The Benefits of Crazy, Younger Mares

by Gold4tune

First published

Soarin thought the crazy parts of his life were over as he approached the lower end of middle age. Then he started dating Rainbow Dash.

Soarin thought the crazy parts of his life were over as he approached the lower end of middle age. Then he started dating Rainbow Dash, and boy was he unprepared for her.

Proofreading and cover art by: The Exotic Natasha
Editing by: iakovl


Reading the prequel, while not necessary, is highly recommended.

Date One

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Rainbow looked at herself in the mirror, admiring how she looked in her brand new outfit. It was a prime example of the little black dress, the sheer fabric clung to her curves and highlighted every part of her body. Rarity had made it for her when she heard that Rainbow had a date with Soarin, declaring the dress “properly seductive.” Her mane was combed out, carefully swept into an elegant river of color over one half of her face. Aloe and Lotus had been especially thorough when she had last visited the spa, obviously aware of Dash’s new beau. It had a slit down one side, exposing one cutie mark and the shapely leg it rested on. A simple golden necklace rounded off her new outfit.

With her trademark smirk Rainbow turned around admiring the way the clingy dress showed off her (amazing) ass. Over the past couple weeks she had noticed much more of a jiggle in it, the stallions around town had certainly noticed it as well.

“Damn I’m hot,” Rainbow said cockily.

Her narcissistic moment was interrupted when her doorbell rang. After one last rump wiggle Rainbow exited her bedroom, quickly making her way to the front door. She stopped in front of it, and with a final breath for confidence, she pulled it open.

Soarin stood on her doorstep; his normally unkempt mane thoroughly combed out. He was dressed in a simple suit which was clearly freshly taken out of his closet and dry cleaned. A plain white shirt and red tie completed his ensemble. Rainbow had to admit, if Rarity got her hooves on him, he would look positively ravishing. But that would come later, right now he was standing on her front porch with a bouquet of roses and a nervous smile on his face.

“Hello,” he said shakily before clearing his throat. “Are you ready?” he asked, his voice much more confident this time.

Rainbow felt a broad grin split her lips, but quickly turned it into a sultry smile.

“Of course I am, but the real question is are you ready for me?”

The teasing lilt in her voice sent a small blush to Soarin’s face.

Rainbow grinned before leaning forward and gently biting the head off one of the roses. She chewed it slowly, savoring the rich taste. They were obviously very expensive, and Rainbow felt the stallion deserved something as a reward.

“Let me take these inside and put them in a vase; they’re very good.”

Soarin let Rainbow take the flowers from him and he nervously ran his hoof through his mane.

“If I knew your favorite I would have gotten you something else, but I figured that nopony can really go wrong with roses.”

Rainbow gave him an earnest smile before turning around and making her way to the kitchen, completely aware of the stallion’s eyes on her plot. Smirking, she exaggerated the roll in her hips, lifting her tail up a bit higher than necessary so Soarin had an uninterrupted view. She could definitely feel the new jiggle in her step.

She turned the corner and broke into a brisk trot, quickly making the rest of her way to the kitchen. She put the roses in a simple vase, resolving to transfer them to something a bit more ornate after she returned home. Her task completed, she rapidly went back to Soarin, who was patiently waiting on the doorstep.

“Alright, lets go!” Rainbow said as she brushed past Soarin.

The stallion had booked a sky carriage for them, an expensive one from the looks of it. Two finely dressed pegasus chauffeurs were hooked up to it, standing patiently for their charges.

“I didn’t think we needed a big one,” he explained as he held the door open.

Rainbow squealed internally as she stepped into the carriage, the entire evening seemed to suddenly hit her right then. Her dream stallion was taking her out on a date! She felt bad for Rarity, Blueblood had been downright terrible to her, but Soarin was great! How many stallions would go to this extent on a first date? Soarin stepped in after her, and they sat facing each other on either side of the carriage.

When they were safely inside, the chauffeurs lifted off, the lack of turbulence and shaking evidence of their skill. Soarin and Rainbow rode in silence for a while, the air between them gradually becoming more and more awkward as neither spoke.

“Listen Rainbow,” Soarin finally said, “I don’t want this to come out the wrong way, but you’ve changed a lot since I last saw you. You went from this young talented fanmare who couldn’t go ten seconds without squealing in front of the Wonderbolts to….” his voice trailed off, “I’m just wondering what happened?”

Rainbow sighed.

“Well, thats a long story and I have no problem telling you it at some point, but for now lets just say a friend helped me out a lot,” she winced a bit as she replayed her actions earlier. “This whole seductive thing,” she gestured to her tightly clad form. “is new to me, so its fun. But you have no idea how excited I am to be going on this date. I know I came on as a bit strong, but…” her voice trailed off as Soarin placed one of his hooves on hers.

“Calm down Rainbow, I know you’re happy to be here. I remember your celebration dance. Just forgive me if I seem a bit overwhelmed tonight, you really are an amazing mare.”

Rainbow felt herself blush up to her ears at the earnest compliment.

“So,” Soarin continued, “have you been working on any new tricks lately?”

Soarin grinned as the old Rainbow Dash returned full force, positively overflowing with enthusiasm as words began to tumble out of her mouth

******

Soarin and Dash were laughing as the carriage pulled in front of the restaurant. It was a classy little place, obviously expensive; without Soarin’s Wonderbolt status, it would probably have been absurdly difficult to get a reservation for.

“Your friends sound very entertaining,” Soarin said as his chuckles died down, “certainly more so than the Wonderbolts.”

“Oh come on,” Rainbow replied, “I’m sure you get up to all sorts of shenanigans in the locker room.”

Soarin rolled his eyes, “Yea, but I’m not allowed to tell you about them.”

“Lets see how long you can say that,” Rainbow retorted with a smirk.

One of the chauffeurs politely cleared his throat, “Sir and madam, we have arrived.”

“Oh sorry,” Soarin said as he opened the door, stepping out first before extending his hoof to Rainbow, “allow me, milady.”

Rainbow scoffed but nonetheless accepted the help. She stepped gracefully onto the curb, giving Soarin a grateful smile.

“You know the second we go in there, ponies are going to be talking, right?” Soarin said, “I really don’t care what they say about me, but I don’t want them to say bad things about you.”

Rainbow felt herself melt a little inside at his sincere words before leaning forward and gently pressing her lips to his cheek. She lingered for a second, then pulled back and gave him a small smile.

“Let them talk, if it gets too bad I have a direct line to the Princesses. Now, straighten up, assume the stick-up-you-plot posture, and lets really make an entrance.”

Soarin grinned, quickly recovering from Rainbow’s kiss.

“Alright, but you have to be properly sexy as we walk in there.”

Rainbow gave him a smirk, “Only for you Soarin.”

They smiled at each other before simultaneously changing their posture. It was subtle physical changes, but overall it turned them into a devastating pair. Soarin offered his wing to Rainbow and she intertwined hers with it. With one last pair of grins, they turned and started to walk towards the door. The doorpony offered them a polite greeting as they reached him and opened the door unceremoniously.

Nothing really happened at first when they stepped inside. The finely dressed ponies were involved in their own conversations, but gradually the chatter died as more of them noticed the new duo in the room. Rainbow saw one mare whisper to her friend next to her as she gestured towards Soarin. The other mare evidently recognized Rainbow from something and shared the information with her friend.

“Reservation under Soarin,” Soarin said, his voice slow and cultured.

“Right this way sir,” the maitre'd said, gesturing towards a secluded table.

Soarin and Rainbow followed her, conscious that by this time most of the eyes in the restaurant were on them. Some ponies were more polite, but others were blatantly ogling either one or both of them.

One colt in particular was late to the party. He was young, just starting puberty, and more interested in his food than paying attention to what was happening around him. Finally he noticed that something was happening in the restaurant. He turned his eyes only to make eye contact with Rainbow Dash. A blush crept along his face as the mare drew closer to him, the poor colt utterly unprepared for this. His face only got redder as Rainbow Dash got closer, and almost fainted when she shot him a wink as she passed by. He turned in his seat like most colts who recently discovered that mares did not, in fact, have cooties, and stared blatantly. His eyes practically bored into her plot, desperately drinking in the sight.

Rainbow chuckled as she heard his mom cuff him upside the head.

The maitre’d led them to the immaculately set table, politely waiting as Soarin helped Rainbow into her chair.

“Your server will be over shortly,” she said as Soarin sat down.

“Thank you,” Rainbow replied.

The mare left, leaving Rainbow and Soarin alone.

“Can anypony see us?” Rainbow asked.

Soarin shook his head, “No, I asked for this table specifically, nopony can see what we’re doing unless they’re right next to us.”

“Good,” Rainbow said right before she broke into gales of laughter, doing her best to muffle herself, “by Celestia did you see all of them? They couldn’t keep their eyes off of us.”

“Well its not everyday they see a mare like you,” Soarin replied, “I’m sure all the fashion magazines will have something to say about your new look.”

Rainbow rolled her eyes. “Yea, and I’m sure seeing you on a date is a common occurrence around here.”

“Being a Wonderbolt does have its perks,” Soarin smirked.

They shared a chuckle as Rainbow rolled her eyes.

“And by the way, what you did to that colt was evil, his mom must be lecturing him now.”

“Well its not my fault I look so good,” Rainbow retorted as she dramatically posed.

“Yea, totally the universe’s fault,” Soarin snarked.

“Don’t be sassy, and besides, you’re the only colt that I want to look good for right now.”

Soarin blushed as Rainbow gave him a saucy look.

“Colt?” he finally choked out.

“Well, its not like you don’t have time to prove me wrong.”

****

It was a couple hours later when they finally made it back to the carriage. They came out of the restaurant the same way they came in, all poise and sophistication, but as soon as they closed the door, they immediately broke into giggles once again.

They started on opposite sides, but very quickly Rainbow decided against that. She turned around and plopped down next to Soarin, much closer than necessary, just as the carriage lifted off.

Soarin blushed as Rainbow pressed her entire side against him, practically draping herself over him. He could feel her body heat soaking through their clothes, her heartbeat was steady and powerful. Their wings unconsciously twisted together, feathers intertwining behind their backs. The tip of Rainbow’s wing rested on Soarin’s lower back, and he could swear he felt it pulsing.

“I had a really good time tonight Soarin,” Rainbow said as she looked him in the eyes.

“Well I do my best,” Soarin said as he scratched his cheek self-consciously, “I’m happy you enjoyed it.”

Rainbow smiled and leaned her head on Soarin’s shoulder, “but next time we should do something different.”

“Next time?” Soarin asked.

“Yea, ponies who are interested in dating each other generally go on more than one,” Rainbow replied matter-of-factly.

Soarin blushed, but nonetheless wrapped his leg around Rainbow and pulled her closer.

“Well, of course we’re going to have to do something different, maybe go see a movie or something else casual,” Rainbow continued.

“That sounds like a good idea,” Soarin replied.

“Yea,” Rainbow said as she melted into Soarin’s side.

The two of them sat there for a little while, simply enjoying the other’s presence. Soarin gently buried his head into Rainbow’s mane, inhaling the soft scent of rain and ozone.

‘She really is amazing’ he thought to himself.

He felt a burst of warmth from Rainbow’s wing and his entire body suddenly felt relaxed. He pulled back, and gently let Rainbow off his shoulder. She murmured a protest, but soon fell quiet as she locked eyes with Soarin. For a brief moment they simply stared at each other, before Soarin wordlessly leaned forward and pressed his lips to Rainbow’s.

Their kiss started off hesitant, their lips slowly moving against the other’s as they began to explore their partner. Rainbow moaned from deep in her chest when Soarin sucked on her lower lip, her lower body quivering. She leaned further into the kiss, pressing her chest against Soarin.

They pulled each other tighter as Rainbow pressed her tongue against Soarin’s lips, trying to gain entrance. The stallion groaned as he opened his mouth, Rainbow’s tongue immediately delving inside. Soarin’s own tongue rose to meet it, intertwining with Rainbows in an age old dance. Rainbow all but climbed on top of Soarin, pressing the stallion onto his back, never breaking their lip lock.

Rainbow cupped his face as Soarin ran his hooves through her mane, ruffling the silky strands. Their tongues slid against each other, switching from mouth to mouth as their lips smacked together. She kissed him hard, pressing the stallion into the cushions as their kiss became more and more heated. Rainbow grabbed one of Soarin’s hooves and brought it to her plot, moaning in satisfaction as he eagerly began to squeeze the supple flesh.

Soarin never remembered feeling up a plot as perfect as Rainbow’s. She was truly blessed by Celestia to be such an example of pony perfection, and he was equally blessed to be with her right now . It had the tightness of an athlete and the jiggle of a bubble butt, perfectly squeezable as it molded around his hoof. They broke their kiss as they ran out of breath, a thick strand of saliva connecting them. Rainbow gave a breathy gasp as Soarin gave her plot a particularly pleasurable squeeze.

Soarin looked up at Rainbow, who truly looked like an angel with her rainbow mane framing her face. Her face was flushed with arousal, her magenta eyes boring into his with an intensity he never saw before.

“How does my ass feel?” Rainbow asked, a knowing smirk on her face.

“Amazing,” Soarin whispered as he massaged one cheek with his hoof.

She dived back down, all but attacking Soarin’s mouth with her own.She began to grind herself on Soarin, her feminine musk thickening the air around them. Soarin’s nostrils flared as he smelled it, and he pressed his rapidly hardening member against her in return. Rainbow gave a deep moan as she felt his size; he was definitely more than enough to satisfy her. Soarin brought down his other hoof, shamelessly groping Rainbow’s other ass cheek as he grinded against her.

Rainbow suddenly pulled back, pushing her hoofs against Soarin’s chest as she made distance between them.

“Stop, Soarin, stop,” she said, “just wait a moment ok?”

Soarin looked up at her in confusion, his breath coming heavily as he regained his senses.

“Did I do something wrong?” he asked, worry clear on his face.

Rainbow shook her head, “No… its just… if we keep doing this I’m not going to be able to stop myself from taking you up to my bedroom and riding you until you can’t walk straight.”

The look on Soarin’s face said that he didn’t think that was a bad idea at all.

“I don’t want my first date to end with sex, not after i figured myself out, just no… please Soarin, we will do it next time, ok? just not on the first date”

Soarin was disappointed - what stallion wouldn’t be - but nonetheless he gave Rainbow a smile before leaning upwards and planting a soft kiss on her cheek.

“Ok Rainbow, but you’ll have to get off of me or I’m not going to be able to stop myself.”

Rainbow blushed as she awkwardly climbed off Soarin, both her hair and dress thoroughly ruffled. She sat down next to him, pulling him up after her. They gave each other slightly embarrassed smiles as they readjusted themselves, doing their best to hide their arousal. They still sat on the same side, but now with a safe distance between them.

Their make-out session had taken up a much longer amount of time then they had thought, because it was only a few minutes later when the carriage landed in Rainbow’s front yard.

“Walk me to my door?” Rainbow asked as Soarin helped her out.

He gave her a nod and stepped out after her. They walked towards Rainbow’s front door quietly, neither knowing quite what to say to the other. Rainbow turned around as she made it to her doorstep.

“I had a really fun time tonight,” she said with a smile, “I’m sorry it didn’t end the way we wanted it to though.”

Soarin gave her a reassuring look, “Good things come to those who wait Dash, and you’re definitely worth waiting for.”

Rainbow once again felt herself melt inside and she leaned forward and gave him one last chaste kiss.

“I’ll be in touch,” Soarin said as she pulled away.

Rainbow gave him a nod before she suddenly got her trademark seductive look in her eyes. She turned around and swished her tail against his face, dousing him with the scent of her wettened nethers.

“Think of me tonight, okay?” she called out as she stepped inside her house.

Needless to say, he did.

Date Two

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Rainbow and Soarin were cuddled against each other on a hill overlooking Ponyville, the remains of a picnic lay scattered around them. It was almost sunset, the sun starting its final approach towards the horizon. The sky was mostly clear, but a few wispy clouds dotted it.

“Alright, two more left,” Rainbow said as she picked up a tabloid that Rarity had told her to check out.

As expected, their public exposure at the restaurant a couple weeks ago had generated quite the buzz in the gossip world. So the two of them had gathered whatever they could find so they could read it at their next outing.

“The new power couple?” Rainbow read aloud, “Earlier this month, Wonderbolt second-in-command Soarin and Element of Harmony Rainbow Dash were spotted on a romantic date at one of the ritziest restaurants in Cloudsdale. We here at Fashion Weekly were not aware of any liaisons between the two of them prior, but will be investigating if this was in fact their first outing together.

The first reactions to the news varied greatly. Some ponies amongst the sports community were immediately suspicious of Rainbow Dash, citing her very public desire to join the elite flight team as evidence that she is merely using Soarin as a means to advance her career. When questioned about this, Soarin merely replied, “She is not that type of mare.”

That did not stop the speculations however. And despite Soarin’s assurances that he will remove himself from the vetting process for Rainbow’s application, the accusations still remained.

On the other hoof, notable figures such as super model Fleur De Lis have been extremely supportive of the new couple. The model has had a history of successfully predicting the outcome of high-profile pairings, and her support has quieted some of the allegations against them. The model also wishes to extend a personal congratulations towards Rainbow Dash, saying “I wish I could pull of the little black dress as well as her, the stallions would be all over me. I’m sure Rainbow Dash and Soarin will have an extremely healthy relationship together, best of luck.”

Fancy Pants, her husband of almost a decade, also conveys his well wishes but declined to comment on his wife’s statement.

We here at Fashion Weekly will do our best to remain up to date on the goings-on with this new power couple. So check back next week for the latest updates!”

“That wasn’t too bad,” Soarin said, “put that in the ‘positive’ pile.”

Rainbow nodded and chucked it over to said pile, which was the larger one by far.

“Last one then?”

Rainbow nodded and reached towards the last magazine, another tabloid of questionable quality.

"Power Couple, or Bucking Nonsense?”

Rainbow’s voice fell as she read through the article, it was much more negative than the last. Disregarding Fleur’s testimony almost immediately and all but calling Rainbow a gold digging whore, desperate for a taste of the high life. Even saying in a roundabout way that Soarin wouldn’t be stupid if he went to a doctor and got himself tested after he’s done with her.

“Something wrong?” Soarin asked as he turned his head.

Dash had a strained look on her face, her lips pursed in thought.

“Dash?”

Rainbow pulled away from Soarin, sitting up as she took a deep breath.

“Listen Soarin, I’ve really enjoyed these dates, like seriously. You’re better than I ever could have hoped for, but there are some things that you don’t know about me.”

Soarin lifted himself up, “Are you okay?”

“Yea its just…” Dash took a deep breath to steady herself, “I… I like sex! Like a lot!”

Soarin felt his eyebrows skyrocket up his face, “Okay?” he hesitantly offered.

“If we really get serious about this dating thing, we’re going to have a lot of sex. Like, until you literally can’t get it up anymore.”

Soarin stared at her in shock, having literally no idea how to respond to this.

“But I like mares too. Theres nothing really like sixty-nining with a mare who knows what shes doing,” Rainbow shuddered erotically as Soarin’s mouth dropped open, “so you’re going to have to understand that I won’t allow you to take that away from me.”

“Are you real?” Soarin said after a small silence.

Rainbow punched him in the shoulder, “I’m being serious here!”

“Sorry,” Soarin said as he rubbed his sore shoulder, “its just, I never met a mare like you before,” Soarin leaned back and gestured to her, “You’re amazing, Rainbow, seriously. You’re an amazing flyer, beautiful, can be both classy and sexy. You practically ooze self-confidence in a way that makes me jealous, and now you’re telling me this? Someone out there must be looking out for me.”

Rainbow blushed as she looked at her suddenly very interesting hooves.

“Listen,” Soarin said as he wrapped a leg around her shoulders, “I want to give this a real shot. So if you want to see a mare on the side, I… I guess we can work it out.”

“On the side?” Rainbow asked as she looked at him in earnest confusion.

“Well… yea,” Soarin replied.

“I wouldn’t want to see a mare on the side. I was talking about having a threesome at the least,” Dash said as if talking to an idiot.

Soarin looked at her for a split second before turning away and shaking his head, “Theres no way you’re real. Princess Luna!” he called out, “if this is a dream tell me now because I’m really starting to think I’m dreaming right now and I really don’t want to wake up.”

“Shut up!” Rainbow giggled as she punched him again, “I’m being serious here. Do you know how awesome it would be for us to double team some poor mare? I mean, I’m like, amazing in bed, and I’m sure you picked up a few things over the years. We'd be unstoppable.”

Soarin rubbed his face with his hooves before turning back to Rainbow and dramatically sighing, “If thats what it takes to go out with you, I guess I can manage.”

Rainbow rolled her eyes, but couldn’t stop the positively glowing smile from exploding across her face.

“Awesome!” she screeched out before glomping Soarin. The two of them tumbled down, Rainbow mostly on top of Soarin, and immediately engaged in a heated kiss. After a thoroughly intense exchange of spit, Rainbow pulled back and laid down next to Soarin, her face alight with joy.

“Wow! Do you have any idea how much fun we are going to have?!” she said, “I’m going to introduce you to all my friends. You met one of them before, Applejack, she's the mare who sold you the pie at the Gala. Orange coat, blonde mane, has that whole ‘sexy cowgirl’ thing going for her.”

The blush on Soarin’s face indicated he remembered her.

“Yea, she would love to take you for a ride, if you know what I mean. When I talk about the Wonderbolts, you’re the only one she pays any attention to. I mean,” Dash gestured wildly with her hooves, “you should feel her plot. Like, mine is tight and all, but hers is tight. You can bounce a bit off that thing. And you didn’t hear this from me, but shes a big fan of anal.”

Soarin looked at the mare next to him, his mouth gaping open as she continued her tirade.

“She could deep throat you no problem, and I’m talking to the base here, tongue your balls too. I mean I can too, but we could switch off. Oh Celestia, do you know what would be hot? Snowballing your cum between us, that’d be awesome!”

“I’d be on my back, she’d be on top, and then you could just switch back and forth between us. Or we could be on all fours, tails flipped over our backs, presenting ourselves to you. I bet you would enjoy watching us eat each other out! By Celestia, eating a load out of AJ that you pumped into her would be heaven,” Dash shuddered, “I can almost feel the taste of it right now”

Rainbow slid her hoof down Soarin’s chest, slowly making her way towards his half erect stalionhood. The stallion wiggled, reaching his own hoof down to stop her.

“Rainbow,” Soarin said, “I don’t think thats a good idea right now.”

The mare shot him a devious smirk, “What? Bored of me already?”

Soarin blushed, “No, but I didn’t….” his voice trailed off.

“You didn’t what?” Rainbow asked, concern starting to creep in her face.

The stallion looked away from her, “I didn’t think this would come up so quickly again, but I…. I didn’t take my ED medicine this morning.”

“What?”

“Erectile Dysfunction; it started early for me,” Soarin explained, his voice laden with shame and embarrassment.

“But you didn’t have a problem getting it up last time, and it’s almost up right now.”

“Well,” Soarin rubbed his hooves awkwardly together, “after you said you wanted to wait, I thought it would be better if I… removed the temptation.”

Rainbow looked at him for a few seconds before letting out a huge sigh and dropping her head, “Why are stallions so stupid,” she said under her breath before looking back to him, “Listen, Soarin, I appreciate the sentiment, I really do, but you kinda screwed us over here.”

“Yea… I kinda realize that now.”

Rainbow let out another sigh and rolled away from Soarin.

“Dash,” Soarin called out, trying to get her to stop.

“Hang on a second,” Dash said as she began to rifle through the picnic basket, “honestly, I didn’t think we'd have to break this out until the fourth round or so.”

Rainbow turned back around and kneeled next to Soarin, a vial in one of her hooves.

“This is a... stamina potion that my zebra friend Zecora made. It should solve our little problem here.”

Soarin sat up, peering at the vial in Dash’s hooves. It wasn’t that big, a mouthful of fluid at the most. The fluid inside was off-white, and had swirls of other colors running through it at random intervals.

“Whats in it?” Soarin asked.

“A bit of this, a bit of that,” Dash said as she swirled it around, “I didn’t really ask, but it’s all natural and safe.”

Soarin pursed his lips and looked at her before reaching out and accepting the vial from her. “You know I never believed in this herbal stuff, right?”

“Just drink the damn thing.” Rainbow replied as she rolled her eyes.

Soarin smirked and turned to the vial in his hooves. He lifted it in front of eyes, swirling it around.

“Yea, definitely not doctor approved.”

“Soarin,” Dash said shortly.

“Fine, fine,” Soarin replied as he uncorked the bottle.

He brought it to his face, “Bottoms up,” and chugged it.

Soarin didn’t react as the warm, thick liquid smoothly slid down his throat.

“Salty,” was his only comment as he placed the vial down next to him.

“Well?” Dash asked, “how does it feel?”

Soarin waited a few seconds, “I feel about the--” he was interrupted when his groin seemed to explode in warmth. Letting out a loud groan as waves of it pulsed through his body. Before his and Dash’s eyes, his cock basically rocketed up, hardening to an extent he hadn't felt in years. He panted heavily as waves of ecstasy started to roll through his body, starting from his groin and radiating outwards. Soarin practically screamed as he felt his cock lurch, a jet of precum squiting from his flared head to splash wetly against his chest.

“Whoa,” Dash said as Soarin’s cock twitched again, another stream of pre jetting out.

“Fuck!” Soarin exclaimed as another pulse shot through his crotch, bordering on pain mixed with pleasure. All the muscles in his lower body clenched, arching his back upwards as a long strangled groan was wrung from him. It seemed as if there was something building up in his groin, almost desperate to be released. The pressure reached a precipice, and with another splash of pre, it exploded outwards.

It felt like a force was pulling on his member and scrotum from every direction. Before his and Rainbow’s eyes, they grew. His cock lengthened dramatically, swelling with new thickness and vigor. His balls inflated in his scrotum, the skin stretching visibly before catching up. Great spurts of sexual fluids liberally coated his chest, turning his fur into a shiny, sticky mess.

“Wow…” Dash said in a small voice, her mouth watering as she took in Soarin’s new endowment.

“Dash, what the fuck was in that?” Soarin asked breathlessly, his chest heaving as he sucked in as much air as he could.

“I’ll tell you later, but for now,” Dash leaned forward and gave him a deep kiss, “lets enjoy your new package.”

With that said, Dash slowly glided down Soarin’s body, nibbling on his tender flesh as she did so. The poor stallion was quickly turned to putty in her hooves as Dash easily began to work him over. Soarin could feel the grin on Rainbow’s face as she finally reached his flared head. She suckled on the tip, collecting the glob of precum that had already appeared.

“Not bad at all,” Dash cooed as she trailed a long lick down Soarin’s thick black shaft. she brought a hoof down to Soarin’s dangling balls. Rainbow could tell the heavy orbs were practically swimming in cum. She shifted again, placing herself in between Soarin’s legs as the stallion watched her eagerly.

Soarin groaned as Rainbow began to bath him with her tongue. The powerful muscle dragging itself up his entire length. The broad muscle covered him in saliva, and when Rainbow did a single lick from the bottom of his scrotum to the tip of his cock he was helpless but to let out a loud groan as his cock twitched lewdly.

Rainbow worked her way down, burying her muzzle in Soarin’s enlarged groin. She inhaled deeply, moaning as his heady musk invaded her senses. The smell was so heavy in the air, Dash was surprised she couldn’t see it. Rainbow leaned back, and for the first time really looked at Soarin’s new endowment.

If he was above average before, now he was positively mare-breaking. Veins pulsed along the entirety of his shaft, visible despite its deep black color. Rainbow moaned as she realised how much this would stretch her. His balls hung low, big enough that it would be a significant effort to fit one in her mouth; a small trade to make for how much cum they would be able to squirt into her later. She brought her hooves forward, lifting Soarin’s member upwards. From her position in his crotch, the shaft towered over her, the sheer size of it causing her marehood to clench. Rainbow moaned as she licked her way up its length Already, streams of Soarin’s precum were liberally flowing down his shaft.

Soarin quivered as Rainbow locked eyes with him, the mare’s sultry smile hovering over his turgid cock. She opened her mouth wide, stretching her lips around his massive head. Her mouth was tight, warm, and unbelievably wet. Her tongue was everywhere, licking every inch of the cock in her mouth. Slowly, Rainbow lowered her head, enveloping more and more of the stallion’s member.

Soarin’s back arched as he unconsciously seeked to bury himself in the wet opening. Every inch of his new shaft was as sensitive, if not more so, than his old one. The sensations of Rainbow’s mouth were flooding his mind with ecstasy. Rainbow slowly but surely suckled more and more of his shaft into her mouth, reveling in the feeling of his thickness spreading her.

Rainbow stopped momentarily when the head of Soarin’s cock bumped against the back of her throat. She locked eyes with Soarin, already the stallion was flushed and breathing heavily. She gave him a wink, shifted her position slightly, and promptly swallowed the rest of his cock in her throat.

Soarin gasped as his entire cock was suddenly enveloped by Rainbow. Her throat rippled around his length. His eyes rolled up in his head as globs of Rainbow’s saliva wet his groin. Rainbow smiled around the dick buried in her mouth, the feeling of turning Soarin incoherent was remarkably fulfilling. She could feel his body writhing underneath her, the shuddering stallion little more than clay in her hooves.

She could feel spurts of precum journeying up the shaft in her mouth being deposited directly in her stomach, the stallion’s heatbeat easily identifiable with the pulses of the veins. Her throat was bulging outwards with the sheer size of the cock in it. She closed her eyes and moaned in bliss as a particularly powerful twitch sent another pulse of warmth down to her stomach. However, despite her wishes that she could remain like that forever, and her considerably stronger than normal lungs, she had to come up for air at some point.

Soarin groaned as Rainbow pulled upwards, his cock being exposed to the cool twilight air. It quickly transformed into a moan when Rainbow swallowed him again, burying her face in his crotch once more. His moan crescendoed when she tongued his balls as well, the combination decimating his self control. Rainbow grabbed his hooves and brought them to her head, moaning in contentment as Soarin instinctually wrapped her mane around them.

She lifted up and down, varying how much cock she let leave her mouth, but swallowing it to the base with every downstroke. Swishing her tongue along the underside, coaxing out as much fluids from the stallion as she could. Soarin’s hips eventually began to lift of the ground when Rainbow pulled away, the stallion almost desperately seeking to bury himself in her mouth. Rainbow smiled as she felt Soarin start using his hooves to push her deeper onto his cock.

Slowly Soarin sped up, humping upward into Rainbow's waiting mouth as instinct began to override reason. Lewd slurping noises emanated from Dash’s mouth as Soarin started to fuck it more then her giving him a head, great dribbles of sex and saliva falling from Dash’s mouth to drench Soarin’s crotch below.

It was too much for Soarin, he hadn't been this aroused in years! His cock literally felt like steel as he buried it in Dash over and over again. Never in his life had he felt as sensitive as he was now. He couldn’t hold back the orgasm building up in his gut as he felt his balls tighten. Dash’s only warning was when Soarin gave a particularly hard thrust into her holding her head down with her lips tight against his crotch, and before she knew it Soarin erupted in her mouth.

It was almost as if this was the first orgasm Soarin ever experienced. His entire existence boiled down the the singular feeling of bliss exploding from his crotch. He could feel the sheer amount of cum erupting from him. The first rope lasted seconds, filling Dash’s stomach with an almost obscene amount of seed. He gave short, jerky thrusts into Dash’s mouth as he felt the second wave of cum racing through his body, leaving with no less degree of force than the first.

He had no idea how long his orgasm lasted, and it felt like he must have cum gallons as rope after rope of his essence was swallowed by Rainbow. The pressure in his loins never seemed to dim as he whinnied with each spurt. Eventually, this new world of pleasure and ecstasy slowly dissipated, leaving him an exhausted panting mess as the last of his cum left him in a few weak spurts. His hooves dropped limply against his sides. all his energy spent.

Finally freed, Rainbow pulled herself off his rapidly softening member, gasping for air. After wiping her mouth with the back of her hoof as she crawled next to Soarin, she gave him an angry look on her face.

“Shit,” Soarin said as he turned his head to look at her, “I didn’t mean to hold you down like that. It just kinda happened.”

Rainbow slugged him in the shoulder, “I’m not mad about that, it was hot as fuck. I’m mad that I really didn’t get to taste any of your spunk! Now I’m going to have to wait for next time.”

Soarin looked at her like she grew two heads.

Rainbow laid back down next to him, resting her head on his shoulder, “Zecora told me that the first orgasm after you drink that is going to be really strong, so don’t expect to get it up again tonight.”

Soarin looked mildly disappointed, “Can I at least return the favor?”

Rainbow gently patted him on the shoulder, “I appreciate the thought, but you’re a bit too wiped right now.”

Soarin smiled tiredly, “Fine, but I’m calling a raincheck, okay?”

They had matching grins on their faces as they leaned towards each other, capturing their partner’s lips in another kiss. Rainbow jumped slightly when Soarin’s hoof brushed against her soaked marehood.

“Someones wet,” he cooed.

Rainbow smirked as she gave Soarin’s ear a small lick.

“I’ll be sure to think of you tonight.”


*****

“Soarin, what the hell happened to your balls?” Fleetfoot asked.

Soarin turned around, leaving his half made sandwich alone on the counter. He turned around to respond to Fleetfoot, who was lounging on the Wonderbolt’s breakroom couch. The couch itself was and old leather thing, with more stains than wrinkles these days. The stains themselves were varied in origin, ranging from dubious to innocent.

“Why are you so curious?” Fire Streak asked, setting his coffee back down on a table, “You weren’t fucking him the last time I checked.”

“Fleetfoot, that’s kind off a weird question to ask right out of the blue,” Soarin replied, not reacting to Fire Streak.

Being her brash and headstrong self, Fleetfoot didn’t even have the courtesy to blush as both of the stallions stared at her, “Listen, Soarin, its not like we haven’t seen each others crotches before, we only have one locker room after all. And I sure as Tartarus don’t remember you’re balls being that big.”

Soarin shrugged, “I’ve been trying out this new herbal supplement, been doing wonders for me.”

“Yea, I’m sure your new marefriend is enjoying them too,” Fleetfoot snarked as she rolled her eyes.

“You gotta get me some of those,” Rapidfire commented, “and now that Fleet has mentioned it, you’re balls do look rather impressive today if I can say so myself.”

Soarin exasperatedly sighed, “Don’t tell me you’re looking at my balls too, its not that big a deal.”

“Soarin,” Rapid said simply, “I’m gay. You’re hot. Do the math.”

Soarin rolled his eyes at his teammates antics before turning back to his half-made sandwich, “I’ll see if I can get some more Rapid. And to answer your unspoken question, no I am not going to let you take a closer look.”

“Awwww…” came the predicted response.

Nonetheless, after working on his sandwich for a few moments he felt two gazes aimed at his crotch. He sighed; sometimes dealing with teammates was hard work.

Date Three

View Online

Soarin stood on Dash’s doorstep, checking himself over one last time to ensure he was properly presentable. Dash had invited him to her house for dinner, telling him it was a casual thing so there was no need to dress up. Nonetheless, he had carefully showered and combed out his mane to make sure he looked as presentable as possible.

In hindsight, he did look pretty good. When he was looking in the mirror, he noticed that what little wrinkles he had seemed to be fading, and his mane definitely seemed fuller than it normally was nowadays. Maybe there was something invigorating in these younger mares.

After taking one more breath for confidence, he knocked on the door.

There was silence for a few moments before Soarin heard Rainbows voice from inside. He couldn’t tell what she was saying, but it was obvious enough that she wasn’t addressing him. There was some scrambling noises inside, and then all was quiet. Soarin stood there, not quite knowing what to do for a few seconds before the door was pulled open.

Dash stood there, wearing a pink apron, a smudge of flour across her nose, and a nervous smile on her face.

“Wassup?” she asked, trying to appear much more casual than she was acting.

Soarin cocked an eyebrow, but chose not to call her out.

“Can I come in?” he asked.

“Ohh… uhh… sure!” Dash replied, a nervous hitch in her voice.

She stepped to the side, allowing Soarin entry into her house. The stallion took a quick look around and all in all, it was a rather impressive foyer, with a high vaulted ceiling and decorations fitting with the motif of Cloudsdale. It really was as if Rainbow had detached part of the city and brought it down to Ponyville, which on second thought is probably exactly what she did. He wiped his hooves on the welcome mat and turned around, Dash closing the door behind him.

“So uhh... how are you?” she asked.

“Pretty good,” Soarin hesitantly replied, “is everything okay?”

Dash nodded a bit too eagerly,

“Yea! Just cooking dinner… all by myself.”

Soarin felt his eyebrow cock upwards again, what was Dash doing?

“Well, I can’t wait. Is there a place I should wait or something?”

Rainbow nodded, “Yea, over in the living room, its just down that hallway on the right.”

“Cool,” Soarin replied, but just as he started to make his way down the hall Dash called out from behind him.

“Wait! Umm… why don’t you just wait in the kitchen with me. No sense in leaving you all alone, right?”

“Sure?” Soarin replied, still trying to figure out what was going on with Dash, “Well, lead the way then.”

Dash nodded as she started walking through her house to her kitchen, Soarin following behind her. He looked at the pictures that Dash had hung from her walls, noting she had a rather impressive amount of them. Some consisted of her at various flying events and tourist destinations, but the majority were of her friends.

There was one of her pink friends winning some baking award, her white unicorn friend at some fashion event. The first one to really draw his eye was of Dash and Applejack, the duo had one leg around the other’s shoulders, cocky smirks on their faces, and Applejack had her hat pulled slightly down over her eyes. They were sweaty, and their faces were flushed, obviously they had just finished an athletic competition of some sort.

Soarin couldn’t help but smile; this house truly was Dash personified. Majestic and beautiful on the outside, but truly a big softie on the in.

“Well, take a seat,” Dash said as she entered the kitchen, gesturing towards an empty chair.

“Thanks,” Soarin replied as he took the offered seat, “so what’s for dinner?”

“Just some simple vegetable stew,” Rainbow replied, her voice still slightly strained, “I’m sorry to make you wait but uhh.. I got started on this a bit later than I wanted to.”

“Not a problem Dash,” Soarin replied.

The two of them quickly fell into a slightly awkward silence, with Dash simply standing there as the pot simmered away on the stove. Dash turned around and lifted the lid off, stirring it a few times before replacing the lid. She leaned downwards and pulled open the oven, where a simple apple-based dessert was baking.

“It should be ready,” Dash finally said, “dessert will be finished when we’re done eating so we can have it fresh from the oven.”

Soarin smiled, whatever Dash was cooking certainly smelled delicious.

“Well, it seems amazing, Dash. Would you like some help setting the table?”

Rainbow nodded her head, “yea you do that, and I’ll bring this out.”

So it went, and in short order the two of them were sitting opposite each other in Rainbow’s dining room. Rainbow had quickly gone upstairs and fixed herself up a bit, and even with the small amount of work she was able to do she looked positively divine.
.

“Listen, Soarin,” Rainbow said as they began to eat, “I want this to be a nice romantic dinner, okay? We’re going to go upstairs and fuck after this, but lets not ruin dinner, okay?”

Soarin almost choked on his food, but managed to nod an affirmative.

The dinner started out nice enough, with small talk and banter as they ate their food. However, slowly but surely, their paced increased. The promise of what is coming after dinner was too much for either of them to want to wait. It eventually escalated into both of them shoving the last of their portions down their throats.

Finally, their bowls were empty, and they locked eyes across the table. For a split second they stared at each other, before Rainbow launched herself away from the table. Soarin hot on her heels as she rushed upstairs to her bedroom.

******

Rainbow yelped as Soarin tackled her onto her bed, the cloud mattress barely allowing them to bounce. Immediately they sought out each other’s lips, mashing them together as their hooves roamed about the other’s body. Lewd moans and slurping noises sounded from them as they explored the other, reveling in the feeling of the other being pressed against them. Thier lips smacked together as their tongues rolled from one mouth to the other, almost attacking the other in their ferocity.

As much as Soarin thought of himself as a gentlecolt, the first place his hooves went was Rainbow’s ass, the supple flesh too much of a temptation for him to resist. Rainbow let out a low moan as Soarin’s hooves began to massage her cutie marks, roughly groping her in a move almost uncharacteristic for the stallion. Soarin could feel Rainbow’s plot molding around his hooves, already the thick scent of arousal was beginning to flood the room.

Soarin pulled away, a thick strand of saliva connecting them as he attached his mouth to Rainbow’s neck. The mare mewed as he began to suckle on her sensitive skin, leaving little lovebites as he began to work his way downwards.

“Soarin.” Rainbow moaned out as she felt his engorged shaft make its appearance, the turgid flesh pressing into her crotch. The stallion head reached midway down her chest by now, burying his snout in her fur as he marked her skin. Helpless but to gasp and writhe as he continued to nibble and suckle his way downwards. Rainbow sucked in her breath, biting her bottom lip when Soarin’s warm breath washed over her teats.

“What do we have here?” Soarin cooed, his mouth hovering right over one of her nipples. He chuckled slightly when Rainbow arched her back, doing her best to press herself into him.

After watching her squirm for a few moments he relented and suckled her nipple into his mouth. Immediately Dash let out a loud moan, her hooves pressing against the back of his head as he gently sucked on the pebbled mound. He brought his other hoof up and began to tease her nether lips, already thoroughly covered in her feminine juices.

Rainbow was helpless as Soarin skillfully teased her, waves of pleasure already coursing through her. She could feel her crotch already growing damp, her inner walls clenching as they tried to milk a nonexistent cock. Small breathy moans escaped her lips when Soarin switched to the other nipple, the one he left thoroughly covered in his saliva. Soarin smiled around the nipple in his mouth, gently biting down as Dash squirmed beneath him. As much as he enjoyed seeing Dash like this, Soarin popped the nipple out of his mouth, and made the final journey to Rainbow’s dripping core.

For a brief moment he pulled away so he could truly take in Rainbow’s nethers, and what a sight they were. The cyan fur around her slit was already thoroughly soaked, highlighting the bright pink of her cunny. Rivulets of her juices ran down her crotch, covering her pert rosebud in a sheen of sex, before running to the bed below. He could feel Rainbow’s hooves trying to direct his head downwards, but he ignored her. Instead planting his lips on the inside of one of her thighs and kissing his way downwards. At this distance, Rainbow’s scent, something spicy and tangy, was thick in the air.

“Soarin…” Rainbow said again, her voice thick with need, “Stop teasing.”

The stallion brought his mouth inches away from Dash’s slit, her clit already beginning to poke out, “Whatever you want, Dashie.” His warm breath washing against her clit drew another needy moan from her, a fresh stream of her juices running from her core.

Rainbow practically screamed when Soarin drew a single long lick from her rosebud to her clit, making sure to press as much of his tongue against her as he could. Immediately he did it again, causing Rainbow to bite her foreleg to stifle her screech of pleasure. Nonetheless she wrapped her legs around Soarin, desperately holding him to her dripping core. He suckled her nether lips into his mouth, sucking on them as he brought his hooves back to her plot.

“More… please,” Rainbow mewed out, her entire body quaking as pleasure raced through it.

Rainbow couldn’t do anything but moan deliriously as Soarin’s tongue lanced into her, the lithe powerful muscle spearing its way into her core. She could feel it pressing against her inner walls, moving in ways no cock ever could as it wrung moan after moan from her. Soarin pulled his tongue back and thrust it back inside, fucking her with it as she squirmed wildly. His hooves pressed into her plot, simultaneously holding her still and groping her.

Soarin pulled back, suckling her now protruding clit into his mouth and Rainbow saw stars. What seemed like tsunamis of pleasure crashed through her body as her orgasm exploded into existence. She felt herself humping upwards, holding Soarin to her as she squirted all over him. Soarin plunged his tongue back inside her, thrusting it in and out to prolong her orgasm. Rainbow had no idea how long he kept her like that, but it was long enough for her voice to grow hoarse as she screamed and screamed and screamed.

Eventually, after what seemed like eternity, Soarin pulled away from her writhing body, Rainbow still mewling as aftershocks continued to rock her body, smaller and smaller spurts of her marecum erupting from her. Her body writhed sensuously as the last bursts of pleasure radiated through her.

“Wow…” Rainbow said, her voice quiet as she finally stilled, “you know what you’re doing.”

Soarin smiled as he gently maneuvered her over to her back, Dash’s legs spread wide around him as he pressed their crotches together.

“I picked up a few things over the years,” Soarin answered.

Rainbow gave him a smile as she began to regain her faculties, finally realizing what was staring her directly in the face.

Soarin’s new cock, the positively massive mare-breaker, was laid against her chest, his balls pressed against her marehood. She could see his heartbeat, the veins dotting its entirety and pulsing with every beat. Already it was oozing precum in a steady stream, pooling on her chest. Smirking, the stallion pulled back, grinding his shaft against Rainbow’s netherlips, leaving a trail of precum along her chest.

“Ohhh…” Rainbow moaned as his medial ring rolled over her clit, “do that again.”

Obliging her request, Soarin pushed forward, leaving a shiny streak of fresh precum behind, not stopping until his balls were once again pressed into her marehood. He could feel the fresh marecum covering his sack, splattering wetly. Rainbow shifted slightly, and pressed her thighs together, trapping his member in between them.

“Keep doing it.”

Shrugging, Soarin did so, groaning as he pulled his length through the channel created by Rainbow’s thighs. He could feel her soaked marehood on the underside of his member, already fresh marecum dripping from it. Having Rainbow’s thighs wrapped around his member was certainly a new experience. Her fur was thoroughly soaked by both her marecum and his pre, and his muscles tightened and loosened as the mare shifted beneath him. All in all, it wasn’t entirely unpleasant, Rainbow’s soft fur was definitely a novel feeling.

Soarin pulled back and thrust forward again, taking care to press downwards into Rainbow’s marehood. The mare let out a small yelp and humped upwards, doing her best to grind herself on Soarin’s cock. He started up a slow pace to start with, trying to get used to these new sensations, grunting each time his sack impacted Rainbow’s crotch.

It was obvious that Rainbow took care of her coat, it felt like silk against his cock as he pumped back and forth. The velvety texture gripping his length in a way a marehood never could. Rainbow smirked as she saw Soarin’s face begin to contort in pleasure, his humping beginning to come faster and faster.

Smirking, she tightened her muscles, grasping Soarin’s cock in a death grip as the stallion groaned. Almost immediately afterwards she loosened her muscles, and Soarin practically fell when the resistance gave away, a spurt of precum splashing wetly against her chin. Rainbow was unable to stop herself from smiling victoriously.

She began to randomly tighten and loosen her muscles, sometimes both legs, sometimes only one. Essentially massaging Soarin’s cock, causing the stallion to groan continuously as he humped the mare.

“Imagine how good its going to feel when you bury this monster inside of me,” Rainbow said, her voice shaking with Soarin’s thrusts, “pumping me full of your cum, yea, I’m going to drain every last bit of cum from you tonight.”

Soarin groaned in response to Rainbow’s words, his thrusts becoming more and more erratic.

“Would you like that? huh?”

Rainbow tightened her thighs, so much so that Soarin’s thrust was halted in place, “would you like that?”

“Yes!” Soarin practically shouted, his length twitching lewdly as spurts of pre painted Rainbow’s chest.

Smirking, Rainbow loosened her thighs, and immediately Soarin started thrusting again. His face was screwed shut, his breath coming in pants, sweat forming on his brow as he desperately began to seek his orgasm. Rainbow could feel it forming in his balls when they impacted her flank, drawing up against him as they readied to unleash their load. Soarin’s thrusts were coming slower now, in short jerky thrusts as his cockhead flared.

With a final thrust, he erupted.

Soarin almost roared as the first rope of cum blasted from his urethra, the thick white strand blasting against Rainbow’s face. It was an obscene amount, far more than he ever came before in his life, lasting a couple seconds and completely covering Dash’s chin and chest.

Dash tilted her head downwards in time for the second rope, opening her mouth wide as the jet of jism flew towards her. It was hopeless to catch all of it, her mouth was filled so quickly she barely had time to swallow before the rest of it blanketed her face. The thick fluid sticking to her fur.

A fresh groan sounded from his mouth as his eyes screwed tight, his face locked in a vision of ecstasy as stream after stream of cum jetted from his cock. He had no idea how long it lasted, but he could feel the massive pressure in his balls being released bit by bit.

By the end of it, both of them were panting messes, thoroughly covered in cum. The entirety of Rainbow’s upper body seemed to be covered in it, her cyan fur dyed a creamy white. Her eyes were sealed shut, pools of it forming over her eyelids. Already her stomach was full with the amount of it she had managed to swallow. After some amount of time had passed, Rainbow brought her hooves to her eyes and wiped away the cum, it proving to be much more of an effort than she originally thought.

Eventually, she managed to free her eyes, and slowly opened them to see a flushed, panting Soarin sitting over her, staring down at her in shock.

“What the…” he said slowly, “how?”

“Best! Potion! Ever!” Rainbow practically yelled, flinging a few drops of cum into the air, and in the most erotic display Soarin had ever seen, began to enthusiastically feed his cum to herself. Her hooves eagerly scraping up loads of his cum and depositing them into her open mouth. In no time at all she was clean, licking the last remnants of his cum off of her hoof. The last morsels finally consumed, Dash relaxed with a contented groan, a dopey smile on her face.

Dash didn’t react as Soarin moved his still rock-hard cock downwards, the stallion once again feeling a haze of lust descend over his mind. Finally, after having to shift his hips back quite a bit, the flared head of his member was resting against Dash’s petite nether lips, still soaked in their combined juices. This stirred Rainbow back into action, the mare smirking as she wrapped her legs around Soarin’s waist.

“Fuck me,” she said simply.

Not one to make her wait, Soarin pushed his hips forward, and with a bit of effort, the head of his member forced its way into her tight snatch. Soarin groaned as the crushing tightness of Dash’s marehood surrounded the tip of his cock, fresh rivulets of her juices running down his length, Dash answering his groan with one of her own. He shifted his hooves, and thrust forward once again, grunting in surprise as, despite Dash’s tightness, easily buried himself to the hilt in her marehood.

Dash almost screamed as she was suddenly penetrated to her very core, a visible bulge appearing on her abdomen. The feeling of being stretched and filled by such a massive dick was mind-breaking, her tongue lolling out of her mouth as her entire body was stretched taut.

Soarin’s mind went blank as he was suddenly assaulted by an inconceivable amount of pleasure. The sheer ecstasy of being hilted in Dash’s clenching marehood was something he could never have dreamed of. Her inner muscles were rippling along the entirety of his length, and small spurts of her mare juices splashed wetly against his crotch as Soarin stared at the outline of his cock on Dash’s body.

He pulled back, watching as it slowly disappeared as more and more of his length emerged from Dash’s cunny, thoroughly drenched in her mare juices. He continued until he couldn’t pull back anymore, a decent amount of his cock still buried inside. Rainbow moaned as she felt Soarin’s length leave her, shifting her hips in a desperate attempt to keep it inside a little longer. Soarin thrust back inside, mercilessly forcing his way forward until his groin impacted wetly against Rainbow’s.

Dash’s back arched as she was suddenly filled once again, her hooves scrabbling against Soarin’s chest as she screamed out her pleasure. She could feel Soarin’s heartbeat through the gigantic member buried in her, beating out a fast staccato rhythm as it played havoc with her insides. She could feel her clit resting against the top of Soarin’s member, sending lancing bolts of pleasure up her spine at random intervals.

Soarin held himself inside Rainbow once again, reveling in the sensations of the mare’s inner muscles writhing around him. He stirred his hips around, grinding his cock into Dash’s inner walls, wringing fresh moans from the helpless mare. He could feel Dash’s tail twitching beneath his crotch, the stringy fibers brushing against his balls.

Dash could feel spurts of Soarin’s precum flood her snatch, his flared head sealing it inside her as Soarin held himself buried in her. Soarin let out a small groan as he leaned down on her, chest to chest, his flushed face inches above hers as they both struggled to come back to their senses. She leaned upwards, capturing Soarin’s lips with hers, shoving her tongue into his mouth in a clumsy attempt at a kiss.

Soarin responded instantly, his tongue lazily dancing with Rainbow’s as he once again pulled out of her. A rush of his and Dash’s combined juices followed his exit, covering both their groins and the sheets below in a fresh sheen of sex. He thrust back inside, plowing through Dash’s willing body with the force of a freight train before his groan slapped wetly against Dash’s.

He didn’t pause this time, almost immediately pulling back before pumping back inside, barely giving Dash time to breath before she was suddenly filled with his member. Her entire body jolted slightly with the impact, sending her plot into a fit of jiggles.Soarin quickly built up a steady pace, breaking the kiss with Dash as the mare quickly became too incoherent to continue it. Soarin brought his hooves forward, planting them by Dash’s head in order to get better leverage.

Rainbow immediately felt the difference, Soarin’s crotch was slamming into hers hard enough for her to see stars. Her tongue lolled out of her mouth, dangling uselessly as her body was rocked back and forth. Shameless, lewd moans and half formed words sounded from her mouth in a near constant stream, crescendoing with each of Soarin’s thrusts.

Soarin himself was grunting with each thrust, his breath coming in ragged pants as he fucked the mare below him. He could feel Rainbow’s inner muscles clamping down and rippling around his length, milking his cock for all it was worth. It was the tightest cunt he’d ever had, at times it would tighten up so much that he almost couldn’t thrust, but it never quite hit that level. Giving Soarin the most exquisite fuck he had ever experienced.

They fucked at a brutal pace. Their crotches slamming together in wet slaps and they undulated against one another. Soarin’s balls swung lewdly in the air, perspiration and sexual juices flinging off in great droplets. Rainbow’s forehooves wrapped around Soarin, holding him to her in an almost desperate grasp.

Rainbow began to mindlessly hump her hips upwards, moving them with Soarin’s in a base attempt to get him inside her faster. Electric tingles were racing up and down her spine as Soarin continued to spread her over and over again, her rearhooves twitching in the air as she writhed beneath the athletic stallion.

He fucked Dash for what seemed like forever, hilting himself again and again in the nubile mare. He didn’t know when, but at some point Dash had begun to cum, her entire body quaking as it experienced an unparalleled amount of bliss. Her eyes rolled back in her head, thick spurts of her marecum squirting from her as pulses of ecstasy exploded through her. Soarin looked down in shock, his thrusts coming to a stop as Dash seemed to pass out, going limp beneath him as she let out a final, pleasured sigh.

Soarin looked down at Dash with a mild expression of shock. He had never seen a mare cum so hard in his life, and was left wondering if he had inadvertently killed his marefriend. His fears were calmed once Dash stirred beneath him, her eyes blearily blinking open in an unfocused stare.

“Dash?” he asked.

Rainbow’s eyes immediately cleared, and she leveled him with one of the most intense stares he had ever seen. He yelped as Dash suddenly pushed him, sending him flying backwards, his length slipping out of her with a wet schlick. He landed on his back with a soft grunt, his head and upper back leaning on the headboard. Dash quickly moved and straddled him, her back to his face. She sat down on his cock, pressing it against Soarin’s chest and sandwiching it in between her voluptuous butt cheeks.

Soarin was transfixed by the sight, even with his new endowment Dash’s butt cheeks were able to envelope him, leaving only the length of his member that was simply too long for Dash to cover exposed. His member was positively drenched in Rainbow’s marecum and his precum, along with his and Rainbow’s crotches. His flared head pointed at him almost angrily, rivulets of precum running from his urethra.

“That’s the hardest I’ve came ever,” Dash said as she began to grind her marehood along Soarin’s member, causing both of them to let out matching groans.

“I’m going to ride you, Soarin,” Dash said matter of factly, “I’m going to ride you until neither of us will walk straight in the morning.”

She grinded along his length for a few more moments before lifting herself up. She reached between her legs with a hoof and lifted Soarin’s cock up until it stood tall under her marehood. Dash gave him a small smirk from between her legs before lowering herself down.

Rainbow paused slightly when her cunt lips started to spread around him, but as soon as his head popped into her she sat down hard, slamming her plot into Soarin’s stomach with a sloppy sounding impact. Both him and Dash moaned loudly as their sexes joined together once again.

Soarin groaned as Rainbow leaned back slightly, rubbing her hooves along the bulge in her stomach. He could feel the pressure her hooves were making all along his length, combining with the feeling of her inner muscles milking him in a heady combination.

“Best… potion… ever,” Dash said again, her voice low and breathy.

Rainbow leaned forward, causing her cutie marks to stretch over her plot in an absolutely divine way. She planted her hooves on Soarin’s knees and lifted herself up, releasing Soarin’s freshly-soaked member from her depths. Soarin groaned as her inner muscles clamped down on him, as if they were desperate to keep him inside. She rose only halfway up his cock, stopping when his medial ring was just outside her nether lips before plunging herself back down, sheathing Soarin entirely inside her.

She didn’t pause, almost immediately rising once again before plunging back down. Rainbow wasn’t taking her time right now, almost immediately setting up a ferocious pace. Slamming her hips down into Soarin’s, doing her best to fuck him into the bed as she rode up and down. She was unable to stop herself from shamelessly moaning as Soarin’s massive cock pierced her core again and again. Soarin was in the same boat as Dash, a near constant stream of loud groans emanating from him.

Dash’s plot was little more than a cyan blur as her pace increased. Smashing herself down on Soarin’s member in an almost desperate attempt to get him deeper into her. Her tail lashed widely about, swishing against Soarin’s chest as she continued to bounce up and down. Her eyes were screwed shut as the sheer ecstasy of what she was doing coursed through her.

Rainbow gradually increased how far she lifted herself up until only the head of Soarin’s member was in her before letting herself drop. She reveled in the way Soarin’s cock spread her open as she plunged downwards, ramming itself through her body with every hump. The feeling of his flared head and medial ring scraping against her sensitive inner walls was positively mind-breaking. She managed to become coherent enough to change her riding technique for a split second.

Soarin groaned when Dash began to ride in circles, swirling his cock inside her. The new sensations wringing fresh sets of moans from the duo. She varied the size of her circles, going from long drawn-out swings of her hips, to small ones, designed to grind Soarin’s cock against a specific spot inside of her.

The display of sexual prowess was awe-inspiring, Soarin could count the number of mares that could ride a dick like Dash could on his hooves. Everything from her grasping insides, swaying hips, jiggling plot, and the little mewling noises she made when she hit a particularly sensitive spot made Dash seem more and more like a sex goddess.

Soarin’s eyes were locked on their intertwined sexes, transfixed by the sight of his thick member disappearing into Dash over and over again. Her flailing tail proved to be a nuisance, the coarse fibers brushing against his face proving too distracting to be allowed to continue. He reached a hoof forward and grabbed Dash’s tail, wrapping it around his leg a few times before giving it a harsh yank.

Immediately Dash slammed herself down, a loud wail escaping from her throat as a primal part of her brain exploded with the sensation. Soarin grasped each of Dash’s ass cheeks, lewdly groping the supple flesh as he lifted her upwards.

Mindlessly, Dash obeyed, raising herself up with Soarin’s help, her brain too overwhelmed in pleasure to think straight. When Soarin directed her downwards, she did so, moaning as Soarin shamelessly used her body. He pumped Dash up and down his shaft, the mare too far gone to do anything else.

“I’m going to cum,” Soarin finally groaned out, his words hoarse and coming in between pants and groans.

Dash mewled piteously, the very thought of being pumped full of semen causing her to let loose a fresh spurt of her marecum.

Soarin let go of her plot, reaching downwards to her chest and pulling her backwards so her back was resting against his chest, Rainbow barely noticing the change as ecstasy flooded through her. He grabbed ahold of her rear legs, using them as leverage as he began to thrust up into her, selfishly seeking his own orgasm. He couldn’t last long at this point. He could practically feel the cum swimming in his balls. Pressure building in his groin as his orgasm barreled towards him.

With a final few, jerky thrusts, he erupted.

Rainbow screamed when the first jet of Soarin’s cum hosed down her insides. Her entire mind shattered, swept aside by a tsunami of pleasure as she felt her womb being pumped full of spunk. She had no idea how long the first stream of cum lasted, but it was far more than enough to fill her completely. Delirious, erratic moans escaped her, her eyes rolling into her head as the second rope blasted into her, Soarin’s flared head sealing the cum inside her, causing her stomach to bloat as the sheer volume of cum forced its way into her.

Soarin lost all sense of being as his orgasm exploded through him. He could feel a near constant stream of spunk being hosed into Dash by his cock. What felt like gallons were being pumped into her as his entire body tightened in the effort to force more and more into her. Dash’s expanding belly quickly made itself known, pressing against Soarin’s arms as Soarin continued to cum. The two of them clung to one another amidst their orgasmic bliss. Both of them doing their best to survive the onslaught.

Eventually, Dash’s body reached its capacity, simply unable to expand anymore. The flared head of Soarin’s cock was unable to hold back the pressure as the next rope of cum streamed into her. A fresh scream exploded from Dash’s throat as a veritable tidal wave of semen flooded through her marehood. The river of cum spread Rainbow’s nether lips even more as it coursed over their crotches, quickly turning them white.

It felt like their orgasms would last forever, but what goes up must eventually come down, and after what seemed like hours, their orgasm finally ended. Leaving two masses of sex-covered flesh that used to be ponies in their wake.

Rainbow and Soarin laid there, both of them trying to reassemble their minds in the aftermath. Rainbow’s stomach was wobbling with every breath, the mare’s legs twitching as the last of the aftershocks made their way through her. Soarin’s softening cock eventually unsealed Rainbow’s womb, and a fresh stream of semen flooded out of her, the stream carrying Soarin’s cock out of her with a soft plop. Her stomach slowly deflated until it was almost normal, her cervix still holding a sizable amount of Soarin’s load inside her.

After a couple minutes, or hours, neither of them knew, Rainbow rolled off of Soarin, falling limply to the bed beside him. She shuffled around, spinning herself so she was face to face with Soarin.

“That… was… amazing,” she said slowly.

“Yea...” Soarin replied, “but we have to clean ourselves up, we’re a mess.”

Dash’s eyebrows furrowed in confusion and she looked over herself before a small blush appeared on her face.

The two of them were covered in a mixture of sex and sweat, their fur soaked in it, and their manes plastered to their faces with it. Soarin’s cum was still covering their crotches and legs in a white sheen, and the bedsheets were beyond saving at this point.

“Oh…” Dash replied.

Soarin chuckled, but fell silent as he heard a faint scrabbling of hooves outside the bedroom door. He sat up and turned to Dash.

“Is there anyone else here?”

“No!” Dash replied before swiftly getting up and pulling Soarin towards the bathroom, “come on, lets shower so we can get to bed.

Soarin thought for a moment and then let himself be guided away, it probably wasn’t anything, just the house settling or something like that. Either way, his marefriend was pulling him into the bathroom for a shower, and that always takes precedence.

Date Three: The Morning After

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It was late morning when Soarin finally woke up, his years in the Wonderbolts almost screaming at him to get his plot out of bed. However he didn’t want to, his muzzle was happily buried in Dash’s mane, the smell of fresh rain gently filling his nostrils. The smaller mare was happily curled up chest-to-chest with him, their wings wrapping each other in a feathery cocoon as the rest of their limbs intertwined in a haphazard embrace. Soarin couldn’t help but smile as Dash shifted in her sleep, pulling herself tighter to him as she let out happy little murmurs.

“How lucky can a stallion be?” Soarin asked himself. Surely Celestia herself was smiling down on Soarin at this moment.

He burrowed his muzzle deeper into her mane, inhaling deep in order to cement her smell in his memory. Rainbow had a surprising amount of feminine beauty care products in her shower. while not as much as a fashion model, it was certainly more than he expected. Regardless, he had a fun time lathering up her fur, the feeling of her plot molding around his hooves was definitely something he would never tire of. Rainbow had commented much the same when washing him. They hadn’t gone another round however, both of them were too wiped out for it.

Soarin wasn’t disappointed however, the sex they did have was easily the best in his life, and there was plenty more to come later.

So, after showering, they returned to the bedroom and changed the sheets, which were beyond saving at this point. It would take a small miracle to return them back to prime condition from the horror they had put them through. Dash had made a comment to ask her unicorn friend to cast a few heavy-duty preservation spells on her other sets for future use. All in all, they barely needed them to be honest, the combination of Rainbow’s cloud bed and their cuddling meant that they were plenty comfortable.

Soarin pulled Dash tighter to him, in the hopes that her steadily snoozing form would, in some way, lure his own back to sleep. It was a futile effort however, and fifteen minutes later he was still laying there, not even slightly drowsy. He sighed as he began to extricate himself from Dash’s grasp, something the unconscious mare did not want to do. It took another couple of minutes, but eventually he managed to do it, substituting his body for a pillow which Dash happily cuddled into, murmuring her content as she snuggled into it. Taking one last look at the mare on the bed, Soarin turned around and quietly made his way out of her bedroom. It wasn’t really difficult though, Dash’s house being made out of cloud and all.

After making his way downstairs he swiftly headed towards the kitchen, he was sure Dash waking up to a breakfast would put a smile on her face. Whistling a small tune, he opened the fridge, taking stock of what Dash had on hoof. Her fridge was surprisingly well stocked, and most of the ingredients appeared fresh. He pulled out a fresh apple, rubbing it against his coat a few times before taking a bite. His eyes opened wide as the flavor exploded in his mouth, rivulets of apple juice running down his chin.

“Thats a good apple,” he said to himself.

A murmur of agreement floated into the kitchen, causing Soarin to perk his ears up as he looked around.

“Anyone there? Dash?” Soarin asked as he spun around, trying to find the source of the voice. When no answer came, he thought to himself for a few moments and then shrugged, maybe he was more out of it then he thought.

Once again whistling a jaunty tune, he searched around Dash’s kitchen for ingredients, hoping that there was something simple that he could cook. It didn’t take him long to assemble the few basic supplies needed for waffles. Thankful that his bachelor lifestyle had given him the rudimentary cooking skills needed to keep himself fed, he set about preparing the kitchen for breakfast. Heating the pan, cutting some fruit, setting the table etc. In short order he had a respectable spread prepared, not a bad thing to be woken up to if he said so himself.

Still whistling, he made his way back through the living room. He was almost through it when a flicker of movement caught his eye. He turned and scanned the room, trying to find anything out of place. But as best as he could tell, there wasn’t anything glaringly different. Soarin pursed his lips, becoming more and more convinced that he wasn’t going crazy and there was in fact another pony in the house. He stayed still, waiting patiently to see if another sign would present itself.

His waiting paid off when the sounds of a shifting body drifted over from the couch. Soarin quickly trotted over, ready to give whoever this was a piece of his mind. His shout died on his lips however, when he caught sight of the pony who was happily snoozing away on Dash’s couch.

Orange fur, blonde mane, with a cow pony hat covering her face was Rainbow’s friend: Applejack, laying on her back. Soarin’s brow furrowed as he took in her disheveled appearance. A thick musky smell clung to her, and the fur near her crotch was particularly unkempt.

Oh. Thats what that smell was.

“Rainbow!” Soarin shouted towards the stairs, “I think one of your friends decided to stay the night!”

******

“So let me get this straight,” Soarin said around a mouthful of waffle, “Dash didn’t know how to cook, so she came to you for help?”

“Eyup,” Applejack replied as she scooped up a fresh strawberry, “Shoulda seen her coming barreling into the farmhouse. You woulda thought the sky was falling with all the commotion she was making.”

Soarin couldn’t stop a smirk from forming on his face as he turned to look at Dash. The poor mare was blushing furiously and looking pointedly down at her plate. She was fidgeting in her seat as her wings twitched, obviously embarrassed.

“Rainbow…” Soarin said as he reached over and gave her a one-armed hug, “thats adorable!”

He felt Rainbow murmur a slightly angry response into his shoulder.

“So she carried me up here and we got started on dinner a bit late. Then you showed up and Dashie here was all ‘he can’t see you! He thinks I’m cooking this by myself!’,” Applejack chuckled, “I tried to tell her it wouldn’t matter much, but she wouldn’t have any of it.”

Soarin sighed as he felt his heart melt at Rainbow’s antics.

“Dash,” he said as he pulled her closer to him, wrapping his second arm around her, “I don’t care that you don’t know how to cook.”

“Its just… you took me to that amazing restaurant and I didn’t want to disappoint you.”

He planted a small kiss on her forehead as she finished mumbling her response into his chest.

“It would take a lot more from you than asking a friend for help to disappoint me Dash,” Soarin replied.

“Well aren’t you two just adorable,” Applejack said with a smirk.

Rainbow pulled herself away from Soarin’s chest and shot the cowpony a small glare.

“Oh, don’t act like you’re not jealous. I heard you outside our room last night, you wish you were in there with us don’t you?”

Applejack’s mouth dropped open as a roaring blush invaded her features, rapidly attempting to make a response as she sputtered uselessly.

“Well its not my fault y’all were so loud! Coulda woke the dead with the racket.”

“Like you wouldn’t be screaming your head off if you had his cock shoved up your cunt!”

“Rainbow!” Both Soarin and Applejack exclaimed, shock at the mares sudden vulgarity.

“What!?” Dash replied, “its true!”

“Well, yea but-” Soarin started to reply before he was cut off by Applejack.

“Look at you getting all confident. I think I could handle you just fine, Dashie here just enjoys losing control like she did last night.”

“As if! Soarin could fuck you into the ground!” Rainbow retorted.

“Girls!” Soarin shouted as the two of them started to descend into an argument. He was ignored, and it rapidly shifted from discussing his sexual prowess to which of the two was a better lay, and then who had the better plot, and it just kept snowballing from there. Soarin was left shaking his head in disbelief, wondering if all the younger mares were like this nowadays, or if these two were just crazy. Eventually Soarin decided that this really wasn’t proper breakfast discussion, and he cleared his throat.

“Dash, as much as I appreciate you calling my dick a ‘pillar of male virility’ and you agreeing Applejack, there are better places to discuss this than here.”

To their credit, both Applejack and Rainbow had the decency to blush as they realized what they had descended to.

“Now, as much as I want to stay longer, I have practice to get to, so i hope we can have a nice pleasant breakfast before I have to leave.”

“Fine,” both of them replied.

“But I still have a better plot,” Rainbow added.

Soarin sighed.

***

Eventually, they managed to finish breakfast without any more shenanigans, which Soarin was pretty thankful for.

“Soarin,” Dash said as she began to pick up the plates, “would you mind carrying Applejack back to the ground? I’m gonna clean this up.

The stallion glanced towards Applejack, who gave him a shrug, “I don’t got a problem with it.”

“Alrighty then,” Soarin said as he lead her back to the front door,

“How do you want to do this?” Soarin asked as they stepped outside, “I could carry you or you could get on my back.”

Applejack shrugged, “I would rather get on your back if you have no problem with it.”

Soarin shook his head before lowering himself, “climb on.”

Applejack smiled as she stepped up to him, “Well don’t mind if I do.”

Soarin waited patiently as Applejack straddled his back, the farmer carefully stepping over him before lowering herself so her chest was on his back. She wrapped her forelegs around Soarin’s neck as he stood up, holding herself to him as tight as possible.

“You ready?” Soarin asked, doing his best not to let the feeling of the mare’s muscular body draped over his own get to his head. It wasn’t easy, especially with how she had been enthusiastically proclaiming its virtues over the breakfast table minutes before. And she was right, she certainly had an impressive physique, and having her definitively female crotch being pressed into his back certainly didn’t make it easier.

“Yep,” Applejack replied, her mouth directly by his ear.

Soarin suppressed a small shiver as the mare’s low voice seemed to course through him. After taking a deep breath to center himself, Soarin spread his wings.

“Mighty fine wingspan there partner,” Applejack cooed, “glad to know you’re in proportion.”

And there went his self control again.

He took another breath, and lifted into the air, his wings beating in a slow strong pattern, almost losing it when Applejack rested her head between his ears.

“Is there a place you would like me to drop you off?” he asked.

“Just put me down below the house, I don’t want to make you late.”

“Alright,” Soarin replied as he gently made his way down, taking care not to jostle his passenger. It was a leisurely cruise down, Soarin merely gliding the majority of it. And when his hooves touched the ground, he was almost disappointed to break the moment.

“Thank you,” Applejack said as she dismounted him, the stallion turning to give her a small smile.

“Anytime Applejack,” he replied.

Soarin looked at the mare in front of him, for some reason she almost seemed to glow in the natural lighting of the outdoors. The lights inside Rainbow’s kitchen did not do this mare justice.

“Well, I best be goin then, still got some chores to finish,” she stepped up to Soarin and planted a small kiss on his cheek, “thanks for the ride partner.”

As she finished she spun around, swishing her tail against Soarin’s face. The stallion’s nostrils flared as the scent of cinnamon and apples filled him, snorting as a flush of warmth spread through him. His gaze focused just as Applejack began to walk away, her swaying tail seemingly drawing his gaze to her shifting plot.

Rainbow was right, that thing was tight.