This Mare I Love.

I awoke to just me spread eagle on the floor. She was somewhere else. Where? Hell I don’t know. I rolled over and wiped the drool off my face. I decided to take a look around. It looked like a great place to live to me. I lived in an apartment so anything is going to be nicer. I looked out a window to see Fluttershy with Twilight. Me? Heh. Decided to go out to see them. Walking closer, my heart started to begin to beat faster. The pounding grew louder into my ears. I was a few steps from them when Fluttershy turned around to greet me.

“Good morning Nighty.” she said. My face turning red as I smiled and looked away.

“Nighty?” I asked quietly.

“Um yeah, I made you a nickname.” she said as she smiled at me.

“So you gonna introduce me to your friend Fluttershy?” Twilight asked.

“Oh um, yes. Twilight, this is Midnight Dash.”said Fluttershy.

“Nice to meet you there Midnight Dash.” Said Twilight.

“N-Nice to meet you too.” I stuttered out.

They both smiled at me, and of course my face got red like a balloon. They both giggled and laughed at my embarrassment. Then a shot of rainbow came down from the sky. It had to be Rainbow Dash.

“Who’s this Fluttershy? Your coltfriend?” She asked while getting up into my face.

“Well I um… Not exactly… um yeah…” Fluttershy said.

Twilight pushed Rainbow Dash back so I wasn’t uncomfortable anymore.

“So um… What are you guys doing?” I asked.

Twilight replied, “Well I was talking to Fluttershy about some personal matters, and Rainbow Dash was supposed to be clearing the skies.”

“Well excuse me princess!” yelled Rainbow Dash as she took off.

“Watch this.” said Twilight.

In 10 seconds flat the sky was clear. My jaw dropped. I’ve never seen this before. It was amazing.

“How did ya like that?” Rainbow Dash exclaimed.

“That’s great. Thanks Dash!” replied Twilight.

“So while you’re here Nighty, why don’t you meet the rest of us?” She asked.

“Oh um… Sure.” I replied unsure of what I was in for.

We walked a while. Fluttershy with her wing around me while leaning against me. We were outside Rarity's. I usually did not dare to go near her. I was always afraid of what she might say about me.

Twilight knocked on the door “Rarity! We have someone for you to meet!”

The door opened to see a white pony with purple hair with red glasses on. She looked stressed.

“Hello darlings. Please come in.” Rarity said as she continued to work on a fashion style.

Me? I could really care less about what anypony wears, but to her. Everything must be perfect.

“Whatcha working on?” Twilight asked.

“Oh its nothing just a new fashion for the stallions of Ponyville.” Rarity said with a smile. “ This would be easier if I had a stallion here to try them on though.” She said as she looked towards me with a sneaky smile.

“Me?’’ I asked.

“Yes, Yes dear. Come here this instant!” She said. She put the suit on me which was really tight.

“Suck it in!” Rarity said as she tried to button the front of the dress shirt.

“I am!” I yelled as the shirt buttons flew off.

“Oh darn it!” Rarity said. “That took me all night to prepare!” She said sadly as she gathered up the remains.

I felt bad. So I decided to ask if I could help.

“Would you possibly want an actual stallion to use as a manikin?” I asked unsure what I was in for.

“If you’re up for it, then yes.” She said.

“Um sorry Shy. I guess Ill see you tomorrow I guess.” I told her as Rarity pulled me away.

“Yeah um see you tomorrow.” She said as Twilight walked her out of the house.

It was getting late. The sun was starting to set and the moon started to rise.

“Now stand here with your chin up… Um I'm sorry I don’t think I got your name darling?” Rarity stated.

“Oh it's um… Midnight Dash.” I replied back.

“Okay then Midnight Dash. Stand here while I measure you.” She said.

It was a little awkward having her with a measuring tape going around my neck. I felt like I was gonna be choked. She continued measuring until she got to my body(waist?) She bent down under me to retrieve the other end of the measuring tape. She brushed against me in a spot where um… yeah…

Happy time down south.

“20 inches!” She said while she was still under me. At first I thought she was talking about my body(waist) size. Then I realized. There was no measuring tape around my middle. I felt her move out from underneath me. She starred into my eyes. She put her glasses and tools down and pushed me over so I was on my back on her bed. She leaned over me while stroking my cock.

“Now, now. What do we have here?” She asked as she looked at me with a smirk.

I said nothing. I couldn’t. I was in shock.

“Whats the matter darling? Opal got you tongue?” She asked as she moved closer to me. She kissed me while stroking my cock. Then she pulled away and moved her mane away from her eyes while moving her face closer to my cock. She licked it from top to bottom before she opened her mouth and gave it a tentative lick. Next thing I knew she took me in her mouth. I cringed in pleasure but she moved my legs apart again. I heard a laugh. She arose once again to put me inside of her. The look on her face was a face a mare gets only while in heat. Lucky me right? I felt the inside of her. It was warm and wet. Abnormally tight. She let out a slight moan when I felt myself hit the end of her vagina.

“Looks like I got myself a big boy” She said staring at me with the bedroom eyes. She started to ride me. Moving slowly up and down on my cock for her own pleasure. She then moved off me. She knelt down on her front hooves. Her luscious flank was in the air, it was irresistible.

“What are you waiting for?” She said as she looked back with lust filled eyes and sweat running down her face smearing her makeup making her even more sexy.

I mounted her as I shoved myself deep inside her. I moved slowly until she spoke.

“Ride me like a naughty pony!”

I was amazed at what she said and I followed her command. I went as fast as I could.

“Pound me harder!” She moaned out.

She was not exactly quiet. She was quite loud with all her groans and moans. I continued anyways until I felt a tight feeling in my cock. I slowed down and she removed herself from underneath me. She began to suck me again. With each time the feeling growing harder as if my cock was going to explode. Then It happened. I let out a deep breath followed by a slight moan. I shot cum from her face clear to her cunt. She scooped it up with her hoof bringing it into her mouth.

She looked like a hot mess. Hair messed up. Make up smeared. And cum all over.

“Can't just waste it can we?” She said as she licked the rest of the cum up.

I blushed and turned away. I felt her wrap herself around me. I was tired. I almost fell asleep in her arms until she made me wake back up.

“Now now. No sleeping yet! We have got work to do!” she said while patting my stomach. I stood up and let her measure my middle again. This time without an interruption.

After she had measured me, I quickly passed out on a nearby couch. When I awoke Rarity was smiling. I groggily got up.

“Ready to be a manikin?” Rarity smiled.

I nodded.

She put a dark red fabric over me to make the dress shirt. I kind of liked it. She then began to add anything she thought went well with it. I ended up with a dark red shirt. A white bow tie. A black pin-stripped suit with a matching hat. She backed away to look at me. She studied me for a moment then smiled. She put a white flower onto my shirt, and then put a monocle on my left eye. She laughed.

“What?” I said.

“You look like a handsome stallion is all.” She replied still trying not to giggle at me. “Now if you’ll excuse me I have to fix myself up real quick. Don’t touch anything! Got it?” she said.

“Yes ma'am!” I said jokingly while saluting her as if she were my commanding officer.

She left the room. I had the urge to look around but I was afraid of me doing something wrong so I stayed put. I started to think. What if Fluttershy finds out?! I mean… I think she is overall my marefriend right? I started to panic inside my mind. I think I fucked up, but at the same time maybe I didn’t.

“Fluttershy! Come in dear! Come see your little Nighty.” Rarity said. I started to shake as I heard them getting closer to the room I was in. Maybe if I act like nothing happened she wont notice. I closed my eyes until I opened them to see the adorable face of Fluttershy. She smiled at me, then kissed me, making me blush.

“He looks great Rarity.” She said happily.

“Of course he does darling. I made it myself.” Rarity replied proudly.

I couldn’t really see out my left eye, because of the great hug Fluttershy was giving me, but I saw something outside the window fly past. It was a black blur. Did I know what it was? Eeeyu…. No. I had no Idea. Most likely a bird. Rarity undressed me and told me I was free to go with Fluttershy.

We said goodbye to Rarity, but as I looked back she winked at me. I began to walk faster with Fluttershy until we ran into Twilight again.

“So Nighty, how did it go with Rarity?” She asked as she approached me.

“Fine I guess.” I replied while thinking of the night I had with her.

“That’s good. Well hey Fluttershy I was just going to AJ’s. You wanna come along?” Twilight asked.

“I'd love to.” Fluttershy said as she pulled me along with her wing around me.