The Night Runs Wild

by Cynical

First published

Short sex scenes between many-a-pony.

Sometimes authors get writers block.
Sometimes the only way to get past a writers block is to write something different.
Sometimes that something different is mature sex material.

Here follows a collection of scenes, each of which is unrelated to the others, containing a number of ponies which have sexy times with one another.

Beware... some of this stuff is... odd. Trigger warnings will be listed in the chapters. Most of these pairings will be TwiDash. Other characters are listed for longevity.
I apologise for any mental scarring that may occur as to odd triggers (Most of them can be attributed to Peroth).

Relational Bonding (Trigger: Polyamory, Futa)

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Applejack glanced nervously between Rainbow and Twilight. “Are you sure this is safe, sugar?”

Twilight glanced up from the black book in front of her. “Absolutely.” She glanced back down before murmuring, “Mostly…”

“Because that reassures me just fine…” Applejack murmured back before she glanced back to Rainbow. “And you’re alright with this, Dash?”

Rainbow shrugged non-committedly. “Hey, Twi says it’s safe and I trust her.”

“Alright…” Twilight started, looking up from her book again, “I’ll start with me first, then you, Applejack. Ok?” Applejack nodded, gulping nervously. “It’s perfectly safe…” Twilight reassured gently, “But… just in case… you might want to step back.”

The response was immediate as Applejack and Rainbow dived for cover, tipping over a table and hiding behind it. Twilight rolled her eyes before she glanced at the book again. “Okay… this should be simple enough…”

From behind the table, Applejack saw a flash of light which imprinted itself on her eyes. She blinked them a few times, trying to clear away the back spots before she peeked over the top of the table. Twilight was still stood behind her desk, blinking away the spots behind her own eyes.

“So…” Applejack prompted as Rainbow’s head peeked over the top of the table, “Did it work?”

Twilight looked around, confused, before she turned to Applejack. “I think so… I don’t feel any worse; that’s always a good sign.” She paused and glanced down, her mouth echoing a small ‘oh’. “Good news, Applejack…” she started, her voice distracted. “The spell worked…”

“That’s brilliant though, right?” Rainbow interjected before Applejack could reply. “See, AJ? Nothing to worry about. Right, Twi?”

“It’s bigger than I thought…” Twilight whispered to herself. A few seconds later, she looked up at Applejack and smiled briefly before asking, “Ready?”

“Uh…” Applejack started, clambering over the table to join Twilight. “Ready when you are, sugarcube... jus’ don’t rush it, ‘kay? I don’t want to find more on me than necessary.” Behind her, Rainbow ducked down behind the table again and pressed her hooves over her eyes.

“Got it,” Twilight replied, “Don’t worry, Applejack, you’ll be fine.” Applejack sighed, trying not to panic. She trusted Twilight to keep her safe, just like she’d promised. But the one thing she knew about magic kept making itself known: It had a mind of its own.

There was another flash of light, dotting Applejack’s vision once again. She blinked rapidly, trying to clear her eyes and trying to sense whether something had changed or not. She still felt normal though, four legs, two eyes, mane and tail, her trusty hat and… oh. She glanced down, peering through her legs at the new addition, peeking out from her stomach.

“So, did it work?” Rainbow interrupted Applejack from her thoughts and she brought her head up quickly, glancing around. “Applejack?” Rainbow prompted again, her forehooves resting on the table.

“Aye… it worked,” Applejack confirmed, shifting about on her hooves and feeling how her new addition moved in response.

From behind her, Rainbow turned to Twilight again and asked, “So, Twi, how long does this spell last for then?”

“About two hours and sixteen minutes, give or take a few…” Twilight replied, peeking over her desk at the two of them.

“Perfect,” Rainbow shouted, making the other two wince slightly, “So what are we waiting for? Let’s get started!” She hopped over the table enthusiastically, glancing between the other two and almost trembling with excitement.

Applejack and Twilight shared a nervous look. “So… how were you planning on doing this?” Applejack asked as Twilight shifted uncomfortably.

“Well…” She glanced between Applejack – shifting from hoof-to-hoof – and Rainbow – looking between the two of them impatiently – before shrugging. “I don’t know… I just thought we could… you know… get started?”

Rainbow’s jaw dropped as she switched from Twilight to Applejack. “Well… yeah, I get that,” Applejack sighed, rolling her eyes. “But you didn’t make any plans or anything as to what we’d do?” Twilight shook her head helplessly.

“Oh for Pony’s sake…” Rainbow said exasperatedly, “Applejack, stand behind me. Twilight, in front of me.” The other two looked at her blankly. “Are you going to get started or not? I’m still waiting, Twilight.”

Twilight nodded slowly. “Right… sorry, Rainbow…” she said apologetically before moving around her desk and standing in front of Rainbow as Applejack stood behind her.

Rainbow nodded to herself, kneeling down and licking her lips slightly as she saw something detach itself from Twilight’s midriff. “Now… fuck me senseless.”

Above her, Twilight and Applejack shared another look, this time slightly confused as Rainbow presented herself to the two of them. Twilight could feel her new penis responding positively, even if her mind was still cottoning on. She could only imagine that Applejack was going through the same experience as she felt a breeze cross her new limb, sending shivers down her spine.

Applejack echoed Twilight’s shiver and shared a gleeful look with Twilight. She moved forwards, pressing her body against Rainbow as Twilight moved forwards as well. She could feel Rainbow move beneath her, raising her rear further into the air as her tail swished to the side. Applejack could feel her alien erection, waiting for attention, and moved further forwards.

She felt the tip of her new penis press against Rainbow’s backside and she gasped at the feeling. It felt good… But it wasn’t enough. Bracing herself, she pushed herself forwards, embracing the new sensation as she slid down Rainbow’s slack back. It was so… warm, so damp and so, so good…

Applejack let out a moan of delight as she felt her new tool settle inside Rainbow. A grunt from in front of her caused her eyes to open lazily. Twilight was in in front of her, her eyes screwed shut as her mouth moved wordlessly.

Rainbow was sucking her off! That was all Twilight could think of as the new sensations bombarded her endlessly. She let out another groan of ecstasy and tried to push forwards, trying to enhance her pleasure. Rainbow was happy to oblige, taking more of Twilight’s cock down her throat as Twilight pushed her hips further and further. She opened her eyes, breathing heavily as Rainbow continued to lick and suck.

She smiled at Applejack, who offered her own slight smile. If her slightly strained expression was anything to go by, she was just as overwhelmed as Twilight was. Applejack’s eyes fluttered shut as she started to draw back, the new cock she’d been given was incredibly sensitive and the slightest movement sent her mind reeling.

She drew further out, further and further until she was resting the head of her penis just inside Rainbow. She gasped for breath again before opening her eyes. Twilight was still watching her, her mouth twisted in a happy smile. Applejack winked at her, returning the smile just before she moved herself forwards, slamming into Rainbow and letting out another moan.

Twilight’s eyes rolled again as Rainbow let out a gasp, the hot air running around Twilight’s sensitive cock. “Again…” she whispered quietly, her eyes still held shut. Applejack was more than happy to oblige as she drew back again, her eyes shutting against the pleasure. A moment later, she lunged against Rainbow again, eliciting another gasp and the following moan from Twilight.

Twilight’s eyes opened and she looked down hungrily. That had felt good… better than just the simple suckling that Rainbow was still doing. Almost instinctively, her own hips started drawing back. Rainbow’s head tried to follow it, but she was still held back by Applejack, pressing her down and keeping her still. Rainbow let out a moue of complaint as she let the cock in her mouth go.

Applejack met Twilight’s hungry gaze and smirked. She could make an educated guess as to what Twilight wanted to try. Her gaze flickered down towards Rainbow who was still trying to reach forwards for Twilight’s cock. She smiled again and looked back towards Twilight before nodding, drawing back out of Rainbow slowly. One… she mouthed, two… three.

As one, the two of them moved forwards, spearing Rainbow with their respective cocks. From between them, Rainbow let out a moan of joy. Applejack glanced up as she started drawing out again; Twilight looked like she was in heaven. As she moved forwards again, getting used to the sensation of Rainbow’s walls around Twilight’s gift, Twilight herself lunged forwards, wrapping her hooves around Applejack’s neck and leaning in to kiss her.

Applejack’s eyes widened in surprise before fluttering shut. She wrapped her own hooves around Twilight as her hips continued thrusting. This felt right, to be kissing Twilight and to love Rainbow like this. She loved the two of them, and from the sound of it… the other’s loved her too.

Help Me (Trigger: Fluttertits, Feeding, Sleep Rape, Peroth)

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“Fluttershy?”

Twilight pushed the door open and gasped at the sight inside. Fluttershy was laid on her couch, her legs pointing around the two large crotchboobs which had sprouted from nowhere. Rainbow Dash’s head peeked around the doorway and let out her own gasp at the scene.

Curiously, Rainbow took a step towards Fluttershy, leaving Twilight standing at the door with her mouth ajar. Tentatively she reached out and prodded one of the ginormous beach balls which had appeared on Fluttershy. As one, they both jiggled and swayed, causing Rainbow to step back, her eyes wide. "Whoa..."

Fluttershy squeaked in obvious distress, watching the two in extreme embarrassment, her eyes pleading. "Help..." She squeaked as Twilight immediately snapped to and used her magic to lift Fluttershy. "Don't worry Fluttershy, we'll get you to the hospital!" Twilight carefully tugged her out the door. For once, Dash chose not to fly, walking beneath her pregnant friend to stare at the sights above.

To and fro, to and fro they swung, hypnotising Rainbow as her head turned left and right, following the sway of the breasts. So entranced was she that she tripped on the rocks in the road, sprawling forwards onto the track with a groan. She reached up a hoof to rub her head, getting to her hooves and meeting Twilight's smirk.

"What?"

"Something distract you there Rainbow?" Twilight asked suggestively, rocking Fluttershy in the air gently. Rainbow swayed left and right with the breasts unconsciously and Twilight chuckled.

"G-girls?" Fluttershy whimpered as Twilight's magic rolled her left and right.

"Oh man..." Dash whispered heatedly as her eyes stayed frozen, admiring the great, bloated spheres. Fluttershy made a vocal whimper, but Twilight gave her a quiet sigh.

"I never would have taken you for a breast girl." Twilight shook her head as she took a few steps back, guiding Fluttershy away from Dash, watching her marefriend chase Fluttershy's hooters like a puppy.

Fluttershy let out another small whimper as she was raised further into the air, just out of Rainbow's reach. Rainbow tried anyway, only to catch sight of Twilight's disappointed gaze.

"Well... You know I love you, Twilight," she insisted before turning back to the giant tits, floating in the breeze. "But- well... they're so big. How can you not want to touch them?" she questioned, throwing her hooves into the air as if contesting pony rights.

"Um... girls?" Fluttershy tried again, her quiet voice overridden as Twilight laughed, shaking her head.

"You know, I DO want to touch them." Twilight admitted as she lowered Fluttershy to her side opposite of Dash. Fluttershy let out a terrified squeal as Twilight buried her face in one of those titanic mammaries, drawing a gasp from Dash. Twilight's ear perked as she heard her lover move closer, and suddenly Fluttershy was up in the air, out of reach again. Twilight felt the cool, cruel, air once again, already missing the blanket-like embrace of Fluttershy's tit. However, she shoved her wants aside to fix Rainbow Dash with a taunting grin. "But I have the restraint to stop myself!"

Fluttershy was gasping, her eyes unfocussed as she tried to stop thinking about how good that had felt. "G-girls?" she tried, only just managing to get the words out. Somewhere below her, she heard Rainbow Dash say, "Well at least I can do this!" and she felt someone else slam full-force between her breasts. She let out a loud squeak, trying to close her legs instinctually and only squeezing her tits together.

Below, Twilight's jaw dropped open as Rainbow's entire head disappeared between the crack of the breasts. She could focus on the fact that Rainbow was desperately trying to pull herself out of the suffocating embrace later... hopefully when she wasn't imagining doing that herself.

Twilight's lips turned up in an amused smile as she watched Dash try to pull herself out from between two slices of grounded heaven, and her tongue ran along her gums. She quietly forced the image out of her head and picked up a feather Dash had lost in her struggles, and telekinetically lifted it upwards.

Fluttershy's rear legs buckled and straightened as strange new sensations ran from her over-inflated breasts. She could feel another particular spot between her hind legs growing hot with the constant attention. Dash was trying to somehow pull her head out yet enjoy Fluttershy's new tits at the same time, which involved copious amounts of tongue. Just as Fluttershy was pondering if Dash could even escape like this, she felt something light press against her stomach. It wriggled, and another, though familiar feeling ran up and down her spine. She began to snort, then giggle as the tiny feather stroked her tummy, and her back legs gave out. Dash fell to the ground in disorganized pile, her eyes long gone from pure joy and a serious lack of oxygen.

"Have fun?" Twilight murmured as she leaned down to inspect her mare's panting face. All she got in response was an over-enthusiastic giggle that Twilight only ever got when the Wonderbolts' outfit came out.

Smiling softly, Twilight took a step forwards, offering Rainbow a hoof to pull herself up when something dripped onto her head. Frowning, she looked up, just in time to receive another dribble of liquid from the over-inflated mammaries. Some of the liquid dribbled into her mouth and she licked her lips unconsciously. She pulled back her hoof, repositioning her mouth so that she wouldn't miss any of the delicious fluid the next time.

When she caught the next drop, she smiled widely, lowering Fluttershy down lower and lower until the inflamed teat was just above her. Licking her lips once more, she stretched her neck upwards, teasing Fluttershy's nipple slightly and catching the next drop as it rolled out onto her tongue.

Meanwhile, Fluttershy let out a lewd groan, her eyes rolling back as she felt her teat being flicked by Twilight's tongue.

Fluttershy felt like such a dirty mare as Twilight's mouth latched onto her nipple. They were out in the field. Though only a few yards from her house but still, if Twilight and Dash didn't return- "Oooh!" Fluttershy's back leg kicked as Twilight sucked, drawing a large amount of milk into her mouth. Her teat began to feel so much better, the swelling softening as her burgeoning tits were relieved.

Twilight felt another bump her side, and instinctively Twilight moved her rear as Dash pulled up beside her, gave her a lecherous grin, then angled her own mouth up. Her mouth found purchase around Fluttershy's unattended nipple, and she felt a drop of milk spill onto her tongue. She had no idea Fluttershy could produce something so sweet, and her eyes closed as she began to nurse on her friend, her throat bobbing as she and Twilight sucked the pressure out of Fluttershy's breasts.

Fluttershy relaxed, her eyes drifting shut and her mouth twisting into a smile. She already felt a lot lighter and a lot less bloated. Subconsciously, she moved her hooves down to the base of her breasts, rubbing them slowly as she let her worries slip away with her milk.

Rainbow took her nipple gently within her teeth, twisting it slightly to try and coax more and more of the delicious fluid from her friend. She started to feel heavier and heavier, her stomach becoming bloated as she kept lapping up all the milk that Fluttershy had to offer. She was pretty sure that Twilight was in the same position as her though.

Twilight began to feel a strange lightness in her mind, an unfamiliar lack of thought as she gulped down her friend's milk. It was a rare feeling that only came around in very treasured moments, and as her stomach began to feel heavy. It was not unpleasant, not at all, the taste was delightful and the feeling was almost coddling. Her grip on Fluttershy loosened enough that the yellow mare slid slowly downwards until Twilight's sensed enough pressure on her nose to warrant an aggravated burst of magic to keep Fluttershy aloft.

Fluttershy stroked her throbbing tits began to feel normal as she was drained, and she felt a distinctive trickle down her inner thigh as her friends both moaned and suckled around her nipples. So naughty, so dirty, but she was feeling so good in too many ways to care. However, she was still starving... she opened her eyes to watch her friends drink enviously, and licked her lips.

Rainbow's eyes slid shut, gulping down mouthful after mouthful, sitting back as the weight of her stomach became too much to bear. She let out a moue of dissatisfaction as she felt the flow slow down, the milk drying up. She wanted, no, she needed more. She latched her mouth onto the teat, trying to suck all of the heady residue that was left behind.

She let out a gasp, letting go of the teat as the lack of liquid became apparent. She sat there panting for another moment. She felt so tired, so safe. No-one would mind if she took a quick nap right there, surely. She slid forwards onto her burgeoning stomach, rolling immediately to the side to take some of the weight off. She was vaguely aware of a muffled thump as Twilight copied her, and another quiet squeak as Fluttershy was dropped onto the ground. Feeling soft fur press into her bloated stomach, she reached out a hoof to wrap Twilight in a tender hug, keeping her close as she smiled, drifting off to sleep.

Fluttershy stood up, feeling much lighter. She risked a glance down towards her inflated breasts, happy to note that they were much smaller and much less inflamed. But... she was still thirsty. She looked around, her cottage was right there, but water didn't sound as fulfilling as it should have right then. Feeling bold, she risked a glance to the two ponies laid in the track, then further down.

She licked her lips.

Fluttershy delicately looked from one pony to the other. She always adored Dash's strength and bravery, but she was cuddled up against Twilight in such a way she couldn't easily access anything... Twilight, however, her newest friend, laid with her legs sprawled and eyes closed. Fluttershy carefully crept forward, eyes fixed on Twilight's peaceful face, then leaned down to carefully lift Twilight's back leg up and out of the way to see her prize.

Twilight's sex had grown puffy and moist with heat, not hiding any of the soft pink that would have gotten Twilight many different looks if she tried to go into town that high on sex. Fluttershy leaned down and sniffed from her heady well, and with a lick of her lips, shoved her tongue in between Twilight's velvet folds to tease out some of her own fluids.

Her tongue immediately shot to the walls of Twilight's sex, gleaning what little moisture she could from the warm enclosure. It wasn't enough. She was vaguely aware of Twilight, moaning softly as she tended to her. She withdrew her muzzle slightly, aiming down a bit further. Twilight moaned again, her rear legs spreading apart a bit further as a hoof twitched town towards her crotch.

Fluttershy ignored her, lapping at Twilight's clitoris with vigour, driven by the need for fluid, her mind mad with lust. Her tongue flicked back and forth over the nub, coming back every now and again and leaving Twilight to let out a breathy moan. She kept going, her nose already twitching from Twilight's heat, now overwhelmed as her own lust joined the air.

Twilight let out a particularly vocal groan and Fluttershy buried her muzzle into Twilight's walls yet again, lapping at the nectar it contained with barely restrained delight.

Twilight's moans made Dash's ear twitch. She was only vaguely aware there was a state beyond the bliss she was currently in and was adamant on staying there, but the familiar sound of Twilight's pleased whinnies drew her to consciousness just enough to know that her beloved was happy. Dash's mouth clamped down on Twilight's neck, drawing a yelp from the purple mare that made Dash's wings extend. Her dreams were erotic and pleasant, dominated by an overly sexualized Twilight Sparkle and a goddess-like Fluttershy letting them nurse from her.

Fluttershy didn't pay much attention beyond what was in front of her. She thirsted for something, anything, half mad from hunger and dehydration that guzzling down Twilight's orgasm made sense. Her long tongue slid deep into Twilight as her snout nuzzled her friend's pearl, drawing shocked screams from the sleeping unicorn. The juices flowed more and more, that dam slowly cracking under the pressure while Fluttershy drank from Twilight's sex. Her hoof began to subconsciously push against her stomach, just above her own pussy, still hot from the nursing and only growing worse as she ate out a pony she knew and loved.

All too soon though, Twilight started to run dry, the river of her juices turning into a stream, then a trickle. Fluttershy let out a moue of disappointment, withdrawing her muzzle from Twilight's snatch before she looked around. She was still thirsty and the only other pony around was Rainbow Dash. Any previous concerns about Rainbow waking up were pushed aside as her mind ranted for more.

Mad with lust, she simply dove down towards Rainbow, pushing her muzzle forcefully between her friend's legs in her desperation to get to the sweet prize within. The muffled sound of Rainbow moaning carried down to her, driving her sex-crazy mind further and further over the edge. She buried her muzzle deep, scouring her walls just like she'd done with Twilight before.

They rendered precious little this time, and Fluttershy let out another groan. Her mind briefly entertained the idea of working Rainbow off like she'd done Twilight, but her lust-addled brain rejected the idea, far too eager to entertain the thought. Another idea came to mind and she started to rock her muzzle in and out of her friend, her tongue savaging whatever she could reach as she did so.

She could feel Rainbow shifting restlessly, grunting softly in her sleep as her wing twitched, but she didn’t care. She wanted Rainbow to return the favour. She’d fed the two of them, now the two of them would feed her.

Potion Worries (Trigger: Masturbation)

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Twilight’s eyes bugged out as she looked into her kitchen, and more importantly, the pony within, her rump swinging from side-to-side as she searched through the fridge. “Rainbow… what are you doing?”

Rainbow Dash’s head turned over her shoulder. “Oh, hey Twi,” she greeted, smiling before she stuck her head back in. “Say, where’s all the milk and stuff? All I can find in here are these bottles, and none of ‘em look anything like milk.”

Twilight sputtered, trying to formulate her words as Rainbow stuck her head in further. “Ah, here we go.” Rainbow’s muffled voice came from somewhere within the fridge, a bottle clasped in her mouth.

Her eyes widening, Twilight darted forwards, shouting: “No, no, no!” even as Rainbow spat out the cap and tipped the bottle skywards. When she reached Rainbow, she hit the bottle, propelling it sideways so that it smashed against the wall.

When she turned back, she met Rainbow’s glare with her own. “Do you have any idea what you just drank!?” she exclaimed before Rainbow had a chance to open her mouth.

Rainbow shrugged, still glaring at Twilight. “Milk, right? That’s why it was in the fridge in the first place.”

Twilight sighed, “This isn’t the food fridge, Rainbow, this is the fridge where I store all my potions for crying out loud.” She swung the door shut, the piece of paper tacked onto the front now clearly visible. “See? ‘Twilight’s experiments. DO NOT TOUCH.’”

Rainbow rubbed her hoof against her head bashfully. “I was hungry…” she protested weakly before she froze. “Hang on…” she began, worry starting to creep over her features. “If… that’s your potion store… then what did I just drink?”

Twilight sighed, slumping down and using her magic to gather the remnants of the bottle together. “That’s just it… that was one of the potions that I’ve not had a chance to test yet. It could do anything.”

Rainbow gulped, sitting back herself. “So… you don’t know?” she confirmed, dreading the answer. Her stomach rumbled and her hooves shot down, hugging her tummy to herself. She watched Twilight shake her head silently, her expression grim. “Oh my god…” she muttered to herself. She could feel the panic setting in but couldn’t do anything to stop it.

“I just drank that and you don’t know what it does, and if you don’t know what it does then no-one knows what it does. It’s going to kill me isn’t it? I just drank something poisonous; I’m going to die aren’t I? I don’t want to die! I want to live!”

Twilight wrapped Rainbow in a hug, trying to calm her marefriend down with a calming voice, “You’re not going to die… I promise, come on. Let’s go down to the lab.” She stood up, pulling Rainbow with her. “Let’s get you tested out, I’m sure it’s nothing fatal at the very least.”

Rainbow snivelled quietly, allowing Twilight to lead her down to the basement and the laboratory within. The room lit up as they walked through it, showing the various gadgets and machines within. Twilight led her into the centre of the room where a few cushions had been sparsely arranged. Rainbow collapsed down onto one of them, her hooves shaking slightly.

“Stay right there…” Twilight said, backing away and shooting panicked glances around the room. “I’ll be right back… I just need to remember where I put the potion stuff.”

Rainbow nodded, watching Twilight speed off. She felt her stomach do another turn. “Hurry!” she called after her, pressing her hooves into her stomach.

She kept them there until she felt her tummy settle. Was it her imagination, or was it hot down here now? Her breathing quickened again and she started to hyperventilate, calling out into the basement, “Twi?” The walls were closing in on her, there was no escape, she was going to die down here. “Twi…” Her voice came out in a whisper, barely audible to her own ears.

She felt her stomach stir again and a heat started to spread out from between her legs. Suddenly, gasping in surprise, her hooves abandoned her chest and focussed between her legs. She gasped again as she touched her sex. It felt swollen and puffy, heat still radiating from it in great waves. The heat paused for a moment as her hoof passed over, then it started spreading again, causing her to squirm uncomfortably.

She needed it to stop, this was too warm. Her hoof sought out her slit once again, pressing it and stroking it, trying to stop the heat from spreading again. She moaned. The heat kept spreading. She needed a release or else she was going to burn up! She pressed her hoof into her slit again, pushing it deeper than before and using it to rub herself off.

She closed her eyes, rolling back onto the cushion and trying to go faster. She could feel the heat slowing down as she kept going, faster and faster. She moaned again, trying to force her hoof further and further, faster and faster. It felt so good. She didn’t even notice when the heat started to fade away, this still felt like heaven as she rubbed. This was no-longer about trying to stop the heat, this was about trying to prolong the wonderful sensation that her groin was emitting.

Her breath hitched as she hit her orgasm, eyes rolling beneath their lids as the liquid spilt out across her hoof and coated the cushion beneath her. She laid there, her hoof still inside her as she caught her breath. Her ears flickered; she thought she could hear the sound of approaching hooves.

“Rainbow! Are you alright, I heard you calling an- Rainbow… what happened?”

She could picture the look on Twilight’s face. Accusing, disappointed, annoyed. Rainbow cracked open her eyes to see Twilight gazing down at her, her expression flushed. “I- It’s not what it looks like!” she protested vainly, withdrawing her hoof from her soaked snatch with an audible ‘pop’.

Twilight stayed silent.

“So, uh…” Rainbow started, “I think I found out what that potion did…” She could feel the heat starting again, focussing on her still-slick rear and expanding outwards.

“You did?”

Twilight’s voice was weak and faint from disbelief. Rainbow nodded silently in reply as she shifted uncomfortably, trying to ignore the spreading warmth across her nethers. “Yeah…” she started, licking her lips anxiously. “Good news though… I don’t think it’s going to do me any real harm.” Her eyes roved over Twilight, drinking in the sight of her.

“Well…” Twilight started, her blush still suffusing her face, “That’s good.”

Rainbow nodded slightly, still shifting about slightly against the increasingly uncomfortable heat. “Twi?” she queried distractedly as her gaze shifted further down Twilight.

“Yes Rainbow?” Twilight replied, shifting backwards nervously as Rainbow kept her gaze locked.

“Have I ever told you that you look hot?” Rainbow said in a dreamy voice as she shifted about on the floor again, moving onto her hooves. In front of her, Twilight sputtered in surprise.

“Well- yes- well- sometimes- well- when you’re… when you’re…” Twilight gulped but didn’t step back, looking at her marefriend with a mixture of fear and wonder.

Rainbow Dash smiled a predator’s grin and pounced forwards, the heat driving her onwards.