Higher Living

By Liquid Rainbows

Everything about this city was perfect. The clean, paved roads. The fancy restaurants. The beautiful sights. The art and architecture. Everything. Then why did Caramel feel so uncomfortable? Oh yes, the locals. Not everything was perfect, after all. Caramel was a country pony, not at all at home in the streets of Canterlot.

Caramel was trudging along slowly in the warmth of the evening, an apple cart harnessed to his yoke, ignoring the judgmental looks of the Canterlot "elite." He wasn't going to let these snooty ponies get to him. Somewhere in this city, he knew, was someone willing to buy his apples. The hopes of revenue were all that kept Caramel going. He was a strong, able bodied stallion, but ascending this steep city with such a heavy load, in the heat of the lowering sun, was taking the energy right out of him. Caramel spotted a well dressed gentlestallion walking by him down the street, and suspected his bags were heavy with bits.

"Excuse me sir," Caramel said, doing his best to cover up his accent, "Ah was wondering if you might be interested in buying some apples!" Caramel smiled broadly, but the stallion merely frowned.

"Go bother somepony else. Hmph!" The stallion turned from Caramel, his head held high, and trotted away.

"Ain't no gentlestallion if yew ask me." Caramel muttered under his breath, shaking his head and continuing down the road. After a few minutes, he stopped tried talking to a wealthy looking mare in fine attire.

"Excuse me, madam." He began, "Could Ah interest you in one of these fine apples?" The mare turned to him, glancing at the apples for a moment.

"You call those fine?" She said haughtily, "You should be paying me to take them off your hooves. Not that I would ever touch them." Caramel frowned dejectedly as the mare cantered away, before he kept on trotting. Is everypony in the city this rude?

From a balcony above the street that Caramel walked on was a certain unicorn mare named Fleur De Lis. She watched with bright purple eyes as a certain stallion trotted unhappily along the road. Something about him was simply fascinating to her. Fleur had never spent much time around anypony but those in the upper class in Canterlot, and seeing this caramel colored earth pony here was a surprise. Her eyes immediately began examining his form, and she took notice that he was considerably more muscular than the nobles here in the city. He had a certain rustic attractiveness that set him apart from anyone she had seen before. Fleur's curiosity was peaked, and she started trotting from the overlook and in his direction.

"Hello, ma'am," Caramel was saying to a posh, elderly mare sitting at a table on the balcony near a coffee shop, "Would you maybe be interested in purchasing some apples?" The elderly mare scoffed and turned away, ignoring him completely. Caramel turned away glumly, about ready to call it a day and leave, when his eyes were met with a stunning sight.

The first thing he saw was her eyes. Like two large, radiant amethysts, the darkly outlined likeness of her eyes stared back into his own. Caramel then traced his gaze along her body, taking in her shapely form, her flawless coat, her gorgeous mane. She had a petite yet elegant frame, and her smile was both graceful, and flirtatious. Caramel found himself blushing.

"Oh, and who have we here?" She asked walking to his side, melodramatically observing his entire body, "I don't believe of seen you around the city before." Caramel blushed harder as he felt her brush against him lightly, sending chills up his spine.

"Oh, uh, the names C-Caramel, ma'am." Caramel was no longer trying to mask his accent. His mind was focused on other things, predominately the sultry mare who was circling around him, somehow passing under his harnesses.

"Mmm, Caramel. Sounds delicious." The orange stallion shuddered at her sensuality, causing Fleur to giggle.

"Well, Caramel, you can call me Fleur. Fleur De Lis." Despite himself, Caramel's natural instincts kicked in, causing him tip his head in greeting.

"So, Caramel," Fleur De Lis began, finally stopping in front of him, "How about you take me out to dinner, and perhaps we can get better acquainted?" Caramel felt his skin grow hot.

"Well, ma'am- er, Ah mean Miz Fleur, that sounds like a lovely idea!" Fleur smiled at him.

"Hmm, good. Follow me, I know just the place." Fleur beckoned for him to follow, and Caramel instantly obeyed, star struck by the incredible mare.The two of them walked down the darkening streets for a short time, getting many strange looks from the nobles they passed. None of them could understand why Fleur would want to be anywhere near some peasant. Eventually, they reached a restaurant called La Battaglia de Rosario. Caramel unhitched his cart and removed his yoke before stepping inside.

Despite it's relatively small size, the restaurant was classy and impressive, meeting the standards of a Canterlot eatery. Their weren't many other ponies in the restaurant, surprisingly, but that created the ideal atmosphere for a date. Fleur and Caramel took a seat in the far back, at a red clothed table for two. The table was even set with a candle, romantically lit and standing off to the side. Fleur sat with her head rested on a hoof, eyes gleefully observing Caramel, who was not used to this sort of fanciness.

Despite the steep prices, Caramel insisted that he pay the pale blue waiter, glad he remembered to bring along his own bits. He was, by nature, a polite pony, raised on country values. It didn't feel right to make his companion cover the expenses. Fleur was constantly amazed at the reserved stallions manners. She had always thought that country folk were rowdy and messy, but he had proven her quite wrong.

"So Caramel," Fleur asked, eager to learn more about her potential partner, "Is this your first time to Canterlot?" Caramel chuckled.

"No, actually. Ah came here once before. Me and muh friend Lucky had once been asked to pull a carriage for some mares back in muh hometown, Ponyville. We didn't spend very long here, but Ah guess it still counts."

"My, Caramel, that was noble of you." Caramel blushed and rubbed the back of his neck with a hoof.

"Aw, it was really nothin'. Just tryin' to help out." Fleur was becoming more impressed with Caramel by the minute. Most stallions she had tried to be with were shallow, or snobby, or generally unpleasant. Caramel was none of those. He was strong, kind, humble, and she found that sexy.

"So that apple cart. It must be hard pulling it all over the city, am I right?"

"Oh that? Well, it ain't to hard fer me no more. Ah've been carrying that thing 'round muh whole life. It's jus' something ya get used to." Fleur gazed at him with her ever-present smile.

"Yes, I bet it isn't to hard for somepony as...large as you are." Caramel took Fleur's glass and filled it with wine, just before filling his own and taking a sip.

"Yeah, uh, Ah guess you could put it that way." Fleur chuckled at his naivete and took a large swig of her drink. Her cheeks began to turn a bit red.

"So, Caramel, did you have any plans for tonight?"

"Well Ah was thinking o' getting a hotel room for the night, before leaving tomorrow. Although, things haven't really gone to accordin' to what I planned." Fleur saw this as an opportunity.

"I know the best place to stay in the whole city. The moonlight shines through the windows at night, and the beds are so soft. You can't imagine how nice it would be to do things in them." Fleur was blushing deeper now.

"Oh, uh, well they sound real nice. You'll have to show this hotel to me after dinner."

"Oh, I would love to take you there." Fleur replied. Caramel was obviously not picking up her message, but she decided she would toy with him a bit longer. The two continued to drink and chat, until finally the sun had passed over the horizon. Caramel gave the waiter a generous tip, who smiled at the two lovebirds, and let Fleur drag him out into the nighttime streets of Canterlot. She wasn't completely drunk, but she was more bubbly than her already cheery self. The night was gorgeous, the moon shining brightly as it spread it's rays over the glowing streets. But to Caramel, the nights beauty could not compare to that of Fleur De Lis.

Fleur was laughing, a charming sound, as she eagerly trotted towards the hotel, high on the upper sections of the city. Caramel was blushing but smiling, his heart racing, enjoying every moment with this amazing mare. They passed up many staircases and ascended many steep roads, until at last they reached the hotel. It was at the edge of one of Canterlot's many cliffs, looking out over the city and to the fields beyond. Fleur had been right, as the moon shined directly onto the hotel from this angle. The hotels name shined in lighted letters: The Higher Living Hotel.

The two of them entered the lobby of the luxurious hotel., Fleur trotting merrily up to the counter, speaking with the well dressed stallion working there.

"I'd like to rent a room for two, please. Just for the night." Caramel suddenly froze in place, not sure if he had heard correctly.

"Would you like two single beds, or one king sized?" The hotel worker asked.

"The kind sized, if you'd be so kind." Fleur turned her head to face Caramel, winking at him suggestively. As Fleur turned back to pay the worker, Caramel's jaw hit the floor. He couldn't even begin to comprehend what he was hearing. Fleur trotted back over to him with the key hanging from her mouth.

"F-Fleur?" Caramel tried asking, but Fleur merely smiled and motioned for him to follow. Caramels body moved, but his mind remained fried like a vegetable. The two passed down a hallway, up a staircase to the fourth floor, and down the hall to their room. Fleur used her magic to levitate the key and unlock the door, giggling as she galloped inside. Caramel stood in shock for a moment, before promptly following her and closing the door behind them, unconsciously clicking the lock shut.

Caramel would have flicked the lights on, but the comfortable hotel room was bright enough to see from the moonlight passing in through the window. The window was located straight ahead, the large bed off to the left, facing a shelf on the right side of the room. A small hall to the right led to the bathroom. Fleur was stretching out her limbs and pacing around the room, as was her way, smiling at Caramel as he stared at her in awe. Her form seemed to illuminate in the moonlight, making her even more beautiful then he had ever seen her. The way she moved her body, the way she watched him with those large eyes, Caramel could feel a new sensation from down below. She walked up to Caramel seductively, making sure to swish her hips as much as possible.

"So, darling, you like what you see?" Fleur struck a suggestive pose, sending a wave of heat to his groin.

"Oh, Ah sure do." Caramel replied. He couldn't take his eyes off of her. Fleur moved closer, stopping just short of bumping into him. Caramel could taste her sweet breath from this distance, and it made him hot. She suddenly leaned forward, trapping him in a kiss. Caramel blushed, surprised, but returned the gesture, leaning back into her. They held the kiss for a long time, silent together in the light of the moon. The temperature in the room seemed to rise significantly.

They finally broke the embrace, moving backwards. Caramel blushed nervously, while Fleur blushed in excitement, bordering on arousal. Her smile faded away, her gaze passing through him. She grew very quiet,

"Caramel...I want you. I want to be with you. Can't you see that now?" She looked up at him with glistening eyes. It was Caramel's turn to smile at her.

"Of course, sweetie. Of course." He leaned his head in and the two embraced in a kiss once more. Fleur broke off and her smile returned. She turned flung herself onto the bed, rolling to lay on her back. Caramel was right behind her, jumping on and positioning himself over top of her. He couldn't believe that he had such a kind, gorgeous mare like this all for himself. Fleur was blushing deeply now, and the two of them continued to kiss each other passionately. Caramel could feel her tongue exploring around inside his mouth, and he savored her sweet taste. After a few minutes of this, Caramel's boner had grown to full length, and Fleur giggled in delight as she felt is press against her leg.

"Not just yet fer that, honey." Caramel said, suppressing his own temptation for Fleur's sake. Before she could question, Caramel kissed her on the neck in a particularly sensitive area, making her clench her muscles in surprise. Caramel moved downwards, licking her chest, kissing her stomach, and coming to rest his face in front of her groin. Her slit was already beginning to grow wet, and he could feel the heat radiating from her body.

Moving carefully, Caramel placed his tongue at the bottom of her opening, sliding it upwards and stopping just shy of her clit. Fleur moaned, feeling heat flow through her whole body. Caramel brought his tongue across her groin a few times, mixing the moisture of his mouth with the growing wetness in her womanhood, before sliding his tongue deeper into her. Her taste was one of delicious arousal, causing Caramel to grow excited. He began licking faster, indulging in the amazing flavor of her juices as the seeped from her body. Fleur, meanwhile, was enjoying the ride, her eyes glazed in pleasure, the first drops of sweat forming on her body. Caramel flicked his tongue onto her clit several times, causing her to moan softly.

Caramel lapped up her secretions a few more times, before wiping his mouth with a hoof and sliding back up Fleur's body. Fleur squirmed and clenched her womanhood tight as she felt his tongue leave her down below, as if grasping out for something to pleasure her. Fleur stopped and calmed herself, staring up into Caramels deep blue eyes. They held this sensual gaze for a moment, before Caramel spoke.

"Are you ready, Fleur?" He asked.

"I'm ready." Taking the cue, Caramel pushed his hips down, the head of his hard member pressing into her waiting pussy. They both felt the sudden wave of heat and pleasure that comes with first entering, or being entered. The two moaned in unison, Caramel pushing deeper and deeper, until he finally had his full length inside her. Fleur was amazed at how big he was, his cock squeezing her tightly inside. He was much larger than anypony from Canterlot, for sure. Caramel began to slide back in forth, his stiff rod massaging her velvety walls.

Caramel wrapped his forelegs behind Fleur's back, pressing her close to him as the passion of the night overtook them both. Their sweat mixed together as the heat picked up, and they could feel the thumping of each others hearts with their chests pushed against one another. Caramel began pumping harder, slamming deeply into her with each thrust, pressing as many sweet spots as possible. It was working. Fleur could fill a million different nerves in her groin being stimulated all at once. Fleur's horn was starting to glow softly, a faint light coming from within. This inspired Caramel to wrap his lips around the top of her horn, causing it to glow even brighter. Fleur moaned loudly, her eyes rolling back in her head. The amount of sensitivity a unicorns horn feels is five times that of a male's member, and having it openly sucked was unbelievable. Her tongue lolled out, drooling, as she felt sparks burst forth from the tip and into Caramels mouth. This coupled with the feelings down below was an overwhelming sensation.

Caramel felt her horn growing warm in his mouth, a suddenly tasted something undeniably sweet. He soon realized that the sweet flavor was coming from the sparks she was shooting from the tip. Every shot must have felt like a small orgasm, and so Caramel sucked harder, enjoying the sounds of her rapturous pleasure. His own sexual feelings aside, Caramel was glad to see Fleur De Lis feeling such bliss, and it made him happy to make her happy. He wanted to please her, and was was quite delighted, seeing the expression on her sweating face. Her glazed eyes, her red cheeks, her open smile, tongue drooping out the front. It made him more enthusiastic, ramming into her at full force.

Finally, the two of them felt their orgasms coming on. The unmistakable tingling sensation was coursing through both of their bodies, signaling the coming climax. Caramel continued unrelentingly, pounded her mercilessly. He slipped his mouth off of her horn, getting one last lick for good measure, before smacking his lips to Fleur's. Her eyes widened in surprise, but she immediately began tonguing his inner mouth, intent to give back something for all he was giving her. But Caramel wouldn't have it, and pushed her tongue back, pressing his own into her mouth and caressing its inner walls. He released the kiss, clenching his teeth as he neared the finish. Caramel moaned loudly, and Fleur practically screamed.

In an explosion of pure ecstasy, Fleur felt a rushing from her groin as juices burst forth, bathing Caramel's cock in the fluid. Caramel felt his own rushing sensation as ropes of cum shot from his member at full force into her, his hips bucking wildly. Neither of them noticed how tightly together they were squeezing each other. It would have been painful, but no thoughts could pass through their minds. Only the euphoric surges of intense release.

Fleur's cry of bliss died to a moan, and to a soft whimper as she panted loudly. Caramel was too exhausted to exit from her, finding it difficult not to drop his full weight on her body. Their chests heaved in sync, their lungs desperately begging for air after such a passionate outpouring. Finally, Caramel pulled out, and the two of them, still locked in an impenetrable embrace, rolled onto their side on the bed. Caramel could feel the heat of Fleur's breath, their faces mere inches from each other. As their huffing died away, and the room faded into a still silence, Fleur began to giggle. Caramel couldn't help but smile. She was so cute when she laughed.

"Caramel, darling," she began, "you...said you planned on leaving tomorrow morning? M-Maybe you could visit again soon. Very soon." Caramel leaned forward and locked his lips to hers, making Fleur gasp in surprise. He pulled back and smiled, peering into her eyes.

"Of course Ah could, Fleur. Ah'd love nothing more than to spend more time with you." Fleur giggled in joy, and the two began kissing again.

He hadn’t been able to sell his apples, but Caramel had found something more. Both of them had. Laying on the bed, sharing his love with this happy, kind hearted mare, Caramel thought to himself:

Maybe this city ain’t so bad after all!...

The End