doorway to her womb, Rarity succumbed as well to another, lesser orgasm, losing the fine control of her muscles to pleasure.

This allowed a certain amount of Neil's life-giving seed to slip past the flare and intermingle with her slick lubricant before being violently ejected with another orgasmic splash on the ground.

This time, it was Rarity who collapsed due to her orgasm. Though only her front legs gave out as her dress, the roses, and her exposed chest, neck, and chin fur made contact with the cobblestone. Staining them all a dirty, dusty brown, along with trace amounts of cum that managed to splash that far.

Not that she cared at the moment, as she rode through her third orgasm of the night.

The only reason Neil hadn't joined her was due to the overwhelming pleasure of freezing his limbs in place. But, that only lasted so long before his muscles untensed, and he began to teeter... Thankfully, his chest fell forward and pressed against the crate, preventing him from falling further as the last diminutive spurts passed through him and into Rarity's strained tunnel.

By that point, she either allowed her telekinetic hold over his privates to fail or her control faltered unwillingly. This, left the only force still holding onto his softening shaft to be her constricting vagina. Even then, as the seconds ticked by, the flared head of his cock slipped backward, little by little.

It was all Rarity could do to lift herself back up, push her rump against the crate, and clamp down. Anything to keep that cock inside of her for as long as possible.

Neil gasped, but by then, it was too late. He watched as the head of his cock slipped out of her tight pussy. The head dangled limply against his balls as a shot glass worth of their mixed juices slopped against his crate as well. Dripping down the broken planks of wood before his attention returned to her partially exposed rear end as it clenched, trapping all but a few dribbles of his seed inside of her.

Without a cock inside of her, Rarity had no further incentive to keep her plush rump pressed against his crate and took a few steps forward with only a hint of a wobble.

"Don't worry about a thing, Mr. Nobody," She assured him as she regained her breath. At the same time, her tail folded back down, covering up the lewd display of her well-used pussy, and pressing firmly in between her cheeks in an attempt to keep as much of his load as possible within her slowly dripping pussy.

"Fancy is a very generous and very giving stallion. He'll enjoy this little surprise I've prepared for him; I can assure you of that."

Before Neil could catch his breath and respond, Rarity straightened up. She even threw her head back, allowing her bouncy curls to swish through the air and settle into their proper place, making her look prim and proper once more.

Her horn lit up, but he couldn't exactly see what Rarity was doing as she trotted out of the alleyway. Before she entirely disappeared around the corner, however, he felt a sloppy, tingling kiss directly on the sheathed head of his penis before the blue aura fully dissipated into the evening light.

Neil was once more alone. A sexually sated but equally confused stallion just sitting in his cum stained crate. He could have focused on the entire situation he just participated in, but he didn't.

Instead, he focused on her parting words. What exactly did she mean by that?

By generous and giving, did she mean he liked to eat out mares? Or was Fancy Pants bi and willing to give in other ways? If that was the case, was it gay if another stallion ate his load out of a mare?

The only thing he knew for sure was that after tonight, he wouldn't return to this crate for at least a week.

Author's Note

This scene was inspired by a comment left by Duckmagee:

I can't believe Rainbow Dash did it with a prince before me!
Wait IT'S NOT REALLY tha...
Neil: Well her ministrations did get me hard and she offered more...
Gasp!
: OHHHHHHHHHHHHHH
WAIT NO THAT NOT TRUE, WELL I GUESS IT IS BUT NOT WHAT HAPPENED!

At which point my mind went, what if Neil threw down an Uno reverse card and said:

Neil: Besides, Rarity already took two of my loads. Remember Mr. Nobody?
I- Ohhhhhh...
: WTB!?