"Alright?" He calls, setting the timer, "Here we go!" Then he runs back into place and poses with us as ridiculously as he can manage.

All three of us are gurning at the camera when it goes off, and I'm the first to crack, a 'pfft' is all it takes and we're off, chuckling away as Pete grabs the camera and pulls the polaroid paper from the front.

"Photos, Car', photos are something that you'll have forever, am I right?" He gestures at me with the developing paper, taking another swig of his hard cider with the other..

"Yeah, even if we forget sometimes, we'll always have them." That's if I don't lose them... But no! I manage to stay upbeat the whole sentence this time, I've been a bit down, my boss got on my case about losing something again. I mean it's not like other ponies don't lose things, but whenever I do it's just Caramel being Caramel again, and nothing I can say will put it right.

"Let me see, is it ready?!" Mel lands on Pete's back and tries to grab the picture from him, flailing her shorter arms, making us both laugh. Pete and I toast to nothing with our pint mugs and drink deep, it's just another relaxing Friday night for us, out of work for the weekend, nothing to do but relax until Monday.

Pete laughs when he finishes his drink and hands the little square of paper back to her, "Here, but first?" And he steals a kiss, just like that as she's leaning over his shoulder, "That's better."

I always feel awkward with these two, they were best friends before they arrived here, lovers I'd guess, especially with the way they act, and they've only gotten closer as time's gone by. I stick with them because they also happen to be my best friends.

Peter and Melanie, Equestria's human couple.

Apparently they died, or that's what they remember, some big accident with motor vehicles and suddenly they were here. Back when Sassaflash and I were together I was able to help them out a little, I got Pete a job at the construction firm I work at, and we hit it off right away. He always remembers the stuff I forget, and I get to teach him all the things I know about building stuff. With his hands he was able to take over all the fiddly jobs like wiring that we'd have to wait until one of the unicorns was able to get there, not easy when so few take up that kind of work. And Melanie fit right in with the Spa girls, she was a Beautification student back in her world, and Aloe put her to work immediately. Rarity gave her a rave review on her first day, and ever since then Mel's talents have been worked into the different treatment courses.

Then when Sass left me, I was in a bit of a dark place, depressed, wanted to quit my job, but Pete helped me hang in there, while Mel basically mothered me back to normal functions. Every bit of happiness I have now, I owe to them.

"So there I was, standing right across from him, and he says to me 'I think that chick's a dude!', and I'm like 'No shit, man, what gave it away, the raging boner she had under her skirt?'"

Pete nudges me with his elbow and I smell the alcohol on his breath, he's worse off than I thought...

Mel pulls his head around and gives him a telling off, but gets a face-full of cider breath first, "Augh, Pete, you always tell that one! You're drunk again!"

She gives me an apologetic look, to think I could barely read their expressions when they first arrived, "Sorry Car', he never knows where his limit is."

"I'm fine!" Pete half-laughs, "But I think I'll take a nap, 'kay? Just a little nap and we'll get some food in later, alright?"

"Sure, sweetie, you just lie back and get some sleep."

"Right, Car? Take care of her while I'm out." His finger weaves a little as he points, but... going... going... yep, he's asleep in moments.

"At least he's not an emotional drunk..." She rolls her eyes, "I don't know what I'd do if he got weepy on me, or what if he got all up in people's faces? Jeesh, it's always the same." Mel leans back and stretches, her whole body in profile to me, and I have to take a sip of my drink to cover my stare.

Her body has always fascinated me, Pete's too from a certain perspective, but he's definitely a guy and I'm not into that, Mel... she's all curves and soft edges. Slender and long legged. When she stretches those... breasts of hers get pulled up and flatten a little against her chest, and I can see her teats through the fabric of her clothes, and those shorts she has on only draw my eyes right to her flank. Well, it's not really a flank, it's her hips and butt. Doesn't matter, they're nice.

Their clothing thing got me for a bit as well, but then I learned, the wrong way, that human anatomy is kind of on display if they just walk around. Nearly walking into them both coming out of the shower was an... experience in embarrassment, but I learned to appreciate the fact that they actually felt more normal in clothes than out of them.

I realised that Mel was still talking, "He just falls asleep at the end of the night and leaves me. Tell me, Car', would you neglect a girl like that?" She levels a devastating pair of puppy-dog eyes at me.

"N-no... of course not." I hate myself for stammering, but she stretches out again, hands above her head, leaning back against the cushions stacked against the wall.

"We haven't even been doing much in bed because of it. He gets home from work all tired out, so I let him be, but the weekend is for us, right? Right. But no, we get together, we get drunk, and he goes to sleep." Again, she turns her eyes to me, smiling this time, a little apologetically, "Sorry for putting you out like this."

I'm the one that should apologise, if it wasn't for me Pete wouldn't feel like drinking so much.

"So, what do you think?" Her eyelashes lower and an expression I can't place slides onto her face.

"About what?" I venture.

"Don't play dumb, I could see you eyeing me up all the time, not just tonight either, you're looking at my body." While she speaks she's getting slowly closer, sitting up, leaning forward, rolling her legs under her and pushing herself up on her knees and hands. Was what she said earlier really leading up to something?

I gulp as I realise I can see right down the neck of her top into that soft looking valley between her breasts, "Eyeing you... I wasn't staring at you..." Wow, that didn't sound convincing at all...

Next thing I know she's right next to me, right in my personal space, drawing herself into a sitting position at my side and her eyes are dangerously smokey.

"Mel, wait, how much of that cider did you have?"

"Hardly any, promise." She pouts a little at the accusation, "Come on, be honest with me here."

Her hands... oh Celestia... her hands are on my coat, running up and down my back, making little circles on my chest... "H-hold on there.... M-Mel? What-"

Her hand runs down my chest to my stomach and I feel my traitorous mini-Caramel start to rise to the moment. I try to avoid her gaze as that questing hand finds it and feels that it's already thickening up.

"Mel... What are you doing?!" I manage through gritted teeth, not sure why I'm not putting up more resistance.

"What's wrong, Car'?" She gives me a smile, warm and no different to the one she gave me when offering me drinks earlier this evening, "Don't you want to see what happens?"

"This is... bad, Mel..." I try to protest a little more,

"You're so big, Car', how does this feel?" With that her fingers, delicate and pale, wrap around me and start to stroke. I'm completely hard in an instant, the stimulation, the cider, her voice so close and her body nearly pressed up against me, how could I not be?

She leans in and I smell cider and that delicious perfume before our lips meet, her eyes nearly shut and mine fluttering down in reaction. Her hand is working up and down the entire time and I can taste her lips, her tongue, it's so small compared to mine, but it feels so good as she playfully runs it along the back of my teeth.

"How is it?" She murmurs to me, eyes locked to mine, pulling the answer out of me, "Good, right?"

I can't help but nod, it's good, it's so good... Her fingers massage the flesh, her palm rubs at the head and smears a drop of pre-cum into the skin around it.

"Want me to take it up a notch?" My eyes widen, "Want me to suck it?"

My breathing is completely out of time, I can only watch as she lowers herself down towards it. Right then Pete gives a stir and turns onto his side! "Celestia's teats, Mel," I hiss at her, trying to keep my voice down, "what if he wakes up?!"

"Don't worry," She glances back at him over her shoulder, but as she does, in plain sight of him if he were to open his eyes, her tongue slides out and touches the side of my cock head, "he won't." She looks up at me as breath rushes in through my nose.

Her eyes close and she laps at my cock, one hand at the base working up and down a little, her tongue slathering on the rest. I an only pull myself back with my hooves and give her room enough to work, she's amazing! I nearly gasp out loud as I feel her lips encircle the whole head and make an exploratory suck.

"You're so big," she exclaims quietly, pulling back from the test, "let me try again." This time she grabs the whole head and pushes herself down. I feel her tongue depressing against me, working and writhing, trying to lick, and all too soon I feel the back of her throat work and try to gag a little. She has to pull back from that, I guess I am too big. I thought I was kind of average.

She doesn't take me out of her mouth as she pulls back, but as soon as she can, she glances back at Pete, asleep behind her. She sucks and bobs more, finding her rhythm and depth, but keeps stopping to look back at her boyfriend. It's like she's getting more excited from the thrill of doing this in front of him.

Eventually she pulls back, satisfied, "You're throbbing away here..." And, completely ignoring the fact that my cock had been in her mouth, we kissed deeply, letting her push me back over and onto one of the large floor pillows behind me.

We indulged in each other for a while, feeling my member throbbing against the thin fabric covering her soft, warm body, letting her hands do the work of slowly removing that layer, pulling her top up to bare her breasts without breaking the kiss to take it off entirely, letting it frame them instead scrunched up over the top of them. Her shorts were next, with the underclothes, panties, that she said were a comfort layer pulling down in the same bundle.

Soon she was sitting up, hands on my rock-hard cock, her sex pressed against my balls and both of us trying to pant silently. She raised herself, a little unsteadily, on her knees, up and up until she was perched with her lips rubbing into the head of my cock as she held it up beneath her. Then she sank down.

It was bliss. Hot and sticky and wet, similar and yet so very different from Sass, those few times she let me into her bed. The gasps she let out, moaning a little, she could only stifle by biting down on the fabric of her top, her eyes rolled back a little as I actually felt my cock stretching her insides wider.

"Mel, quieter, you'll wake him up." I cautioned,

"But... you're so... Unnnh..." She tried to keep it together. The little moan was enticing, and I'd been eyeing her breasts for some time already, so I leaned up a little and lipped at her teat. She clamped down on my cock hard, squeezing me tight when I turned that light contact into a lick that trailed all the way around the nipple.

I knew mares were supposed to like this, especially once the main rutting got started, but this was a whole other level. She started humping erratically on my pole, and I realised then that she was now taking all of me until her skin was slapping lightly against my back legs. She leaned forward enough that her breasts dangled over me now, her eyes unfocused, rolling, and I lapped at them eagerly.

Pete's even breathing and sleeping pose... was it fake? Was he pretending? Or was he really asleep? The risk of it all hung on my heart and made me want to push even deeper inside this lithe, nubile female on top of me.

My hooves caressed her skin, moving with her hips and guiding her to a better rhythm, my tongue teased her teats and my breath was ragged. Mel was in no better condition, and I felt myself begin to tip over the point of no return.

Mel grabbed my hoof in one hand, squeezing it tight as her insides clamped down on me once, twice, and I came inside her. More than I've ever done before... I emptied myself entirely and we lay together, panting, sharing the faintest of kisses and noises until I softened enough to slide out of her of my own accord.

We didn't say any more than a brief goodnight after we cleaned up and I decided to head for home. I didn't want to risk waking up in Mel's bed and see Pete's angry look above me.

But from that day on, Mel and I had a secret we shared.

Author's Note

Part 1 of 2, gentlemen and ladies.

Until later!