Warnings: Estrus Excuse, Exposition, Vanilla Boinking, Striptease, Technobabble

Well, knowing Twilight as you did, she’d probably run herself completely ragged by now. You’d just swing over by there to calm her down and take her to bed not like that before going out and helping one of the other girls. It’d only take a little while really.

Decision made, you pulled your literally magical phone out of your pocket and texted the other girls; giving them the heads up that you were going to go shoo Twilight to bed. After the texts were out, you headed through the town towards the library.

As you weaved your way through the stores and houses, you caught a glimpse of Spike being dragged along by the Cutie Mark Crusaders… quite literally. The adolescent dragon was digging his taloned heels into the dirt in an attempt to stop even as the slightly younger fillies pulled him along, Scootaloo and Applebloom each pulling him by a claw even as Sweetie Belle pushed him along from behind.

Very briefly, you considered chewing them out for leaving both Pinkie Pie and Twilight like that. But knowing the Cutie Mark Crusaders as you’d come to, you knew that their adventure would probably be it’s own punishment.

And if it wasn’t? You knew that their respective authority figures would be happy to make up the difference.

With that in mind, you shook your head and powered on towards the library.

The library looked the same from the outside, the most literal tree-house you’d ever seen, a massive tree with a door and windows and balcony. But you knew better, you knew Twilight.

As beautiful, intelligent, and powerful as she was, she could get more than a little crazy, as you’d seen several times now. Especially when you’d first arrived, for a few weeks there she’d been crazy about you.

o-Flashback-o

You shifted uncomfortably as Twilight leaned close, a bit of wonder in her eyes, “Your species is patriarchal?”

“Yeah-”

“Fascinating!” her hands blurred, the pen scribbling out onto the notepad, “Do you know why?”

You coughed, shifting under the mess of wires and instruments you were hooked up to, “Not really, though we have about as many men as women unlike here…”

“Hm, so like diamond dogs or dragons then,” more scribbling on her notepad. The unicorn was in her chair across from you in her library, a half dozen instruments set up around you as well as another half dozen spells.

It’d only been a few days since your arrival in Ponyville, and Twilight had scheduled a ‘check-up’ with you, one of her chances to learn about your culture and life before coming to Equestria. You hadn’t realized that the appointment would involve all of this.

It was awkward more than anything else; Twilight and you were both sitting down in chairs not too far from one another, the unicorn holding a notepad in her hands as she scribbled on it furiously. But now, with all of the wires and machines and an attractive (if rumpled) Twilight so close and asking you questions, things were decidedly… uncomfortable.

“So what would you consider the differences between your culture and ours at first glance?” she asked with a bright smile, actually scooching closer.

You had a feeling this would take a while…

o-Present Day-o

Shaking your head at the memory of the first five hour session, you walked up the few steps to Twilight’s library. Technically it was the Ponyville Library, but there wasn’t any doubt in your, or any other mind that it was Twilight’s.

The sign on the door said ‘Closed’, but you knew better as even approaching the wooden door of the most literal tree-house you’d ever seen, you could hear the distinctive sound of Twilight teleporting around repeatedly as she chattered to herself.

Rolling your eyes and already knowing what you’d find in there you opened the door to the library and slipped inside, “Twilight?”

“-oh Celestia, but what if it’s the second derivative of ℷ to the e instead of i? I need to check Glitter Star’s fifth compendium-” her usual coat was long gone, leaving her in a blouse and knee-length skirt, one of her high socks having slowly slid down. She'd somehow managed to keep her tie, but it had been loosened considerably so that the top few buttons of her blouse could be undone.

Yup, she’d worked herself into a tizzy. You couldn’t help the sigh that escaped you as you watched her from the entrance. Every few moments there would be a flash of purple magic as she teleported to another part of the library, from one level to the next, and from one shelf to another. All the while, she muttered to herself in a rambling stream of consciousness as she worked on her newest problem.

You tried again, louder this time, “Twilight.” Well, at least you couldn't see bags under her eyes from the entrance of the library, which would be normal when the powerful unicorn was working on a problem like this.

“-but no, that’s not a thing, in the presence of the ambient magic field it would dissolve immediately and- horsefeathers!” she fumbled with the stack of books in her arms even as several other books orbited her, held aloft by her telekinesis, “Where's Stone Heart's dissertation on leylines-?”

With a sigh, you walked further into the library and cupped your hands on either side of your mouth and hollered, “Twilight!”

The humanoid unicorn nearly jumped out of her skin before there was a sudden *pop* and she was in front of you, a frantic look on her face, “What?!” While you hadn't seen the bags under her eyes at the entrance, at this range it was much more obvious, worry lines starting to appear around her eyes.

You waited for a moment for her breathing to slow, “Twilight, I think you need to take a break.”

“What?!” she nearly squeaked, clutching the books to her chest almost protectively, “I can't! This is far too important!”

“Twilight...” you started gently, glancing around at the organized chaos of the library for a moment, memories of how stubborn she could be when working on a task like this flitted through your head, best to take a bit more indirect approach, “What day is it?”

Your friend blinked in confusion before hesitantly venturing, “Um... Tuesday...?”

You crossed your arms, holding her gaze and raising an eyebrow at her.

Her face slowly reddened and she clutched the books in her arms a bit tighter as she gave you a sheepish smile, “Wednesday…?”

“Twilight,” you shook your head as her face lit up like a fire hydrant, “It’s Thursday. You need rest.”

“But-!” she started, but then deflated, “It really is important…”

“Twi-”

“No! Really. I know you’re just looking out for me!” she looked away in embarrassment, her eyes staring off at one of the tables in the library proper and her voice soft, “And I really, really appreciate that…I know I need it sometimes…”

Biting her lip, she took a breath before raising her eyes back to yours, holding your gaze despite the red on her cheeks, “But this really is important. I need to figure out how to counterspell a magical accident in Trottingham as soon as possible. The experiment was based on my equations and now it's caused an accident that's affecting the leylines and weather in the area and the Princesses don’t have time to do more than contain the effects.”

You let your arms drop, “Okay… that really is important,” what went unsaid was that this was compared to some of the other things that she worked herself up over… like the schedule for the month after next. “But Twilight, you’re working yourself crazy,” you gestured at the state of the library. It was organized chaos at best and a disaster area at worst. Books were set into piles stacked up from the floor, every table was covered in sheets of paper with various scribbles and diagrams and runic circles on them, and you could count at least 4 blackboards at a glance. You shook your head, “You can’t work like this.”

“But-!” she started, but you weren’t done.

“So I’m going to help,” you said as you took the stack of books from her hands, holding her gaze.

For half a second, Twilight’s hands held nothing as she stared at you, but then her face brightened and she smiled brilliantly, making an affectionate warmth blossom in your chest, “Really?!”

“Mhm.” Spike had called you about helping her since he was being dragged off by the Cutie Mark Crusaders, and now you could see why. She didn’t really need someone to hurry her to bed, she needed someone to actually help her with her research, something that only Spike, Rarity, and yourself could really do.

“Oh thank you! Thank you thank you thank you!” Twilight practically leapt at you, wrapping her arms around your larger form and hugging you tight, the books in your arms getting squeezed between the two of you as she rubbed her cheek against yours, “Thank you so much!”

A smile spread across your face even as your cheeks heated up a bit, “It’s no problem Twilight,” a little lie, it didn’t look like you’d be able to just shoo her off to bed and help the other girls, but this did look to be the most important thing you could be doing right now, “Now where do we start?”

The hug lingered for a moment before Twilight pulled back; her hands rested on your elbows momentarily as she did a brief breathing exercise to calm herself. Her lavender eyes snapped open and her gaze had lost much of its previous worry, “Alright,” taking three of the books from the stack in your arms and replacing them with some of the books orbiting her head, she gave you the basic rundown of the situation.

It was honestly well, well above your head and there was little you could offer on solutions to the problem itself, but you could help her stay organized and from working herself into a mess.

It looked like it was going to be a long day.

The beautiful unicorn teleported around the around the library as you tried to get a little more organization to the chaos and keep Twilight on track. Over the course of about an hour you got the library into a more reasonable state of affairs and got both of yourselves something to drink (with a fair bit of caffeine for Twilight).

After things had been settled, you settled into writing out what the brilliant young woman would dictate to you onto the blackboards; scribbling out the formula, theories, and bullet points onto the stretches of slate as she teleported around the library, checking her references and her notes. Often, she would teleport back beside you as she dictated, scanning over the notes you were writing down for her before heading back out for more information.

It almost seemed... well, it almost seemed as if every time that Twilight teleported over to check the equation and notes, she was standing a bit closer to you, that had to have been your imagination though...

Blackboards were moved around, erased, and rewritten several times over before she settled on several different sets of equations to work on. Now the two of you settled down to pencil and paper to work on the nitty-gritty of the equations to try and figure out what had gone wrong as well as how to fix it. You knew enough of these advanced mathematics from working with Twilight previously to work on one of the simpler problems while Twilight did the number crunching for some of the more complex possibilities.

In the middle of your number crunching, you noticed that Twilight was hurrying between several of the blackboards, a steadily growing sheaf of papers in her hands as she scribbled first on one problem then another, muttering to herself as she did. The crazy mare was trying to work on all of them at once... While impressive, you also knew that as tired as she was it was a bad idea. With a sigh you got up and walked over.

Gently you put your hands on her shoulders, making the purple unicorn jump slightly before looking back at you with a bit of a flush on her face and giving you a questioning look.

Wordlessly, you led her to one of the tables and pulled up a chair, guiding her into it with a soft command of, “Sit. One problem at a time. Literally, finish one equation before you work on another.”

She flushed a brighter red at that, reaching up and giving you a small smile and your hand a soft squeeze, “Yeah... yeah, okay.”

With a smile, you gave her shoulders a squeeze and headed back to your problem. It might have been your imagination, but... had her fingers lingered on your hand as you pulled away? No way... Shaking away the wishful thinking, you sat back in your chair, picked up your pencil and calculator and got back to work.

Now that you'd gotten her to stop spreading herself too thin, Twilight blazed through the equations one by one, checking her figures and discarding the possible problems and solutions each in turn. By the time Twilight was on possibility three, you were sure you'd stumbled across an error in your original equation.

“Hey, I think might've found the problem,” you'd barely started to look up before there was the sound of displaced air and the flash of Twilight's teleportation behind you. Supporting herself with a hand on your shoulder, she leaned over the opposite shoulder.

“What did you find?” her hot breath against your hair made you swallow briefly before you barreled into the explanation of what you'd found. An error in a really long line of successive equations that could give a result like the situation in Trottingham.

You glanced back at her, finding her face very close to your own as she looked over your shoulder at the possibility you were outlining. At some point during your explanation, you weren't sure when, she'd stopped propping herself up and had instead leaned against your back, the arm she'd been using to prop herself up instead loosely wrapped around your shoulders as she used her other hand on the table to prop herself up.

How the hell had you missed her doing that...?

Your face lit up at her seemingly sudden proximity, “S-So what do you think?” briefly, you cursed your stutter.

“Yeah, you're right, that looks like that was the mistake... I've already checked my paper for that one so I know I didn't do that, but it might have been on their end in implementation...” she mused. You nearly jumped from your skin when her hand began to slowly trace circles against your shirt.

“Um... Twilight...?” you ventured, she didn't seem to be aware of what her hand was doing, her gaze focused intently on the figures and equations in front of her.

“Okay, we can work with this,” her arm around your shoulder squeezed for a moment before she gave a quick peck on your cheek and stood, “Thank you so much for your help so far, but we now we need to figure out how to fix it.”

“R-Right...” your face felt hot as you stood, though Twilight didn't seem to notice as she began to pace, thinking out loud about the problem. That... this was all unusual... you'd helped Twilight with problems before but she was never so... physical... that was more Pinkie or Applejack's thing...

You didn't have any time to think about it though as you were soon swept back up into the craziness that was Twilight on a mission. Once more you were taking down notes on the blackboards as she spoke, teleporting around the library to grab one book or another before teleporting back to your side to look at the equations as they developed, occasionally correcting them or having them wiped away to start anew.

This time though, you were certain she was getting closer, her shoulder was practically brushing against yours as she looked over the developing solution on the boards. You couldn't be imagining this... what was going on...?

Still, with the source of the problem (hopefully) determined, progress was quick. You had to rope Twilight's attention back in a few times as she would trail off while speaking, staring at the books on the shelves without a word until you spoke up. But within only an hour of starting on the solution, Twilight had a working plan.

“Alright… I think we’ve got it. I just need make sure that the numbers check out before I send this out,” her horn lit up briefly as a notepad and pencil floated to her hands.

Very briefly, you considered offering to help her out, but a quick glance at the boards reminded you that these equations were made up of symbols that represented symbols that then represented equations in of themselves, not to mention involving 3D graphs…

“Should I clean up then?”

The beautiful unicorn shot you a grateful and warm smile, “That’d be wonderful, thank you.”

With a small smile, you began to sort the books back into their proper places; following the strange, semi-decimal system that ponies used. Collecting papers, pencils, and pieces of chalk from the scattered desks and blackboards as you listened to Twilight scribble away furiously on the pad in her hand.

The soft pop and flash of a teleport caused you to look up from the work to find that the lavender archmage had teleported over to one of the stacks of parchment in the room and grabbed a proper ‘quill’ instead of a pen, now writing with a flourish, “The math works out?”

“Yup!” she beamed without looking up from the letter she was writing, “This will definitely reorient the leylines and disrupt the negative influx feedback loop the experiment caused!”

You smiled, pushing the last of the books you were carrying onto the shelves, “That’s good to hear.” And it really was, not just because it’d save lives but because it meant Twilight wouldn’t be working herself to the bone. Your current task done, you walked over to her side as a curiosity struck you, “How are you going to send it since Spike out with the Cutie Mark Crusaders?”

Twilight gave you a bit of a funny look before putting the finishing touches on the parchment and… pulling out her phone.

Right, literally magic phones.

“I would prefer having Spike send it since using phones causes there to be errors in the transfer, but this will work in a pinch.” With a few taps and a flash of magical power that enveloped the parchment, the phone rang for a few moments before the parchment dissolved and flowed into the phone. Transferring documents was a bit more literal here than you were used to.

Relief seemed to wash over Twilight as the phone chimed softly to indicate that the parchment had arrived safely at the other end of the link. Looking up from her phone, she gave you a happy if tired smile… but a gradual realization seemed to come over her, the smile slowly fading into an unreadable look. Hesitantly, you smiled at her, “So everything’s fixed?”

Startled out of her thoughts her eyes snapped back down to her phone as she began to fiddle with it out of nervous habit, “It will be soon.”

“That’s good,” you said, still confused by her reactions.

“Yeah…” Twilight bit her lip as she stared at the phone in her hands before her eyes swept up to meet yours through her bangs, holding your gaze for just a moment before her eyes snapped away, her face lighting up with a blush as a similar heat filled your own cheeks.

Okay, whoa, where’d that look come from?

You realized that Twilight’s face was showing a mess of emotions at the moment as she stood there with you in the library, flipping between conflicted, fear, contemplation, and another one you couldn’t recognize...

Her eyes flicked back to you for a moment and you struggled to figure out what to say in the new, awkward atmosphere… but then her hands tightened around her phone and her face settled into a look of determination.

“Yes, it’s very good that we’ve gotten this problem figured out,” her phone was levitated off and onto one of the several tables scattered around the library as she gave you a sidelong look, “But I would’ve run myself completely ragged if you hadn’t come to help…” She took a step towards you and enveloped you in a hug, her arms wrapping tightly around your waist as she pressed her face against the crook of your neck, her horn brushing against your neck as she whispered. “Thank you.”

You had to resist the urge to cough at the almost awkward closeness even as you wrapped your arms around Twilight and returned the hug, “You’re welcome, it’s no problem at all.” It wasn’t so much the closeness or the hug itself, but rather the abruptness of it that made it seem awkward.

Her hands fisted into the fabric of your shirt as she hugged you tighter, “But…” Twilight trailed off, her face pressed against your shoulder.

Slowly stroking her back with your hands you prompted her, “But…?” it was harder to think as the smell of Twilight’s shampoo filled your nose, some mix of lavenders and lilacs if you guessed right...

“But I need your help with something else…” you could feel the heat coming off of her cheeks as she buried her face against the side of your neck, her voice soft as she continued, “Something… a bit more personal…”

You shivered at the almost… husky tone being used against you, “Twilight…” your hands slid to her shoulders to try and push her back so you could look her in the eyes as you talked, but the unicorn tightened her arms around your torso when you tried. With a sigh, you let your arms rest around the shoulders of the shorter archmage, “Twilight… what are you talking about?”

Her face turned from your neck to press against your shoulder, but if anything, her grip around your torso tightened, “W-Well… y-you see… I know you’ve only been integrated into Equestrian society for approximately a year s-so you haven’t been subjected to the natural hormonal cycles of the Equis genus… But every year our hormones start to kick in due to the increased average sunlight… and… well… um… our bodies start to… need... certain things… well… a-a single, certain thing...”

There was no way… there was no way she was suggesting what you thought she was… “T-Twilight-?” Simultaneously hoping that your guess was right and wrong at the same time, “W-What are you talking about?”

“Estrus, the predicted natural effect of the hormonal changes caused by the increase of average sunlight in spring that signals that the mare is ready for procreation that is also accompanied by a pointed increase in the production of particular hormones that caused an increase propensity towards being pressured to procreating a-and means that… I’d l-like you t-to p-please…”

“Twilight…” this time you succeeded in pushing her away from your chest, though not in meeting her eyes, her lavender eyes were staring off at one of the corners of the library even as her hands stayed determinedly attached to you. You knew your face was bright red from the subject matter alone, but the way she was biting her lip and the slow circles her thumbs were tracing along your sides definitely weren’t helping matters, “Are you asking me to…?”

“Y-Yes,” she almost squeaked, her face a bright red and her breathing shaky, “Y-You see, normally when estrus season rolls around, unattached mares take care of each other when our urges get…” she bit her lip once more, her eyes flicking back over to you, “... unbearable.”

You nearly jumped out of your skin when there was a pressure against the back of your legs; glancing down you found her dark purple tail wrapped around the back of your thighs, the look also drawing attention to the fact that one of her hooves was nervously tracing circles on the hardwood floor, “N-Normally… I’d have scheduled some time with some of the girls and a cooler, but what with this emergency and everything… and losing track of time and all…”

“Well… I haven’t had the time or presence of mind to prepare any plans with the girls… and the primary concern with estrus season is getting pregnant, s-something not possible with your physiology and mine…” her eyes were locked onto your shirt, never straying upwards as your own eyes, unbidden, followed her growing blush even as it spread down her neck. Your own blush deepened when your eyes tried to trace the flush down her shirt before you yanked them back up. “And I would prefer to thank you for your propensity of providing assistance to me…”

“S-So, if you’d please assist me again w-with this problem…” her hands slowly slid up your back, gripping your shirt at your shoulder blades and leaning in, her eyes locked on yours, “I would be particularly,” her eyes flicked to your lips, her breasts pressing against your chest as her voice got softer, “... appreciative…”

As much as you wanted this, as desperately much as you liked the thought of doing exactly what she was asking you to do… Your hands jumped from her shoulders to her cheeks, stopping the beautiful unicorn’s lips only inches away from your own, her eyes snapping from your lips to lock with your own, surprise, fear, and a bit of hurt in them at being stopped. “Twilight…” it almost seemed like your part of this conversation was just saying her name over and over… “You don’t-... I don’t want-” hurt flashed across her eyes as you stumbled over your words, “I don’t want you to regret this in the morning…”

She said your name in an unreadable tone but you continued, “Twilight, I want this, don’t get me wrong… but I don’t want it to be just because of this… I respect you too much, you’re too good of a friend…” belatedly, you realized that your thumbs had been slowly stroking her cheeks and forced them to stop, “I don’t want you to do this and regret it, to do it because of your urges and I’m… convenient.” You avoided spitting out the word, but only just barely.

Horror dawned on Twilight’s face and her mouth worked silently, “No! I–.... I’m not-! I’m not asking you because you’re convenient… I wouldn’t-... I couldn’t do that…” her head fell to your chest and your hands automatically slid into her tangled hair. “You’re not convenient...” she trailed off for a moment, her arms tightening around you.

You started to speak, but her hands slid around to your chest, fisting in the cloth as she pushed back enough to look you in the eye. Her face was bright red as her eyes searched yours before she looked away in embarrassment, her voice getting so soft that even inches away as you were it was hard to hear her, “I-... I’d planned to ask for your help with this months ago…”

If you’d thought you’d been blushing beforehand, now it felt like you were blushing all the way down your chest., your own voice was a soft and rather unmanly squeak, “What?”

“I-” her voice cracked and she stopped, swallowing hard before dragging her eyes back to yours and speaking again, her voice much stronger, “I’d planned on asking for your help with my estrus months ago.”

Your hands in her hair reflexively clenched as your mouth worked soundlessly, causing Twilight to make a small, happy sound and press tightly against you, “T-Twilight…?” your voice sounded far more hopeful than you’d intended.

Realizing what she’d done, the beautiful unicorn’s gaze swept back out into the library, determinedly not returning to you as she spoke, “S-So…” her hands clenched and unclenched against your chest as she recited what sounded like a practiced speech, “I-I know that a male helping a female with her estrus is traditionally accompanied by an extended courtship for potential further… assistance… s-so of course we wouldn’t want to deviate from the standard system without good reason…”

As she trailed off you had a brief moment of confusion… But the realization slowly dawned that, in her own awkward, mixed up way, Twilight wasn’t just asking you to have sex with her, she was asking you out… the thought filling your chest with warmth even as you blushed and smiled at her, “Okay… I guess I can help you out–” you started to tease.

“Really?!” her face immediately brightened, her hands tugging at your shirt, the length of her soft form pressing against your body and destroying whatever coherent thoughts you’d had at that moment.

“Y-Yeah, I’d be happy to help–”

“Thank you!” the beautiful mare yanked you down by your collar to press her lips against yours briefly, her horn brushing against your forehead as she clung to you, “Thank you thank you thank you thank you…” she whispered, her lips brushing against yours as she murmured her appreciation.

You started to speak, what you weren’t sure, but whatever you might’ve said was cut off when Twilight pressed another kiss against your lips as she leaned into you. Her lips were soft against yours as her fingers slowly unhooked from your collar and began to slowly trace their way down your chest.

This… this couldn’t be real… this was a fantasy, it had to be… You’d fallen asleep yourself while helping her with her equations. You had to have… Twilight kissing you? How could it be real…

Then the beautiful unicorn shifted slightly and sucked your bottom lip between her teeth and gently nibbled on it, making your whole body shiver at the sensation.

Okay, this was as real as it needed to be. Tugging at her head you finally began to kiss her back, pressing against her as you tried to take control of the kiss back from her. A happy little sound escaped the unicorn in your arms as she pressed against you, her hands slowly exploring your body. After a moment, she pulled away from the kiss and looked at you with half-lidded eyes, her cheeks flushed brightly.

She giggled and wrapped her arms around the back of your neck, pulling you close to kiss you again softly, “Thank you…”

A devious thought flashed through your head as you slid a hand slowly down her back, “So… this ‘resolving your estrus problems’ seems to involve a whole lot of kissing…”

“Sh-Shut up! Red Rose’s Guide to Romance recommends using kissing as a way to initiate more intimate relations–” you cut her off by pulling her close for another kiss, earning an indignant sound from her even as she leaned into the kiss.

Pulling back after a moment you couldn’t help but tease the beautiful unicorn in your arms some more, “Twilight, are you saying that you researched how to seduce me?”

Her entire face turned a bright shade of red and she bit her lip, looking down at your chest. You smiled at that, but then her hoof slowly traced its way up and down your shin before she looked up at you through her bangs with hooded eyes, “Yes.”

Your jaw dropped briefly.

Well damn.

Without hesitation, you dipped down to kiss her again, pulling her tightly against you. A pleased giggle escaping her as her arms tightened around you and with a happy sigh, she melted into the kiss.

Clinging to one another, you stood together in the library as you each slowly explored the others body, hands caressing and feeling even as your lips pressed together. Her form was soft as your hands tentatively caressed and squeezed, one sliding slowly down the curve of her back to cup her shapely rear. Giving it a soft squeeze earned a delightful little squeak from her before she pressed tighter against you.

Whatever masculine pride you felt though disappeared when you let out a squeak of your own when her hand squeezed your own ass making you jump, but you couldn’t feel too bad when the beautiful unicorn used the parting of your lips to dart her tongue between them. And so began a battle for the dominance of the kiss, a battle that you knew you wouldn’t mind whichever way it went.

You could feel the heat from Twilights cheeks as a small, happy moan escaped her when your tongue pressed against a spot along the roof of her mouth, making her almost melt against you. Pulling back from the kiss you realized you were both panting, faces flushed, her warm breath washing over your face, “So… I’m guessing you liked that,” you couldn’t help but tease.

“Oh shut up and kiss me,” mind you, the beautiful unicorn didn’t give you much of a choice, pulling you down for another intense kiss, her horn brushing against your forehead as she tugged you as close as she could, almost trying to get you to envelop her with your larger form.

Obliging her as best you could, you pulled her even tighter to your chest, feeling her warmth seeping through your clothes as her soft breasts squished against your chest, However a small shift in your collective balance nearly sent the two of you bowling over, having to break the kiss to maintain your footing.

You both paused before breaking out into laughter, a combination of joy and near disbelief bubbling up in your chest to cause the laughter; after a brief moment you started to lean back in to continue what you started, but a pair of soft hands sliding along your cheeks made you pause, “Let’s-... let’s get somewhere a bit more comfortable…”

Her hands gripped your hair tightly and there was a flash of light, finding yourself disoriented briefly at the sudden lurch. Before you could reorient yourself though, a pair of hands on your chest pushed you back and you fell, arms flailing briefly before you landed on a soft surface with a small “Oof-!”

There was a brief giggle from in front of you as the spots cleared from your vision and you gave Twilight a small glare, but she only smiled at you before biting her lip. Pushing yourself up onto your elbows, any complaints you might have had died on your lips when Twilight’s hands raised to her tie, her hips slowly swaying back and forth.

Your mouth went dry as the ruffled skirt swished back and forth across her thighs even as she loosened the already unkempt tie. Taking the now freed tie in her hand, she swung it around a few times before tossing it off to the side and starting to unbutton her blouse. Swallowing in an attempt to wet your lips you teased, “Red Rose’s guide again?”

“N-No… but quite a few romance novels recommend this as a way to ensure that a stallion is… prepared...” with a look that was simultaneously embarrassed and eager on her face, she gave the sides of her opened blouse a tug, revealing a utilitarian white bra containing her moderately sized but wonderfully shaped breasts. Her eyes trailed along your form, settling solidly on your pants, her cheeks flushing as she let her blouse fall from her shoulders and arms, “Though… you definitely seem prepared…”

Your face heated up, though you couldn’t exactly deny the truth of the statement, especially when her her hands trailed sensuously up her thighs before hooking her thumbs into the waistband of her skirt and slowly sliding it down her hips. Twilight said your name, drawing your attention from her wonderful hips to her eyes, finding her face a bright red and her lavender eyes locked with your own, “T-The books did say that eye contact increased the intensity significantly…”

“Did they?” you said with more confidence than you felt, in spite of the butterflies in your stomach.

“Mhm…” her hands shifted again and this time she hooked her thumbs in the waistband of her simple black panties, her eyes locked on yours as she bit her lip and pushed both garments down her hips. You swallowed as she let the garments drop to her ankles, revealing herself to you, her face a bright red.

Before you could really take in that beautiful sight, Twilight’s ankle hooked into her garments as she moved to step out of them, sending her arms flailing as she struggled to maintain her balance. You quickly launched to your feet, taking a half-step forward and catching the wide-eyed mare. She clung to you as you slowly helped her regain her balance, and she huffed, “They made that seem so much easier…”

You couldn’t help yourself, you laughed, holding her close to your chest, “Things aren’t always as easy as they are in books Twilight…”

Her face flushed in determined embarrassment, Twilight placed her hands on your chest to support herself as she delicately and deliberately stepped out of her skirt and panties before kicking them off. With your arms around her waist and her leaning against your chest, though you couldn’t get a proper look you most certainly ran your hands along her now almost completely bare back.

You started to say something, but you were cut off when the librarian leaned up to kiss you once more. Not willing to deny her that, you kissed her back as her hands trailed down your chest. When her hands left your chest, but her lips didn’t leave yours, your eyes cracked open to find her looking past you, her horn glowing as her hands worked behind her.

Pulling back from the kiss you looked behind you even as Twilight let out a small ‘eep’ and a piece of paper was magically shoved into one of her drawers.

Had that been a–?

You started to turn back to her, “Twilight–” but were cut off by her kissing you again, both hands on your cheeks to keep your head still, her bra now hanging loosely at her chest. But you would not be deterred, raising your hands you placed them over hers and pulled back, a smile on your face even as her own cheeks flared a brighter and brighter red, “Twilight… do you have a checklist for this…?”

“... yes…” she murmured in a small voice, looking away.

“You are adorable,” you murmured, this time pulling her in to shower of light kisses all over her face, unable to contain the surge of affection for her.

A displeased sound escaped her and her hands clenched in the fabric of your shirt before she pushed you back slightly, “And you...” she growled, her horn lightning up again, “Are far too clothed…”

Her tone sent a pleasant shock through you straight to your pants, your skin tingled as her magic enveloped first your clothes and then all of you. Being lifted into the air was an unusual experience, but you couldn’t complain as her hands reached into the shimmering aura around you to begin to tug off your clothes one by one, a dusting of red on her cheeks as she bit her lip when your shirt was discarded.

With a flick of her wrists, your clothes were discarded one by one even as you were hovered back over the bed. Twilight took this opportunity to explore every inch of skin she revealed with feather-light touches, you returned the favor with your eyes, visually drinking in her nude form… her shapely hips and soft curves, her very erect nipples and a glistening trail of her arousal down her thigh. You took in a sharp breath when cool air washed over your thighs as your pants were removed and the scent that was uniquely Twilight flooded your senses, of quills and ink, of lilacs and her arousal, “Twilight…”

The unicorn licked her lips slowly before reaching out to your hovering form, nervously hooking her fingers into the waistband of your underwear. It was then that you realized that the seemingly confident mare was shaking despite her obvious arousal. Her hands were trembling against your skin as her eyes flicked nervously up to yours.

As tenderly as you could, you placed your hands over hers, holding her gaze in spite of your own embarrassment and hers until her hands stopped trembling against you, “Twilight… I want this…” swallowing, you whispered, “I want you.” Oh god did you want her at that moment, but you didn’t want her to be afraid… especially if this was going to be something more than a one night stand.

She briefly frowned before breaking out into a shy but very happy smile as she gently pulled your underwear from your hips, releasing your straining erection. You swallowed hard from a combination of the cool air against you as well as her intense gaze locked on the same place; your hands falling from hers as she pulled your underwear completely off, leaving you uncertain as to what to do with them.

“Remind me to note a marked decrease in inhibitions due to estrus…” Twilight murmured as her hands reached out to press against your thighs as you floated above her bed, her eyes still locked on your twitching erection.

Licking your lips, you started to say, “I’m pretty sure that’s well documented–” but were cut off when the beautiful unicorn’s head darted in and her warm, wet tongue dragged from the base of your erection to the tip, tearing a small pleasured cry from your lips.

You started to speak, but you found your voice taken away by the sight before you… a completely nude Twilight with her hands on your hips, her horn and your skin shimmering with a purple light as you floated in mid-air, her face less than a foot away from your hard length. Her cheeks were lightly flushed and her eyes closed with a small smile on her face as she let out a pleased hum, making your own cheeks feel like they were on fire.

“Must also note a definite adjustment to normal flavor preferences…” she licked her lips before leaning in to place a small kiss at your tip, earning a small whimper from you as your hands raised to entwine with her hair, bringing her attention back to your face.

“Twilight…” you ran your fingers through her hair and admitted, “I won’t last long if you keep that up…”

Her eyes brightened, “So you’re saying you’re enjoying being with me?”

“Very, very much so,” you said hoarsely.

With a giddy giggle, she beamed at you before lowering you down to the bed, her magic fading, “I-I’m so happy… I was so worried… I didn’t know if you would… I mean, I didn’t know if you liked…” she bit her lip and looked away, the light flush on her cheeks spreading to cover her entire face, “I didn’t know if you would be okay with me…”

“Twilight… why wouldn’t I be okay with helping such a beautiful mare out with her heat?” you asked with a small smile, reaching out and pulling her onto your lap, her tail brushing against your thighs as she sat across them while you sat at the edge of the bed.

Embarrassed, Twilight buried her face against your shoulder, her hot breath making you shiver as her arms encircled you and her breasts pressed against your bare chest, “Not that… that was just an excuse, and a pretty obvious one I know…” you could feel her face heat up against your skin, “But asking for help with my estrus was easier than… than just coming out and asking you to be my coltfriend…”

You wrapped your arms around her, your concern and feelings for her overwhelming your lust, “Hey… we don’t have to do this right now Twilight… we can wait, there’s no need to rush this…”

“No!” you nearly jumped out of your skin at the sudden declaration as she pushed back and stared at you with wide eyes, “No! While it’s an excuse I… I really do need some help with my estrus… and...” biting her lip, she shifted, slinging a leg across your lap and straddling you, a hand on each of your shoulders as she held your gaze, “And I want you to be the one to do it… I want this… I want you…”

She rolled her hips, brushing her soaked core against your erection, earning a pleased shiver from both of you, “You’re… you’re the only stallion that cares about me and not about my status… the only one that even bothers to deal with how intensely I research and even help me with it… I know you’re not planning on just using me...”

Leaning forward, Twilight pressed the length of her body against yours, her soft breasts pressing tightly against your skin and her warmth seeping into you as her forehead rested against yours, “I want this… I want you, no other stallion…I want to be with you…” her soft lips pressed against yours briefly,
“Please…”

She raised herself up, her lips locked with yours as she used her hands on your shoulders to hold herself up and your hands instinctively went to her hips. Her eyes held hers as she slowly rocked her hips against you, her soaked arousal grinding against your erection drawing a groan from both of you.

With her teeth softly grazing your bottom lip Twilight rocked her hips back and forth slowly, the tip of your erect member sliding back and forth across her entrance as your lips remained locked with hers. Even if you knew you were making similar sounds, the soft, eager noises escaping the beautiful unicorn caused a swirling mix of pride, lust, and affection to surge through your chest.

A frustrated groan escaped Twilight as she pushed her hips down against again but your length simply ground against her instead of pressing inside. As amazing as wonderful as watching and feeling her grind herself against you while you explored the inside of each others mouths… you needed her. Maybe it was how insistent she was, the simple need that Twilight herself almost radiated with every sound, maybe it was the feelings you’d felt growing towards the beautiful unicorn since meeting her finally making themselves known, or maybe it was just the fact that you had a naked, sexy, and ready female in your lap… but you needed to be inside her.

One of your hands slid to her soft rear and squeezed it tightly, stopping her motions briefly. The displeased sound she made against your mouth nearly made you laugh before you sucked her bottom lip between your teeth and bit it ever so softly, earning a shiver from her before you pulled back, “Just hold on one moment…” your other hand slid between your bodies, grasping your length and aligning it with her entrance.

Realizing your intent, Twilight held in place as you lined yourself up, breathlessly panting against your lips. Once you were aligned, Twilight began to slowly lower her hips, her tight warmth slowly enveloping you and drawing a soft, eager whine from both of your throats.

Ever so slowly… inch by inch, she took you into her until you bottomed out, her hips pressing against yours. Her whole body tensed above you and she shivered, her hands clenching against your shoulders even as your own hands clenched at her soft form, coherent thoughts difficult to form with her tight heat clenching around your length.

“T-Twilight…”

“J-Just a moment… I-I need a moment to adjust…” with a soft groan she leaned against you, her breasts squishing against your chest as her arms wrapped around your shoulders, her breath coming in pants against your ear as she clung to you.

You clung to the beautiful unicorn in your arms as you sat there on her bed… the absurdity of the situation slowly hitting you. You were having sex with Twilight, you were both naked on her bed in her library, this amazing if occasionally neurotic female you’d known for over a year now had her thighs on either side of yours, her tail slowly swishing back and forth against your knees.

Struck by sudden disbelief at the situation, you raised a hand to entangle your fingers in her hair, the action causing her to pull back and stare at you curiously before questioningly saying your name.

Without a response, you kissed her, as much to reassure yourself that this was real as anything else… and… and it felt right.

More important than where your bodies were conjoined, more important than the primal urge to ravish her, more important than the desire to explore every inch of her body with your hands and mouth… was this kiss, chaste as it may have been. More important was the connection you’d slowly built over the past year. More important was that she would have gone to the ends of the world to help you, that she was your neurotic genius that needed reminders from you to keep her head on straight.

More important than the sex, was the feelings that had led to it.

Twilight experimentally rocked her hips against yours, shifting your hard length inside her and drawing a groan from both of you muffled against the others mouth.

Credit where it’s due, the sex was important too.

Your hands slid to her hips as Twilight began to slowly lift herself up, keeping her lips connected to yours in a slowly intensifying kiss. You drew in a sharp breath when her hips suddenly dropped back down, nearly enveloping you completely once more.

When your vision cleared you found a mixture of pride, pleasure, and happiness on Twilights face as she watched your reaction, “Good?” she whispered hoarsely.

Groaning an affirmative, your hands encouraged her to do so again, and do so again she did. Her hips raising until you were barely inside of her as her lips found your own before her hips came back down and you almost hilted inside of her once more.

Slowly, a rhythm was formed as her hips raised in lowered at an increasing pace, your lips locked together in an ever passionate embrace. Your hips were rising to meet hers every time they came down, though one of your hands had to slide back behind you to prop yourself up, the springs of the bed beneath you trying to dislodge you both.

You softly bit her bottom lip before letting it go, unable to hold it as her hips moved with increasing speed and vigour.

It had taken only moments for a light coat of sweat to cover both you, Twilight trying to press even more tightly against you as she placed kiss after kiss against every inch of your face she could reach, her hips audibly slapping against yours.

She moaned your name into your ear, drawing a smile from you. You slowly kissed your way down her neck, some part of your brain thrilled at the salt of her sweat and a taste all her own, finding a spot along her throat that earned a shiver from her.

Her hips slowed and a displeased groan escaped you, looking up at her you found the beautiful mare was panting hard and it clicked in your head, the flank under your hand was trembling, the beautiful but nerdy librarian just couldn’t keep this up.

With an amused smile you placed a hand on the small of her back and pulled her close, stopping her motions as you kissed her. Twilight let out a frustrated groan when you parted, “Sorry, this is hard…”

Grinning at her, you flipped her over, your hips remaining connected as she let out a squeak; her legs locked themselves around your hips as her back hit the bed, leaving you propped above her panting form. Twilight’s face flushed a darker red as she stared up at you, suddenly nervous, “B-But–! I-If a stallion helps a mare with her estrus the mare is supposed to do all the work! S-Stallions only take control during r-relationships when they’re planning on staying with the mare-” her legs and inner walls both clenched around you at that, “-f-for an extended period of time. T-This isn’t normal protocol-”

Dipping down, you silenced her with a kiss, proud of the pleased sound that drew from her throat, “Well… it’s a good thing I do plan on staying with you then, hm?” unable to help yourself, you smirked down at her, enjoying the way her face lit up at your words. Leaning in, you kissed her again as you experimentally rolled your hips, drawing a pleasant shudder from both of you.

Kissing her deeply, you began to slowly thrust into her, drawing out until your length nearly popped out of her tight confines before pushing all the way back in, bottoming out in her.

A happy whimper worked its way past Twilights lips, and when the two of you parted for air she whispered hoarsely, “Harder…”

You complied happily, one of your hands going to entangle with her hair as you deepened the kiss, your hips almost slamming into hers as you thrust into her. You shuddered as Twilight moaned into your mouth, her entire body clinging to yours; shifting, you pulled back slightly, panting against her lips as you stared down into her half-lidded eyes, “Twilight…” you gasped, “I’m not going to last long like this…”

She arched her back, pressing tightly against you as your hips moved, “D-Don’t stop–!”

You wouldn’t have been able to if you’d wanted to, her legs locked around your waist as they were. Concerns about her own pleasure flashed through your mind but were obliterated when her teeth closed around your earlobe and she groaned happily, her hips rising to meet yours.

Her hands tangled in your hair suddenly, “Please–! Please, inside-!” her tail almost slapping against your legs as you thrust into her, the hands in your hair tugged your head back enough for her to lunge up and kiss you deeply. The soft, eager noises she made against your lips, the length of her body rubbing against you as you thrust into her, her tail slapping against your legs… it was all too much. Unable to help yourself, your thrusts became erratic as you came inside her, everything except the beautiful mare wrapped around you falling to the wayside.

At the first shot, Twilight’s entire body went taut, the second set her to quivering and letting out a wordless moan against your lips, by the third you felt almost electric tingles encompassing your head and spreading down your shoulders and back. Her tight walls milking every drop from you and the strange sensations drawing your orgasm out longer than any other you’d had, filling her completely.

After a time that felt longer than it by rights should have, you slumped down against Twilight as you came down from the high of your orgasm, completely exhausted. Belatedly, you realized that violet sparks were arcing from her horn to your forehead, each one causing little tingles to spread through your skin… But with her breasts squished against your chest and her previously happy pants turned into a small sound of discomfort before you both rolled over onto your sides, taking your weight off of her.

The two of you panted for several moments, a light sheen of sweat covering both of you as your eyes found hers. The beautiful unicorn’s eyes sparkled for a moment before a grin split her face, a grin that was mirrored on your own face. You didn’t know who broke into laughter first, but soon both of you were laughing and clinging to one another.

“Mmmm…” with your laughter subsiding, Twilight let out a content sound, almost snuggling against your chest, “That didn’t work out as planned, but I don’t really mind…” she smiled against your neck as she buried her face against it, sparks jumping from her horn to your skin and sending small shivers through you.

“Coolers are one thing, but the real thing was far better,” you flushed with a very masculine pride at both her words and tone. You knew what a cooler was, essentially a specialized strap-on to ‘cool off’ a mare in heat by simulating ejaculation, “The girls are going to love that…” she sighed wistfully.

“Um…” you shifted in discomfort in her arms, your hands tracing small circles on her back unconsciously, “Twilight, I’m not exactly comfortable with you gossiping about this with the girls…” some part of you proud? Oh hell yes, but it was still a bit uncomfortable for her to talk about it in front of you…

She blinked, “You don’t want us to compare notes…?”

…

“What?”

Author's Note

BWUAHAHAHAHAHA! IT LIVES! I LIVE! LIFE FLOWS!

I. HAVE. RETURNED.

It’s been far too long since I’ve written anything, let alone anything pony-related. Life’s been rough this past… Celestia, this past year has been crazy. Craziness at college, craziness with my car, craziness at work, craziness in relationships, craziness with my own emotions (Curse you depression! Cuuuuurrrrrrssseeee yoooooouuuuuu!), it’s all made it really hard to write or get into writing, for which I apologize.

However, I’m back and writing once more, and it feels good.

I actually have a surprising amount of plot sketched out for this story right now, more so than the initial cloppy goodness I’m focusing on, but I’m letting the various chapters write themselves before I do anything else with it. Fair warning, this story is mostly wish-fulfillment and will remain such.

For those wondering, I’m also working on the next chapter of Consequences of Unoriginality, though it’s slow going, I don’t have proper inspiration for the story arc I’ve written myself into, which is a pain, but I’ll power through it. I also have the absolute beginnings of another story in the works, but that’s on the back burner right now.

Regardless, I’m happy to be back and hope you enjoyed the chapter! So until next time!

As always, comments and critiques are always appreciated!