Head In The Clouds

by JForte

Rating: mature
Tags: Slice of Life, Anthro, Sad, Romance
Length: 7144

After spending most of your time reminiscing on the past and what could have been with your former love Soarin, you find yourself at Canterlot stadium where a stranger offers you an opportunity... one that seems too good to be true.

Much time has passed since you last spoke to Soarin, the love of your life, which ended in a heated argument. Spending most of your time reminiscing the past you find yourself at Canterlot stadium, watching the Wonderbolts practice as you do on a weekly basis. To your surprise an opportunity arises from a spectator who promises he can get you close to the now idolized flier once more. However you can't help but to feel that the situation feels good… a bit to good to be true.

Coverart is actually a cropped R34 which can be found here, it is NSFW…

Featured on Eq:AD - Right here!

Using the variation of anthro where legs end in hooves, enjoy!

(M/M)(2nd Person)(AnthroxAnthro)(Clop)(Romance)(SoarinxYou)(Heartwarming)

Published 1970-01-01 00:00:00 UTC
Last updated 2013-02-09 04:40:01 UTC

Only Dreaming

Head in the Clouds

''No one falls in love by choice, it is by chance. No one stays in love by chance, it is by work, and no one falls out of love by chance, it is by choice. A relationship is built brick by brick over time, if a brick should break you mend it and make it stronger. You don't tear the entire wall down."

-”Till The World Ends”

Pre-Read and Edited by 59caddyel

Only Dreaming

***

Why are you doing this? You think to yourself, leaning your elbows against the nearly barren stadium’s railing. Looking up to the sky, you watch as the Wonderbolts practice various maneuvers and tricks. Your eyes focus on a specific Pegasus, a dark trail flowing behind him as he flies about in the air.

Every single time... why do I keep hoping? The sound of hooves break your focus - faint but still noticeable. Your ears shift around as the sound grows closer, stopping as you let out a sigh.

Without turning around, you hear a cough from behind you as the stranger clears his throat. “Why hello there, I couldn’t help but notice that you’ve been here every event practice for the past year.”

        Slowly turning around, you raise your hands to move a strand of mane from your face.

“Yes... Do you have an issue with it?” you ask, gently leaning your back against the railing as you spread your wings. The glare from the sun blocks your view as your eyes adjust to the sudden change of brightness.

“Of course not, I’m just curious why you’d bother... that is if you don’t mind me asking.” the stallion said in a sophisticated tone.

Why not, like he’s going to believe you.

“I used to be friends with Soarin... well really good friends,” you say with a smirk as your eyes trail to the stadium’s concrete flooring.

The stranger’s features are now definable as he stares to you through his darkened shades. He too is a Pegasus, with a white mane and a sage coat of fur. A smile is upon his face and he chuckles lightly as he playfully rubs his muzzle with a hand.

“Well, fellow, it appears as if you and I both have something in common,” the stallion explains, walking over towards the railing beside you.  You see, I too am friends with him, went to Wonderbolt Academy with him a few years ago.”

Mirroring your pose, he turns to look at you.

“I don’t mean to come off as strange, sir, but I mean we were really good friends,” you say giving an implied look.

“Oh... Well don’t be silly, that’s not strange at all.” There is a brief moment of silence as the both of you continue to look at each other.

“I don’t mean to be a bother and all, however, if I heard you right, you said ‘were’... correct?” the Pegasus tilted his head.

Yes...

“I did. He and I had a fight... a big one, actually. I know it sounds selfish but I didn’t want him to go to the academy, I didn’t want him to leave me.” you say, closing your eyes as you lower your head, pondering the whole thing in your mind,

“Its only for a few months!”

“What if you forget about me... What if you don’t come back?!”

“What is it with you?!”

“We had already been through some trust issues, and I just didn’t want him to leave me. I was afraid that he would fall in love with another while he was away.” You turn to look back into the sky as you fixate your attention back to him once more.

Tears slowly started to flow down your face, rolling across your coat as a deep silence fell between you two.

“I... know how you feel. I used to have a special somepony in my life as well, really nice individual.” He pulls the shades from his closed eyes with his gloved hand. “I had issues similar to yours, but slightly different. Suffice it to say, that pony probably won’t ever want to speak to me ever again.” The Pegasus opens his blue eyes and the sun’s rays makes them gleam.

“I don’t mean to give you my sob story,” he apologizes, “but I see that you’re an admirable fellow. I really can’t do much with the big show tonight, however I think I can help you out. Possibly arrange a meeting with him tonight.” the stranger says, trailing his voice.

How could you possibly do that? You give him a curious look as he slaps his forehead.

“Oh... I’m Zephyr by the way, I work for the publicity agency for the Wonderbolts.”

Returning a smile, you stick your hand out - your sleeve blowing gently in the breeze.

“Nice to meet you. So what do you have in mind?” you ask as he uses his ungloved hand to shake yours.

“We’ll I’m pretty sure I can get you an audience with him after the show tonight. That is, if you're interested.” Zephyr gives you a playful look, slowly starting to walk away from you and the railing.

Are you sure you want to do this? I mean what good is it going to do?

You ponder the thought for a moment as Zephyr stops to straighten his dark jacket, slowly tilting his head to the side as he focused his ear in your direction.

…

“Yes, I mean please.” You lean away from the bars as you retract your wings, slowly taking a few steps towards him.

“Ok then, meet at the fountain in Old Canterlot, say around eight? We can watch the show and of course I need to be with you if you want to get past the guards afterwards.” The sage stallion leans back in a fidgety manner as he awaits a response, placing his hands in his jacket.

“Eight sounds perfect.” You turn your attention back to the sky. Zephyr pauses for a moment and then started walking once more, the sound of his hooves slowly fading as you watch Soarin fly about in the sky.

***

Walking down a marble sidewalk, you stop to look over at a few Unicorn colts talking with each other under a tree. You give a smirk, shaking your head back and forth while you remember your foalhood.

“Why did you even decide to talk to me that day...” you ask yourself aloud, still closing your eyes as you let the memories flow through your mind. The sound of real-world hooves fades as memories of voices come painfully into being.

“That’s a funny name.”

"Yeah, I bet yours isn't any better."

“You kidding me, it’s only the greatest name ever!”

"Ok then what is it?"

“Soarin.”

Opening your eyes, you wipe the small traces of tears away. Others walk by you minding their own business as you look to the ground. You take a brief moment to slow your stride, approaching the end of the block with you head still somewhat lowered.

Your stop before your residence as a Pegasus mare awaits upon its steps. Turning to you with an excited look, she quickly jumps up to embrace you.

“Not so hard!” you say with a small laugh, straightening your shirt as you brush your hands against your jeans.

With her hands on her hips she gives an inquisitive grunt, her tone quickly changing “So where were you?”

Gale, I know you're my cousin but do you really need to worry so much?You turn, walking to the door as you try to avoid the question.

“I asked you a question you dolt!” she said, tapping her hooves with her arms crossed.

“Where I usually go when I randomly vanish,” you stop, lowering your head and ears slightly.

A sharp pain courses through you rear causing you to stop in your tracks. Turning around you use your hand to push her hand off of your aching tail, a look of concern in her eyes as you let out a sigh “I’m going out later tonight, to see him.”

“After how he treated you, after what happened?” Gale asks as you turn back to face the door.

“I don’t care, I still love him...” You walk to the door, slowly pushing it open as she slowly trails behind you.

Closing the door gently, she follows you to a plush sofa where you make yourself comfortable. Your mane flows over your face as you pull a ring from your finger - a bolt with wings inscribed into a shiny circular band.

“How exactly are you going to see him? Remember the last bajillion times you tried?”

“I do... but I met somepony who could get me an audience. His name is Zephyr and he has connections with the Wonderbolts.” You hold the ring up to the light, examining some small writing chiseled upon the inside of the loop.

For you see, each day I love you more. Today more than yesterday and less than tomorrow. ~ Soarin

“So some random stallion came up to you.. and you just assume he is who he says he is? Are you sure that this is such a good idea, I mean how long has he been avoiding you and now all of a sudden you're just able to see him?” Gale paces slowly in front of the sofa as you continue to examine the ring.

I can’t take it anymore, I need to see him!

Turning to look at her, your eyes start to water. “Look, it was my fault the argument took place anyways. I have stopped by that stadium every week for the last year. I know you think I’m crazy... but I just miss him so much.”

You turn to look at the ring once more, your ears lower as she places a hand on your shoulder.

“I’m sorry... I just see how hurt you are. I watch you suffer day in and day out while he gets to live his dream.” she says as she pulls her hand across your wings, her fingertips sliding gently across their surface. “However, while I may wish him ill will, if you desire to be with him, to try to make things right again, I will support you if it makes you happy.”

You have no idea...

You turn to look at the window, staring out into the streets.

***

You look to the orangish blue sky, the night starting to take over as the sun set. Turning back towards the fountain, you notice the green Pegasus sitting on a nearby bench. You smile as he turns to look at you while you slowly walk over to him.

Approaching the bench, you fall to your knees, blushing as you look to the stallion. Pulling your hoof free from the cobblestone crevice, you brush your jeans off.

“I hope you can fly better than you can walk.”

You chuckle lightly as he stands up “At least I’m still not wearing shades as night falls.” He pulls a VIP ticket from his pocket and holds it out for you to take.

“You’re going to need this...and my company of course.” You stop, turning to look at the stallion as he smirks to you.

Grabbing the ticket, you quickly place it within your pocket. You slowly start to turn in the stadium’s direction as the stallion gently grabs your shoulder, causing you to turn back towards him.

“I had you come here early so we could catch the show but I wasn’t expecting this much of a crowd. In other words unless you like watching from a monitor we’re not going to be able to watch.” Zephyr says in a sarcastic yet humorous tone.

You look into his eyes with a hopeless look “You’re the head PR aren’t you? Don’t you have seats already in reserve, I mean surely you can get us in?”

After taking a deep breath he frowns “ As I said... I wasn’t expecting this much of a crowd, even I can’t get you in for this one. Every seat, and I mean every seat, is sold out tonight.” You look above the stadium as you hear crowds cheering at wild stunts.

“Don’t you have box seats, I mean surely you and the other PR’s have to have your own box?” you ask again in a desperate attempt.

“Turns out Celestia herself requested the use of the PR box... strange but she’s letting six others use her box for tonight’s event.” Zephyr tilts his head so that his eyes are slowly revealed from behind his dark shades.

“Heh, sorry to disappoint you. I know . If you want, I set up dinner reservations at a small dinner restaurant in the park ahead of time knowing our little dilemma ahead of time... That is unless you had something else in mind to pass the time.” Zephyr says, closing his eyes as he smiles back to you.

Brushing a hand through your mane, you give him a smile of uncertainty “Is this a... date?”

Zephyr takes a moment to laugh to himself, grabbing his chest he gives you a charmed look “Well, I guess you could call it that if you’d like... it’s just something to pass some time. Besides you look like you’re starving, your eyes are a bit wary.”

What the... Soarin used to tell that to me all the time.

“Are you alright? Anyways we better pick up the reservations... would look bad on my PR reputation if I reserved a table for air.”

You shake your head, clearing your thoughts as you give him an odd look.

“I’m fine, it’s just... nevermind.” You say in a playful tone, curiously watching the green stallion’s body language. You watch as small beads of sweat form upon the fur of his forehead.

“Ah, well I’m sorry if I made you feel uncomfortable. I...-” You cut him off mid-sentence.

“I’m not really all that hungry, but I guess I could go for a few drinks.” You say in a humble tone. Zephyr smiles as he starts  to walk in front of you, taking the lead as you both stroll towards the large radiant garden.

“You know, if this is a date we should be holding each others arms...” You say, causing the obviously nervous Pegasus to lightly chuckle.

“I think I’m quite fine...” Zephyr says, not even breaking his forward gaze to look at you.

There’s something fishy about this whole thing.

Forgiven

Forgiven

***

“So how did you two first meet?” you ask, looking along the pathway as he slows his stride.

“Well, as you know, the Wonderbolts Academy trains and recruits the best fliers in Equestria. I, being a amatuer journalist at the time, wanted so desperately to make it big. So when I saw an opening available to me I took it, landing me as an intern for their publicity department.” Zephyr says, raising his hand to his head to scratch his mane as you both stop abruptly.

“Shortly after making residence, I was assigned to cover his exploits. I assume I can leave out the boring details.” You both start to walk again as you turn to glance at a passing couple.

Were they... I wonder?

“Now when you say friends...?” You ask cautiously, not wanting to pry too much at the subject.

“Me... no, we're just friends. Why would I be setting you up with an audience when I understood what you meant by ‘more than friends’ the first time we talked?” He looks to you with an odd stare.

You chuckle briefly as you place a hand behind your head, feeling a bit awkward about the situation.

“Sorry, I guess I’m still a bit clingy and I just want all the details.” Smiling, you start to blush.

“He does speak of you, I just figured I should let you know.” You glance down, looking to the ring on your finger as you both enter the small plaza like area.

So... he must still have feelings for me.

“How may I help you two fine gentlecolts today?” a waiter asks in a proper tone, his eyes fixated upon the list on the podium in front of him.

“My friend and I have reservations for two, WB-S should be the seating tag.” Zephyr said in lively tone, as if he had been through these motions many times before.

Placing a finger on the list, the waiter moved down the list, eventually stopping at a point “Ah, here we go... You’re going to be seated right over there next to the lakeside, somepony shall be over there to assist you further very shortly.”

You sit down, looking out over the reflective waters towards the Canterlot stadium, the moon and stars mirrored upon its surface. You quickly turn back to Zephyr as he clears his throat.

“I can’t help but to notice that you seem--...”

“A bit anxious?” You interrupt him, finishing his line as he looks to you playfully. “You have no idea. No offense, It’s just that I’ve been trying to see him for over a year now with no success.”

Zephyr places his gloved hand onto the table, looking to it as his tone changes to a sullen one “Heh, none taken. I have to disagree though, I too have been wanting to see my special somepony. I’ve just been so busy, and, well, a bit ashamed of myself. You could say that my pride had blinded me for the longest time, keeping me away from them.”

He looks to you, as you look deeply into his eyes. A strange feeling overcomes you as you watch his eyes slightly tear up. A familiar one that somehow reminds you of Soarin. A waiter stands at attention as he awaits asks you both what you want.

“I’m going to be skipping the meal and just going straight to dessert. With that said I’ll have a large apple pie and a tall glass of your wild cider.” The waiter quickly wrote down the order, turning his attention to you.

“I’ll just have a large glass of your cider... the regular kind.” You say, a bit embarrassed as you finish your sentence.

The regular kind... really. I should have order--...

The way he said pie...

No... way.

“Sorry to change the subject but what’s up with the glove?” You ask with great curiosity, tilting your head slightly as you look to his bound hand. The shape of an loop looking object from within the glove is easily visible.

“Oh this silly thing, I’m just an eccentric fellow.” he replies with a smile, a bead of sweat on his running down the fur on his muzzle.

Hmm, that bulge on his finger... can it be a ring?

“Here you two go, enjoy your meal and should you require any further assistance feel free to call one of our waiters.” the

        “Thank you,” Zephyr says in a pleased manner, saliva slowly dripping from his mouth as he looked to the dessert being placed in front of him.

“I don’t know why, but I really enjoy the scent of apples.” Zephyr said, grabbing the silverware placed to his side as he quickly started to eat the pie. The waiter places a large glass of cider in front of you.

This is too easy, and kind of pathetic... but still charming. Hehasto be Soarin, but how?

“So do I... so do I...” You say, a charmed smile of joy and happiness across your face as you take a sip of your cider.

***

You look to a large glass fixture, highlights from the show play across it. You take a moment to double-check the Soarin you see on the screen.

What the...I have to be losing my mind.

“What’s the matter? Your cider taste a bit funny?” Zephyr asks, looking to you slyly as he places his elbows on the table - watching your perplexed expression.

Taking a moment to you gather yourself, you smile back to him “Not at all. I just feel like I’m losing my mind, heh.”

He’s there... stop messing with yourself, you just miss him so much you're noticing and making up small things in your mind, you hopeful bastard. But then again, why are there so many similarities.

“We’ll if it’ll help talking about Soarin then why don’t you tell me what exactly happened? That is if you’re comfortable with it.” The sage-colored stallion said, removing his glasses as he gave you a look of inquiry.

You lean back ever so slightly against the polished oak seating, taking a deep breath as you close your eyes.

“Well... he and I had been arguing. I didn’t want him to leave me for the time necessary to complete his training. I was afraid I would lose his affection.”

“No offense, but maybe you were a little too dependent on his love. I know it was probably hard to know that you two would be separated for a few years, but it wasn’t like you couldn’t have visited him or anything.” The green stallion gives you a sympathetic look as you twiddle your thumbs.

“I guess I was a bit clingy but I had the right to be. You see, he had an affair with another.” You say as a tear starts to form in one of your eyes. The green Pegasus lowers his gaze to the tabletop.

Zephyr ran his hand through his silver mane, as if to scratch his head. A frown upon his face as he let out a sigh “I’m sorry to hear that. I’m sure he carries that grief, though.”

“I honestly wish I knew myself. It’s hard to know with all the time he’s taken to ignore and dodge me.”

...

You take a moment to think to yourself as you turn your attention back to the video fixture “Anyways, you can probably assume the remainder of the story. He leaves me after one last argument, becomes a Wonderbolt, probably dates and bangs every stallion he so chooses to be with.”

“Actually... he hasn’t been with anyone for as long as I can remember and I’ve known him since he was only a trainee at the Wonderbolt academy.” says Zephyr, looking to you with a smile.

What a load of horseshit. He has to be lying...

“You have to be pulling my leg, there’s no way.” You lean a little closer to the table, your eyes wide with shock.

Zephyr stretches his arms out above his head as his tone remains truthful “I’m being dead serious.”

Zephyr takes one last bite out of his pie “Well I’m full, how about we take a few moments to stretch out. I know I’m going to have to if I’m going to keep up with you, lover boy.”

“I guess that’s better than sitting here, heh.” You look around towards one of the walkways as you contemplate everything you’ve seen, heard, and suspect.

“You go on without me, I’ll catch up after I pay our bill.” You look at his gloved hand one last time as you stand up. A thought crosses your mind, but it involves you catching him off guard with his hand in reaching distance.

***

I need to get him in the right moment, but what if I’m just overanalyzing this? You shake your head as the both of you laugh, walking towards a small bridge.

“Looks like the show should be over anytime soon, we better stop dilly dallying so we don’t keep him waiting.” Zephyr says, you follow behind him as you watch his steps. Something about his stride suddenly strikes your memory, each step reminiscent of Soarin’s.

How could I have overlooked everything, but it can’t be... his coat and mane. Even his accent and speech, I can’t believe I’m going to do this...

“What’s the matter, are you still nervous?” Zephyr asks in a gentle tone, stopping to lean against the side of the bridge.

“Yes, I mean no. Actually I’m just admiring the flora, it’s a bit eye-catching.” you lie, stumbling over your words as the odd Pegasus takes a moment to laugh.

“I know what you mean, my love used to also love this garden. Especially-...” Zephyr turned his torso as he carefully leaned over the edge. Turning around, he presented a large glowing flower, one which had grown from the depths of the water “-these flowers.”

It has to be you.

You quickly reach out, grabbing his gloved hand at the wrist. A look of shock fills his face as you pull yourself closer.

“Uh, what are you doing?!” Zephyr says, sweat starting to form on his forehead.

“I find it odd that you just casually walk up to strangers, offering them VIP passes to the Wonderbolts. I mean what if I was an obsessed fan with a made up story? I could be a killer for all you know.” You say, a grin starting to creep across your face as you use your other hand to softly grip the side of his glove.

“I’m just... trying to help is all, I mean he has mentioned you before.” Zephyr says with a gulp. You slightly pull the glove, stopping halfway at his palm.

“Your stride, your gestures, hell, even your speech. You’ve definitely worked hard at planning this but I know who you really are...” You finish pulling the glove off, revealing a ring bearing your cutie mark inscribed into it.

“Soarin!” you exclaim with a tone of victory as his expression changes to a sullen one.

You both take a moment to glance at one another, Soarin reaches into the neck of his jacket to remove a necklace.

“It was worth a try,” he says with a smirk as his coat, mane, and eyes change back to their original colors.

“That glove, you silly bastard, why didn’t you just take the ring off?” you ask as you place your arms on your hips, taking a few steps backwards.

Soarin looks towards your hooves, his ears lower as he grips his hand over his ring finger “I, I haven’t taken it off... ever. Just like I’ve never been with another stallion since the argument.”

Looking back to you, his eyes started to fill with tears. You slowly approach him as he continues to look at you regretfully.

You wrap your arms around his torso, fitting them under his wings as you nestle your muzzle against his “I don’t know what to say. Why did you ignore me, cast me away?”

“I was upset with everything that had happened. I was upset with myself for the affair, and afterwards I just didn’t think you felt comfortable around me. So when I wanted to follow my dream and we got into that argument, I just wanted what was best for you. I wanted to give you a fresh start, one with another stallion... one that would never hurt you.” Soarin explains, wrapping his arms around you as he starts to sob.

“But I wanted you, there’s no other pony I would like to be with. None that I would like to spend the rest of my life with, not after being with you,” you say softly, rubbing your muzzle against his as you cry.

“I know, I watched you every practice. At first I was proud of what I did, thinking it was right, but after seeing your persistence, seeing you in pain, I started to see the error of my ways. So I decided to set this little thing up... but now it’s ruined.” Soarin slowly pulls himself away from you.

You rub the tears from your face, passionately looking into his eyes as the moonlight made them gleam like emeralds.

“Well now... I wouldn’t say that.” you say with a smile, causing him to smirk.

“How are they doing the show without you?” Soarin places his hands into his jacket pockets as he closes his eyes with a chuckle.

“Ever wonder what happens when one of us gets injured? I’ll give you a hint, it’s called a stunt double.”

Heh, you are still a sarcastic bastard. You smile as you look to the clouds overhead.

“So mister big shot, I think we still have a little more catching up to do.” you say in a seductive tone, he returns a playful smile as he also turns his attention to the clouds.

“What is up with you and always choosing the most awkward places?”

You shake your head, letting out a scoff as you turn back to him “I choose all the awkward places, I think you're forgetting who chose the location of our first time.”

The both of you laugh as he grabs your hand, nodding you both take off heading to a large grouping of clouds in the distance.

***

A heat is brought to your lips as your hands drag along the broad shoulders of a body close to you. The contact brings adrenaline to you, as you slowly embrace the heat, allowing your lips to contort and smoothly caress it. Pulling away after a moment, you stare at the face before you.

The face in front of you is a man who bears bright, green, eyes - giving you the benevolence of happiness and joy. His snout was protruding - as most stallions’ do - and breathing a heated breath against your own. A small smile was across his muzzle, which made you stare at his dark blue mane - which looked like it was blown in an air tunnel for too long.

He gives you a small blush, gently stroking your mane, as the moonlight beams through the clouds overhead - glazing over his eyes in its miraculous light.

“You’re a wonderful stallion, y’know that? You’re just... Perfect for me.” He lets off a dotty smile, as you give one in return.

He leans his head forwards, closing his eyes as he starts to nip around the edges of your neck while you close yours. A smile forming across your face as shocks of pleasure start to course through your veins, making your heart beat faster with excitement.

His hands starting to move from from your mane down the sides of your form, each digit slowly stroking your coat. With your eyes still closed you nestle your muzzle into his mane - taking in the scent of euphoria that was in the air- as you brushed against him.

Reaching your lower body, he slowly started to pull your undergarments - a large bulge present that mirrored his.

“I think you deserve something a little special.” Soarin smirked, sticking his hands into the rear of your undergarments. Starting to grope your rear, caressing every part of your being as sensations charged through your body, causing your member to tug hopelessly at its confines.

Pulling his hands down to your thighs, he frees your restless member - veins throbbing as the blood engorged its length. Lifting your head towards the night sky you let out a sigh of relief, your ears raised in a state of joy.

Turning your attention to Soarin -you lean yourself against him- pushing him down to the cloud’s surface as he let out a small giggle “You’re not going to need these then.”

You gently grab his stretched garments and swiftly pull them off, tossing them to the side along with yours.

“Are you sure you haven’t messed around with others lately?” Soarin asks rhetorically with a chuckle, the two of you taking a moment to laugh. Pulling yourself closer, your now fully erect lengths brush against each other - sending sharp shivers down your spine. The two of you embrace as your bodies contort against one another. Locking lips once more, you both let out grunts of pleasure while the two of you continue to cuddle.

You raise your ears once more as he moves his hands to your wings, gently stroking them with his fingers. The sensations -arousing and subtle- surge through your body, causing you to let out a small moan as he slowly pulls his head away from yours. Opening your eyes, you look passionately into his, glistening from the moonlight, a warm sense of care present in his expression.

Letting out a sigh, “I hope you’re ready, big boy, because I’m going to rock your world!” Soarin says in a seductive tone, leaning up as he moved his hands towards your equine member.

Using both hands he grasps your hilt, causing you to shriek as you grind your teeth. Squeezing softly, he maintains a firm grip on your cock as he shifts himself into a position along your side so that his member lays erect in front of you.

        Lowering his muzzle to the base, he slowly licks the bottom of your member, slowly making his way up the bottom of your shaft as he stops at the crown of your head.

You let out a moan of pleasure as you turn to look to him, “Please don’t stop.”

Using his tongue he playfully licks the saucer-like head, licking the bubbling pre oozing from your tip. Each stroke tickling your fancy as you close your eyes, trying to hold back your whimpers as he teases you.

You start to feel a moist warmth around tightening your member as you take a deep gulp, turning to see Soarin’s mouth wide open as he slowly engulfs your being inch by inch. Your ears lower as you reach over and grab onto his member with a firm grip for support, causing him to lose focus as his gag reflex massages your stallionhood.

        Slowly pulling back, saliva starts to leak from his mouth as your throbbing cock is released from his grip - drenched in the warm fluids of his mouth. Without hesitation, Soarin engulfs you once more, his throat bulging from your vivacious member as you close your eyes while you let out a euphoric squeal.

Soarin slowly releases one of his hands, gently sliding it down your beastly member to grasp the loose flesh of your full balls. Still watching him, he does the same with the other hand while you adjust your legs to give him room.

Using his fingers, he starts to caress every last bit of your large sac as it writhes and contorts. His gag reflex once again slipping as you start to squeeze his member tighter, his moist tight throat granting your cocks every desire.

You let out a whinny as your mouth flies open, unable to contain yourself from the sharp sensations of fulfilled desire.

Slowly dragging himself into a better position he starts to push himself further upon your shaft. Loud squelching noises can be heard as he clenches his eyes, fluids flowing from his mouth as he picked up momentum.

Your hooves thrashing against the fluffy surface beneath you as your legs twitch, cries of intense joy exploding from your gut as your partner’s throat was stretched to it’s maximum.

Holding the position for what seemed like ages your cries turn to whimpers as he slowly pulls himself from your shaft.

The outline of your throbbing member’s head now sliding along his throat as it made it’s way to his jaws, where he struggles to pull it from his mouth.

Your near flaring head now out of his jaws, he starts to pant wildly as saliva and pre pours from his mouth - a look of lustful desire on his face.

“I have something special for you.” he pants as he slowly shifts once more, standing on his knees as he faces away from you. Flicking his tail, he lightly turns to you with a gesture while he continues to gather breathe.

You shift yourself to your knees, the cloud beneath you tickling at your hooves as you move towards the anxious stallion. Wrapping your arms around his lower torso as you tease his rear with your veiny member, embracing him as your hilt is brought between the crevice of his rear.

“I see how it is.” Soarin chuckles as you slide your slippery member along the length of his back. Moaning as you tease him, “This just isn’t fair” Soarin whimpers while you smirk.

Slowly stopping, you decide to not tease him too much, pulling yourself away so that you can position your beastly cock beneath him.

Without hesitation you slide your soaked being between his legs, right beside his fat sack as it brushes along the length of his shaft. Your partner pulling his head back as his ears lower, letting out a wail of pleasure as you start to pump your slick shaft against his.

Using his arms he quickly grabs both thick members the best he can as the two pulse against one another.

Pre pouring from the bloated heads of your cocks onto the cloud cover, a lustful scent intoxicates you both as you continue to embrace him tightly.

You nestle your head against his while you lean past his dark mane, continuing to assault the tight grip of his hands as you soak his member with the fluids soaking your shaft. Using your hands you slowly start to caress his pecs as a moan bellows from his muzzle, laying his head into yours as you start to nape at his neck.

“You’re not going to hold back are you?” Soarin mumbles between his panting as his digits tighten around your wet turgid members. His eyes clench shut as you start to feel up his lower groin, stroking his fine coat as your finger tips found their way atop his convulsing muscles.

You slowly stop thrusting as you pull your hands to firmly grip his plentiful rear, taking a moment to catch your breath, you slightly raise your head “When have I ever?”

Loosening his grip, he starts to use a hand to group at the ring of your fat cock. Each fine subtle touch causing you to giggle softly - reminiscent traces of past emotions interwoven into your body language. Scooting back you grasp the side of your member, stopping when you have enough room you press the crown of your dripping cock between his cheeks.

“Push harder!” cries Soarin desperately, filled with desire as he starts to push against your aching member. You struggle at first but an audible pop followed by a tight heated moist feeling working against your swollen head causes you both to let a whinny, followed by heavy breathing as you slowly work your lively shaft into him.

Soaring leans over to accommodate more of your length inside of him, digging his hooves and hands into the cloud for support as he released long winded moans and grunts. Deciding you don’t want to risk harming him, you stop a hands length short of your hilt. Clenching your eyes you pull back, your tongue hanging from your muzzle as you lower your ears.

You abruptly stop, pushing yourself into his hindside once more as another scream of pleasure is released from your partner. Grabbing his flanks for support you start to pick up momentum as your breathing gets heavier. Your wings start to jostle about as his innards squeeze squeals from your muzzle. Drool starts to flow from Soarin’s mouth as he pushes his head into the soft surface beneath him.

Grinding his teeth as he grips tightly into the cloud, his hands starting to sink within as his head twitched.

Pulling one hand off of his rear, you briefly slow down as you gently slap his ass. Taking a moment for the both of you to gather yourself, you slide your fingers across his lower back. Noticing this familiar gesture he slowly turns over to face you as he twists himself upon your thick spear.

"You don't have to beat me..." Soarin says in a whimsical fashion, still panting as you look to him with a smile. You shake your head letting out a small chuckle.

Laying on his back he looks passionately into your eyes, the moonlight shining down into his. You take a moment to stare at the gleaming emeralds, blushing as you both smile at one another.

“I’m sorry... for everything.” you lean down, his beastly cock brushing against your chest as you two locked lips. Your ears raise as you slowly close your eyes, savoring this moment. Raising a hand you grasp around the head of his mottled member, using your thumb to rub in a circular motion as you smear his intoxicating seed across its slick surface. The sensations cause him to slightly giggle as you both continue to move your heads about, taking turns smooching at one another. You slowly pull yourself back as you open your eyes.

Placing one hand upon his chest you push yourself back gently. Pulling both of his thigh’s under your arms you push forwards, starting your sexual assault once more. Throwing his head to the side - his eyes clenched in a enjoyable pain - Soarin released a strained moan.

You feel pressure building in your groin as you grind your teeth. Throwing your head back, you spread your wings as pleasure surges down your spine, your large sac pulling tightly against your groin as you hilt yourself in as far as you can.

Soarin starts to moan wildly as he throws his hands back to the cloud’s surface, your cocks head flaring inside him while your load rushes to freedom - distending your urethra.

Within seconds the pressure erupts from your tip as you blast your gooey seed into your partner. Each wave spraying torrents of cum into his innards as his stomach started to distend slightly. The sensations causing him to cry out as he reached out to grab a hold of you, his hands gripping against your sweat drenched coat.

As you continued to pump your load into the groaning stallion, you gently lay him down to turn your attention towards his throbbing member. Licking about it’s head as you lapped up his copious amounts of pre.

Using your hands you start to pump about his shaft, closing your eyes as you lick about his tips opening. Feeling his shaft swell, you open your mouth as he blasts your muzzle with his thick ropes of pre. Unable to keep up with his flow you pull your head back, swallowing one last time as he continued to unload his seed onto you.

Both of your cocks slowly become flaccid, retreating back into their sheaths as you two slowly lean into one another. Cum floods from your partner’s abused and sore rear as you embrace one another tightly, both turning to look at the night sky.

“I forgive you.” Soarin says softly, licking his mess off of your muzzle. Closing your eyes with a smile, you start to giggle as he runs his fingers through your mane.