An innocent exploration of their new human bodies leads two unicorns down a rather pleasurable path.
During their midnight conversation in Pinkie Pie's kitchen, Sunset Shimmer innocently tries to show Twilight Sparkle some of the subtler nuances of her new body.
Ambient magic and latent desires blend into a startlingly intense encounter that neither of them expects... but neither has a problem with either.
Set during the events of 'Rainbow Rocks.'
Cover art popped up online the same day as the story. Coincidence? I think not.
-Featured on Equestria After Dark on December 6, 2015.
"Who could possibly need this much whipped cream?"
Twilight Sparkle spat out the pen that had been clenched in her teeth and sighed in exasperation. “No. That’s not gonna work…”
“Hey Twilight.”
The purple pony princess in human form started at the sound of the voice from the kitchen’s doorway.
Sunset Shimmer smiled at her tiredly and entered the kitchen proper. “You’re up late.”
Twilight pulled the notebook out of sight with a nervous smile that faded into a look of concern. “Just working on the counter-spell.” She pulled the notebook back out and peered at her illegible scrawling. “We only get one shot at this. It has to be perfect.”
Sunset smiled again as she opened the refrigerator door. “We really are lucky you’re here.”
Twilight cast her eyes downward sadly. “That’s what everyone keeps telling me.”
“Who could possibly need this much whipped cream?”
Twilight looked up and past her former antagonist to see the rows upon rows of whipped cream stocked in the Pie Family ice box.
Sunset brushed off her initial confusion and examined a can of the topping closely. “It must be nice to have everyone always looking to you for answers to their problems.” She selected a can and faced her former foe while spraying a dash of whipped cream onto her outstretched thumb. “Instead of waiting for you to cause a problem.”
“Just because everyone expects something from you doesn’t mean it’s guaranteed to happen.”
“But that doesn’t stop them from expecting it.”
“Which only makes things harder because the last thing you want to do is…”
“…let everybody down.”
The two former students of Princess Celestia finished the sentence at the same time and looked at each other with newfound understanding. They shared a smile.
Sunset Shimmer replaced the can, closed the fridge door, and stuck the coated thumb in her mouth. She hummed slightly and closed her eyes as she ran her tongue in circles around the appendage. She opened her eyes again to find Twilight staring at her in confusion. “What?”
“What was that all about?”
“What was what all about?”
Twilight pointed at the can in Sunset’s hand. “You, uh, kinda made a noise when you ate that.” She peered across the space between them, trying to read the can’s ingredient list. “Does whipped cream taste that much better in this world?”
“I’m pretty sure it tastes the same.” Sunset laughed and waggled her fingers at Twilight. “For some reason, it just feels really good when I use my tongue on these.”
Twilight held her own fingers in front of her studious eyes. “Is that normal?”
Sunset shrugged. “I talked to the others about it, but they don’t know what I’m talking about. Maybe it’s just our bodies adapting to these new parts.” She clenched her hand into a fist and tried to remember what her old body had felt like. “In Equestria, my hooves were never this sensitive.” She smiled at Twilight still studying her digits and crossed the room to her. “Let me see your hand.”
Twilight closed the notebook and came around the counter, extending her hand to the fiery-haired young woman.
Sunset took the offered palm and sprayed a small bit of whipped cream onto her index finger. “Now stick it in your mouth and lick it off.”
Twilight raised an eyebrow, but followed the instructions and popped the whole finger into her mouth. It emerged a second later, free of its white coating, and she shrugged her shoulders. “Nothing.”
Sunset rolled her eyes. “Not like that. Here.” She took Twilight’s hand again and reapplied the cream to her finger. “Use your tongue like this.” Without warning, she closed her mouth around Twilight’s digit and swirled her tongue around it as slowly as she could.
Twilight blushed as a sudden warmth flooded through her. “Wow… that does feel good.”
Sunset pulled the finger from her mouth with a wet *pop* and applied cream to it for a third time. “Now, try to do what I just did.”
Twilight nodded and returned the finger to her mouth, noting that the cream now had an extra flavor to it. She shivered at the realization that the flavor was Sunset Shimmer’s saliva. She swirled her tongue, trying to mimic what Sunset had done. It felt really good. She made the same quiet moan that Sunset had made.
Sunset took notice of how much warmer she suddenly felt watching Twilight begin to lightly suck on her finger. She swallowed, trying to wet her throat, and shifted her legs, trying to ignore the heat that was growing between them.
Twilight finally pulled her finger out and smiled cutely. “I think your theory might be correct.”
Sunset nodded, then noticed a blob of cream still on Twilight’s upper lip. Without thinking, she stretched out her hand and scooped the cream onto her thumb.
She hissed as Twilight’s mouth closed over her thumb and began to lick it clean.
Twilight’s eyes shot wide in realization at what she was doing and she pulled back quickly stammering out a rapid fire apology. “SorrysorrysorryIdon’tknowwhatcameovermesorrysorrysorryMMPH!” Her words were cut off by Sunset Shimmer’s lips on hers. It was a short kiss, devoid of tongue but still with the slightest touch of heat.
Sunset pulled back and looked at her former enemy with wide, scared eyes. “Sorry, I just got a little worked up watching you… MMPH!” This time it was Sunset who was cut off by a pair of lips. Twilight’s kiss was a little more frantic, a little more passionate.
There was a lot more tongue.
Twilight wrapped her arms around Sunset’s neck and pulled her deeper into the kiss.
Sunset inhaled sharply as her and Twilight’s tongues wrestled for dominance. She pushed Twilight back against the counter’s edge, clasped Twilight’s firm backside in her hands (earning a pleasing squeak from the pony princess), and lifted her onto the counter itself.
Twilight wrapped her legs around Sunset’s midsection and broke the kiss. She panted lightly as she exposed her neck in an obvious invitation.
Sunset Shimmer did not disappoint.
Twilight gasped as Sunset assaulted her neck with fluttering kisses and the slightest of licks. “What… what are we doing?” she managed before turning her head the other way to allow Sunset to continue.
Sunset’s whole world was the smell and taste of the skin on Twilight’s throat, but she managed to answer. “No idea.” She dragged her tongue along Twilight’s collarbone and relished in the resulting shiver and stammer of breath. “I just got really turned on watching you lick your finger.”
Twilight reluctantly pulled Sunset from her work on her neck by cupping her chin and pulling her into another heated kiss. “We… we’re both former students… students of Celestia.” She managed in the brief moments when their lips were not joined. “We can- oh, why do you taste so good- we can figure this out.”
Sunset nodded as she broke the kiss and began planting small kisses down Twilight’s chin. “When was your last heat cycle?”
Twilight tried to think, her mind reeling with pleasure as Sunset returned to her work on her neck. “I’m not sure exactly. I’m pretty sure my next one was coming up, actually. You?”
Sunset continued her kissing trek downwards until she tasted the fabric of Twilight’s borrowed pajama top. “I haven’t been in heat since I came here. These bodies don’t go through it.”
Twilight was struck dumb for a moment. “Well aren’t the people of this world lucky…”
Sunset nodded as she fingered the hem of Twilight’s top. “I have an idea. Also, I need to take your shirt off. Like, right now.”
Twilight obediently raised her arms and allowed Sunset to pull her shirt over her head, exposing her bare chest to the night air. The top fell softly to the counter, covering the notebook.
“I think I turned you on when I licked your finger.”
“Well, I think that’s obvioOH!” Twilight jumped as Sunset’s mouth closed over her nipple, sucking and licking it at a frenzied pace.
Sunset let the rapidly hardening object out of her mouth and lavished the area between Twilight’s rather small breasts with licks and kisses. “You were right on the cusp of your next heat cycle, which messed with your biology when you passed through the mirror. I think when I turned you on, the mixed genetics in your system created a sort of magical heat-like urge in your current body.”
“You… you are so hot when you’re hypothesizing.” Twilight hummed as Sunset approached her other nipple. “But it still doesn’t explain why you’re so hot and bothered.”
Sunset drew a circle around her target with her tongue and blew on it lightly. She grinned as it too began to harden. “Like I said, I haven’t gone through my natural cycle since I came here. Being in close contact with you, the only other Equestrian nearby, must have set me off.” She made her way back to Twilight’s mouth and kissed her again. She smirked when they parted. “And I’ve got a lot of built up tension in this body.” She kissed her soon-to-be-lover again and slid her hands into the cloth of Twilight’s bottoms, caressing the flesh within.
“Ahem.”
The teens froze and turned to find a grey skinned girl in pajamas staring at them with bored eyes.
“Um…” Sunset Shimmer pulled her hands from Twilight’s pants and put them flat on the counter. “Hi, Maud.”
Pinkie Pie’s older sister continued to stare, not a trace of interest in her eyes. “Boulder was hungry.” She held up a hand to reveal the rock cradled in her palm. Never taking her eyes off the pair, she grabbed a box of pet treats from the cupboard and poured a decent sized amount over the rock and to the waiting floor. She returned the box and turned to return to bed. “No one’s in the guest room, by the way. It’s the third door on the left.”
Neither Twilight nor Sunset moved until they heard the door to Maud’s door close with a click.
Twilight, her face flushed, started to reach for her top. “I can’t believe she’s related to Pinkie Pie.” Her wrist was suddenly clasped in Sunset’s vice like grip. She looked up to find the girl staring at her with predatory eyes. “What?”
“She said the third door?”
“…you’re still…?”
“Lots of tension, remember?”
Twilight felt the slightest hint of a smirk sneaking across her lips. “Race you.”
As soon as the door’s lock clicked tightly into place, Sunset Shimmer pressed herself into Twilight Sparkle’s back and reached around to cup her breasts. Encouraged by Twilight’s ragged breathing and moans, she carefully massaged the globes of soft flesh, playfully tweaking her nipples every now and then. She buried her face in the purple streaked hair of her friend and inhaled the clean scent of it.
“Have you… have you done this before?”
Sunset shook her head as her hands left Twilight’s breasts and travelled down her taut stomach. “I messed around a little during the parties I had to throw to stay on top of the school’s social ladder, but never anything close to this.”
Twilight gasped as Sunset’s hands passed beneath the waistline of her pants, fingernails dragging on the soft flesh of her thighs. “Where did you learn all this then?”
“I saw you using the computers when you first came to this world.”
“What about them?”
Sunset spun the girl around and melded her lips with hers in a burning kiss. She smiled when they parted, keeping her forehead touched against Twilight’s. “Let’s just say that the internet is a large and wonderful place.” She again raised her hands to Twilight’s breasts, smiling wider as Twilight arched her back, desperate to feel Sunset’s warm touch.
She squealed when the former mean girl pushed her back onto the bed instead.
Winking at the annoyed look on Twilight’s face, Sunset pulled her own shirt over her head and let it fall to the carpet where it was quickly joined by her pajama pants. She knelt in front of the bed and hooked her fingers in Twilight’s bottoms. “Just leave everything to me.” She slowly pulled Twilight’s bottoms and panties down her legs and tossed them away.
Twilight, her chest heaving, looked down with a concerned look on her face. “Is… is it normal? I haven’t examined it very closely.”
Sunset smiled and nodded. “As normal as these body’s reproductive organs can be, anyway.” She ran a finger up the girl’s pink slit and relished in the resulting tremble. She noticed the lack of extraneous pubic hair and huffed. “I am a little jealous that the mirror did for you what I have to do myself every so often.”
“Sorry.”
“Don’t apologize.” Sunset blew on Twilight’s mound and watched as Twilight’s legs kicked. “Just relax.”
“It’s… its kinda hard to.”
Sunset Shimmer tore her eyes away from Twilight’s vagina and looked up at the purple girl’s face. “You have had sex before, haven’t you? Back in Equestria, I mean.”
Shockingly, for an incredibly horny teenage girl that was currently naked and had another girl at eye level with her pussy, Twilight managed to blush harder. “Once or twice. And always with stallions.”
A light bulb went off in Sunset’s mind and she licked her lips. “I think I know how to make you more comfortable.”
“How?”
“Turn over.”
Twilight hesitated but flipped onto all fours. “Like this?”
“No.” Sunset’s hands found Twilight’s thighs and pulled her legs farther apart. “Like if I was a stallion. Present yourself.”
Running on hormones and instincts that ran in her species’ genetic code, Twilight lowered her face to the bed’s blanket and raised her rear higher in the air. “Like this?”
Sunset’s hands travelled up and caressed Twilight’s cheeks, pulling them apart slightly. “Just like that. Feel better?”
“…Yeah.”
“Then this is gonna blow your mind.” Sunset almost dove in to Twilight’s wet slit, dragging her tongue up and down the soft, moist flesh.
Twilight bit the blanket to keep from screaming.
As Sunset’s tongue drew pictures on Twilight’s sex, her hands massaged the supple flesh of her rear end, dragging her nails along spots where she knew she would get the biggest reaction. Twilight’s pussy was leaking like a faucet now, and Sunset’s tongue was there to catch every last drop. She brought one of her hands up and used her fingers (those same blessed fingers that had started them on this journey) to pry the lips apart. She began to alternate her worship of the outside of Twilight’s vagina with the action of sliding her tongue as deep into her as she could.
Twilight was in a plane of pure ecstasy she had never believed could exist. The stallions she’d fooled around with in Ponyville had usually been a means to an end, a way to scorch the burning heat inside of her. They’d simply mounted her and done their business.
But Sunset’s tongue...
It moved and swirled every which way, never letting her figure out where it was going to go next. For an instant, it felt like Sunset was rapidly drawing the letters of the alphabet. The next, her tongue seemed to be almost turning a full three hundred and sixty degrees.
She buried her face in the plush comforter to mask her moans and pants, not surprised by her constant biting of the soft material.
Sunset’s whole world was the warm flesh beneath her tongue. Her whole purpose in life was to keep doing all she could so she could keep tasting the sweet fluids that continued to leak out, mixing with her saliva and dripping down to the bed’s surface. It took all of her willpower to pull her face away to allow her tongue a rest. When she heard the slightest protest from the purple girl, she traced her lower lips with a finger to moisten the appendage and slid it inside.
Twilight’s protest died quickly as Sunset began to slowly work her finger back and forth.
Sunset licked her lips, her face still full of Twilight’s taste and scent. With her free hand, she caressed Twilight’s plump cheeks, pulling them apart to get a better view of what her fingers were doing.
Spying a part of Twilight Sparkle’s anatomy that was sorely neglected, a naughty thought popped into the hazy mind of the former villainess. Releasing Twilight’s ass, she used her free thumb to locate and gently rub Twilight’s clit.
Twilight jumped slightly and began to pump her hips back and forth, trying to meet Sunset’s slowly quickening fingers.
Without warning, Sunset pulled her fingers from Twilight’s insides and slid the now well-lubed finger upwards ever so slightly.
Twilight gasped and pulled her head from the comforter when she felt the tip of Sunset Shimmer’s finger enter her rear. She looked back indignantly. “You can’t put your finger there!”
Sunset shrugged and slid her finger in a little bit more.
The new sensation, still pleasurable but still slightly odd, hit Twilight like a ton of bricks. Her face was back in the comforter immediately. Her next words were muffled.
“What was that?” Sunset asked, readying herself for another taste of Twilight’s nectar and sliding the full length of her finger into Twilight’s hole.
Twilight arched her back and gasped. “Put your finger there.”
“As the princess commands.” Sunset laughed and set forward for a second helping.
Twilight didn’t last long under the combined assault of Sunset’s fingers and tongue. A wave began to build and build inside her. “Sunset… I… I…”
“Do it.” Sunset doubled her efforts, not willing to stop fucking Twilight for an instant. “Give me all of it.”
Even masked by the comforter, Twilight’s orgasm was clearly audible. Her muscles spasmed and her teeth clenched.
Sunset retracted her fingers and basked in the sudden rush of Twilight’s cum. She swallowed it like the sweetest ambrosia, her energetic ministrations almost bringing Twilight to a second, smaller orgasm.
Twilight’s climax finally subsided and she fell flat onto the bed. “That was…”
Sunset finally pulled away, wiping her face clean. “Just the appetizer.”
Twilight giggled. “I was hoping you’d say that.” She rolled over just in time to see the orange girl doff her own panties and clamber onto the bed.
Sunset dragged her hot exposed flesh along Twilight’s, thrilling in the mixture of warm, writhing flesh and cooling sweat. She kissed her again, doing her best to become intimately familiar with Twilight’s wisdom teeth.
Twilight moaned into the kiss and let her hands wander up and down Sunset’s body. She clutched desperately at Sunset’s ass and unconsciously ground her hips up towards her.
The two former students felt the surge of electricity as their lower lips brushed each other.
Sunset pulled away and gasped. “That was not what I had in mind.”
Twilight grabbed at Sunset’s hair and pulled her face back to hers. “Don’t care. Just work with me.”
Sunset smirked and gave Twilight’s lips a small lick. “Yes, your majesty.”
Working together, the pair began to grind into each other, each emitting small gasps and whines at each brush of intimate flesh on flesh.
Sunset held herself up above Twilight and grinned down at her. “This is… a common mating position in this world.”
Twilight’s hands travelled up Sunset Shimmer’s torso and cupped her swaying breasts. She stared at them as though hypnotized. “I can see the appeal.” She squirmed, trying to pull herself more fully onto the bed…
…and nearly came again as her clitoris made contact with Sunset’s.
Sunset’s back arched independently and she fell back onto her panting partner. “Wow.”
“Yeah.”
“…Let’s do that again.”
“Yeah.”
Instead of simply gyrating, Sunset began to carefully thrust her pussy against Twilight’s. Both girls moaning increased exponentially as their arms wrapped around each other, holding each other as tightly as they could. Twilight’s legs shot into the air and wrapped around Sunset’s waist and she pulled her in for another passionate kiss. Driven by the building heat in her loins, Sunset increased the pace of her thrusts. Twilight responded in kind, thrilling in the smell of Sunset’s skin and the sound of their moist flesh colliding in the dark again and again. They moaned into each other’s mouths, their tongues no longer separate but now a single writhing entity.
Sunset pulled away and buried her face in Twilight’s hair. “Gonna… cum…”
“Me… too…”
Sunset was on the edge, her hips a blur of motion. Something was missing. “…Bite my ear.”
“What?” Twilight’s hearing was barely functioning as her own orgasm rapidly approached.
“Bite… my…. ear… now…!” It was a plea and a command at the exact same time.
With her last rational thought, Twilight craned her neck and latched her teeth onto Sunset’s earlobe.
Sunset Shimmer came like a bursting dam. She tried to scream but ended up with a mouthful of Twilight’s hair. The sound that did come out sounded embarrassingly close to a whinny.
Feeling the quivering mass on top of her, Twilight came not far behind, her mind too blown to even cry out.
The pair remained frozen, their muscles locked, as they rode out their respective climaxes.
At last, Sunset’s muscles gave way fully and she collapsed onto Twilight. She lay there, panting, until she felt the softest kiss on her cheek.
“Feel better?”
“Mmmhmm.” Sunset found her neck unwilling to move.
“You gonna be okay?”
“Mmmhmm.”
Twilight licked the earlobe that she’d just bitten. “Still tense?”
Despite herself, Sunset felt herself beginning to smile. “…Mmmhmm.”
“Twilight, it’s nine in the morning. I can hear them in the kitchen. Just be glad they haven’t come to wake us up yet.”
After giving each other a final once over, the pair unlocked the guest room door and started down the hallway towards the kitchen.
Five sets of feminine eyes (and one canine pair) focused on them as they entered the room.
Silence filled the air.
“Uh…” Twilight blushed and raised a hand. “Hi?”
Pinkie Pie blew a pink curl out her face and rolled her eyes. “About time you came out of there. We were getting worried.”
The breakfast conversation resumed and the two new lovers exhaled in relief.
“So, are you two gonna sneak off again? Or did you have morning sex already?” Pinkie ignored the shocked looks on their faces and waited for an answer. “Because I don’t want to get the sheets in the laundry until you two are absolutely done.”
“So… you know that we…?”
“Darling, it was really quite obvious. You two are hardly the most quiet of lovers.” Rarity giggled and resumed caring for her nails.
“Tell you the truth, Fluttershy here was getting so worked up that she almost busted down the door and dragged you two back to Pinkie’s room.” Rainbow Dash laughed and noogied the top of a blushing Fluttershy’s head. “AJ had to tie her down just so I could keep going.”
“’Tweren’t nothing.’” Applejack took another bite of toast. “I was plannin’ on tyin’ her up anyway.”
“Wait.” Sunset peered at the five girls. “You were all…”
“Fucking. Yes. Try to keep up, dear.” Rarity put down her nail file and smiled. “Why do you think we always have a sleepover when Pinkie’s parents are out of town?” She flashed her hand at Applejack. “Better?”
Applejack nodded. “Just remember to do that before the next time you go deep.”
Sunset looked to Twilight for support only to find the princess seeming to have fully checked out mentally. “But… but Maud.”
“She’s cool with it.” Dash went to refill her cereal bowl. “I think she likes to listen.” Noting the looks on the pairs faces, she rolled her eyes. “It’s not a big deal. It’s just a fun way to blow off some steam. Just some good friends fooling around.”
Pinkie Pie nodded enthusiastically and opened the refrigerator. “Huh. That’s weird...”
“What?” Dash peered over her shoulder.
“How many cans of whipped cream did we use last night?”
“Uh… I’m not sure.”
“Twelve.” Fluttershy mumbled, still staring at the floor.
“That’s what I thought.” Pinkie Pie looked to the stunned pair of ponies. “Did you two not take a can?”
Sunset and Twilight shook their heads numbly.
Pinkie Pie giggled and snorted. “You mean you two spent the whole night clam wrestling and didn’t use any of the stuff that I bought just for the occasion?” She closed the fridge door and shook her head. “Did you two think I use that much cream all the time? Who could possibly need that much whipped cream?”
Sunset Shimmer gave up trying to grasp what was going on and simply moved towards the table to get some breakfast.
Twilight’s wide eyes finally fell on Spike. “And you… you had to watch, didn’t you?”
Spike’s eyes darted every which way. “Well, not exactly…”
Applejack chuckled. “You shoulda seen how happy Fluttershy was to have a dog involved that could actually understand what she was sayin.’”
Fluttershy’s face tipped lower, but the smallest of smiles could still be seen behind her curtain of pink hair.
“And he must really like Rarity.” Rainbow Dash swallowed her mouthful. “She didn’t even have to use the peanut butter.”
There was an audible snap as Twilight’s mind fully broke and she collapsed in a heap to the floor.
“I’ll get her to the couch.” Sunset hurried over to the fallen princess. As she gathered the limp bundle, she looked back at Pinkie Pie. “So… when’s the next sleepover?”
Pinkie Pie’s eyebrow raised at the same time as a corner of her mouth did. “Why?”
Sunset grinned at the five girls, the fiery heat that Twilight had awakened still burning inside her. “Because we are definitely going to need all of that whipped cream.”
The teens froze and turned to find a grey skinned girl in pajamas staring at them with bored eyes.
“Um…” Sunset Shimmer pulled her hands from Twilight’s pants and put them flat on the counter. “Hi, Maud.”
Pinkie Pie’s older sister continued to stare, not a trace of interest in her eyes. “Boulder was hungry.” She held up a hand to reveal the rock cradled in her palm. Never taking her eyes off the pair, she grabbed a box of pet treats from the cupboard and poured a decent sized amount over the rock and to the waiting floor. She returned the box and turned to return to bed. “You two need to come with me.”
Sunset and Twilight shared a glimpse. “Uh… why?”
Maud looked back, a twinkle in her eye. “Because Boulder’s not hungry anymore… but I am.”
Twilight and Sunset’s jaws dropped in unison.
“Or I could just wake Pinkie Pie up and tell her what you two were doing…” But the pair were already down the hall. Maud let the smallest of smiles cross her lips as she watched the two girl’s pajama clad posteriors.
