Mr. Twilight Sparkle.

by AnnonyMouse

First published

Twilight's most complex potion goes wrong, and she becomes a he... during pony heat season.

After drinking a very difficult to make potion that should have had the most wonderful of effects, Twilight finds herself transformed more than she had thought. The little mare is now a strapping young, and very healthy stallion.

To make matters worse... or is that more interesting?, he had done so during the annual heat season.

Can he control his male desires when confronted with his closest and bestest of friends? Wouldn't be the same story if he could.


This was written initially when I was going through a bout of severe insomnia, though I've since re-written some parts and fixed the horrible, horrible spelling and grammar errors that plagued every chapter.

I want to send out a heartfelt thank you to all those who were kind enough to PM me with spelling mistakes. I know there are still some, but I'll catch them eventually.

The Potion

View Online

Any spelling mistakes noticed, please send me a PM so I can fix them.

Mr. Twilight Sparkle
The Potion

Twilight adjusted her goggles and glanced around the basement of the library, which at this time looked less like an old book storage room, and more like the lab of some mad scientist.

All the tables were covered with tubes and bottles, vials, beakers and all assortment of chemistry equipment.

The mare grinned as she carefully adjusted a dial, allowing only a single drop of a red colored liquid drip into a vial of rainbow colored liquid, which bubbled and hissed as the two fluids mixed. After a few seconds, the fluid changed from bright rainbow to a deep, purple-red color.

She checked her book on potions and smiled. Soon she would have a potion that would give any pony permanent wings. She had been working on this single potion for nearly a year now.

“Soon, just a couple more ingredients and I'll have that potion that Princess Celestia asked me to make for her...” She tapped her hoof to her chin. “But she already has wings. Why would she want a potion that can grant wings?” She shrugged and got back to work.

Another five chemicals were mixed into another beaker with exact precision. It mixed into a pearly white liquid after nearly an hour of painstaking work, with precise application of heating, cooling, and magic spells.

She added three drops of this to the larger vial, watching it change to a healthy pink.

“Two more.” She read the instructions carefully. “Hmm, Twenty four hours before I can add the next ingredient.” She sighed and set the vial into an enchanted lockbox and turned off all the equipment.

“Time to have something to eat.” Twilight set her goggles on the hook on the wall and headed upstairs.

“Spike?” She called out.

“Yes Twilight?” The baby dragon appeared from the upper library level.

“Is there anything in the fridge that's ready to eat?”

Spike smirked and rushed into the kitchen. “I made you your favorite daisy and daffodil sandwich.” He pulled the plate from the fridge and set it on the table. “I even added some of that lemon grass you've been telling me about. I hope it tastes alright.”

Twilight smiled and sat down and took a bite. “Mmm, this is good. We'll have to keep lemon grass in stock from now on.”

Spike shrugged and added 'Lemon Grass' to a list that hung next to the fridge. Said list was labeled 'Twilight's favorite foods.' “There we go. Lemon grass added.”

“Thank you Spike.” She finished off the food and stood up. “I'm going to go read a book and get some sleep. Set the alarm for sixteen hours. The next ingredient takes eight hours to prepare.”

Spike nodded and left the kitchen.

The Unicorn entered the Library proper and looked over the bookshelves. She spotted a book called Potions for Fun and Profit. Smiling, she selected it and headed over to her favorite reading cushion.

Twilight was shaken awake by Spike.

“Twilight, you fell asleep while reading again. You have an hour before you have to start making the next part of your potion.”

Twilight nodded and stood up, stretching the kinks out of her body. “I should eat before I get to work.”

“And take a shower.” Spike scrunched his nose. “It's been what? Two days since your last one.”

Twilight blushed. “Alright, alright. Shower, then food, then back to work.”

Clean and fed, Twilight rushed downstairs and started up all the equipment. Arcs of electricity between nodes, the hiss of the heaters, the bubbling of vials and all sorts of other sounds and scents filled her ears and nose.

Twilight made sure her goggles were clean and put them on. After checking the equipment to make sure there were no problems, she got to work on her assigned task.

She made sure she had water at hoof, to make sure she didn't get dehydrated, and made sure it was nowhere near where any of the potion ingredients could get mixed into it.

The mare was taking every precaution. One error and a year's work would be lost in an instant.

Her friends knew that she was working on a very important project for Princess Celestia, though there were times when it would be weeks between her workloads.

These last few ingredients had to be mixed together in just a few short days, and her friends knew, so they were not stopping by in case they might interrupt her, which would be bad.

And so Twilight worked tirelessly at making this miraculous and VERY expensive to make potion. It was a good thing that Princess Celestia was paying for everything, and sending over what she needed when she would be needing it.

Finally the second to last ingredient was completed, a blue powder. She measured out the exact amount, down to the grain and added it into the vial.

The liquid changed from the healthy pink to, oddly, a vibrant, glowing green.

The final ingredient, a Pegasai's primary pinion feather. Neither Rainbow Dash nor Fluttershy had any they had molted, so she had acquired one from one of the other ponies from the weather team. It was a good thing that Skyline had molted one of his just recently. Twilight had even given him a small pouch of bits in thanks.

Skyline was just happy to help, but the bits were appreciated as well.

Twilight used the feather tip to carefully stir the potion, changing it to a pure, luminous white.

“Finally, it's done.” She giggled with glee and put the stopper on the vial. She stored it in a small wooden box with thick, soft lining inside. She headed upstairs with the precious cargo and set it on the table. “Spike, send a letter to Princess Celestia. The potion is finished.”

“The letter is already written.” Spike grinned, holding up the letter. He then sent it off as requested. “And it's on its way. Oh yea, I made you a fresh salad for lunch.”

“That sounds wonderful. Let me know when you receive a reply. I need to personally deliver this potion to Princess Celestia as soon as possible.” She beamed and headed up into the kitchen. In the fridge, she found the salad and dug in.

No sooner had she finished, Spike walked in, carrying a scroll. “Here's the response. The letter is sealed, for your eyes only.”

Twilight felt giddy. She hoped that the Princess would be pleased with her work. Opening the letter, she read it to herself.

“Dear Twilight Sparkle, my most faithful student.

I am pleased to hear you have finally completed the requested Potion of Wings. It was a difficult task, but I am sure you are pleased as well.

And so I hereby state, this potion, brewed by one Twilight Sparkle, can only be consumed and used by the one who brewed it.”

At this point, Twilight froze. She read that line over and over again. “Only the one who brewed this potion can use it? But... I brewed it. I'm the only one who can use it? If I drink it, I'll become a winged Unicorn... I'll become like...” She couldn't fathom it. Princess Celestia had requested Twilight to make this potion... just so she could become an Alicorn? Become like Princess Celestia, Princess Luna and Princess Cadence? “I... I don't know what to say.”

She then resumed reading.

“The potion only maintains its potency for twenty four hours after the final ingredient is added. You have this time to decide if you would like to drink it and gain wings, or to leave it and remain the beautiful Unicorn you always have been.

Yours truly, Princess Celestia of Equestria.

PS, please make this decision on your own, tell none your friends of this until after your decision has been made.”

Twilight fell onto her rump, sitting and staring at the letter.

“Twi? What's wrong?” Spike asked.

“I...” Twilight looked at the letter when it suddenly flickered and burned away to ash. “I can't talk about it. It's something I need to decide on my own.” She got up and retrieved the box, then headed up into her room.

Setting it on her bed stand, she opened it and looked at the luminescent liquid. To become an Alicorn... She would have all eternity to learn magic and make friends and... But being immortal, she would have to watch her friends grow old and die. She was not sure she wanted that.

But she would have Princess Celestia, right? Again she looked at the vial. It was so tempting.

Immortality, the chance to live forever and learn all the magic that there was in the world. Again, so very tempting.

But the thought of watching her friends die over time. She didn't know if she could handle that. How did Princess Celestia manage? She was immortal, and she would outlive Twilight if she chose not to drink it.

What was she to do?

“I... I'd be able to spend time with all my friends. I can help them, and their families. That way, I can watch over them and their descendants just like Princess Celestia watches over all of us, all of Equestria. I... I'll do it.”

She picked up the vial and popped the stopper. There was little small, just a hint of mint, which was odd, seeing that there was no mint at all in the potion. She smiled and brought it to her lips, and tilted it back.

The taste, it was not minty at all. Rather, it tasted like everything she had put into it. In other words, horrible.

Twilight forced herself to swallow every last drop, not wanting to waste any of it, just in case.

She felt the potion hit her stomach and it felt like it was boiling, without producing much heat at all.

Then it started spreading through her body.

After a few minutes, the pain hit her with such intensity, Twilight Sparkle blacked out completely.


Twilight groaned as consciousness returned to a foggy mind.

Eyes opened, and instantly there was an odd weight on shoulders. Looking, a pair of magnificent lavender, feathered wings stretched out within view.

“I did it, I've be... come...” Hoof came to throat. “Why is my voice so deep?” Rising to stand, Twilight looked into the mirror... and nearly had a heart attack.

A stallion looked back at Twilight.

Wings went ridged as the slender, chiseled features were looked over. A handsome face, strong chest and legs, strong and nicely shaped hindquarters... and much to Twilight's horror...

A stallion's sheath, which most certainly held a stallion's penis.

Twilight spun around and lifted his tail... and failed to see a vagina.

She had, 100%, become male.

“Oh no... what am I going to do? Why did I become a stallion... A damn fine looking one, but STILL!” He frowned and thought about everything he had done when mixing the potion. Nothing had been done incorrectly. Everything had been done perfectly as the book detailed.

“Where did I go wrong? I have to contact Princess Celestia...” He levitated a quill and scroll over and wrote out what had happened after drinking the potion. Sure, Twilight Sparkle was now a winged Unicorn, perhaps a few inches taller than before, but she was now a HE.

A second letter for Spike with instructions to send the letter immediately, but NOT to read it under pain of no gems for the rest of his life. He slipped it out the bedroom door, making sure Spike was nowhere to be seen.

Now all he had to do was wait.

After an hour, Twilight heard Spike pitter-pattering outside the door. The sound of some grumbling, then the sound of him sending off the letter.

“If you're still in there Twi, I just sent out your letter, and no, I didn't read it. I want to keep my gem privileges thank you very much.” He then walked off to take care of some books that were still lying about.

Twilight sighed and turned back to the bed to lie down and think for a bit when a bright light filled the room, and Princess Celestia appeared.

“P-Princess Celestia?” Twilight dove behind the desk and cowered.

“Twilight?” Celestia sounded honestly surprised. “Please come out. I wish to see you. I had not expected this to happen to you.”

Twilight rose and stepped into view. He hung his head in shame. “I... I think I somehow made a mistake somewhere with the potion.”

Celestia picked up the vial and looked at the traces of luminescent white fluid. She cast a spell and analyzed the contents carefully. “Oh dear... Twilight, you did use a Pegasai pinion feather, correct?”

Twilight nodded.

“Was it from a mare or a stallion?”

“Um... Skyline is a stallion... wait...” His eyes went wide. “Do you mean too tell me that because of that one, final step, where I used a stallion feather, I became a stallion Alicorn?”

Celestia blushed a little. “I believe that may be the reason. I had not expected this to happen. It had not happened when my sister and I created these potions so long ago to become as we are now. We used our mother's molted pinions, and she, obviously, was a mare... I had not even thought that the gender of the feather would have any effect.” Celestia hung her head. “Can you ever forgive me Twilight? This is my entire fault. You are the first Unicorn since my sister and I with the magic power strong enough to become legendary Alicorns. We had the magic, and the knowledge how to make the potion.”

Twilight looked up and tried to smile, and only managed a weak one. “Well... I did it. I'm an Alicorn. I... I had never thought you meant for me to be the one to drink the potion. I thought, maybe, you had a Pegasus who had lost their wings in some horrible accident and this was meant for them, you know, to give them their wings back.” He looked at the mirror, his reflection. “I never imagined... It would be me.” He then smiled, a little stronger, more relaxed. “You know what? Mare or stallion, I am still Twilight Sparkle. I am still your protégé, and I still have so much I can learn from you.”

“Of course you can Twilight. But I can see I made a mistake now, and I will do all I can to rectify this, and restore your marehood to you.” Celestia nuzzled Twilight. She blushed as she breathed in the stallions scent. He was certainly healthy. “For now, I will teach you a spell that will allow you to appear as a Unicorn, though it cannot hide your gender.”

“Thank you Princess.” Twilight returned the nuzzle, and caught a scent she had never really paid any attention to before. Celestia smelled so sweet, and he could feel his body reacting. His wings stiffened, and he could feel something else happening between his legs.

Celestia noticed the growing scent and the warning signs and blushed, stepping back. “Oh dear. It would seem you are healthier than I expected.” She could easily see his larger than average shaft as it quickly reached full length. “I should teach you the spell right now.”

Twilight stepped back as well and tried to hide his member, his face quite red at the moment. He tried to fold his wings, but they simply refused to fold. “Yes... that might be a good idea... But... What about... this?”

Celestia giggled. “You will have to learn to master that all on your own. I believe you can do it Twilight.” She then proceeded, despite the obvious distractions, to teach Twilight the transformation spell.

Twilight learned it with ease, and after a single casting, his wings vanished, though he remained very male. It took quite a lot of focus, and a touch of magic, but Twilight managed to bring himself back under a semblance of control.

“Very good Twilight. Now, I must return back to Canterlot, with the book and what remains in this vial to try to find a way to reverse it.”

“Of course Princess.” Twilight opened the bedroom door and peeked out. Spike was nowhere to be seen, so the pair made their way into the basement to recover the thick book.

Once it was in Celestia's possession, she turned to the young stallion. “All I can ask is that you be patient.”

“Of course Princess.” Twilight bowed and watched as his mentor, teacher, and beloved Princess flared with light and teleported back to Canterlot. Sighing, he headed back upstairs and stepped into the Library Proper.

Right in sight of Spike.

“Hey Twi... light? Wait, you're not her. Who are you?” He growled, glaring at the oddly familiarly colored stallion.

“Spike, it's me, Twilight. I drank that potion that Princess Celestia asked me to make. Only the one who made the potion could use it, and the Princess felt that I was the first Unicorn in many thousands of years that had the magical strength to use it and become an Alicorn... As you can see, it didn't work as planned.”

“So... it turned you into a stallion?” Spike's eyes went wide. “But... how?”

“The feather I got from Skyline. He's a stallion. I was supposed to use the feather of a mare for the potion to work properly...” Twilight hung his head. “Princess Celestia is going to try to find a way to change me back into a mare. Until then, I'm stuck like this.”

Spike chuckled, and then started laughing, finally falling over and laughing as he rolled on the floor.

“Oh sure Spike. Yuk it up.” Twilight scowled, but she couldn't really blame him. He would have had a good laugh if Spike had become a girl dragon, and he knew it. Sighing, the stallion looked at the clock. “It's only midafternoon... and the library has been closed for three days in a row. I have to open it back up for Ponyville...”

“What will you tell the ponies who come in to borrow or return books?”

“Damn...” Twilight frowned. “I didn't think about that... I know, I'm Twilight's twin brother... do you think that will fly?”

Spike shook his head. “You already have an older brother. You know, Shining Armor? Married to Princess Cadence?”

“Oh... right...” Twilight frowned. “But how can I face my friends then? How can I face Ponyville like this?”

“Easy, you tell the truth.”

“Oh sure, tell them all I was making a potion that would turn me into an Alicorn Princess, but instead I get turned into a stallion...” Twilight paced back and forth. “But Applejack would be able to tell if I lied anyway. She's good at that. Pinkie Pie would know, and the same with Rarity. They're both so perceptive. Fluttershy, I can never lie to her. That would hurt her just too much, and Dash... Oh she is going to find this just to funny and I'll never live it down.”

Spike patted Twilight's shoulder. “Hey, I'll be here for you, always your Number One Assistant.”

“Of course Spike, I can always rely on you. Well, time to open the library up.” His magic opened the curtains and flipped the sign to open. He then unlocked the front door. “I'll just be up in my room if you need any help with anything. The library is yours for the time being...” Twilight selected a few books, seemingly at random, and floated them upstairs.

“Alright Twi. I'll call if I need help with anything.”

Twilight smiled at Spike and disappeared upstairs.

Spike sighed. “When the others get wind of this, it's going to be so funny to watch.” He then got to work, tending the library.

To be Continued...


View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle

Rarity stepped out her front door and looked around, breathing in the warm, late spring air. She caught the scent of a few mares in heat, but knew they would be taking their potions to keep it under control, well, all but the ones who had their stallion and wanted to become mothers.

The white Unicorn herself was making use of the potion, herself having come into heat just yesterday. She was thankful for Zecora's potion, which was quite popular everywhere in Equestria by now.

She could only smile, thinking how generous it was for her to share that wonderful potion with everypony, not asking for anything in return. Still, the zebra would often receive gifts which she accepted.

Rarity then noticed a few ponies exiting the library, some having returned books, and a couple taking books out.

“Oh my, and good timing.” She beamed. “The book on new sewing techniques is due back today.” She slipped back inside and found the book in her workroom. Levitating it along, she headed back outside and closed up the shop for a short while. She then made directly for the library.

As she walked in, she noticed that only Spike was there. No other ponies were here at the moment.

“Why hello Spike.” She smiled at the baby dragon.

Spike spun around and had a goofy grin plastered on his face. “H-hello Rarity. What can I get for you? A cushion to sit on? Some tea? Snacks? Do you need me to help dig up some gems for you?”

Rarity was quite fond of the dragon, but shook her head. “Thank you Spike, but I am fine.” She looked around for a moment as she set the book into the returns bin. “Say, wherever is Twilight?”

“Oh, um... Upstairs at the moment. Not sure Twilight wants to be bothered right now. Reading books and all that.”

“But the dear has been locked up in here without any company save yourself for three days. How about I just go up and at least say hello.”

Spike wanted to block Rarity from going upstairs, but knew he could never refuse her anything. “Yea, sure. Um, just let me go let Twi know you're coming.” He grinned nervously and rushed upstairs.

Rarity blinked a few times, slightly confused. After a couple minutes, Spike returned. “Um, Twi does not really want visitors at the moment... Not really feeling like herself, you know?”

“Pish posh. She can certainly make time for a friend.” She walked past Spike and headed up the stairs.

Spike knew he was doomed for not stopping Rarity. He sighed, knowing there was nowhere he could run to get away from Equestria's most powerful Unicorn.

Rarity reached the top of the stairs and entered the lower part of the private living area, which was lined with just as many bookshelves as the actual library. She didn't often come up here, and was always impressed with Twilight's private collection.

“Twilight? Darling? Are you here?” She looked around and caught a slight scent she was familiar with, especially at this time of year. A stallion? She blushed at the thought of Twilight having a virile stallion in her private quarters.

She then heard movement from the upper floor where Twilight's bedroom was. Rarity was a little nervous at what she would find up there, but she had to know. She wasn't hearing any sounds as she quietly ascended the steps. Once at the top, she could clearly see Twilight's bed. There was somepony under the covers, but the lump was not large enough for there to be two ponies.

Was he hiding somewhere? Had he already escaped out the window?

As Rarity neared the bed, the scent of stallion was becoming stronger. He had either just been in the bed... or was still under the covers.

But if he was there, where was Twilight?

“Twilight? Are you there?”

A flick of a familiar tail slid out from under the blanket, but nothing else.

“Twilight, are you feeling well?”

“Uh...” An oddly deep voice came from under the blanket. “Rarity?”

“Who's under there? You're not Twilight.”

A head peeked out slightly, revealing Twilight's mane, and a horn that didn't look quite right. “Rarity... I can explain.” The blanket slid off the head, revealing the familiar colors, but on a not-so-familiar face.

Rarity stepped back. “Who are you? Are you Twilight's twin brother? She never mentioned a twin brother before... then again, until the wedding; she never mentioned having any siblings.”

“It's me, Twilight. I made a mistake with a potion I was making, at Princess Celestia's request. I got turned into a stallion.”

Rarity's eyes went wide as Twilight slid out of the bed, revealing the hottest Unicorn stallion she had ever seen. Indeed, he had the perfect build, and his horn was long and shiny. “Oh... my...” She could only blush at how good Twilight looked as a stallion.

Twilight sighed. “Okay, now you know. Please don't go telling anypony else, and especially not 'you know who'. I'll let the others know eventually...” Twi avoided saying Pinkie Pie's name, which often would result in said pony popping out of somewhere that nopony should be able to pop out of.

The mare's eyes were wide, and she giggled giddily. “Oh my. Twilight, you certainly were a pretty mare, but as a stallion... My word.” She was almost regretting having taken the potion yesterday. Then again, it only lasted twenty four hours before another dose needed to be taken.

(What AM I thinking... Thinking of seducing my dear friend Twilight just because she had the misfortune to be turned into a total dreamboat?)

Twilight blushed brightly. “Um, I don't think this is a good conversation topic...” He backed away from Rarity. “Um... Rarity... are you... you know...”

“Oh, dear me, yes. But I took a potion yesterday to help quell the symptoms. I really... really should return home and take another dose...” She sighed, her eyes narrowing slightly. “Really, I should...”

Twilight caught the scent in the air. Rarity's potion must be nearing its duration. “Maybe you should... Um, Rarity?” Twilight backed away, but the smell, it was so enticing, and he could feel his erection growing. “I think I have some of that potion here, please say you'll take it... please?”

Rarity almost purred as she spoke. “I know I should, and I have been saving myself for the perfect Unicorn, preferably a Prince... But... I have always loved you as my dearest friend...” She continued to move forward, her tail slowly lifting.

The stallion had just backed up against the wall, and had nowhere else to go. “Can we talk about this? I mean... You're in heat, right? You're not thinking straight.”

She shook her head, her mane flowing about, making Twilight nearly gasp at the beauty that was approaching him. “Twilight, because we are the very best of friends... And seeing that you are the most gorgeous stallion I have ever seen, and I, the most beautiful mare in Ponyville, why can we not, you know, explore the possibility of making our friendship into something more?”

Twilight couldn't really think straight. He wanted to teleport to safety, but the magic just wouldn't come. Rather, he could feel the pre-cum dripping from the tip of his cock. He shook his head, trying to shake out some of the naughty thoughts that were forming.

Then Rarity was there, face to face with Twilight. Her muzzle just inches from his, their eyes meeting. “Think of it like this.” The mare smiled, inching even closer, her breath on his face. “This will be the first time for both of us. Between friends. We were able to share everything else before, right?”

Twilight gulped, Rarity's lips less than an inch from his own. “Rarity... I...” He never got to finish as the mare pressed her mouth to his, her lips like fire and electricity. The stallion's eyes went wide as he watched Rarity's close. He felt her tongue press against his lips, sliding between them and into his mouth with virtually no resistance.

How could he resist? Rarity's lips and tongue, her scent, her beauty was intoxicating. He opened his mouth and let his tongue move on its own, pressing against Rarity's.

Twilight had never gotten to kiss a stallion before, or a mare for that matter. Rather, he had not really even thought about such acts as mating, making love, or even trying to find a coltfriend. Though, the current situation meant he was more likely to be wanting a marefriend.

And here was Rarity, offering herself to him.

So many thoughts were flooding Twilight's mind as the mare pressed the kiss deeper, more passionate. Their tongues playing over each other, almost like a dance.

Rarity finally broke the kiss, backing away only an inch, her eyes opening and looking into Twilight's. She saw his sparkling eyes, not filled with fear as she had feared, but a wanting. A wanting to go further.

She nearly squeaked as Twilight's magic wrapped around her body and lifted her onto the bed, laying her onto her back. She watched as he climbed up onto the bed as well, standing over her, looking into her eyes.

Rarity could feel his generous cock resting on her belly, and it was like a rod of red hot steel that didn't burn.

Twilight brought his lips to hers again, and she welcomed the kiss, her forehooves wrapping around Twilight's neck, holding tightly onto him. She felt one of his hooves on her chest, stroking slowly down her belly.

Rarity moaned as the stallion's hoof paused on her small teats, and then pressed down, gently massaging them. Her eyes slid closed as her best friend, and now lover, pressed into the kiss even deeper, and massaged between her legs.

It felt better than she had ever imagined.

The heat in her nether region felt hotter than it had before, and the mare could feel herself nearly dripping in anticipation.

Twilight broke from the kiss, allowing them to both catch their breath. “R-Rarity... I...”

“Shush Twilight.” Rarity pressed a hoof to his mouth and smiled. “I want this. I've never wanted it more than now, with you.”

The Stallion nodded and positioned himself, his cock sliding down Rarity's belly till the tip slid over the mare's satin soft mound. He couldn't believe what was happening. This morning, he had been a she, and now, due to a single oversight, he was now in bed, with one of his best friends that he did love.

It was the love that close friends held for each other, but now, Rarity's building heat, and his own heart were making that simple love for a friend seem to grow into something more.

Rarity gasped as Twilight started to push forward, seeming to move purely on instinct. She closed her eyes tight as the tip of the long, thick cock spread her virgin lips, and pressed deeper.

“Rarity...” Twilight managed to speak before he could go any further. “Are--- are you certain? I mean... If we do this, you could end up... you know... pregnant. You're in heat after all.”

Rarity responded with a smile. “Yes, I have never been more certain of this than I have been of anything else in my life.” She pressed her hooves on Twilight's chest as he pressed closer, actually penetrating her now. She bit her lower lip and arched her back. Tears formed in the corners of her eyes. She had been aware that the first time was supposed to hurt, but this pain was not what she had been expecting.

This pain was nothing compared to all the other feelings she was having. She then let out a small cry as Twilight pushed in fully, his own teeth gritting.

“So... tight...” He gasped once he had pushed in nearly half of his shaft into Rarity's pussy.

“Oh Celestia...” Rarity moaned as the initial pain subsided. “Twilight... Don't stop, please.”

Twilight nodded, and then started moving his hips. He had never felt anything like this before. He could not have imagined these sensations. Rarity was so hot, so tight, so wet. It felt amazing.

Rarity was experiencing much the same thoughts. Twilight was so long, so thick. His cock penetrating into her so deep. It felt so wonderful. Her cries of pleasure filled the bedroom.

Spike glanced at the doorway that opened to the stairs that lead to the living area above the library. His dragon hearing was picking up some very strange sounds, and he could smell something he was not familiar with.

The baby dragon set down the couple books he had in his claws and started up the stairs.

As he entered the place he lived in with Twilight, he could really hear those odd sounds clearly, and they were coming from up on the sleeping loft.

Spike climbed the stairs and saw Twilight and Rarity on Twilight's bed. Twilight was on top of Rarity, and his stallion part was... Oh dear Celestia, was it going into Rarity's mare parts?

He stepped back, shock on his face. He had read a few books about pony reproduction, just out of curiosity, but had just thought it was all so odd.

And now he was seeing it for himself.

No, Spike was not feeling any curiosity at all. Rather, he was feeling betrayal, anger, and fear. He turned and ran from the room, and from the library. He couldn't even think about being in there anymore.

As he ran around a corner, he plowed face first into the backside of an orange mare with a blond tail, face first into some mare parts...

Twilight was moving purely on instinct, not knowing the first thing of what he really should be doing at all. He just let his body move on its own.

Rarity seemed to be doing the exact same thing, her hips starting to buck against Twilight's thrusts, her breathing increasing as she felt something building up inside her. She had, only a few times, pleasured herself while in heat, so she knew the sensation of a climax, but this, this was like a wave compared to the ripples she had felt before.

Her lover was sweating profusely, his coat frothing and shining with sweat. “R-Rarity... I... I can't hold on any longer...”

Rarity wrapped her hind legs around Twilight's waist, not letting him pull out. She didn't know why, but she wanted this more than anything else in the world. She let out a loud cry as she reached her climax, her entire body tensing as she came.

Rarity's climax caught Twilight off guard, and the tightening around his penis caused him to buck faster, his own orgasm sending him nearly out of his mind. He bucked as deep as he could, filling Rarity with every drop of his seed that he had available.

Finally they both stopped, with Twilight collapsing next to Rarity after pulling out.

They looked at each other and smiled, then kissed.

Applejack had NOT been expecting to have anyone ram her in a rather tender part of her body. She let out a cry of surprise and pain and keeled over, her forehooves cupping the impacted area.

Spike fell over backwards and shook his head. “Ow...” He looked up and saw Applejack, with tears in her eyes. “Oh no... Applejack...” He rubbed his head, and looked at where the mare was holding, obviously in some pain. “Applejack, I'm so sorry. I-I didn't see you there... Oh Celestia... This is bad.”

Applejack coughed a few times and forced herself to stand, her hind legs squeezed together still. “Spiiiike...” She turned to face the baby dragon, her face hidden in the shadows of her stetson, her eyes seeming to catch the light and glow with the flames of divine feminine anger.

Spike prostrated himself before the mare. “Please don't kill me. I-I- Twilight... Rarity... They... They...” He shuddered at the memory of what he had seen. “Oh second thought, please kill me. Just end it. I don't know if I can continue living after what I've just seen.”

Applejack felt her anger fade, and wished the pain would fade just as quick. “Spike? What's th' matter? Ya can tell me Sugercube.”

“It-It was horrible. Twilight and Rarity... In bed together... I-I can't get it out of my mind...”

Applejack's hat fell off her head. The stunned expression on her face would have been priceless teasing material for a certain cyan Pegasus if she were to see it.

“Now just hold on a sec there pardner. Did ya just say... Twilight an' Rarity? Th' egghead an' the drama queen? In bed together?” She stared down at Spike, who was still on his hands and knees, face on the ground.

“Y-yea... They were.. they were... I can't get it out of my head... I need bleach for my eyes...”

“What? What were they doing?”

“Humping...” Spike managed to blurt out.

Applejack blinked. It took her a few moments to locate that word in her mental dictionary. The moment she found it and 'read' the meaning, she blushed brighter than the apples that adorned her hindquarters. “Now just hold on a sec here...” She grabbed Spike and pulled him into an ally. “Twi and Rare? Are ya sure ya saw what ya saw?”

Spike nodded weakly and curled into the fetal position.

Applejack couldn't believe what Spike had just told her. There had to be some other explanation. Maybe Rarity was choking and Twilight was performing the Hooflik maneuver. That had to be it.

“Spike, ya stay here. Ah gotta go check on Twi and Rare.” She galloped off fast, too fast for Spike to try to stop her.

The farm mare reached the library, with the door still wide open. She entered and looked around. A few books were sitting on the table, but nothing looked out of place.

Applejack trotted over to the living area doorway and looked up the stairs. She couldn't hear anything thing odd, but she did become aware of a scent.

She knew this scent, living on a farm, with animals that they would breed for various reasons.

The scent of sex.

Her face, which had started to regain its normal color, went red again.

Twilight and Rarity were supposed to be up there, and here was this scent of sex.

Had they actually done it? The two Unicorns had done it?

That couldn't be it, could it?

As quietly as she could, Applejack made her way up the stairs into the living area. “Twilight? Rarity? Ya there?”

She heard a little 'Eep' and some struggling, followed by a thud and some scrambling. A moment later, Rarity poked her head over the edge of the upper loft. “Applejack... Darling... Whatever are you doing here of all places...” There was a little edge in her tone, like something had upset her.

“Ah ran into Spike at th' market... Well, more like he ran into me. Still sore where he gone and rammed me with his hard head...” She looked up at the sweaty mare. “He went an' told me somethin that dun make no sense.”

“Whatever could he be talking about...” Rarity looked nervous, and her face was quite flushed.

“Is Twilight up there with ya? He told me he saw the two ah ya humpin.”

“Humping?” Rarity blinked. “Dear me, whatever does that mean?” She honestly was not familiar with that term, or at least, couldn't recall it or what it meant.

“Ya'll doin the nasty with Twilight up there? Ah can smell it here pretty fierce.” Applejack stepped into the room and started toward the loft stairs.

“Oh, um... Goodness no. It's just me up here. All by my lonesome.” She grinned nervously.

Applejack KNEW a lie when she heard one, and this was a lie. “Why dun Ah believe ya Rare. Ya gone an' hooked up with Twi, didn't ya? Ah thought we all promised Princess Celestia none ah us would chase after that mare. She's just too innocent fer them kinda shenanigans.”

“Applejack, I assure you, I am the only mare up here, well, save for yourself now...” She glanced over her shoulder and noted that Twilight was now absent. “See?”

The farm pony walked right up to Rarity. “Ah can smell ya from downstairs Rare. If ya ain't here with Twi, then what are ya doing up in her room, specially smelling ah havin' done the deed.”

Rarity stepped back, a few drops of thick white liquid dripping out of her. She winced as Applejack heard the sound and looked. “What the hay?”

Applejack narrowed her eyes and glared at Rarity. “Did ya sneak some stallion into Twilight's room?” She looked at the bed, at the rather large wet spot, and the small red stains of virgin blood. “Consarn it Rarity. What's Twi gonna think ah all this...”

“I... I think it's going to have to all go in the laundry.” An unfamiliar voice spoke as a lavender pony stood up from his hiding place behind the bed. “Uh... Hi Applejack.”

“Who the hay are you?” Applejack stared at the Unicorn. Her face went red the moment she saw him. He was HOT.

“Applejack... It's me, Twilight. Um... Can you wait while Rarity and I get cleaned up and this place aired out? I know I have a lot of explaining to do...” This stallion had all the right colors, the right mane style, the right cutie mark. All that was off was the gender... and goodness knows what kind of magic the mare had used on herself.

“You sure as sugar do.” Applejack replied, shaking her head in disbelief. “Land sakes...”

To Be Continued...


View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle

Applejack was sitting in the library proper, waiting for her two friends to wash up.

She was bored enough to have grabbed a book at random and was reading it. The book in question, it was a foal scout book on knots. Quite informative actually.

“Consarnit... what's takin' them two so long...” She muttered a moment before she heard hoofsteps coming down the stairs. She turned to see the pair enter the room, both looking very embarrassed.

“Applejack...” The stallion that had the striking resemblance to Twilight Sparkle spoke first. “I'm really sorry about this...”

The apple bucker frowned, then shrugged. “Ain't nuthin' Ah can do about it. Ya two have hooked up.” She sounded a little jealous, and looked away. “Ain't fair though. Ya coulda let all yer friends know bout this ya know.” Her face was burning from her blush. “About ya bein a stallion Ah mean, not th' two ah ya... Ya know...”

Twilight hung his head. “I was going to tell all of you when I was good and ready... Princess Celestia is working on a way to reverse this gender issue now...” He looked at Rarity, who was sitting quietly, blushing away as the other two ponies were blushing. “But... I... Rarity and myself...”

Rarity smiled. “Twilight, I do understand. I did, well, seduce you. It's as much my fault as it is yours.”

The stallion blinked. “My fault?”

“For being so beautiful as a stallion of course.” Rarity smiled.

Twilight blushed and grinned sheepishly.

“Yer a lucky mare Rare.” Applejack stood up and started toward the door. “Twi, dun ya worry. Ah ain't tellin nopony what Ah saw here.”

“Applejack...” Twilight watched the apple mare leave.

Rarity frowned a little. “I believe we hurt the darling's feelings.”

Twilight nodded weakly. “Yea... but what can I do? I mean... you and I, we've... Well, mated. You're going to be a mother because of a mistake I made.”

Rarity kissed Twilight. “Don't be silly dear. T’was more the hooves of fate, not a mistake you made. I love you, and I love all our friends...” She looked into Twilight's eyes. “The five of us, we all made an agreement with Princess Celestia to, well, not deepen our relationship with you, like I did today. I broke our promise because of my heat, and for that, I am sorry.” She nudged Twilight with her hoof. “Go talk with Applejack. I... Dear me, I cannot believe I am saying this, but I cannot possibly keep you only to myself. Applejack, despite our differences, we are best of friends. Go to her, let her know how I feel, let her tell you how she feels.”

Twilight blushed madly. “But... wait... You mean...”

“Treat her like a lady, of course, well, as much a lady as she can be.”

The stallion sighed and stood up. “Rarity, thank you. I'll go speak with her, explain everything to her.”



“Give her this message from me.” She leaned forward and kissed Twilight on the lips. “Tell her I love her and all our friends.”

Twilight was stunned, but nodded. “Of course Rarity. I'll go now.” He headed out the door at that point, hoping to catch up with Applejack.

Applejack had left the library, but only walked a short distance before breaking into a full gallop. She didn't stop till she reached the gates of Sweet Apple Acres, and even then she trotted toward the farm house.

She knew Big Mac would be busy with his chores for some hours. Apple Bloom would be out for some time still with her friends. And Granny Smith? Well, she could be taking her afternoon nap, and nothing could wake her short of a cannon being fired off next to her bed.

The mare slipped up to her bedroom and closed the door, then slid the bolt, locking it.

She collapsed onto her bed and buried her face in her pillow to hide her sobbing.

“Damn that Rarity... She broke a promise we made t' Princess Celestia... She took Twilight for her own...” She wanted to scream, but didn't want to risk having Big Mac hear her.

She looked at the locked chest at the foot of her bed and slid onto the floor. She fished out the key from under the mattress and unlocked the chest.

“And after Ah got this too... Ah was hoping that one day Ah could wear it fer Twi.”

She reached into the chest and pulled out a box and dropped it onto the bed.

“Guess that'll never happen now.” She opened the box, revealing the beautifully worked saddle, chaps, bit and bridle. “Now, Ah'll never wear it fer the pony Ah care for th' most.”

Applejack was about to replace the lid and then dispose of the outfit, but she glanced at her mirror. “Ah never did get t' see how Ah look in it...” She sighed and made a decision. Pulling everything out, she tried it on, just to see how it would have looked.

Once dressed, she turned and looked at herself in the mirror and gasped at how sexy she looked in it.

“Golly, Ah never would'a thought Ah'd look so good.”

“It looks really good on you Applejack.” Twilight's voice spoke from the doorway.

Applejack spun and covered herself with her forehooves as best she could, red faced and totally embarrassed. “T-Twilight? How'd ya get in here?”

“Magic.” He tapped his horn, then entered the room and closed the door, locking it again. “Applejack, I... I want to apologize. I mean, what happened between Rarity and me...” He shuffled his hooves, looking nervous. “Did you know, Rarity, she loves all of us. I love all of you, my best friends.”

Applejack knew she had nowhere to hide, especially now that Twilight had seen her like this. “No need t' apologize. Ah know Ah was unfair. Yer with Rarity now...”

Twilight shook his head and walked forward. “No, Rarity and I are not together.”

“What?” Applejack's head shot up and looked into Twilight's eyes, and suddenly realized that the stallion was less than a hoof from her. “T-Twi?”

“Applejack, Rarity wanted me to give you a message from her.” He inched closer, looking very nervous.

Applejack wanted to back away, but her hooves wouldn't move. She felt paralyzed. “Message?”

Twilight nodded, and brought his lips to hers. He could taste the sweetness of apples on her lips. Somehow, this both did, and did not surprise him. Applejack didn't wear any make up after all. Rarity's lips tasted lightly of cherry, but Applejack's lips were most certainly the flavor of sweet apples.

Applejack's eyes went wide with shock. She finally managed to take control of herself and backed up a step. “Twi... What?”

“I... I'm sorry about this. Let me explain what happened...”

“So ya messed up th' potion th' Princess asked ya to make and ended up a stallion?”

“Pretty much. It was not anypony's fault. Princess Celestia had not expected the gender of the feather's donor to have an effect on the potion. It was not written in the book, and so I didn't think anything of it.” Twilight chuckled lightly.

Applejack hid a smirk behind her hoof. “Well, Ah guess it was Fate, ya know?”

Twilight nodded, and then looked Applejack over again. She was really beautiful. Tight, toned muscles, nice round hindquarters, lean flank, a chest that was not broad, but still strong. Her green eyes always did seem to catch the light and shine, showing off the mare's inner strength.

Applejack, in turn, looked Twilight over, better than she had before. He was slender, with light muscles that could be made out under his lavender coat. His horn was longer than before, a little thicker at the base, and more to a point rather than being rounded.

“Ya know Twi, Ah have t' say, fer a Unicorn, yer really good lookin. Ah mean, Ah ain't really looked at no Unicorn or even Pegasus before. Ah always thought Ah'd kinda, ya know, find an Earth Pony t' be mah special somepony.”

Twilight blinked. “Uh, wait, what?”

“Come on Twi, Ah always did have a crush on ya. But the five ah us swore t' th' Princess that none ah us would go after ya.”

“Yea, about that... What's with this promise to the Princess you keep mentioning.”

Applejack winced a little, but then spoke up. “Well, after we gone defeated Nightmare Moon and saved Princess Luna, She kinda came and spoke with us. Told us that ya was kinda too innocent, ya know, fer any intimate stuff... She didn't wanna see ya get hurt if any ah us kinda fell fer ya. We all thought that was just silly, cause we're all mares an stuff, but after a while, we all kinda understood as ah friendship grew.” She paused a moment and slightly adjusted the straps on her saddle, as she was STILL wearing the outfit. “Ah kinda started havin', ya know, sexy thoughts about ya. Ya was such a pretty mare, and always so nice when ya wasn't goin' crazy an' goin' into super study mode, though Ah even thought that was really endearin' too.”

Twilight just sat and listened. He couldn't believe what he was hearing. Applejack had THOSE kind of thoughts about her, er, him?

“Kinda found out that all ah us kinda had them feelins...” Applejack continued. “And then when Ah came in an' found that Rare and ya had, you know...” She hung her head. “Ah'm jealous.”

“Hey.” Twilight lifted Applejack's head and looked into her eyes. “I understand, and Rarity does too. That's why I kissed you. That was a message from Rarity. She loves me, you, Pinkie Pie, Fluttershy and Rainbow Dash.” He gave Applejack a kind smile. “And I love all of you as well. I... I kinda had a crush on all of you too, which is why I never made any moves. I knew if I chose one of you, I'd end up hurting the rest.”

This time it was Applejack who looked really surprised. “Ya... Ya got crushes on all ah us?”

Twilight nodded. “Yea... I... Well, you know.” He leaned forward and kissed Applejack once again. This time, he didn't break it after a few seconds. His lips pressed against hers, and his tongue pressed against them as well, seeking to enter her mouth.

Applejack's eyes were wide for a moment, but slowly slid closed, a soft moan escaping her lips. She opened her mouth and the kiss deepened. Unlike the first kiss, which had been nice, this one was full of passion.

The pair rose up on their hind hooves, their forelegs wrapping around each other, exploring each other’s sides and backs.

Applejack gave a cute little squeak when Twilight squeezed her ass, but simply smiled and did the same.

The stallion's coat was soft and smooth, and smelled of simple soap. His lips tasted a little of cherry, but they were soft and warm.

Twilight led them both to the bed and they lay down, still embarrassed and kissing till the mare broke off, gasping a little for air.

“Golly...” She smiled. “Ah never thought a kiss could feel so good.” She then rolled Twilight onto his back and straddled him. She brought her lips to his again, and this time she felt something else.

She could feel his cock was sliding out from its sheath. She lifted herself up a little and then rested carefully on top of it, and looked down. She gasped at what she saw. “Oh my. So big.” She didn't admit it, but she had seen Big Mac a few times, and Twilight, he was actually a little longer, but just as thick.

Applejack started sliding up and down the length, pressing Twilight's cock to his belly. She grinned down at him. “Sorry bout this Sugarcube, but Ah dun think Ah can stop now, even if ya asked.

Twilight gripped Applejack's hips and smiled as he helped her move.

Already Applejack was wet, she had been feeling herself getting a little the moment she saw Twilight in her room.

It helped lubricate her movements, and a groan escaped both their lips.

The mare leaned back, a grin on her lips as she reached to the headboard of her bed and grabbed a length of rope. “Ah always wanted ta try something.”

Twilight blinked at the rope for a moment. “Uh, Applejack? What are you...” He actually squeaked as the mare started tying up his forelegs, binding them to the headboard.

“Hush now Twi. Ah ain't gonna hurt ya.” She grinned and finished the knot, one she had learned from the book she had been reading earlier. Another length of rope, and Twilight's rear legs were bound to the hoofboard. “Now, what say we have us some fun.”

Twilight nodded. “I guess... This feels strange, but it's not uncomfortable.” He could feel the give in the rope, but knew he would have to use magic to free himself if he had too.

Applejack got back on top of Twilight, but this time, she positioned her rear end over his face, letting him see her tight, wet slit.

The scent of the apple mare was not of a mare in heat, but was of one who was 'in the mood'. He smiled and inhaled deeply, a slight tang of apples meeting his senses. He brought his tongue to her nether lips and gave a lick.

Applejack's eyes widened at the contact, then slid partially closed as she leaned down and licked Twilight's balls. They were not covered by any hair and were smooth on her tongue. She grinned as she wrapped her lips around one testicle and sucked on it.

Twilight's eyes nearly rolled into the back of his head. He couldn't believe what was happening. It felt amazing. He started a little as the mare's hooves started stroking up and down the length of his generous meat, but smiled and then resumed the licking, up and down the full length of her pussy. He pushed his tongue between her mounds and got a full taste.

It was strong, somewhat musky, but still had the hint of apples, and it was this flavor that was driving him to lap more.

Then he found a very sensitive little nub, the clitoris. He grinned and nibbled on it, causing the mare to cry out suddenly if pure delight.

“Oh Twi.” She moaned. “That's not playin' fair.”

“You know the saying, all's fair in love and war.” He smirked and nibbled more, a little harder, but careful not to hurt his lover.

Twilight could not believe what was happening today. Becoming a stallion. Discovering the joys of sex, and the comfort of being with a pony he really cared about. And now, he was with another pony he had desired for a long time.

It couldn't get any better than this, could it?

He had guessed wrong as Applejack sat up, pressing her pussy against Twilight's muzzle, a moment before she kissed the tip of his cock. He let out a hot gasp as she started licking.

“Oh wow...” Twilight could not believe how good this had felt.

Rarity, they had simply mated, but Applejack was doing so much more. His breathing became ragged as she took the tip into her mouth, her tongue not stopping for even a moment. The feeling of her lips, her tongue, and her sudden sucking caused him to tense up a little.

Breaking the fellatio, Applejack glanced back at Twilight. “Just relax. Ah've been wantin' t' be with ya fer such a long time. Ah wanna make this last as long as Ah can.”

Twilight nodded, and then started licking again. An idea came to him as Applejack resumed her sucking and licking. His horn lit up, and he spread her pussy lips, letting him see the hot pink of her insides. He thrust his tongue in again, lapping at every inch of the wet flesh that he could reach.

Applejack moaned. “C-careful Twi... Ah dun wanna cum just yet.”

In response, Twilight massaged her pussy, deeper and deeper with his magic. The mare was now squirming in his magical grasp for a few minutes before she suddenly rose up and turned around.

“Yer a naughty one, ya know that Twi.” Her pussy juices dripping down her legs and onto Twilight's cock and belly. She lowered herself down and pressed her hot pussy to the tip of Twilight's cock. “Ah'll show ya just how naughty Ah can be.” She pushed down, parting her lips and moaned as she was penetrated for the first time.

The stallion gritted his teeth. Applejack was tighter than Rarity, but then, she had more muscles than the Unicorn mare. She certainly did have the nicest back end of all their friends.

Applejack grit her teeth as she pushed down, taking more of him into her. Unlike Rarity, Applejack didn't feel the pain of her purity being torn, that having happened long ago from all her apple bucking.

But it didn't stop her from feeling so incredibly tight. Applejack was not as soft as Rarity, which had felt so amazing, but she didn't feel any less as wonderful.

“A-Applejack...” He groaned as she took all he had to offer, right to the hilt.

“G-golly. Ah took th' whole thing...” She smiled, then started moving her hips, experimenting with what felt good, and with what felt better than good.

Twilight tried his best to keep his hips from bucking, but still lost control from time to time, making Applejack gasp each time he did.

They soon found the best mixture of movements for maximum pleasure, and for keeping up with their endurance. It wouldn't do to tire themselves out too fast.

Spike had finally come out of his initial shock. He remembered VERY clearly what he had seen in Twilight's bedroom. Rarity... She had... She had chosen Twilight. Not himself. The baby dragon couldn't blame Rarity. He was just a baby dragon after all. A dragon, and she was a pony. Dragons and ponies were two completely different species, and there for, not compatible.


He then thought a little more. He had seen Applejack, hadn't he? He thought a bit, and then spotted her running past, towards Sweet Apple Acres.

Oh Celestia, had SHE seen Twilight and Rarity too?

Spike frowned and started toward the farm. Maybe he could talk about this, come to terms with what was happening. He knew Rarity was now untouchable, having chosen his lifelong friend.

Trudging toward the farm, he sighed and tried to think of other things.

Applejack was a really nice pony, always letting him have an apple for free when he passed by her stall, always offering him advice when he needed it.

She really was pretty too...

Wait, where had that thought come from?

Spike shook his head and pressed on till he reached the farm. He spotted Big Macintosh, but couldn't see Applejack anywhere.

“Hi Big Mac.” Spike waved as he approached the powerfully built red farm pony.

“Howdy Spike.” He knew the small dragon, but not to well. Every other time he had seen him, he had been with Twilight Sparkle. “What brings ya here? Where's yer Unicorn friend?”

“Oh, um, back at the library... I kinda wanted to talk with Applejack.”

“Ah saw her head into th' farm house. Ah dun know why, but she looked upset.”

Spike hung his head. “Aren't you gonna go talk to her about it?”

“Nope. Ah ain't that good at this talkin' stuff. Ah know she talks t' ya all th' time at the market. Why dun ya head inside an chat it up with her?”

“I guess I can...” He smiled at the large pony and headed toward the house. He reached the front door and noticed it was ajar. He knocked, but didn't hear a response. He peaked inside and a sound caught his attention. Creaking coming from upstairs.

Not really understanding, the baby dragon entered and found the stairs. He climbed them and found the door with Applejack's cutie mark painted on it. He could hear something from inside. Was it?

No, it couldn't be. There was a lot of that creaking coming from behind the door. Maybe Applejack was just moving things around her room.

He gave the door a gentle push, and he heard a small crack. He didn't quite realize that it had been the old sliding lock breaking.

And then the door slid open, and Spike looked into the room, his eyes going so wide, he nearly lost his face.

Applejack was on the bed, and under her... a certain lavender Unicorn stallion. He could clearly see Twilight's stallion parts penetrating Applejack's mare parts.

The pair was moving together, making the bed creak loudly as they themselves were moaning, groaning and gasping as they did the deed.

Spike staggered back, the door quietly swinging closed. He turned and ran from the house, unable to believe what he had seen.

Twilight and Applejack had been humping each other as well? How could that be?

It just wasn't fair as he ran through the orchard, not caring where he was running until he crashed into a tree.

That crash shook its occupant free, causing the rainbow maned pony to crash into the ground, right on top of Spike.

Spike groaned in pain, but found his mouth suddenly covered by some dark cyan marebits as none other than Rainbow Dash sat up.

“Ow, what happened?” She suddenly blushed and became VERY aware of struggling under her, and a hot breath on her rather private area. Dash jumped up and away, clinging to the tree in shock. “S-Spike? What the heck?” She dropped down and snorted angrily, then saw the tears in the baby dragon's eyes. “Hey, Spike? What's wrong?”

Spike jumped up and wrapped his arms around Dash's neck and cried. “T-Twilight a-and Rarity and Applejack... It's not fair.” He started blubbering incoherently.

Rainbow Dash, a pony built for action, was NOT one for these kind of interactions. “Uh, hey, what about them?”

“Th- Sniffle- They... IT'S NOT FAIR!!!” He bawled into Dash's mane, making her feel very uncomfortable. He then broke down and was no longer understandable at all.

“Uh, Spike? Um, sorry, but... this is kinda weirding me out.” She gently pushed the baby dragon back. “Can you at least try to tell me what happened?”

“I... I walked in on them... They were… They were.... HUMPING!!!”

Dash stared at Spike, the work echoing in her mind. “Hold on a sec... Humping? As in sex?” She snorted. “What the hay? We all promised we wouldn't do that.” She took to the air, her brain connecting Twilight and the Library, and she flew off in that direction without any further thought other than to get some answers... and maybe get in on the action.

Spike was left alone in the orchard, all alone.

Applejack was no longer caring about stretching their endurance. She could feel it building inside her, the massive wave of pleasure that would send her over the edge, and she was wanting to feel it. She was wanting to feel Twilight's own wave of pleasure fill her as well.

She was no longer rocking, but now fully riding Twilight's long cock, slamming down fast after each rapid slide up its length.

They were both getting so close now. They could both feel it, the wet slapping sound each time Applejack came down hard and fast echoed through the entire house. The mare wasn't even worried that Granny Smith would hear.

All she wanted was to reach that point where she would scream in ecstasy.

And then it hit her, after building up for what felt like forever, she arched her back and screamed so loud, her brother had to have heard her.

Twilight felt the mare's pussy tighten around his entire shaft, just as he almost at his own orgasm. His hips started bucking uncontrollably, thrusting fast and hard into Applejack as she leaned forward, her forelegs barely being able to hold her up. She grit her teeth as another wave of pleasure washed through her being, the sensation of Twilight's own release deep within her. She moaned deep and loud as her insides were filled up to the point of it bursting out of her, coating Twilight's and her own groin and belly with the thick seed.

They both collapsed, sagging onto the bed, breathing heavily.

“W-wow...” Twilight managed to gasp out.

Applejack kissed Twilight again. “Ya have no idea how much Ah've been wantin' t' feel that...” She smiled at Twilight, then heard the bedroom door slam open, the small wooden lock providing no protection at all.

The pair looked to see Big Mac, Granny Smith, and even Apple Bloom standing there.

Granny Smith's teeth fell out of her mouth and rattled onto the floor.

Big Mac just raised an eyebrow.

Apple Bloom looked confused.

Applejack wanted to crawl into a hole and hide for the rest of her life...

Twilight was too exhausted to untie himself. “Uh... This isn't what it looks like... Okay, maybe it is what it looks like, but I can explain... Please let me explain?”

Big Mac walked into the room, looking ten times his normal size as he glared at the Stallion that had just taken his little sister's innocence. “Ya'll got a whole lotta explainin t' do Mister.”

Twilight wished he had the energy to teleport away right about now...

To Be Continued...


View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle

Rainbow Dash flew over Ponyville, heading right for the Library.

Twilight and Rarity? Humping? Had Spike been for real? There was no way, was there?

Dash had always thought that Rarity was straight, only ever dreaming of the stallion of her dreams, certainly NOT even thinking of getting it on with another mare. Goodness knows Dash had tried a few times herself to trick the white Unicorn into the sack with her...

She finally came into view if the library, and spotted movement around back.

Rarity was hanging out some bedding.

Dash flew right for her and landed right in front of Rarity, an angry look on her face. “How could you Rarity? We PROMISED the Princess. THE PRINCESS!!!”

Rarity was taken aback by the sudden appearance and verbal assault, but quickly regained control of herself. “Rainbow Dash, a pleasure to see you as well. So, you heard? Did AJ tell you?” She looked a little displeased right now.

“AJ? No, I... Seriously, how could you?” Dash stepped forward, only inches from the other mare. “I thought you were only interested in stallions.”

“I most certainly am only interested in stallions.” Rarity retorted. “I have never been with a mare in all my life.”

Dash blinked. “Wait, what? But... I heard that you and Twilight were... humping.”

Rarity blushed at that. “Such an inaccurate word... I was most certainly NOT humping. No, I was with a stallion, the MOST dreamy stallion I have ever seen in my life.” A dreamy look came over her face.

Dash stepped back, looking a little confused, then blushed madly. “Y-You mated? With a stallion? Wait, but... where's Twilight?”

“Oh, Twilight went after Applejack. A slight misunderstanding. I assume they are talking it out right about now.” She then levitated the comforter onto the line to dry. “Now, Rainbow Dash, why ever would you think I would couple with another mare?”

“I... but... Humping. I was told that... I mean...” Dash was good and confused. “Wait a second. Why are you washing Twilight's bedding? You... Did you do it in HER bed?”

“A lady never kisses and tells.” Rarity had a somewhat indignant look on her face. “Now, who, pray tell told you about this?”

“I... Oh never mind.” Dash scowled and took off, hoping to find Applejack and Twilight.

Rarity blinked, looking a little confused. “Oh dear, maybe I should have told her about Twilight's current situation.”

Dash thought back. She had encountered Spike at Sweet Apple Acres. Maybe Twilight and Applejack were there. She turned back toward the orchard, hoping to find some answers.

As she flew above the road, she spotted a rather odd scene.

A lavender pony running as fast as they could, being chased by... Was that Big Macintosh? With Granny Smith on his back? Was the old mare packing a shotgun?

A crack of the weapon told her that it was indeed a firearm, and they were firing at a familiar pony.

“What the hay?” Dash dove down toward the pony that could only be Twilight Sparkle, who was most certainly running for her life.

She closed the distance and scooped Twilight off the ground. “Gotcha Twi. I won't let that crazy old mare shoot you... Say, did you put on some weight?” She asked, unable to get a good look at the pony she was carrying under her with just her forelegs.

Twilight had gone stiff, having suddenly been plucked off the ground and into the sky by his fast moving savior.

A couple more shots were fired past the pair as they flew away as fast as the Pegasus could carry her precious cargo. Finally, they reached a nice safe place where their pursuers couldn't find them... hopefully.

Dash set Twilight on the ground, who simply collapsed, gasping for breath. She landed and turned to Twilight. “What the HAY was that all... about? WHAT THE HAY!!!” She jumped up and hovered in the air, totally startled by the fact that she was not looking at Twilight Sparkle, but her twin, a stallion twin for that matter.

Twilight looked up, his face still somewhat pale. “Uh... Hi Dash...” He looked really nervous. “I can explain...”

“Hold on a sec here. Who are you? Are you Twi's twin brother or something like that?” Dash landed and glared daggers at the stallion. (Hold on... Rarity said...) “Are you the one who did the naughty with Rarity?”

The stallion hung his head. “I... Yea... And it's me, Twilight. Let me explain.” He took a few deep breaths to calm himself, then explained the situation with the potion and how he had screwed up, and how Princess Celestia was looking into fixing the problem.

Dash listened, sitting before the transgendered Twilight Sparkle.

Finally, after the explanation, including exactly why he had been running for his life, Dash spoke up. “So... Rarity AND AJ? You rutted em both?”

“I... They kinda both came onto me. I couldn't really stop them. I mean...” Twilight sighed and looked into Dash's eyes. “Rarity was in heat, and I think the smell from the both of us... might have kinda got AJ a bit worked up to. When I went to talk to her, she was wearing this amazingly sexy outfit... Uh...”

Dash blushed at that. “Hold on, outfit?”

Twilight nodded and described it to the mare, who took on a somewhat dreamy look, and even drooled a little.


“Huh? Oh...” She wiped her mouth, her face as red as the red in her mane. “So... You really did it with both of them... Damn. I tried to hook up with Rarity a few times in the past, but she always refused. Kinda also have a crush on AJ... and Pinkie, and Fluttershy...” She looked away, still red faced. “And you...”

Twilight sighed. “I... I'm kinda aware of that now. All of us seem to somehow have a bit of a crush on each other. Rarity, well, she's straight, she'd never even think of doing anything like that with a mare, but when she saw me as a stallion, I think she let down her guard... and she was in heat too.”

Dash winced. “In heat? Damn. There's a chance that... Oh Twilight... what are you going to do now? I mean, you're going to be a dad.”

“I know.” Twilight almost whispered. “And I don't know why, but it both scares, and excites me thinking that. I hope I didn't get AJ pregnant too. She did have me tied down to her bed so I couldn't pull out...” He buried his face in his hooves. “What am I going to do now? I mean...” She paused and looked up at Dash, a familiar scent in the air. “Oh come on... not you too.”

Dash blinked. “Not me too what?” She then sniffed the air, then herself and went totally red. “Ah crap. My potion ran out? I was so worried and confused that I didn't even notice.”

“Maybe you should get away from me, get home and take another dose.” Twilight was doing his best to keep himself under control. “I mean, seriously, I don't want to risk it with you too. I just can't seem to help myself.”

Dash stepped back and backed into a tree. “You know... You're right.” She took another look at her now male friend and gulped. He was really good looking. Slender, light muscles, bright eyes, and she could actually smell how healthy he was, even if it may just have been the scent of him having mated with Applejack recently. She felt something drip down her legs.

“Dash?” Twilight looked at her friend, at the somewhat dazed look that had suddenly come over her face.

“Twi?” Dash's tone became a little lower.

(Crap...) Twilight thought. “Um, maybe I should head back to the library...”

“You... You don't have to, if you don't want to. I know a nice pond near here we can dip in and cool out heads.” She shook her head a little, trying to master the naughty thoughts that were popping up. “You don't want to walk through town smelling like that, do you?”

Twilight sniffed himself and scrunched up his muzzle. “Oh eew. I really do smell.” He grinned a little nervously at Dash. “Um, where's this pond?”

“Just this way.” Dash turned to lead the way, and only then realized her mistake.

Twilight took a hit of Dash's scent right to the face as the wind blew just right. Almost instantly he lost control of his member and it made its grand appearance.

Dash clamped her tail down and spun around. “I'm, so sorry about that Twi.” Her eyes immediately settled on something she had not had any real interest in before and they went wide. “Whoa... That thing is huge.”

“I'm so sorry Dash.” Twilight covered himself up as best he could. “I think that cold bath really sounds like the best idea.”

Dash shook her head again, naughty thoughts filling her mind, thoughts that kind of disturbed the mare preferring mare. “Damn right that's an idea... Um, just head over that hill and through the trees, the pond is right there. I think I should head home and...” She tried to flap her wings, but they were too stiff now to let her fly. “Oh for Celestia's sake... Why now?”

Twilight chuckled. “Come on Dash, I'll take the lead, the wind won't blow your scent to me than.”

Dash nodded and started following Twilight, but now that she was following him, she kept finding herself looked at HIS backside, at his generous balls which swung as he walked... and the wind was blowing his scent into her face now.

But she managed to keep from jumping the stallion. No matter how much she never wanted to do IT with one, she could feel her body betraying her personal preference.

They did manage to reach the pond, and Dash rushed ahead and dove right in.

Twilight reached the pond's edge and walked in, lowering himself in as well and shivering at the chill. “Brr, cold.”

“Ah yea, that's WAY better.” Dash sighed as she floated on her back in the water. “I doubt I could have resisted jumping your bone for another minute.”

Twilight dunked her head under the water, her eyes closed till she surfaced.

And looked right at Dash's bright pink slit as she lounged in the water.

Instant boner again.

(Stupid sexy Dash... I bet she did that on purpose...) Twilight thought, then froze in his thought. (Sexy? Where did that come from?)

“Hey Twi?” Dash looked over, and then blinked, realizing where the stallion was looking. She covered herself with her hooves and dunked herself under water again. “Hey, pervert. Wha'dya think you're looking at?”

“I'm sorry Dashie. I just dunked my head to cool off and when I came up, you were just, kinda right there...”

“Dashie?” Dash flustered. “Did you just call me... Dashie?”

Twilight winced. “I... Sorry.” He hung his head.

Dash could tell Twilight was feeling miserable, and she felt a twinge in her chest. “Hey, Twi. Um... It's alright. Usually only Pinkie Pie calls me Dashie, so it kinda caught me off guard. What say we just, you know, wash up here?”

Twilight nodded and started washing himself down.

Sweetie Belle and Scootaloo walked along the trails among the orchard, heading toward their tree house.

“What do you think Apple Bloom will have planned for us today?” Scootaloo grinned as she trotted along, her scooter, sadly, needing some repairs after a recent crash. “I bet it's something boring.”

“I'd like to try something safe for once. Rarity got really mad when I came home covered in honey after we tried to earn our honey collector cutie marks. I think I got stung in my everywhere.” Sweetie Belle countered.

“Hey, not your everywhere. Your horn is hard, my wings ain't. I got stung twice as much as you did.”

“Only because you tripped and fell into that bee hive.” Sweetie Belle added. “Which is how Apple Bloom and I ended up getting stung by so many bees.”

“Yea, Honey Dip was really mad at us for that and chased us off her property. I thought she would have liked to have some help.”

“Hey.” Sweetie Belle paused and looked a little off the path. “Isn't that Spike?”

Scootaloo looked and nodded. “Yea, it is.”

The pair approached the little dragon, who looked totally miserable.

“Spike?” Sweetie Belle spoke softly.

The dragon looked up, his eyes red from crying. “Belle? Scoots?” He tried to wipe the tears from his face. “Wh-what are you doing here?”

Scootaloo rolled her eyes. “Duh, we're heading to our club house so we can get ready to go to our secret swimming hole, if we can't think of anything to try to get our cutie marks.”

Spike hung his head. “C-can I come with you? I mean, I've been having a REALLY rough day, and I just need to go someplace I know it's safe, where I won't have to see... THAT again...”

“THAT?” Belle asked. “What's THAT?”

Spike shuddered. “I don't wanna talk about it. Just thinking about what I saw gives me the willies.”

Scootaloo slapped Spike on the back. “Well, no prob. We're just going to the tree house to meet up with Apple Bloom. Maybe you can help us with our cutie marks?”

Spike remembered last time he helped. He had almost ended up as a dragon skin rug hanging on the tree house wall.

“And we won't try for our dragon slayer cutie marks. We know that's not our special talent.”

Spike felt better hearing that. “Well, as long as it's not dangerous.”

Belle smiled. “I'd like to try something safe for a change.”

“Pff. Safe is boring.” Scoots snorted. “Let's get going, we're already behind schedule because my scooter got smashed in that demolitions disposal attempt.”

Spike nodded and followed the pair of fillies, avoiding looking at their backsides and having flashbacks of everything else he had seen today.

They finally reached the tree house, and quickly discovered that Apple Bloom wasn't there.

“What a bother.” Scoots grumbled. “She was supposed to choose what we tried today.”

Belle simply smiled. “How about we go show Spike our top secret swimming hole?”

Scoots shrugged. “Meh, why not. Wanna come along Spike?”

“I-I guess...” He sighed, and silently prayed to Princess Celestia that he wouldn't have another encounter like the previous two, preferably for the rest of his life.

Twilight finally felt like he was relaxed, and clean. He emerged from the pond, and felt a pair of eyes staring at his back end. Without even looking, he spoke. “Rainbow Dash. Are you staring at my butt?”

“Uh... No... maybe... kinda... Yea...” The mare grinned sheepishly. “Well, for a stallion, you are kinda good looking, you know?”

Twilight half turned to face Dash as she emerged from the pond, her mane tail and sticking to her body tightly, the water cascading down her tight, athletic form. All Twilight could do was groan as he felt his stallionhood make another appearance. “What is wrong with this thing? I have no control over it.”

Dash was staring at Twilight's cock again, her mind asking her the following question. “Pst! Dash, think about this, Twilight's really a mare, right? She's only a stallion till the Princess can turn her back to normal, right? So just think of it as letting Twilight do you with a strap on.”

Yea, Dash stepped toward Twilight, a grin appearing on her face.

“Uh, Dash? Are you alright? Speak to me Dash... Oh fudge...”

Twilight didn't get a chance to escape as Rainbow Dash lunged at him, knocking him flat onto his back. The Pegasus quickly mounted him, grinning down at the still stunned stallion.

“Don't worry Twi, I'll make you feel REALLY good.” She grabbed a hold of Twi's cock and mounted it, then slid down easily. “Oh buck yea... Just like one of those realistic toys from Trip Elex's shop.” She grinned and started grinding. Her head flung back, and her tongue hanging out of the side of her mouth.

Twilight was just too stunned to resist. His eyes rolled back into his head with how rough Dash was, but not so rough that it wasn't feeling really good.

Dash's pussy was looser than Rarity or AJ's. But she had pretty good muscle control. The wet slapping sounds were so dirty, but at the same time really turned him on. He gripped onto Dash's hips tightly and just let her move as she wanted.

The mare was loving it. “Oh yea... I can't believe I never wanted to try the real thing before. It feels even better than a toy.” She kept riding Twilight, hard and fast.

It was barely a minute when she felt her first orgasm coming. She grinned and let out a hiss of delight as it tore through her, but one climax was never enough. She had to have multiple.

She smirked at the stallion and slid off his cock, still rock hard, and turned around, her tail lifted and the sight very inviting. “You know you want to Twi. Come mount me and make me feel like a real mare.”

Twilight was barely in control of his body as he got up and easily mounted the smaller mare. One good thrust and he felt contact, and then started pushing in.

“Holy fuck TwiiIIIII!!!!!” Dash's eyes went wide as Twilight missed her intended hole, pushing into the optional hole instead.

Dash's legs nearly buckled at that moment. She loved shoving her toys up her butt, but had not ever expected to feel some real meat between her cheeks. “Oh yea... Buck me hard...”

Twilight was a little confused. Why did Dash's pussy feel so different in this position? Why was it so much tighter?

He figured that maybe different positions really did feel different after all. He started bucking his hips, hard and fast, barely able to control himself.

Dash grabbed a hold of a tree trunk to keep herself from falling over. Never before had she felt anything like this. Sure, she loved anal, but the toys, even if they did feel realistic, somehow just couldn't measure up to the real thing.

Twilight was somehow able to go faster, pounding Dash even harder. The mare had to stuff a hoof in her mouth to keep from screaming and possibly getting the attention of any nearby weather patrols.

“Ffffff. Oh yea! Fuck my ass. So good...”

Twilight froze. “W-wait... What did you just say?”

“K-keep fucking my ass Twi. It feels so good.”

“B-But... That's where you poop from... EEEEWWWW!!!” He jumped back and dove back into the pond, reaching for sand to scrub his still hard meat.

Dash placed a hoof in Twilight's shoulder. “Hey, hold on Twi. There's nothing wrong with anal sex. It feels really good.”

“But... Poop.” Twilight whimpered and was about to start scrubbing when Dash's hooves started stroking his erection.

“Alright, alright. No anal. Sheesh, you really are an egghead, aren't you?”

“So what if I like books.” The stallion sighed and leaned back as Dash washed him down. “Mmm, Your hooves feel really good.”

“I know what'll feel even better.” Dash got up and rested her front half on the shoreline, and lifted her rump in the air, her tail lifting and swishing along with her back end. “I'll guide you into the right hole this time.”

Twilight sighed and mounted Dash again, the mare's hooves guiding his cock to her pussy. “Mmm, right there. Go ahead Twi.”

Twilight pushed forward carefully, and this time the hole felt more familiar. He grunted and pushed in as far as he could, groaning as he filled the mare with his long, thick shaft. Almost by instinct he started bucking his hips, thrusting and out of Dash's pussy, feeling her canal's muscles gripping him in a way that even AJ's muscles couldn't.

Sure, Dash was looser, but she felt just as good as Rarity and AJ. The stallion just couldn't stop, building speed as he pounded into her.

Dash once again had to bury her face to keep from crying out too loudly. By Celestia, this felt so damned good.

Neither of the lovers even noticed the trio as they stepped into view on the other side of the fairly small pond.

Spike's eyes went wide at the sight before him, once again, for the THIRD DAMN TIME TODAY!!! His eyes rolled into the back of his head and he fainted.

Belle and Scoots stared in shock at the fainted dragon, and then looked to where he had been looking before keeling over.

The pair of fillies gasped and quickly dragged Spike into the bushes to remain unseen, and then they watched.

“What's going on?” Belle asked innocently.

“D-Dash? Rainbow Dash is... She's with a guy? I thought she only liked mares?” The small Pegasus felt betrayed. “Why?” She whimpered. “Why is she doing IT with a stallion?” She felt some certain hopes being crushed.

Like her hero, Scootaloo wanted only to be with a mare, specifically Rainbow Dash. She wanted to cry, but the scene before her was, strangely, really interesting, despite it not being right.

“Scootaloo, what are they doing?” Belle asked again, unable to look away.

“They're doing grown up stuff. It's called sex.”

Belle's eyes went even wider than they had been a moment ago. “Just like in Rarity's romance novels? Wow. That's so romantic.”

Scoots rolled her eyes. “It ain't fair though... Rainbow Dash only likes mares. Why would she ever do it with a stallion? Who is he anyway?”

“He kinda looks like Twilight Sparkle, you know, Ponyville’s librarian. Maybe he's her brother. I heard from Rarity that she has one. But I thought he was married.”

“Married?” Scoots stared at Belle. “Wait, do you mean that Twi's brother married Rainbow Dash? Maybe that's why they're all the way out here doing it, so she can still let others think that she's still, you know...”

“Into mares?” A new voice spoke up, making the pair of fillies nearly jump out of their skins.

They spun around to see a big, smiling mouth set into a pink face, framed by a poofy mane of a darker pink.

“P-Pinkie Pie?” Scootaloo went white. This was the one mare she did NOT want to see this scene.

“Yuppers.” Pinkie grinned even wider. “How'd you know about my super duper secret swimming place that I only use during a certain time of the year that you're WAY too young to even know about?”

“Uh...” Scootaloo was at a loss for words.

“Apple Bloom showed us this pond. It's on her family's property.”

“I know that. I showed Applejack this place, and she showed Apple Bloom, and Apple Bloom will show her, oh wait, she doesn't have a little brother... Yet.” Her grin somehow widened. “So, wanna go for a swim together? Oh, what's that? We're not alone?” She peaked out of the bush and her eyes went wide. “Is that...”

“Rainbow Dash...” Scoots muttered.

“And she's...”

“Doing 'it' with her husband.”

“And her husband is?”

“Duh, Twilight Sparkle's brother.”

“Oh wow. I thought he got married to a Princess. Wait, this must mean that Dashie is a Princess. I SO have to throw her a congratulations on being a Princess party. Oh, she's going to LOVE it.”

The pair of fillies blinked, and the strange pink pony was simply no longer there, just a few loose leaves floating down to the ground where she had once occupied.

“What was that about?” Belle asked.

Scootaloo shrugged and looked down at Spike, then back at the pair. “Oh for Celestia's sake... Let's get him out of here and let those two have some privacy.”

Belle nodded and helped carry Spike back to the tree house so he could get some rest. None of the three heard Twilight or Dash's cries as they came long and hard.

To Be Continued...


View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle


Pinkie Pie skipped along through Ponyville, humming happily to herself. She would greet ponies as she passed with a big smile, and be greeted back with smiles as well, which only made the pink mare happier.

And today, she had plans, plans to throw the largest party that Ponyville had ever seen.

It was going to be the bestest of the bestest parties, and she knew that she, and only she, would be able to pull it off.

But then she paused, a sudden realization coming to mind.

If Dashie was married to a stallion, when and where had she been married? And why had she never seen her stallion before in Ponyville, even if he WAS Twilight's never before mentioned twin brother.

Dashie had been married... and she had NOT invited Pinkie Pie?

How... How could that be.

Pinkie Pie stopped skipping along, her hair suddenly deflating.

Dashie was supposed to be one of her bestest friends ever.

A nervous twitch developed in her eyes, and she started just walking home, no longer smiling at the ponies she passed.

Some even dove into their homes and pulled their foals inside.

Twilight Sparkle lay next to Rainbow Dash on the grass, looking up at the sky.

They had just washed up, and were both quite exhausted by now.


“Yea Dashie?”

“You know I'm still a lesbian, right?”

“Honestly, I didn't know that before you told me.”

Dash blinked. “Seriously? You never noticed me checking out other mares? Ignoring the stallions?”

“Nope. Sorry.” Twilight chuckled. “But now I know, and I don't think any different of you for that.”

“Thanks Twi.” Dash sighed with relief. “It's strange though, here you are, a stallion, but I know you're really a mare. That's one messed up potion you drank. What was it supposed to do in the first place?”

“Uh...” Twilight looked away and muttered something.

“What was that Twi?” Dash jumped up and stood overtop of the stallion, staring into his face.

“It... um... It was supposed to.... mumble mumble.”

“Twi, if you don't tell me, I'll start tickling you, and we both know just how ticklish you are, and where.”

Twilight winced. “Wings...”

“Say what?”

“It was supposed to give me wings. Make me an Alicorn, like Princess Celestia.”

Dash poked at her sides. “Well, I don't see any wings. I'd say that potion that the Princess had you make was messed up.”

“No, it wasn't messed up... I just used one of Skyline's molted pinions... If I had used the feather of a mare, it would have worked perfectly... Instead of... this...” He gestured down at his body. He then looked into Dash's eyes. “And Dash... I... I'm sorry. I mean, me being a stallion and all that. What I mean to say is, I kinda guess I might be a little curious about, you know...”

Dash rolled her eyes. “Just spit it out Twi. Curious about what?”

“Mare on mare... relations... and stuff...” Twilight avoided making eye contact. “I'm sorry Dashie... I should go. I bet Spike is really worried about me. I've been gone most of the day, and honestly, I really am wiped out.”

“How do you expect to get back into the library? Everypony in town will see you as a stallion.”

“I know that. I'll just try to sneak as close as I can and then teleport the rest of the way. I'll just stay upstairs and let Spike take care of the library till Princess Celestia can fix my mistake.”

“Or I can fly you in through the balcony window.”

“Yea, but... Well, you already saved me from Granny Smith and Big Mac. They're going to be pretty angry at you to till we can get this all sorted out.”

Dash sighed and stepped away from Twilight. “Yea, that makes sense. Guess I won't be napping in their trees for a while.” She chuckled and spread her wings. “Want a lift to the edge of town at least?”

Twilight nodded. “Sure, why not? Just, fly low please, I really don't like heights.”

Dash nodded and lifted into the air, then wrapped her forelegs around Twilight's chest and lifted him off the ground. “Yea, you really did get heavier, but a good heavy. All muscle.” She grinned and carried Twilight toward Ponyville.

Pinkie walked into the bakery and simply headed up to her room. The Cakes watched in some fear and concern as the strait maned Pinkie Pie trotted past.

“Dear?” Miss. Cake glanced at her husband.

“Yes?” Mr. Cake replied quietly.

“I think we should make Pinkie a little something special.”

The stallion blinked, then smiled. “You know what? Why not? I hate to see Pinkie looking depressed.”

They then headed into the kitchen to make something truly special for their favorite pink pony.

Spike's eyes snapped open and he sat up, looking around in a mix of fear, worry and confusion. “What? Where? How?”

Belle looked over her shoulder and smiled at the clubhouse's guest. “Hi Spike. Scootaloo and I carried you back here after what happened at the pond.”

“Oh... um... That really happened? It wasn't just a nightmare?”

“Nope. Rainbow Dash and Twilight's twin brother who's also Dash's husband were doing it.”

“Twilight's twin... What?” Spike looked even more confused for a moment. “That wasn't Twilight's twin. That was Twilight. She drank a potion and it didn't work right...” He hung his head. “Damn, I wasn't supposed to tell anypony...”

“We won't tell that you told us.” Belle patted Spike's back, trying to comfort him.

“Thanks Sweetie Belle.” He stood up and started toward the door. “I should get going... I have to face it, I'm cursed to walk in on Twilight every time he's with a mare...” His stomach rumbled a little. “Maybe I should get something to eat before I go home.”

“There's a day old sale at Sugar Cube Corner.” Scootaloo beamed. “I bought a dozen cupcakes for one bit this morning.”

Sweetie stared at Scootaloo. “You did? Why didn't I see any?”

“Because I shared them with my family.” She shrugged.

“You have a family?” Belle asked, realizing that Scootaloo never ever mentioned her family before.

“Of course. One older sister and one younger. There's also Mom and Dad too, of course.”

Spike blinked. “Where DO you live anyway?”

“Um... Wow, would you look at the time. I gotta go, getting late and all that.” Scootaloo rushed out the door and was out of sight before the remaining pair even knew she was gone.

Belle blinked a few times. “What the? Scootaloo never talked about her family before, and now I learn she has a big family. I wonder who they are?”

Spike shrugged. “We should head back too. Twilight's going to be worried about me if I'm gone for too long... unless she... he's too busy with some other mare when I get home. I really hope I don't walk in on him doing that stuff again.”

They pair headed back to town, changing the subject to wondering who Scootaloo's family might be.

Twilight bid Dash a safe trip home, and gave her a kiss on the cheek, and a thanks for the lift.

He then carefully made his way through town, knowing it well enough to be able to slip through unseen.

Damn you fate.

Twilight was slipping past the most dangerous part of Ponyville, the home of the crazy party mastermind, Sugar Cube Corner.

And that was when he caught the scent of the most delicious baked goods he had ever smelled, and his rumbling stomach was in full agreement with that assessment.

“Ugh...” Twilight wanted to get home as soon as possible, but his rumbling tummy and that tantalizing smell was just too much, and he found himself deviating from his chosen course.

He knew he shouldn't make himself known, at least not like this, but he couldn't help it. The stallion peeked into the bakery and saw neither Mr. or Mrs. Cake, and no sign of Pinkie Pie.

Twilight slipped in, hoping he wouldn't cause too many problems or startle anypony. He approached the counter and rang the bell.

A few moments later he saw Mrs. Cake step out from the kitchen. “Why hello...” She paused, looking at the familiar coat and mane colors of this rather good looking stallion. “Oh my, do I know you?”

Twilight nodded. “It's me, Twilight.” He looked down a little. “Had a little accident with a potion. I should be back to normal soon though, once Princess Celestia finds a way to turn me back into a mare.” He then glanced around. “Say, where's Pinkie Pie?”

“Oh...” Mrs. Cake fidgeted a little. “She's up in her room. She didn't look to be very happy when she came in.” She then tried to smile at least a little. “But we're making her favorite cake to try to cheer her up. That aside, what can I do for you?”

Twilight's stomach grumbled hungrily in response. “Um, kinda hungry.” He pulled out her bag of bits from within his tail. “Got any fresh muffins?”

“Of course. One bit each for these ones, they're extra tasty and really filling.”

Twilight smiled and placed six bits on the counter. “I'll take six. I haven't eaten anything since earlier, and I've been really... um, doing a lot of running around.” He grinned a little nervously.

Mrs. Cake simply smiled and placed the muffins into a box. “Say, why don't you go up and say hello to Pinkie. It might cheer her up to see a friendly face.”

Twilight winced a little. He didn't want to risk a rerun of Rarity, Applejack and Rainbow Dash, but then again, if Pinkie was feeling depressed, he had to do something for his friend. “Well, I guess I can go up and say hello.”

Mrs. Cake smiled. “Thank you Twilight. If anypony can cheer Pinkie Pie up, I know her friends can do it.”

Twilight nodded and levitated his purchase, then started up the stairs to Pinkie Pie's little loft apartment.

Once on the landing, he knocked at the door.

“Go away.” Came Pinkie's less than cheery voice.

Twilight sighed. “Pinkie Pie? Um, I know I don't sound like myself, but it's me, Twilight Sparkle. May I come in?”

“You're not Twilight. You're Twilight's twin brother who's secretly married to Rainbow Dash. How could I not get invited to the wedding? I'm Dashie's bestest friend... Or at least I thought I was.”

“Wait, what? Pinkie, no. It really is me, Twilight. I drank a potion and it turned me into a stallion and... what's this about Dash and me being married?”

The door opened a crack and revealed one of Pinkie's bloodshot blue eyes. “I... sniffle... I saw you and Dashie, at the pond... Are you... Are you really Twilight?”

Twilight turned and showed off his cutie mark. “How many ponies can possibly have this exact cutie mark? See these five little stars? One for each of my very best friends in the whole world.”

The door opened more, revealing the strait maned Pinkie Pie. “Twilight? How? Why?”

“May I come in? I can explain everything.”

The door opened fully and Pinkie stepped aside.

Twilight entered the room and glanced around. “Your room is cute like always.”

A silent nod and Pinkie closed the door, then went and sat down at the table in the center of the room.

No bags of flour, piles of rocks or buckets of turnips could be seen, which set Twilight's mind at ease. He still had difficulty believing Dash and what she had seen that one other time that Pinkie had become depressed during her own birthday.

He set the muffin box on the table and sat across from his friend. “So... You saw Dash and I? At the pond?”

A silent nod.

Twilight blushed, but didn't let it bother him to much, which surprised him a little. “I'm sorry... I mean, I didn't expect that to happen between Rainbow Dash and I.”

“So, you're not secretly married to Dashie?”

Twilight chuckled. “No, I'm single... I think...”

Pinkie looked up at Twilight. “You think?”

“Um... I'm not certain, but I think there may be a shotgun wedding in my future... I really hope that I can become a mare again really soon.”

Pinkie blinked, and then blinked again. “Shotgun wedding? The only ponies I can think of who own a shotgun would be the Apples... Did... Did you do it with Applejack too?”

Twilight's face flushed a deeper shade of pink. “Um... well... yes?” Insert really nervous grin here.

“Anypony else?”

“Uh... Rarity?”

Pinkie's eyes went wide. “All three of them?”

Twilight hung his head in shame. “Yea... I mean, I just became a stallion today, and I've already... you know... done THAT with all three of them.”

“Would you do it with me? I kinda had a twitchy twat, and I've never felt that before, but I think it means I'm going to get laid.”

“W-W-W-What?” Twilight sputtered.

Pinkie hung her head. “Of course you wouldn't. I'm just silly little Pinkie Pie. I'm not beautiful like Rarity. Not strong like Applejack. I'm not awesome like Rainbow Dash.”

“Pinkie, what are you talking about? You may not be like the rest of our friends, but you are super special. You're really cute and always full of energy. Sure, you drive me crazy with some of your antics, but I love you just as much as I love all the others.”

Pinkie looked up again. “Really?”

“Of course.” Twilight smiled, regardless of having a gut feeling he was going to end up doing 'IT' with Pinkie Pie as well. “And you know what?” He got up and walked around the table and nuzzled the depressed pony. “You actually are more than just cute with your mane down. It's really quite pretty.”

Pinkie blinked and looked into Twilight's eyes. “Pretty?”

“Yes. Although, I do really love seeing you with your mane like it usually is. Cute suits you perfectly.”

Pinkie smiled a little. “You like me looking cute?” A slight blush was appearing on her cheeks.

Twilight simply nodded. “Pinkie Pie cannot be Pinkie Pie without being super cute.”

The young mare's blush spread. “Thank you Twilight.” Her hair started to regain it's 'splendor' and poofiness. She leaned forward and nuzzled the stallion under the chin. “Um, so... can we do it? It looked really fun when you and Dashie were doing it.”

Twilight sighed. “Anything if it makes you happy.”

“Thank you Twilight.” Pinkie's mane and tail reached full poof, and her smile returned in full force. “So... Um, what do we do? I've never done it with a stallion before. Dashie and I did it a few times, you know, after having a little too much spiked punch.”

Twilight chuckled. “Well, to be honest, I really don't know where to start.”

“Oh, I know.” Pinkie suddenly bounded over Twilight and dunked her head into a brightly painted trunk. She rooted around, tossing things around, including Gummy, who landed on Twilight's head.

Twilight levitated the toothless alligator of and set him on the floor. He watched as Pinkie pulled out a box and then rushed in behind a change screen. A few moments later, the mare emerged, wearing the sexiest lingerie he had ever seen.

“Whoa...” Twilight backed away at the sight if the black lacy clothing that somehow made Pinkie go from cute, to sexy. Then he saw the riding crop, the collar and leash in Pinkie's mouth. “Why do I get the feeling this isn't going to end well?” He murmured to himself.

“Can we play a game?”

“Uh, what kinda game?”

Pinkie walked forward, a sexy sway/bounce in her step. “Wear this collar.”

“Wait, what?” Twilight took a step back. “Um, why?”

Pinkie kept walking forward, that out of place sexy step and look on her face certainly made Twilight nervous. “Master and slave, of course.”

“I don't know about that Pinkie. I mean... I've never done anything like that before... though Applejack did tie me down to her bed and... Oh Ponyfeathers.”

“Oh, you're into bondage? Let me get into my bondage outfit and...”

“Pinkie, no, um, this is alright...” He levitated the collar around his neck and put it on. It was soft, made from some shiny substance, maybe latex? He wasn't sure.

Pinkie smiled and tugged on the leash, directing Twilight toward the bed.

For a moment, Twilight hesitated, but a light slap from the crop on his cutie mark got him moving. “Ow, careful Pinkie.”

“Mistress Pinkie to you, slave.” Pinkie grinned. “Now...” She turned around and lifted her tail, revealing the black lacy, crotchless panties. “Use your horn. Pleasure me.”

Twilight blinked, then started to use her magic to massage Pinkie's tight looking slit.

“No, not your magic, your horn.” Pinkie frowned.

Twilight's face went so damn red. “M-M-My horn?” He actually squeaked. “But it's kinda sensitive at the moment and...” He froze at the glare Pinkie was giving him, tapping the crop to her hoof.

“Yes... Mistress...” He sighed and pressed the tip of his horn to her pussy and started massaging the soft mound. (Why do Unicorn Horns get sensitive when we're aroused? We don't usually have much feeling in them otherwise...)

“You're not using it right.” Pinkie stated, glancing back over her withers. “Stick it inside me and use it like that.”

Twilight sighed, and then started pushing it into Pinkie's pussy. He could actually FEEL everything, and it was just as good as his cock. The mare's pussy, amazingly enough, was tighter than Rarity or Applejack's. He actually had to be careful, and stopped when he felt the resistance. “Um, Pinkie? You've never had anything in your vagina before, have you?”

The pink pony was purring at this moment, but answered. “No, why? I mean, you stuck your stallion bits into Rainbow Dash and it looked like it felt really good, and I heard that a Unicorn horn feels even better. I wanna try your horn.”

“Pinkie, you're a virgin, you still have your hymen.”

“Oh, that? I was meaning on getting rid of it so Dashie and I could try some new things next time we get drunk. Go ahead and push on through. I'll be alright.”

Twilight sighed. He was sighing a lot today. He pushed out a bit of his magic, using a spell he had learned to help make cuts and scratches not hurt so much, and then pushed through.

Pinkie didn't feel any pain, only a slight pressure as she was penetrated for the first time ever. “Oh wowwy. That feels so good. Keep going.”

Twilight refrained from sighing for the hundredth time, and pushed in more, then saw the trickle of blood and winced. “Um, Pinkie? How about we, you know, take it a little slower for a moment here. Um, let me clean you up here a bit?”

“That's Mistress Pinkie.” Somehow, even from her position in front of Twilight, Pinkie landed a crop slap on Twilight's hingquarters.

“Y-yes Mistress...” (Damn, she's going to be like this is she? Fine. I can shower later.) The stallion pushed in as far as he could, his forehead pressing against Pinkie's pussy lips. He then started pulsing his magic through his horn. It was a simple magic control exercise but he knew it made his horn vibrate.

Pinkie's eyes went wide at the sudden new sensation. “Ooooh woooow!” She almost melted. She let out a little startled gasp as Twilight started thrusting with his horn. The sensation was fabulous, the bestest thing she had ever felt before.

Twilight grit his teeth. With how tight Pinkie was around his horn, he doubted his now erect cock would even fit. He hoped that Pinkie wouldn't want to try. He was worried that it would actually hurt her.

Still, he could feel EVERYTHING through his horn. It felt amazing. Different, but no less amazing than actually using his penis.

Pinkie was squirming, her forelegs failing her, and her hind legs starting to fail as well.

Twilight's magic wrapped around Pinkie's hips and kept her from falling down as he literally rutted her with his horn. His head felt like it was spinning as he kept moving. He then started moving Pinkie's hips with his magic, taking a lot of strain off moving his neck.

Pinkie was making the cutest squeaks and sounds that Twilight had ever heard, and he grinned, moving her faster, and pouring more magic into his horn, making it pulse and vibrate even more. He was going to make the cute mare cum just with his horn alone, and then he wouldn't have to worry about getting her pregnant.

Unlike Rarity, Applejack and Rainbow Dash.

Spike walked through Ponyville, heading toward the library. He then had an idea. One pony he knew would be perfectly safe to visit.

Pinkie Pie.

The baby dragon hurried along, knowing for once, he would not run into that horrible, horrible scene he had already run into three times today.

He entered Sugar Cube Corner and looked around. He could hear the Cakes were really busy in the kitchen, but he knew Pinkie always welcomed him into her little home upstairs. Spike peaked into the kitchen and saw just how busy the Cakes were, and knew better than to bother them.

Passing the doorway, he reached the stairs and made his way up. He reached the door and made to knock, but the door swung open, giving the baby dragon a view he most certainly did NOT want to see.

He could clearly see Twilight, still a stallion, with his horn plunging in and out of Pinkie Pie's mare parts, while glowing brightly.

The baby dragon developed a sudden eye twitch and just turned and left.

“I... saw... nothing...”

Pinkie Pie's tongue was hanging out her mouth as her climax hit her. “Yowie zowie! My brain just went powie!”

Twilight nearly burst out laughing at hearing that oh so perfect Pinkie Pie orgasm, and felt a flood of sweet fluids hit his face. His eyes clamped shut with the sudden outpour, and tastes it in his mouth.

“Strawberry frosting?” Twilight wondered. “Huh, I was expecting cotton candy...” He then grinned and kept thrusting. He could feel something building in his horn. It was just like with his penis, when he was about to cum.

He had to know, what did a magically horn based orgasm feel like?

Pinkie Pie was enjoying it so much that she had totally forgotten about her little 'master and slave' game. All she knew now was the pure pleasure that Twilight's horn was giving her. She felt a second orgasm coming.

“A-Again? She gasped, her second climax catching Twilight off guard as Pinkie squeezed around his horn.

The tensing concentrated his magic through his horn, causing a sudden surge to burst out of the tip.

Pinkie Pie had also not been expecting this and nearly shot across the room from the sudden magic orgasm. She landed fully on her bed and collapsed. “Oh wowie. That was almost the bestest thing ever.”

Twilight had been knocked onto his back from the 'horngasm' and was a little stunned. He opened his eyes and looked forward, seeing some pearly pink, liquid magic dripping from his horn.

“Wowie is right... but I think it was MY brain that just went powie...” Twilight blinked as the 'magic' dripped onto his muzzle. A quick lick and he tasted it. “Huh. My magic has a flavor...”

Pinkie was there in a flash, her tongue running up the full length of Twilight's horn, licking up the excess 'magic'. “Oh, this is yummy. I wonder if I could make cupcakes out of it.”

Oh how Twilight blushed at that concept. “You'd make cupcakes out of me? I mean, my magic?”

“Well, maybe. I've never tasted liquid magic before, other than my morning pot of espresso.”

Twilight blinked, and then chuckled. “Somehow, I believe that.” He looked around the room and frowned. A little magic, and the window opened, letting fresh air into the room. He then cleaned up the mess as best he could. No point in leaving a purple/pink splatter across the room.

“Um, so, Pinkie, feeling better?”

“Oh yea, way better. That felt so amazing. I can't wait till you put your stallion horn into me next.”

Twilight shook his head. “I'm sorry Pinkie, but I've already done that three times today. I am totally spent. I'm going to go home and clean up. You should get out of that outfit too.” He removed the collar from around his neck and set it back into the chest.

“Okay. Maybe tomorrow?”

“Uh... Kinda hoping that Princess Celestia will have an answer for me by tomorrow. I don't want to be stuck as a stallion forever.” He nuzzled Pinkie Pie. “Take care, and I'm glad you're feeling better.”

“Thank you Twilight. I'm glad you're not secretly married to Rainbow Dash.”

“Me too.”

“This way, I can help set up the wedding.” She giggled.

Twilight felt a twitch in her brow. “Uh... I don't think Dash and I will be getting married... I'm more worried about Big Mac and Granny Smith at the moment. I really don't want to be involved in the business end of a shotgun wedding...” A final nuzzle from Pinkie Pie, and Twilight left for home.

Spike wondered through Ponyville, not really knowing where he was going. He was pretty much on autopilot at the moment, so didn't even notice the pony in his path till he ran into her.

Face first into her back side.

A tooth decalyingly cute squeak, and Fluttershy dove into the nearest bush, dropping her basket full of flowers.

Spike blinked, then spotted a few strands of a familiar pink mane sticking out of the bush. “Fluttershy? I'm so sorry, I didn't see you there.”

“S-Spike?” Fluttershy emerged from the bush, a hint of a blush on her face. “Is something the matter?”

Spike nodded. “I... I'm cursed...”

To Be Continued...


View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle


Fluttershy looked at Spike as he lay curled up on her couch, wrapped in a nice warm blanket, sucking the tip of his tail like a newborn dragon.

She felt bad for the little fellow, especially after he had finally told her all about his day.

The little yellow and pink Pegasus was actually more a pink and pink Pegasus, especially after Spikes explanation of why he felt cursed.

“Spike?” Fluttershy finally spoke. “It can't be as bad as you said it was. And Twilight, a stallion?” She nuzzled her company. “I haven't heard anything about that. I'm sure Twilight would let all of us know if something like that happened to her.”

Spike shook his head and popped the tail out of his mouth. “I dunno. She was planning on not telling anypony at all, but then Rarity came to drop off a book and went up to see Twilight, and that's when it all went wrong. I mean... Rarity...” He wanted to cry.

Fluttershy frowned. “Maybe I should go talk to Twilight and let her know...”

“NO!” Spike cried out, making the shy pony flinch. “I mean... sorry Fluttershy, but if she found out that I've seen her with everypony else doing... that... She'd hate me for sure. He, whatever...”

“Oh I don't think Twilight could ever hate you Spike. You are her number one assistant after all.” She tried to be helpful.

“There's NO way I'm assisting her when she's a he... I bet that if I go back there right now, I'd walk in on him humping another pony...”

“Dear me.” Fluttershy would have blushed again, but she was already enduring a full body one. Who knew hooves and feathers could blush. “But you will have to go back eventually, right?”

“But... can't I stay here? Where it's safe?”

“I don't know Spike. I would love to let you stay with me for a while, but... um... It's mating season for the bunnies, and they'll be doing a lot of, you know... humping...”

Spike winced. He did NOT want to see anymore humping. “I know.” He sat up. “You can come with me. If I'm with you, none of that will happen... right?”

“I don't know Spike...” She repeated. “I mean, if Twilight is a stallion right now... and a lot of mares are in estrus, myself included, then I don't know what might happen.”

Spike blinked. “Estrus?”

“Heat.” Fluttershy said in a whisper. “Meaning we're in season for... um... humping...”

The dragon blinked, his eyes widening, staring at the mare. “Wait... Even you?”

“Yes Spike, even me.”


“So you see, I really shouldn't go to the library with you now. I don't like using that potion of Zecora's after all.”


“The one that lets mares not want to hump every stallion they see.”

“Oh...” Spike was at a loss. “Um, so... May I at least stay here for a few days? I'll help keep the place clean and I'll help with the animals and...”

“You can stay for the night, but you have to go back to the library tomorrow.” Fluttershy sighed. “It's starting to get late, so why don't you go upstairs and use my bed for the night. I usually just sleep on some blankets on the floor this time of the year.”

Spike blinked, not really understanding why she'd prefer blankets to a nice comfy bed, but he nodded and yawned. “Thank you Fluttershy. I guess I'll go to bed then.” He got off the sofa and headed upstairs and crawled into the nice, sweet smelling bed. Within moments he was snoring away.

Twilight was worried. The sun had just set, but Spike was nowhere to be found.

He paced back and forth, unsure what to do. He figured it might be best if he went out and looked for his oldest friend.

But where to look?

The answer came as a tapping at the library window. A quick use of his telekinesis, and the window opened, revealing a little bird, holding a small rolled up note in its beak. The avian dropped the letter and flew off, letting the stallion take it and read it.

“Hello Twilight, Fluttershy here.

I'm writing to let you know that Spike is at my place, and he's really worried about you.

Maybe you should come by and let him know that you're doing well.

Yours truly, Fluttershy.”

The penmanship was flawless, written with such beautiful, flowing grace.

Twilight suddenly felt relieved, knowing where Spike was. He closed the window and left the library, closing the door behind him. He then started through Ponyville toward the trail that led up to Fluttershy's hilltop tree cottage.

It didn't take him long to come within view of the place. It was always so peaceful here.

Twilight approached and noticed the flickering light coming from the main floor windows. Well, at least Fluttershy was awake.

As the stallion approached, he slowed down. Why was Spike worried? Twilight had already told him that Princess Celestia was on the job to find a way to return him back to normal.

Still, Spike was a baby dragon, and all youths tended to have overactive imaginations.

He reached the front door and knocked, the door creaking open a little.

“Twilight?” Fluttershy's voice came from within.

“Yea, it's me Fluttershy...” (Damnit, I never told her I'm a stallion... Now I bet she thinks some stranger is standing outside.)

“It's okay, please come in. I already know.”

Twilight blinked, quite surprised. He pushed the door open and looked inside. He was a little confused at the sight of blankets laid out on the floor in front of the lit fireplace.

A tall, slender bottle rested in a silver bucket, with some ice visible. A pair of slender crystal glasses rested on the table as well.

Fluttershy was stretched out on the blanket, looking back over her shoulder, her coat and mane shining in the firelight.

Twilight's breath was nearly taken away with how beautiful Fluttershy looked.

“Uh, Hello Fluttershy... You're not surprised I'm... um...”

“Spike told me all about what happened to you today.” She smiled softly, her eyes half lidded. “Why don't you come in and close the door? Spike is fast asleep upstairs, and it is a little cool tonight. It's nice and warm by the fire.”

Twilight approached, closing the door. He was a little nervous at the moment. “Fluttershy, are you alright?” As he neared the blanket, the smell became evident. It was so light and mild that he had not even noticed it before, but it was now filling his nostrils. “Fluttershy are you...”

“In estrus? Oh yes, but you don't have to worry.” She batted her eyes at Twilight.

Now, Twilight should have seen the warning signs, but for a better lack of words, he was still quite ignorant of certain things. Seduction being right up near the top, along with quantum and temporal physics, and nuclear engineering.

Twilight sighed. Fluttershy's scent was so mild that he barely felt anything. His penis wasn't even hinting at going into an erection, which let him feel safe.

Big mistake, right?

Fluttershy patted the blankets, and Twilight sat down next to his shy friend. He looked at her and spoke. “Is Spike really alright? What happened to him that would make him worried when he didn't have any problem laughing at me when he first saw me like this? You seem pretty calm considering this is the first time you've seen me... You know, as a stallion.”

Fluttershy simply smiled and poured a couple glasses of some fizzy drink and offered her company one of the glasses. “He told me all about you becoming a stallion.”

Not really thinking anything was to out of place, Twilight accepted the drink and took a sip, the fizz tickling his muzzle. He then looked at the drink again and remembered tasting this once as a little filly.

“Um, Fluttershy, is this... champagne?”

“Oh, well, yes. I do enjoy a glass on occasion in the evening while lying in front of the fireplace. It's so relaxing.”

Twilight nodded. It did feel relaxing. He took another sip and looked at the fire. It did feel quite nice on this cool evening. “So...”

“Twilight?” Fluttershy set down her empty glass, a giddy little smile on her lips.

(Oh no... Not Fluttershy to...) “Uh, maybe I should come back in the morning and...”

Fluttershy kissed Twilight, just a light kiss, but her soft, pleasant scent caught him off guard. Soft and light it was, but just as powerful as Rarity's own. Subtle, but powerful.

Twilight leaned into the kiss, taking Fluttershy a little off guard, but the mare didn't shy away.

He didn't understand it. In one day, all his closest friends, not counting Spike, thank Celestia, had come onto him. Bowing down before fate, Twilight decided there was no fighting it.

The stallion nipped gently at Fluttershy's lips, making her squeak ever so lightly, then nibbled down her jawline to her neck.

Fluttershy responded with tilting her head, fully exposing her neck for her companion. She sighed and moaned so softly that even with his ears so close to her face, Twilight could barely hear her. With some light nudging, nibbling and guiding, the mare rolled from her side and onto her back, everything visible for Twilight to see.

“You're so beautiful.” Twilight whispered softly into her ear.

Fluttershy sighed happily and gently nuzzled Twilight, nipping so softly at his jaw. “Twilight.” She whispered and smiled at him. It was obvious that even that one glass of champagne had helped her relax and forget her normal fears.

Twilight smiled and kissed down her throat, to her chest and then her belly. He took in her soft, delightful and subtly intoxicating scent. It was of spring flowers after a gentle rain. Even in heat, she smelled so fresh, it almost made no sense.

But he decided to let events play themselves out. He did love her as he loved all his friends. If Fluttershy wanted this, he couldn't refuse her.

His kisses reached her belly, and Fluttershy moaned so cutely that the stallion almost couldn't continue, realizing that Fluttershy, being so shy, had most likely never been with anypony ever before.

His lips finally reached her nether region, those satin soft mounds of hairless skin, and the smell was even more powerful there, but still of flowers. He smiled, gently kissing her and eliciting an actual audible moan. He wondered what his next action would cause.

He slowly ran his tongue over her pussy, sliding ever so slightly between the lips and was honestly surprised by the taste of honey. It was a subtle flavor, but it was certainly honey. Twilight couldn't feel any honey had been placed there. Could this just naturally be Fluttershy?

Twilight didn't worry about that. All he wanted now was to make Fluttershy happy. What else could he do? His tongue lapped softly and slowly at her, drinking her in as she started to get noticeably damper.

Fluttershy dribbled only a small amount of juices, which Twilight eagerly drank up. He just couldn't get enough and kept at it till the yellow mare suddenly squirmed, the softest cry escaping her lips, and a small spurt of more of her honeyed juices escaped her vagina.

Twilight moaned softly as he drank Fluttershy's nectar. After he had cleaned her, he looked up, seeing her breathing heavily. “Are you alright Fluttershy?”

“Oh Twilight. That felt so wonderful.” Her soft smile just made Twilight's heart want to melt.

Twilight stepped back over the mare, bringing his lips to hers.

Fluttershy was a little surprised at the sweet honey taste on Twilight's lips, and quickly realized that she was tasting herself. Her eyes closed, a sigh escaping her lips as she wrapped her forelegs around Twilight's neck. He was such a wonderful kisser.

She had never been kissed before, and even Rarity's romance novels were so wrong about how wonderful it felt. Fluttershy felt Twilight rest a bit of his weight on her, the feeling of his erect stallion-hood on her belly making her pussy feel ever warmer than ever before.

“Twilight, I-I want you.”

Twilight smiled. “Are you sure? I'm not exactly small.”

Fluttershy looked down and blushed, this being the first time she had actually taken a look at it. “Oh my. It's... beautiful.”

Twilight blinked, then smiled. “Are you certain? I don't want to hurt you after all.”

“Of course Twilight. I want this more than anything else. That is, if you want to.”

“I would do anything for you Fluttershy.” He moved his body, positioning himself over her, and pressed, ever so gently, the tip of his shaft to her sex. He pushed in, ever so carefully, feeling her lips part. He could tell that Fluttershy was going to be tight. Maybe not as tight as Pinkie Pie, but still. The last thing he wanted to do was to hurt any of his friends.

So he was careful, pushing forward till he felt the resistance, Fluttershy purity.

Twilight almost felt that it would be the most grievous of sins to deflower Fluttershy, but the look in the mare's eyes, he could see she wanted it, that she was ready for this, the loss of her innocence.

The Stallion smiled and leaned closer, whispering into her ear. “This will hurt a little. Please, let me know if I should stop.”

“I-I want you Twilight, more than anything. Please, make me a real mare.”

That was that, the Law of Fluttershy. What she says, goes. Nopony, dragon, monster, heck, possibly even Princess Celestia herself would most likely refuse Fluttershy anything if she asked.

Twilight nodded softly, and kissed Fluttershy. As he felt her moan into his lips, he gave that little push, taking Fluttershy's innocence forever. He felt her tense up, and heard her whimper. “I-I'm sorry Fluttershy. I hurt you, didn't I?” He looked into her eyes. They were closed tight, tears in the corners.

She then opened them, her gentle green eyes sparkling, showing no discomfort or pain. “I'm alright Twilight. Please, don't stop now.”

Twilight smiled and kissed her again as he pushed in deeper. She was so very tight, so soft and warm. It was so unlike any of the others, but once again, they were all wonderful in their own ways.

He pushed in as deep as he dared, then broke the kiss, letting Fluttershy and himself catch their breaths.

“I love you Twilight. I love all my friends so dearly.”

“I love you Fluttershy, all of you. Are you alright with this? I mean...”

Fluttershy nodded. “Please, keep going. I... I want this so much.”

Twilight nodded, then started moving. He watched Fluttershy's face, watching all the emotions, from a little pain, to the amazing happiness that shone in her eyes. He was so gentle with her, not bucking his hips like he had with the others (besides Pinkie Pie).

No force in Equestria would dare interrupt this moment, natural or pony-made.

The two lovers rocked with each other, gently, their soft sounds not even disturbing the animals as they slept.

Twilight could feel it coming, his climax, and knew Fluttershy was nearing hers, but he did not go faster. He just moved with the gentle mare, bringing her to the heights of pleasure, and simply going along with her. He gasped as he felt it, the surge through his loins as he filled Fluttershy with his seed. He didn't stop moving till he felt her own climax. It was accompanied by the softest cry of delight Twilight had ever heard before.

They moved together for just a few more moments before stopping.

Twilight felt more drained now than ever before. He smiled at Fluttershy and pulled out, feeling himself already going soft and starting to slide back into the sheath. He lay with Fluttershy and snuggled.

Then they heard a sound at the top of the stairs.

Both looked up and saw a wide eyed Spike standing there, staring in total disbelief. “Y-You too Fluttershy?”

Twilight blinked. “You... too?” He stared at the stunned looking Spike. “Wait... what do you mean by that?”

“R-Rarity. Applejack, Rainbow Dash, Pinkie Pie... and now Fluttershy?” Spike just could not believe it.

Twilight's brain clicked and whirred for a few moments. “Wait... what do you mean you 'You too'? You... How do you know about...” His face went red. “You... You SAW us?”

“I didn't want to. It just happened every time.” Spike wanted to cry. “The worst one was Rarity... How could you Twilight. You KNOW how I feel about her.”

Twilight winced. “Spike. I know I can't really explain what happened, but this potion turned me into a stallion, and each time it just happened...”

Fluttershy then spoke up. “Spike, it's alright.” She smiled at Twilight. “Spike told me all about what happened today.” She looked away shyly. “I... I didn't want to be left out. You know I love you. We all love you Twilight. We even promised Princess Celestia that we wouldn't go after you, but...”

Twilight sighed. “I know about that promise already. I guess it is kind of my fault. I drank that potion that did this to me. I guess I should explain everything to all of you. How about we all meet at the Library tomorrow, and I'll explain everything.”

Fluttershy nuzzled Twilight affectionately. “That sounds wonderful Twilight. I'll be there.”

“Thank you Fluttershy.” He sighed and stood up. “Spike, would you like to go home?”

“I...” Spike looked down for a moment. “Do you promise not to do anymore of 'that' anymore? I mean, I've seen way too much of you and our friends humping.”

Twilight chuckled. “From now on I will make sure you don't see any more of that, if I can help it, alright?”

Spike nodded. “Thanks Twi.”

Twilight gave Fluttershy a kiss on the corner of her mouth. “I'll see you tomorrow. I'll explain everything to all of you. Come along Spike. I'm completely wiped out, and I know you need your sleep.”

Spike nodded, descended the stairs, and after giving Fluttershy an awkward smile, left for home on Twilight's back.

Five mares, one stallion, and a baby dragon were sitting around in the living area above the library.

Twilight had Spike send letters to each and every one, requesting they come to the library.

He was really embarrassed, being in the room with all five that he had made love to the day before, but knew he had to explain the truth to all of them.

“I know you're wondering why I called all of you here...” He sighed. “Yesterday, things were kind of strange, yet amazing for me, and for all of you.”

Applejack blinked. “Whatcha mean all ah us?”

Twilight sighed. “You know how you found Rarity and I... Events out of my control led me to... to be with each of you.”

A few of the mares looked quite surprised.

Rarity's eyes were wide. “Darling, you mean to tell me that you mated... ALL of us?”

“Well, yea, I mean, no. Um... Pinkie, well, just my... um...”

“She stuck her horn in me. It felt so good.” Pinkie bounded on the spot. “Can we do it again?” She wagged her hind end at Twilight, her tail raised.

Twilight stared at Pinkie for a moment, and then shook his head. “Pinkie! No! I mean... I don't know if that's a good idea.”

“Aww, but it was so much fun and I was so sad before when I thought that you and Dashie were married secretly and didn't invite me.”

Dash snorted. Had she been drinking anything, Rarity would have been sprayed down. “What? You thought... Oh HECK no. You know I prefer mares... Though Twilight may have changed my mind about that... but only with him.”

Twilight groaned.

“Um...” Fluttershy, her face mostly hidden by her mane, spoke softly. “I really enjoyed last night.”

“Darling.” Rarity smiled brightly. “I think I speak for all of us when I say this, but we all do love you much more than just as a friend. Even if you were a mare, I think I might have decided eventually to be with you.”

Dash stared at Rarity in shock. “You'd be with mare Twilight, but not me?”

Rarity blushed. “Rainbow Dash, you know, there were a few times I was ever so tempted, but also disappointed when you accepted my refusal. I do believe if you had pressed the issue, I would have caved and accepted your request for a little, mare on mare fun, despite my preference for the male gender.”

“An' Rare comes outta th' closet.” Applejack burst out laughing.

“Oh, maybe we can have a special sleepover party.”

Spike looked a little ill at that concept. “No way... I don't think I could handle seeing all of you humping.”

Six ponies stared at Spike.

“I kinda walked in on you each time you were with Twilight...” Spike looked like he was ready to be murdered on the spot.

“Uh...” Twilight spoke up. “Spike, how about this, if anything like this ever happens again, I will personally make sure you do not end up walking in on us, is that alright?”


“Yes Spike.”

“Thank you Twi -BELCH!”

“Spikie, manners.” Rarity chided the baby dragon as he belched out green flames, which turned into a scroll. “Oh, a letter, sorry Spike.”

“It's alright...” Spike grinned a little sheepishly.

Twilight picked up the letter and read it over. “Princess Celestia needs me to go to Canterlot. She needs my help to fix this.” He looked relieved, and then looked at his friends. His face fell as he suddenly had doubts about wanting to become a mare.

It may have been because he had made love to all these beautiful, wonderful and cute mares before him, or maybe the fact that he may well have gotten at least three, or four, pregnant. How could he leave those foals fatherless?

He shook his head to clear those thoughts. He would have to speak with Princess Celestia on this matter. “Um, anyway, I should explain to all of you why I called you here, but I think showing you would be better. You all know that the potion was supposed to turn me into an Alicorn, right? Well, it did...” His form wavered slightly and his wings spread wide. His mane flickered and flowed, a deep purple with streaks of pink magical energy within. His cutie mark almost seemed to glow.

There was a collective gasp, and Rarity nearly fainted on the spot.

“Oh mah stars!” Applejack gasped out. “Yer-yer a Prince?”

Rarity literally had stars and hearts in her eyes. “My word, my dream came true. I have fallen in love with a true Prince.”

“Whoa, awesome wings Twi.” Dash's eyes were wide with envy at those large, strong wings. “How fast can you fly.”

“I don't even know how to fly.”

“Then I'll teach you everything I know.” Dash was all grins.

“This calls for a Congratulations to Twilight on becoming a Prince party.” The pink mare was already formulating plans in her chaotic mind.

Fluttershy could only stare in amazement, her own wings going stiff at just how regal Twilight now looked with those wings, and how he stood tall and looked just so amazing. She tried her best to keep them under control.

Spike sputtered. “Wait a sec, you mean the potion did what it was supposed to, but just had a side effect?”

Twilight chuckled nervously, a hoof behind his head. “Um, kinda...” He looked at the scroll again. “I really should get to Canterlot.”

Dash jumped to her hooves. “Do you think we can all go with you? I mean, I can give you some pointers on how to fly along the way.”

“I'd really like that, but the Princess wrote here that she's sending a special chariot for me.” He looked at Spike. “Spike, I'll be needing my number one assistant to come along with me.”

“Of course Twi.” He saluted. “I'll get everything we need.” He rushed off, glad that yesterday's events were behind him, and again prayed to Celestia that they would never happen again.

Twilight was gathered into a group hug by the five mares and received five kisses on the cheeks at once.

Spike had just come back from upstairs with Twilight's saddlebags. “Oh come on!”

“Sorry Spike.” Twilight laughed.

To Be Continued... Yes, there is more to come... or cum, hehe.

Sun and the Moon Part 1

View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle
The Sun and the Moon, Part 1


Canterlot City, the greatest city in all of Equestria. Rising above it, reaching to the sky itself, Canterlot Castle.

It was Twilight Sparkle and Spike's destination, with hopes of a way to return the now stallion back into a mare.

Even then, he was having doubts. (I've been a mare all my life, but a stallion only for a little over a day... Why do I keep thinking I want to stay one...) He shook that thought as the chariot landed, letting the pair disembark. “Thank you Sirs.” He smiled and turned to see Princess Celestia walked to meet them. “Princess Celestia.” He smiled and nuzzled her without even thinking.

The two stallions who had pulled the chariot saw this and hid their shocked looks and blushing faces. Oh how the gossip mill would have a field day with this one...

Celestia smiled and whispered in Twilight's ear. “Perhaps this is not the place to display your affection my student.”

Twilight blushed. “My apologies Princess Celestia. I forgot the situation.”

Celestia then nodded to two of her guards, and they escorted the pair of Chariot Pilots to be debriefed about not spreading rumors.

Celestia escorted Twilight and Spike inside, through the halls and gardens till they reached a tower that Twilight had not been to for a few years.

“The School for Gifted Unicorns.” Twilight's eyes lit up as they passed through the gates. “It's been so long.”

“I have arranged for you to have your old quarters once again. The furnishings have been replaced just as they had been when you lived there.” Celestia escorted the stallion to the Library, through the doors and up to the normally unused room at the top of the building.

Twilight stepped into the room, his eyes wide. “It's exactly how it was before.”

“With one change.” Celestia used her magic to open a pair of doors that lead to the new balcony.

They stepped outside, and Twilight took in the view. He could see the whole academy, and had an amazing view of Canterlot Castle. He then saw the brand new telescope for viewing the stars, as well as a beautiful book stand next to it.

“This is amazing.” Twilight wanted to hug the Princess, but now remembered that he was a stallion at the moment. He didn't want any more misunderstandings, like with the chariot pilots.

“I thought you might like it. I had this built shortly after I asked you to begin the potion.”

Twilight froze. “You... did?” He looked up at Celestia. “Does this mean you want me to return to Canterlot?”

“Twilight, of course I do not expect you to just abandon your dearest friends. This is just for your stay here. It may take a while to figure out exactly how to reverse the magic of the potion, as it was made to never be counteracted.”

“Oh, I see. Thank you Princess.”

“Of course, Prince Twilight.”

Twilight winced a little. “Uh... Prince?”

“Of course. You are an Alicorn now. The title of Prince rightfully belongs to you, at least till we find a way to reverse the gender effect of your potion.” She giggled at the stallion. “Now, feel free to release your wings. Keeping them pent up for so long must be uncomfortable.”

Twilight nodded, then released his disguise magic and stretched his wings, a sigh escaping his lips. “I showed my friends. They know the truth about me.”

Celestia's smile grew. “And how did they take it?”

“Take it?” Twilight blushed, a slight misunderstanding in his brain. “What do you mean?”

“The news that you are now a Prince. Actually, I know of no other male Alicorn, anywhere.”

Twilight's eyes went wide, realizing his mentor had not been talking about 'that', for which he was relieved. “Oh, well, they took it pretty well.”

Celestia smiled as she lead Twilight back inside. “I am glad to hear that.”

Twilight hoped that Celestia would just leave it at that.

“Now Twilight, I do hope you have been careful.”

“W-What do you mean?”

“It is heat season. I know that there's that potion available now that helps the mares keep it all under control, but I also know that quite a few don't take it.”




“Tell me you didn't...” Celestia gave Twilight a look that made the stallion shrink back like a little colt that was caught with his hoof in the cookie jar. “Oh dear me... Who was it?”

“Uh...” Twilight looked away and mumbled something under his breath.

“Speak up Twilight. You know I taught you not to mumble.”


Celestia blinked, then smiled a bright smile. “Lady Rarity? Oh my. She is a very pretty one. I do hope you took precautions at least.”


Celestia stared at Twilight. “No precautions?”

“She came onto me... Right about when her potion was wearing off. I couldn't help it.” He hung his head. “I'm so sorry Princess Celestia.”

The matriarch sighed. “It will be alright Twilight Sparkle. So what will you do now? Seek a way to become a mare again, and leave the possible foal fatherless?”

“Well, I've been having second thoughts about becoming a mare again... and that's not all...”

Celestia frowned a little. “There's more?”


Celestia's eyes went wide. “By ME! Two mares? Tell me you used protection that time.”

“I was kinda tied to the bed at the time.”

“Uh...” Celestia was, to be frank, quite stunned. “Tied... to the bed?”

Twilight nodded. “And, well... Rainbow Dash…”

Celestia was feeling a little lightheaded.

“And Fluttershy...”

Celestia sat down on her rump, very much stunned.

“And Pinkie Pie, but I know I couldn't have gotten her pregnant...”

“You used protection that time?”

“No, just my horn.”

Celestia facehoofed. “Twilight... A Unicorn stallion with strong enough magic can get a mare pregnant with their horn.”


The Princess's ears flattened. “Twilight, what am I going to do with you? You WILL have to take responsibility for this. You know that, don't you?”

Twilight hung his head. “I-I know...”

“Well, I guess I will have to tell you something, of which you should count your lucky stars for being a Prince.”

“W-What's that?”

“Royalty can have a harem if they so choose, and can even have more than one lifemate at a time.”

Had it been physically possible, Twilight's eyes would have just fallen out of his head with how wide his eyes were right now.



“Twilight.” Celestia spoke louder, and Twilight flinched.

“Hold on a moment. More than one wife?”

Celestia simply nodded.

The stallion took his turn falling back onto his rump. “So, uh... there's a good chance that I got all my closest friends pregnant...”

The Princess nodded. “Only if they were in heat, and if not, then the chance is reduced. Pinkie Pie, most certainly, considering how powerful your magic is.”

“Oh... Ponyapples...”


“Sorry Princess.”

“Well, seeing as you may be the father of five foals, I feel it would be irresponsible of you to not ask them if they would at least join into your harem, or hopefully, accept your hoof in royal marriage.”

Twilight nodded. “I... I guess you are right. I really should take responsibility for my actions... even if they all did kinda seduce me in their own ways.”

Celestia's brow twitched. “They promised me...”

“Princess, it's alright. I mean, please don't get angry at them. I could have said no each time, but I didn't. I accept that I'm just as responsible for this as they are.”

Celestia relaxed and let out a sigh. “Very well. I will cancel the research to return you back to a mare. Or...”

“Or?” Twilight was unsure what he was feeling, a mix of relief, and disappointment.

“Well, there is another option, one I rather dislike, but cannot disapprove of.” She looked into Twilight's eyes. “We can use magic and... abort the foals before they have the chance to develop, before they can become a tiny life growing within your dearest friends.”

Twilight looked appalled at that idea. “That's... sick. How can anypony even think of doing that? To deny a life before it ever even gets a chance?”

Celestia felt her heart swell with joy at hearing Twilight's words, but let a soft smile appear on her lips. “Twilight, thank you. I had feared you might actually contemplate that idea.”

Twilight shook his head. “No way. Never. Although, to be fair... I should at least let my friends make the decisions on their own. I don't like it, but by not telling them, I'm making the decision for them, and I don't want to do that.”

Celestia's heart swelled even more, even as she did feel a little sadness. “Of course Twilight. That is the wisest decision. I will leave it up to you to tell your friends.”

“Thank you Princess Celestia.”

“Of course Prince Twilight Sparkle.”

Twilight twitched. “Do you really have to call me Prince? I mean, I guess I am one, if all Alicorn are Royalty, but...”

Celestia nuzzled Twilight. “Yes, by right of power, Alicorn are the chosen royalty of all lands in this world.”

“Oh, I understand.” Twilight sighed. “I guess I should learn the spell before heading back to Ponyville right away.”

“Yes, you should. First thing in the morning, I shall have a chariot prepared to fly you back to Ponyville, unless you wish to try flying on your own.”

Twilight winced a little. “Flying?” He looked at his wings. “Um... I don't know how to fly.”

“You will find learning the basics fairly easy. Luna and I took to flying within a day. Now, come along, and I will teach you the spell first. Then you can try flying.”

Celestia and Twilight stood atop a cloud, without the aid of a walking on cloud spell. The Princess had teleported them up there, and the Prince had nearly freaked out and jumped onto her back.

“This feels different. The spell before created magic around my hooves, but now, I can feel the clouds.” Twilight walked about a bit. “It's really nice.” He then looked at Celestia. “So... why are we up here anyways?”

“Your first flying lesson, of course.” Celestia smiled softly. “I will teach you the way Mother taught Luna and me.”

Twilight peaked over the edge of the cloud, at the ground so very far below. “Um, how did your mother teach you? Wait, your mother was a Pegasus?”

“Yes, she was.” Celestia smiled at some fond memories. “But that was so very long ago. Now your first lesson will be...” With a flap of her wings, a powerful gust of wind knocked Twilight of the cloud.

Princess Celestia had caught Twilight with her magic each time the Prince had fallen too far. They would then return to the clouds, and try again. And again... and again.

Each time Twilight would figure something out about her wings, her body, and feeling the natural magic that flowed through them.

And so, on the fifth try, Twilight actually flew.

Celestia flew next to the Prince. “How does flying feel?”

“It feels amazing... Though did you have to keep throwing me off the cloud like that?”

Celestia giggled. “Of course. That's how Pegasai trained their foals to fly a long time ago. Nowadays, they send them to flight camps or let them jump off cliffs with a lake below. It takes so much longer now, but then, the fatality rate certainly has fallen to nearly zero.”

Twilight winced a little. “I see...”

Celestia smiled, and the pair flew for hours. Twilight getting used to his wings, amazed at the sensation of flying without spells or balloons. So this was how Rainbow Dash felt. He could now understand why she loved to fly.

After the flying lessons, the pair returned to Canterlot, where they bathed, were dried off by attendants, and then lead to the great dining hall to meet up with Luna for supper, or for her breakfast.

Luna walked into the hall, her eyes bleary and her mane still a little tangled. Her crown was slightly askew as well. She took her seat at the small table and smiled at Twilight.

“Good evening Celestia. Did you shrink and dye your coat?”

Celestia was sitting off to her sisters side, while Twilight was sitting opposite the night sister.

“I'm sorry Princess Luna, I'm not Princess Celestia.”

Luna blinked some more sleep from her eyes, taking a good look at the pony before her.

Lavender coat, amethyst eyes, dark purple mane with streaks of lighter purple and pink, a slender, pointed horn, wings at the sides...


Luna's eyes went wide in shock. “What pray tell is this? Who art thou?” She staggered back, and then saw her sister, sitting there at her usual seat, smiling while sipping at her tea and daintily eating her supper.

“Sister, what is the meaning of this? Is this one of thy pranks?”

“Certainly not sister.” Celestia replied calmly. “May I introduce Prince Twilight Sparkle.”

“Impossible. There hath never been a male Alicorn, ever.” Luna glared at Twilight, who was now shrinking back nervously.

“Well, there most certainly is now.” Celestia smiled. “Now, please refrain from raising your voice. I am pleased you have learned to curb your tendency to use the Royal Canterlot Voice while indoors.”

“Thank you sister...” Luna turned to face the Prince. “So, art though the same Twilight Sparkle who we met during Nightmare Night?”

Twilight nodded a little, but sat back up. “It is Princess Luna.”

“Then our sister has shown thee the secret of the potion?”

Again Twilight nodded.

“But we were most certain thou art a mare. Pray tell, how was it though became a stallion?”

Twilight chuckled nervously. “I kinda used the feather of a stallion Pegasai.”

Luna looked to be at a loss. “Do tell. The feather, the very final step, used to mix the powder into the brew, was a stallion's feather?”

Twilight nodded.

“Goodness. We had never thought of such a possibility before.” Luna turned to her sister. “Sister. I demand we find other Unicorns whom we can convert to Alicorn stallions.”

Celestia nearly choked on her tea, but quickly recovered. “Luna, sister. We cannot do that. It requires the rarest and most powerful of Unicorn MARES to become Alicorn. The potion has only ever worked on mares before. Any stallion who used it became... Monsters. Like Discord.”

“Though art still angry thy coltfriend became the Spirit of Chaos?”

Twilight's eyes went wide. “You... and Discord?”

Celestia frowned. “That is a story for another time... if ever.” She shot her sister a glare that would make most ponies mess themselves.

Luna just shrugged the glare off like it was nothing. “Very well, then we shan't mention it ever again.” She fell silent and dug into her breakfast, and her rather large mug of black, strong smelling coffee.

Twilight had wanted to fall asleep, but there was so much on his mind at the moment. The possibility that one or more of his friends might want to abort the possibility of a foal within them. Maybe all of them, or then again, maybe none.

Dash, well, being pregnant and a mother, that would REALLY ruin her chances of ever joining the Wonderbolts.

Fluttershy would most likely love the possibility of being a mother. Twilight could easily see that happening.

Rarity. Hmm, either way. Being a mother would bring her that more mature glow, but at the same time, she would have to divide her time between her work and dream of opening a shop in Canterlot, and taking care of her foal... Not to mention she might complain about her perfect figure being ruined.

Applejack? Family was the most important thing to an Apple. If she were to actually be pregnant, there would be no way she would accept even the idea of aborting. She would have to endure not being able to do as much work around the farm for a while though.

And finally, Pinkie Pie... She really was good with the Cake's twins, but she only babysat them. She was more a really fun big sister type, not a mother type. Well, at least in Twilight's eyes. “And I used my horn on her... guaranteed pregnancy with the amount of magic I possess.” He sighed as he stepped out onto the balcony, and froze.

Prince Twilight Sparkle was not alone.

Standing on the balcony, looking through the telescope, was none other than the Princess of the Night, Luna.

“Luna?” Twilight gasped.

Luna started, not having realized that Twilight was there. “Oh, our apologies. We did not know others came here to gaze at the stars.”

Twilight blinked. “Oh, um, well, this was where I lived when I lived in Canterlot as your sister's student. The balcony is actually a new addition.”

“Ah, we see. So this is where thou art staying for tonight?”

Twilight nodded. “Uh, yea. The plan was that I would be staying longer, helping with finding a way to turn me back into a mare, but...”

“But why? Though art the first Alicorn stallion. Thou art a most beautiful creature, and we must apologize for our actions during evening repast.”

Twilight shook his head. “No, it's understandable, but something came up and I think it may be for the best that I remain a stallion for the time being...”

“We do not understand.” She stepped forward, looking down at the smaller Prince, who was now noticeably taller than he had been as a mare.

“Well, I may have, kinda gotten somepony... pregnant... I can't leave the foal fatherless... now can I?”

“Goodness, whatever art thou talking about? Royalty can simply marry whomever they wish, and in some cases, such as Prince Blueblood, have multiple mates. Though we do not agree with him having three husbands... and another five stallion in his harem. As well as an entirely male staff.”

Twilight ignored that fact. Honesty, the only pony she might think would find that funny would be Rarity. “Yes, Celestia told me that... Um, so it can even be a same gender marriage?”

“By today's laws, same gender marriages are just as binding as traditional ones.” Luna frowned. “We do not like it, but it is so. The ponies of Equestria had fought long and hard to earn that right, and it even applies to royalty.”

“So, if I became a mare, I could still ask for my friend's hooves in marriage?” Twilight felt odd about that idea. To her, marriage was about a husband and wife. Not wife and wife... like Lyra and Bon Bon, or husband and husband like... well, she didn't know any ponies like that.

“Yes, thou may choose that if thou wished.” Luna walked right up to Twilight. “A request.”

“Uh, wait, request? Um, what can I do for you Princess?”

“We have not been alone since our return. Mine sister is there for me whenever we require company... But we have not had the touch of a stallion in over a thousand years.”

Twilight twitched. “Wait... what?”

“Would thou spend the night with us?”

“Us? You mean... you, right?”

“She means us.” Celestia descended from above and landed on the balcony.

Twilight's face tried to pale and blush at the same time. Didn't really work too well as all it did was make the poor stallion look frightened. “What? But... I... You...”

“Twilight.” Celestia's gentle voice spoke. “A thousand years has passed since Luna has felt the touch of a stallion... and the same for myself. Royal blood nowadays is rather... thin. With few exceptions, such as your Brother and his wife, there is actually very little fresh blood introduced into any royal bloodline nowadays. Royal families marry into royal families, almost never marrying below their station. Only the highest of nobility ever stands a chance to add fresh blood to the royal bloodline.”

Twilight stared at the sisters. “Uh... Wait, but I'm an Alicorn. You're both Alicorn...”

“The Prince doth have a point. Never before has there been an Alicorn Stallion. Should he mate with us, then there is the possibility that we may actually birth the first ever Alicorn foals.”

“Can I use protection? I kinda have the feeling that no matter what I say, this is going to happen...”

Celestia nuzzled the nervous Prince. “But of course Twilight. We only wish for the touch of a stallion, and you are special in both our hearts.”

“Indeed. Thou art the one who freed us from our corruption. Thou showed us how to have fun.” Luna smiled at Twilight. “Please grace us with your presence, your touch.”

Twilight could never refuse his Princess, never. They wanted to do this. How could he possibly even think of saying no to both of them?

“I-I would be honored to um... you know...”

Celestia got a glint in her eye. “Rut us?”

Twilight's eyes widened, and he could only sputter. The Princess using such a crude term? The last thing he realized, he was falling over, in a dead faint.

Celestia and Luna looked down at the fainted Prince. “Darn...” The elder muttered.

“He hath already given his consent.” Luna said, also looking down at Twilight's prone form.

Celestia nodded. “Yes, yes he did.”

They smiled at each other, and then levitated Twilight Sparkle inside, the doors and curtains closing behind them.

The End.

Just kidding. To Be Continued...

Sun and the Moon Part 2

View Online

Any spelling mistakes notices, please send me a PM so I can fix them.

Mr. Twilight Sparkle
The Sun and The Moon, Part 2


Twilight didn't really remember what had happened, well, he remembered fainting... after both Princess Celestia AND Princess Luna pretty much asked her to...

Oh, NOW he remembered.

He groaned and shifted slightly. He was snuggled between some very soft and warm and cozy... wait...

Twilight's eyes shot open and he came face to face with a sleeping Princess Luna. Craning his neck, he turned to look behind him, and saw Princess Celestia was snuggled there, also asleep, a content look on her face.

(Did they... While I was asleep? Oh no... no no no no! This can't be happening... even if I may have fantasized about doing things like that with Princess Celestia once or twice, but then those were while I was a mare.) He noted that both Princesses had their wings stretched out, effectively trapping him between them with no hopes of escape.

(Maybe they didn't... Princess Celestia isn't like that after all... right?) He lay his head down and looked at Luna's open eyes. “Eep!”

“Did thou rest well Prince Twilight?”

Twilight gulped. “Uh... yes? I can't recall if anything happened after I fainted.”

“There is little to recall, aside from our sister and us bringing you inside. Sister dearest was quite tired, and fell sleep.” Luna smiled softly, looking over Twilight at her sister. “She is so cute whilst she sleeps.”

“Eh-heh... yea... Um... As cozy as this is...” Twilight was quite nervous at the moment. “Might I be able to get up please?”

“But of course.” Luna slid from the bed, allowing Twilight to make her escape onto the floor. He stretched his body and limbs, a few light pops and cracks being audible.

“How long was I out?”

“But an hour.”

“Oh, okay. Um... did anything happen?”

Luna looked a little disappointed as she shook her head. “Nay, nothing happened.” She looked at her sister and sighed. “Walk with me Prince...”

“Please, Twilight is fine.”

“But of course. We are of the same rank.” Luna smiled. “Walk with me?”

Twilight nodded and they walked down the stairs into the library. It was only dimly lit in here, but the stallion was very comfortable here, having spent untold numbers of nights among these shelves, reading in peace and quiet. “So, anything you wanted to talk about Luna?”

Luna lead Twilight to a secluded part of the library and randomly levitated a book off the shelf. “Twilight, We hath been imprisoned on our moon for a thousand years, unable to move, but awake and aware the whole time. Hath thou any idea how maddening it is to not be able to relieve... stress, yes, that is the word. Stress. Hath though any idea what it would be like to not be able to relieve ones stress for so long?”

Twilight winced. “But... what about after your return?”

Luna hung her head and put the book back. “Alas, nary a chance has presented itself. Most are still very nervous in our presence.”

Twilight nuzzled Luna. “It can't be that bad, can it? Certainly you can find a stallion or a mare who can be of help...” (Who am I kidding. I'm still a little nervous around Luna, and I've gotten to know her better than most other ponies. I can barely imagine what it would be like for her those thousand years, and even now...) “Um.. What about... self pleasuring?”

Luna shook her head. “It does little to help. A Princess we may be, but a mare we are before that. All mares have urges and needs after all.”

Twilight knew where this was headed, but decided to play it safe, just in case Luna only wanted to talk. Still, there was the fact that they WERE in an isolated part of the library where Celestia would never hear them, unless Luna used the Royal Canterlot Voice.

“Would thou aid us?”

Twilight could never refuse Celestia anything, and felt the same with Luna. “Of course I will aid you Luna.”

Luna blushed noticeably through her dark coat. “Tis been a very long time. We are... unsure how to initiate intimate contact.”

Twilight smiled and nuzzled the Princess under her chin. “I have a little experience, thanks to my friends... Um, you DO know magic that can protect you from becoming pregnant, right?”

“Of course we know such magic. Twas at our request that Starswirl the Bearded created such a spell.”

Twilight blinked. “I've read every book on his shelf in this library and never saw any spell like that.”

“It twas one of his earlier spells, before they were well documented. Where the books say he created over two hundred spells, t'would be more accurate to say he created near THREE hundred.”

Twilight's eyes went wide. “Amazing.”

“Within the Canterlot Archive those spells are documented. Perhaps some time we shall take you to see them.” Luna smiles as Twilight's eyes sparkled brightly. “We can see this pleases you.”

“Oh yes, it would be so nice to see his older spells. But, for now...” Twilight brushed her lips against Luna's.

The Princess of the Night was a little startled, but let Twilight take the dominant role. She sighed as she felt lips press against hers, and she relaxed.

Twilight brought the kiss from just lip to lip, to a full kiss, his tongue entering the mouth of royalty. He was delighted as his royal lover returned the kiss.

The kiss lasted but a few moments before Twilight started exploring Luna's beautiful body. Her strong chest, shoulders and wings, to her slender waist and hips. As she came around behind Luna, she saw the dark lips of her long untouched vagina.

The stallion smelled Luna. She was not in heat, but she was feeling excited, and most certainly wanted this. He could see the glistening skin and even a slight trickle of fluid running down her leg. Twilight smiled behind Luna, and licked from her knee, savoring the amazing taste of her juices, up till he finally reached her sex.

Luna shivered and moaned softly, and then shuddered in delight as she felt Twilight's tongue on her nether lips. Her tail had already lifted out of the way, fully inviting Twilight to do as he pleased.

Twilight then paused and frowned. “Luna? I'm sorry, but you are of a considerably more royal stature than I am.”

Luna blinked. “Of course. How should we do this?”

“Lay down, however you feel comfortable.”

The Princess nodded and lay down, folding her legs beneath her. She smiled back at Twilight as he stepped in behind her. “Do as you please Prince.”

“Luna, your protection spell please?”

“Of course.” Her horn glowed for a moment before fading. “We have protected ourself.” She flicked Twilight playfully with her tail.

Twilight felt relieved as he mounted Princess Luna. Her coat was like satin, and as he pressed the head of his penis to her vagina, he felt the tingle of her magic along with the smooth and soft skin of her lips.

He pushed forward, parting those lips with ease and penetrated her. While Dash had been a bit loose, Luna was larger, but actually tighter. He could feel her powerful muscles as he reached his full depth.

Luna's eyes closed slowly as Twilight started moving, sliding his long, thick cock in and out of her vagina. “Ooh Prince...” She moaned softly.

Twilight smiled and kept rutting her, softly at first, bringing her to her first true climax in most likely over a thousand years. His ears flattened as she screamed a most happy scream.

Celestia's head shot upright at the scream. She saw she was currently occupying the bed by herself. Her keen hearing caught the sounds emanating from the library below, and a smile played across her lips.

“Trying to take Twilight for yourself little sister?” Celestia giggled. “We'll see about that.” She slipped from the bed and moved with unusual silence through the bedroom, down the stairs, and through the library, her ears working like radar dishes to locate her quarry.”

Twilight actually felt the presence of Princes Celestia nearby, watching them through a bookshelf. The idea of being watched embarrassed the heck out of him, but he could not stop. Luna just felt so amazing to be inside. Soft, smooth, wet, hot, but also possessing one HECK of a grip.

“Prince... Twilight... We art being... watched...” Luna whispered, fighting the urge to speak louder than she really needed.

Twilight nodded. “Princess Celestia...” Twilight spoke aloud. “There's no need to sneak.”

Celestia stepped into view. “Oh my, I've been caught.” She came closer, but sat down. “Go on, I shall not interrupt.”

Luna smiled and didn't complain as Twilight started to rut her faster, harder. Her moans and cries of delight filling the halls of the library.

Dusty Scrolls, the Canterlot Head Librarian HAD intended to stay late and work, as he was a quite a ways behind.

But now he was hearing sounds, something one should not hear in the sanctity of a library. It was supposed to be quiet.

He used a scrying crystal to locate the noisy intruders and paled as he saw none other than Princess LUNA! Of all ponies... being rutted by some purple Pegasus... some... horned, lavender Pegasus...

“Uh... Is that a Prince?” He blinked, and then looked back into the sphere, only to have a pink eye obscure his vision.

“Now now Dusty Scrolls.” Celestia's voice came through the sphere. “My sister and her lover would prefer some privacy. I think you should turn the crystal ball off for now.”

“Y-Yes Princess Celestia...”

“And maybe you should go home and get a good night's rest as well. You have been working rather late these last few weeks.”

Dusty Scrolls nodded. “Of course. I have been under a lot of stress lately. Not enough ponies helping out here in the library... Um, just, please, don't go making a mess if you can help it.” He then turned off the crystal ball, packed up his things, and headed home for the night.

Twilight could feel Luna tighten again from her third climax. He couldn't believe how sensitive the younger Princess was, and she wasn't even in estrus.

The tightening around his shaft was all the extra stimulation he needed to finally cum, a massive surge of his seed filling the princess, even more burst out of her, there was just that much.

Twilight pulled out and collapsed onto the floor, gasping for breath. “Oh wow...” He had to admit, Luna was by far the best, even better than any of his closest friends.

Celestia walked over and smiled at a very satisfied looking Luna. “How do you feel little sister?”

“We feel so much better, as though a world of weight hath been lifted from our back.”

Twilight smiled from his position of the floor as he sat up. He caught his breath as Luna turned around to face him. “We thank thee, Prince Twilight Sparkle.”

“Please, call me Twilight.”

“Twilight, yes, of course. When not in court or when in privacy, but when we are in the presence of others, then titles are important.”

Twilight nodded as Celestia sat with them. “Luna dear, you look so much more relaxed now. All you needed was some good old fashioned stress relief and you are as you were before...”

“Our temper tantrum?” Luna giggled.

“That is a mild way of putting it.” Celestia replied.

“Temper... tantrum?” Twilight's eyes went wide. “And was being imprisoned on the moon for a thousand years the equivalent of being grounded?”

Luna smiled and nodded.

Twilight was dumbfounded. A temper tantrum and being grounded? That's what they saw the whole Nightmare Moon incident as? He started chuckling. “Well... I'd hate to see if you got truly angry.”

Celestia nodded. “Oh, it has happened in the past, but that is a lesson for another day. For now, I have a very important question for my little sister.”

Luna blinked, then caught the mischeveous glint in the elder Alicorn's eyes.

“How was Twilight?”

“He was fabulous. Even a thousand years ago, my harem did not have a stallion so gifted.”

Twilight blushed madly.

Celestia grinned at Twilight. “You treated Luna, but how about myself? I know you have fantasized about it in the past.”

Too flabbergasted to speak, Twilight didn't stand a chance as Celestia pinned him down with her magic and stood over him. “P-Princess?”

Celestia lowered her head and licked Twilight's horn, eliciting a moan from the stallion. “Do you have the stamina to please me as well? Or are you so tired that you cannot manage it? If I recall, you DID mate with five mares in one day.”

“I... but...” Twilight sighed, as flustered as he was; he knew he had the endurance to keep going. “I believe I can go, one more time...”

Celestia smiled and kissed the Alicorn stallion on the lips.

His eyes closed and he returned the kiss eagerly. He felt Celestia lowered her entire body on top of his, the sensation of her heartbeat pounding through her chest and into his was the most intimate thing he had ever felt from his mentor, aside from the horn lick and kiss.

Celestia's horn glowed, and her own size shrunk to match Twilight's. Her mane long and pink, her wings vanishing, revealing a Unicorn Twilight had seen a few times in Ponyville. “S-Sunbeam?” He gasped, then turned to Luna as she changed to a light blue with dark blue mane streaked with silver, and soft green eyes. “Moonbeam? Wait... You're those Unicorns who visit Ponyville every now and then...” He stared at Moonbeam. “You never returned that book on astrology and prophesy you borrowed.”

Moonbeam frowned. “I'm sorry, but it somehow found its way into this library. Dusty Scrolls has enchanted all books here to teleport back into the return bin once they are due for return.”

Twilight fumed at this. “I'll be having a word with him in the morning... That book is property of MMPH!!!”

Sunbeam shut Twilight up with a deep kiss, and she felt his frustration simply fade away. She started rubbing her belly against his sheath, easily coaxing his cock from the sheath. “So easily excited you are.” She giggled as she slid up along its length, her wet pussy lubricating all it touched. It was not hard for her to slide down the length again, the whole thing inside her.

Twilight bit his lower lip. Celestia was as loose as Rainbow Dash, but had even better muscle control than ANYPONY. “Oh my Celestia...” He moaned.

Celestia smirked, riding his cock. “Who will reach climax first?” She grinned, her canal massaging Twilight and making him grit his teeth.

“N-no fair...” Twilight gasped. It felt so different from anything he had experienced before. “Cheater...”

“All's fair in love and war.” Celestia smirked, riding him faster now. Her own breathing quickening. “Oh yes.” She moaned. “Twilight, you most certainly are the second most gifted pony in all of Equestria.”

Twilight didn't care who the first most gifted pony was. He only cared that he was with Celestia of all ponies. The ONE pony he loved more than his five dearest friends. “P-Princess... protection spell...”

“Already cast.” Celestia smiled and kept riding him, faster now.

Twilight didn't stand a chance. He cried out as he blew his load into Celestia. But he wasn't given a chance to recover as she kept riding him, moving her hips differently now, threatening to bring him to a second climax before Celestia could even reach her first.

And as expected, after only a couple minutes, Twilight came again.

Celestia simply grinned down at him and kept riding, moving her hips differently once again, and this time moving her internal muscled differently.

The third orgasm, Twilight could feel it. He would be totally spent after this, but that didn't matter. Celestia was reaching her own climax.

They cried together in unison. Celestia's back arching almost painfully, but her voice so beautiful.

Twilight felt the last of his seed spurt into Celestia's womb, but glad that she had protected herself from pregnancy.

The last thing Twilight remembered was the kiss on each cheek by the two Princesses before passing out from exhaustion. That, and the cry of "Oh come on!" by a very exasperated baby dragon.

Ponyville, the next afternoon.

Twilight Sparkle stepped off the chariot and thanked the pair of royal guards. The nodded to the Unicorn and flew back toward Canterlot. Spike had remained in Canterlot at Celestia's request (more for his own innocence should Twilight and his 'friends' find themselves getting physical again.

Twilight was still beat from the night before. Celestia was almost insatiable. He dragged himself into the library and spotted Rainbow Dash flying around, putting a few books away.

“I'm home.”

“Welcome home Twi... So, still a stallion?” Rainbow Dash grinned as she landed on a cushion. She was surrounded by all the Daring Do books in the place, and even a few other books on weather, flying, kite making and some other subjects.

“Dash? How did you get into the library?”

“You never lock your bedroom window. I've kinda been the 'librarian' while you were away.”

“I wasn't gone long enough to be 'replaced' was I?”

Dash chuckled. “Nah, I really wanted my reading fix, but then I grabbed the wrong book and started reading it.” She held up the kite making book. “Actually, it was kinda cool, and then I started looking at other books and...”

Twilight levitated the book in Dash's hooves. “Your Foal and You?”

Dash blushed. “Hey, come on... I was in heat you know, and we did it, so there's a chance I'm gonna be a mom... there goes my chance at joining the Wonderbolts.”

Dash chuckled. “You think so? Spitfire is a mother of two. Soarin has a little filly. Heck, most of the Wonderbolts have families. Did you think that flying is the ONLY thing they do?”

“Uh... actually? Yea...” She smirked. “So, I guess I still stand a chance?”

“Nope. Not in a million years.” Twi replied flatly.

Dash blinked. “That's kinda brutal...”

“Dash, have you ever looked at the qualifications to join them?”

Dash shook her head. “You just have to be a totally awesome flier, right?”

“You have to be from a noble family to even try out for the Winderbolts.”

Dash felt her lifelong dream suddenly start to crumble. “Wait, what? Only nobility? You’re just pulling my tail, right?”

“I'm afraid not Dash.”

Dash's dream crumbled on the spot. “But...”

“But it's alright. I can help you.” He blushed and looked away. “I mean... I can, but only if you want me. I mean want me too.”

“What do you mean by that?”

“Um...” Twilight mumbled something, and then spoke up. “How about I tell you once our friends are also here. I'll go let them know I need to ask them the most important question ever... All of you.”

Dash blinked, then nodded. “Um... okay?”

Twilight smiled, then teleported away.

Rarity was humming happily to herself as she worked away in her workshop.

She heard the door chimes, knowing she was receiving a customer. “Welcome to Rarity's Carousel Boutique.” She called out in a sing-song voice. She entered the main room and her face lit up upon seeing Twilight. “Darling, how wonderful to see you again. Dear me, you are still a stallion?”

Twilight nodded. “Yea, for the time being at least. I kinda have to ask you a question. Will you meet me at the library? I kinda have to ask all of the girls something very important.”

“But of course. I will be there as soon as I clean up my workshop.”

“Thank you Rarity. I'll be off now.” Twilight smiled and left the shop.

Rarity was very curious what Twilight wanted to ask all her friends. She returned to her workroom and resumed humming happily.

Pinkie Pie was as energetic as always, working in the kitchen as she prepared ingredients for a fresh batch of cupcakes.

She heard the bell at the counter chime and set down the bag of flour on the table. As she stepped into the storefront, her eyes lit up at the sight of Twilight. “Twi?” She bounded over and hugged him tightly, bringing blushes to the few customers who were enjoying their purchases. “I'm so glad you're back.”

Twilight smiled and hugged Pinkie back, which surprised her a little. “It's good to be back. Pinkie.”

“I missed you so much, even if you were gone for a short time, but usually when I don't see you it's because you're in the library studying or researching or trying to learn some new spell or...”

“Pinkie Pie.” Twilight sighed. “Listen, I need to talk to you and the other girls. I have something important to ask all of you. Can you meet us at the library in about an hour?”

Pinkie blinked. “Well, I have to finish up this fresh batch of cupcakes, but I'll have plenty of time to go see you and the other girls. Oh, are we having a party?” Bright glistening eyes looked up at Twilight.

“Not a party, but something even more important. I'll see you there then?”

“Of course Twilight. Oh, I better get making those cupcakes right away.” She pecked a kiss on Twilight's cheek before bouncing back into the kitchen.

Twilight blushed, but smiled. As he turned to leave, he saw Lyra and Bon Bon staring at him in shock and awe. He simply smiled and winked away.

Fluttershy sat out in the warm sunlight, surrounded by some of her animal friends. She was a little startled when she saw Twilight, still a stallion, walking up the path. He smiles as he approached.

“Hello Fluttershy.”

“Oh hello Twilight. How was your time in Canterlot?”

“Educational...” He chuckled. “Um, I kinda have an important question I need to ask you and the other girls too. Dash, Rarity and Pinkie are already aware, and will be meeting me at the library in half an hour. May you be there as well? This does concern you.”

Fluttershy simply smiled. “Of course Twilight. I'll go there right away and wait for you.”

“Thank you Fluttershy. Dash is already waiting inside the library so just go on in.”

Fluttershy nodded.

“I'm off to talk to Applejack now. I'll see you soon.” He smiled before winking away.

Fluttershy smiled softly and rose to her hooves. “I'll be back later.” She said to her animal friends.

Applejack wiped the sweat from her brow and admired her work for the day. So many trees, so little time. She had not been bucking, but tending to loose branches that needed to be removed and cleaned up.

“Hi Applejack.” A familiar voice caught AJ off guard.

She looked around, but she couldn't see anypony. “Twi? That you?”

“Up here.” Twilight peaked over the edge of a low hanging cloud. He then vanished and appeared on the ground. “I have a really important question I have to ask you. Well, all the girls. Do you think you can take some time to meet us at the library in fifteen minutes?”

“Ah dunno. Ah kinda gotta haul all these branches off so they can be made into paper. It's a lil extra income for th' farm an all that.”

Twilight smiled, and with a flash of her horn, all the branches vanished. “There, the wagon and branches are back at the farmhouse, ready when you feel like hauling them to the paper makers.”

“Golly Twi, that really helps. Thank ya. Guess Ah kin make some time t' come an chat with ya and th' girls.”

Twilight smiled. “I'm glad. So, would you like to walk, or try something new?”


Twilight and Applejack landed in front of the library, their gossamer wings sparkling brightly.

“Whoo. Flyin' sure is somethin'. Never thought Ah'd evah try it t' be honest.”

Twilight smiled. “Well, I can actually cast the spell on all of us now. I have the magic for it.”

“Not that ya need t' cast that spell on yerself.”

“True... but don't go telling anypony... okay?”

“Mah lips are sealed.” AJ made the motion of zipping her lips shut.

Twilight chuckled, and opened the door to a dark library. “Hmm, I wonder why all the lights are out.” He asked jokingly as he and AJ walked inside.

“SURPRISE!!!” Pinkie, Dash and Rarity jumped out as the lights came on. Fluttershy softly called out surprise.

Oddly, there was no party set up. Just the jumping out and the call of surprise.

AJ burst out laughing and Twilight smiled wide.

Twilight shook his head lightly. “Oh Pinkie Pie. Trust you to put a smile on anypony's face.”

“Well, you said no party. I WAS going to throw a SURPRISE party, but you said before you don't like them, so I just threw you a surprise.”

Twilight laughed. “Thank you Pinkie. A surprise like that was just what I needed... Now...” He closed the door and cast a few layers of magic over the library, making the place perfectly private. “I have a question I really need to ask you. Well, I originally had another question, but I have the feeling I know the answer already.”

Rarity looked curious, as did the other girls. “And what question might that have been? Out of curiosity?”

Twilight nodded, having expected this. “I was going to ask each and every one of you... well, if I did get you pregnant, if you truly wanted the foal, and if not, how you would feel about... aborting it.”

Rarity looked aghast. Dash scowled, as did Applejack. Fluttershy looked horrified. And Pinkie? She looked confused.

“If that was your question, then why would you need me to be here? You just stuck your horn in me. There's no way I can have a foal.”

“Ah... that's apparently not entirely true Pinkie...” Twilight winced at the somewhat shocked look on all the faces in front of him. “A powerful enough Unicorn can actually get a mare pregnant, by sparking life into the egg. As you know, my magic is pretty strong. Actually, it's stronger now than it was when I was just a Unicorn.”

Pinkie's eyes went wide, and a smile formed on her face. “I'm going to have a baby?” She squealed happily and hugged everypony. “I'm going to be a mommy. I always wanted to be a mommy.”

Rarity felt her own horn. “Goodness, can a Unicorn Mare do that to another mare as well?”

Twilight nodded. “Even a weaker Unicorn can cause a spark of life if they are closely bonded with their mate... Take Lyra and Bon Bon for example.”

“What about them?” Dash asked.

“They have a foal.”


“Scootaloo is their daughter, though they don't go announcing it.” Twilight smirked. How he knew this, he wasn't really sure, but he knew it to be true. Perhaps something to do with his new Alicorn powers

AJ pulled her hat off her head, an honestly surprised look on her face. “Well, Ah sure wasn't expectin' that. Ah wonder if Apple Bloom and Sweetie Belle know that.”

Twilight shrugged. “I don't know if they know, but from your expressions, I can assume none of you would want to abort the foal.”

“No way.” Dash grinned. “Just because I can't be a Wonderbolt because of that nobility only thing, doesn't mean I can't be an awesome mother. I know you'd be an awesome father Twilight.”

“Most certainly.” Rarity nodded. “While Sweetie Belle lives with Mother and Father, I do find myself caring for her quite often. I do so love my little sister, but to be honest, I have always wanted to be a mother.” She smiled at Twilight. “And now, I may well have the foal of a Prince.”

“Family is th' most important thing t' an Apple. Ain't no way Ah'm gonna let a foal ah mine not have no chance t' live. If Ah'm gonna be a mama, Ah'm mighty proud it's gonna be yers.”

Fluttershy simply smiled. “Oh yes. I would love to have a foal. I mean, there's no way I would ever abort it. That would be just so cruel.”

Twilight's smile grew and grew. “See? I knew that question wouldn't even have to be asked, though knowing how all of you feel... My heart is filled with so much joy right now.” He took a moment to gather his courage. “And so, I have a question, and I direct it at all of you, and I understand if you say no.”

Twilight Sparkle's horn glowed, and summoned five ornate ring boxes, one in front of each of the ponies he loved. “As a Prince, I can have more than one wife. So I ask all of you this, will you marry me?”

The End?


View Online

Just because I got a billion and a half requests for an epilogue, here you go. Written pretty much on the spot with little to no thinking at all.

Please, for the love of Celestia, PM any spelling errors to me rather than leaving them in the comments.

Mr. Twilight Sparkle

Spring, the time for rebirth, renewal, and when most ponies had their foals.

This spring, there were a grand total of nine new foals being born in Ponyville, five of which were blessed to be born among the strangest family the town had ever seen in their lives.
Twilight Sparkle's secret of being a Prince had 'somehow' leaked out, thanks in no small part to the actions of a small trio of fillies.

The summer wedding had been a private affair in Canterlot, presided over by Princess Celestia. Only direct family members were invited, and let's just say, the family of the Prince was very confused to say the least.
But right now, it was spring, and the resident librarian, Prince Twilight Sparkle, was pacing madly back and forth outside the delivery room.

Pinkie Pie, Applejack, Rarity and Rainbow Dash were also waiting with him, with decidedly much less pacing on their parts.

This left Fluttershy as the one who was as of now giving birth to her foal.

“Remind me why I can’t be in there again.” Twilight asked Spike, who was sitting on his back this whole time.

Spike simply shrugged. “You know Fluttershy. She’s too embarrassed to have anypony in there with her other than Nurse Redheart.”

“Right.” Twilight hung his head. “I hope she’s alright. She looked so afraid when she felt the foal coming.”

Rarity lay on one of the comfortable waiting sofa, a soft, yet bemused smile on her lips. “This is Fluttershy you’re talking about, the little mare who stared down a dragon. She will most certainly be fine.”

Dash chuckled. “You’re more nervous than the rest of us, aren’t you, Husband?”

Twilight looked up at his four wives. “Yea, I guess I am. I mean, I’m going to be a father…” He turned and started slamming his head into the wall, leaving holes in the stone and wood from his horn.

Pinkie Pie giggled cutely. “Oh Twi, you worry wart. All your foals are going to be just perfect.”

“All our foals.” Applejack corrected Pinkie Pie, her fellow wife to the Prince.

Before anypony else could speak, Nurse Redheart stepped out from the delivery room. “Prince Twilight, Princess Fluttershy requests your presence. I can only permit one of you in at a time.” She smiled past the Prince, at Spike specifically.

“I get it, I get it.” Spike huffed and hopped down as Twilight chuckled at him. “You’ll all get to see Fluttershy and the foal soon enough.”

“Oh my.” Rarity’s head perked up. "I do hope the delivery room is ready for another expectant mare… like right now.”

Redheart and Twilight took one look at each other, and rushed to assist the white and royal purple Unicorn.


By the end of that day, somehow, all five mares had given birth. The most exhausted pony of all was the Prince.

Fluttershy had blessed them with a sweet little filly. Her coat was a slightly darker yellow than her mothers, and her mane purple with soft pink streaks, and the cutest little wings. Her eyes were a bright green.

From Rarity, a pale lavender coated colt, with midnight blue mane and tail. This little unicorn had her mother’s eyes.

Rainbow Dash was the proud mother of a Pegasus colt as well, with a multi shaded purple mane and tail, the coat being a bright orange, and his eyes being of sparkling amber. Oddly, he looked a lot like Scootaloo.

Applejack mothered a healthy little filly, and much to her surprise, a Pegasus. The little bundle of joy sported a bright red mane and tail, light red coat, and amazing golden eyes.

Finally Pinkie Pie. She gave birth to a pink maned Unicorn filly, with a coat that was a slightly pinker shade of her father’s. Her eyes were a bright emerald green.

Twilight looked over his foals. Three fillies and two colts. His chest swelled with pride.

“What’s their names?” Spike asked as he looked through the window into the maternity ward.

“Meadow Song, that’s Fluttershy’s filly. Rarity and I decided on Midnight Star for the little colt. Rainbow Dash didn’t surprise me when she suggested the name of Shooting Star, and I have to agree, it is a very good name. Applejack was rather shocked that she had a Pegasus, but was adamant on calling her Appleseed.” Twilight then sighed. “And Pinkie Pie… my sweet, sweet Pinkie Pie… She wanted to call our filly Party Popper Sparkle Pie.”

Spike stifled a laugh. “Obviously you didn’t agree, right?”

“It is the perfect name for her.” Twilight laughed softly.

The baby dragon stared in shock at his best friend, boss, big bro. “You’re kidding, right?”

“Not at all. Her name is Party Popper Sparkle Pie.”

Spike just looked dumbfounded, and a moment later, he belched up a letter.

Twilight caught it in his magic. “And… the news I’ve feared all day.”

“Feared? Why?” Spike asked.

“Well… You see…” Twilight sighed. “My wives are not the only ones I got pregnant. There were two others, and even though they had both used protection spells… my seed was even stronger.”

Spike’s eyes went wide. “Wait… You can’t mean…”

“Princess Celestia and Princess Luna.” Twilight sat down on his rump. “They kept this a secret for as long as they could by using illusion spells. But in the end, they couldn’t prevent the inevitable.”

Spike was at a loss for words, and Twilight continued. “I’m being summoned to Canterlot, right now, to meet my other foals. What will all of Equestria think about this?” Twilight turned to Spike. “Please tell my beautiful wives that I had to go to Canterlot at the summons of the Princesses.” With that, and a bright flash from his horn, Twilight Sparkle vanished.

He appeared a moment later in his library home at the School for Gifted Unicorns. From there, he made his way quickly to the palace, and to the Royal quarters of the Princesses. He found the door was being guarded by his brother.

“Uh, hi Shining…” He grinned sheepishly.

“Hey Twilie. You’re supposed to go right on in. They wouldn’t let anypony but Dr. Reeds inside for some reason and asked that I make sure nopony but you go on in.”

“Thanks BBBFF.” Twilight nuzzled his big brother and entered the private chambers, closing and sealing the doors behind him.

Once the doors closed, he felt another wave of magic flow over him, and he could suddenly hear voices.

“Twilight, we’re in here.” Celestia called out.

The Prince walked into the bedroom and stopped in his tracks.

The Solar Princess was feeding a pair of foals.

“T-tw-twins?” He stammered in shock.

“Yes, twins.” Celestia smiled with immeasurable pride and joy.


Celestia laughed, a most wonderful of sounds. “Oh my silly Prince. Only one is mine. The other is Luna’s. She’s incapable of properly feeding, seeing that she didn’t produce any milk.”

“Oh.” Twilight relaxed as he stepped closer to see the pair of tiny winged and horned foals. “They- oh gosh. They’re both Alicorns?” His eyes were impossibly wide at the sight.

“Of course they are. Both their mothers and father are Alicorns. These two are the first naturally born Alicorns, ever.” Celestia nuzzled the golden coated one, followed by the silver coated one.

Luna entered the room from a side door that lead to the wash room. “Ah, Prince Twilight Sparkle, we are so please thou could make it.”

“How could I not come? I mean…” He looked at the pair of foals. “So, what are their names?”

Celestia nuzzled the tiny colt with the golden coat and flaming red mane. He opened his amethyst eyes and looked at Twilight for the first time. “This is Prince Solaris.”

Luna nuzzled the other foal. “And this is your daughter, Princess Selene”

Twilight walked over and smiled at his secret son and daughter. “My wives are going to kill me.”

Luna laughed. “Dear Prince, they shalt do no such thing. They have known for near eleven months, but hath been sworn to secrecy.”

Twilight twitched.

“Twilight?” Celestia looked a little concerned as a slightly crazed grin cracked across Twilight’s lips and his eyes shrunk to pinpoints.

A quick jolt of magic from Luna snapped him out of it. “Ow.”

“Thou were looking less than sane my Prince.” Luna grinned a little. “T’would not bode well to lose you to insanity, not when you have your children to care for.”

“Seven foals… I doubt my job as Ponyville Librarian will be able to pay for them all.”

Celestia stood up as Luna took over cuddling the foals. She walked over to Twilight and affectionately nuzzled him. “You need not worry Twilight. I told you before that, as a Prince, you need not worry about money.”

“I know, I know… but still. I don’t want my foals to grow up spoiled. I’ve met Silver Spoon and Diamond Tiara so I know what an upbringing like that can do to a foal.”

The Princess gave Twilight a reassuring smile. “They shall not be spoiled. All their needs shall be taken care of. Their wants on the other hoof, that is where money will be needed. You can rest assured that all your foals will be well taken care of.”

“Thank you Princess.” Twilight relaxed. He came over to the bed and smiled at Solaris and Selene. “Wow, Alicorn foals. I just hope they don’t blow anything up. Baby Unicorns have been known to have magic surges, and baby Pegasai have been known to have ‘flight’ spurts.”

Celestia and Luna looked at each other. “Did thou knowest this Sister? We most certainly did not.”

Celestia nodded a little. “I knew, but honestly, I had not thought about that.”

All three turned to look at the long ignored Dr. Reeds, the Unicorn doctor who had been present the whole time.

“What are you looking at me for? I’ve never had any foals of my own and I know nothing about Alicorn foals. For all I know, they may not develop their magic and ability to fly for years to come. Or they could blow up half of Canterlot with an uncontrolled magical surge.”

“Ah, the joys of parenthood.” Celestia deadpanned. “Twilight, please, for the sake of Equestria, never get either of us pregnant again.”

“Get who pregnant?” Princess Cadence stood in front of the open doors, a VERY sheepish looking Shining Armor standing behind her.

She then spotted the pair of foals and her eyes lit up in delight. “Shining dear. I think we just found the answer to your impotence.” She smiled as she turned to face Twilight, a seductive look in her eyes.

“Oh for the love of Celestia…” Twilight backed away.


The End.


View Online

Mr. Twilight Sparkle


“Ah, the joys of parenthood.” Celestia deadpanned. “Twilight, please, for the sake of Equestria, never get either of us pregnant again.”

“Get who pregnant?” Princess Cadence stood in front of the open doors, a VERY sheepish looking Shining Armor standing behind her.

She then spotted the pair of foals and her eyes lit up in delight. “Shining dear. I think we just found the answer to your impotence.” She smiled as she turned to face Twilight, a seductive look in her eyes.

“Oh for the love of Celestia…” Twilight backed away.

Shining was blushing furiously. “Cadance, you can't be serious, that's my brother.”

Cadance smiled coyly over her shoulder at her husband. “Oh Shiny, you do remember one of the reasons I married you, don't you? Because of Twilight. I knew she would grow up to be a beautiful mare, but seeing him as he stands now.” She licked her lips as she turned to Twilight, who was now hiding behind Celestia and Luna. “Now Twilight, don't be like that. You sired foals with my aunts, so why not me? Your favorite foalsitter?”

Twilight gulped nervously. “Uh... well, for starters... you are my sister in law. Certainly there's some law against that.”

“There most certainly is a law against such activities.” Celestia frowned. “Cadance dear, I would never approve of it either.”

Shining Armor looked relieved. “Oh thank Celestia...”

“Now now Shiny, I will always love you.” Cadance walked up to her husband and kissed him on the lips. “But I want a foal, and unfortunately you have such powerful protection magic, that it even prevents you from becoming a father.”

Luna blinked, looking a little confused. “Can thou not stop thy own magic?” She asked Shining Armor.

“I've tried, but I can't. No matter what I try...” He hung his head and looked defeated. “If I had known this before, I would never have proposed to you Cadance. I'm a horrible husband.”

“Shh, Shiny. No you are not a horrible husband. You are a wonderful husband, the kind I could never find in another stallion.” She nuzzled him gently, getting him to look up.

Twilight was feeling relieved. He was not about to end up becoming a father to his own niece or nephew.

Celestia sighed as well, glad that the situation had been resolved... hopefully.

Ponyville, a few months later.

Twilight and his wives and all their foals were relaxing in the meadow outside Ponyville. It was a gorgeous sunny day, perfect for them to be enjoying the warmth, even if they were resting in the shade of the large oak tree in the center of it all.

Twilight, as was the norm, had his muzzle buried in a book (this one about being a proper father to multiple foals) when Rarity let out a polite little cough to get his attention.

“Twilight dear?” She batted her eyes at him.

Twilight lowered the book and looked up, blushing a little at his beautiful wife. Well, they were all beautiful in their own ways, but Rarity tended to put the most effort into looking her best. “Uh, yes Rarity?”

“I got a letter yesterday from Princess Cadance.”

'Ah crud...' Twilight thought before nodding for her to go on.

“Well, she was asking me when you might think about going to visit her and your brother up in the Crystal Empire.”

'Aaaan I know exactly what she's wanting.' “I don't know. I can't think of any diplomatic summits or anything like that happening there anytime soon.”

Rarity giggled a little. “Come now. We all know what she wants from you Dear.”

Twilight jumped to his hooves, his wings flared wide. “No! I am not going to do anything like that. I have the five of you... and the two Princesses...” He sighed and relaxed, sitting back down. “Look, Rarity, I love all of you, Princesses included, even if I am not married to either of them. They're also the mothers of my foals.” He lay back down and looked at the book before him before continuing. “She's my sister-in-law. It would be like, I dunno, doing it with Shining Armor.” He shuddered at that idea.

“Well, the girls and I have talked it over, at length, and we are all okay with the idea of you helping out your brother and sister-in-law, considering his shielding magic is so strong that even an anti-magic ring can't block it.”

Twilight's eyes went wide at this. “Bu-wha? Hold on a sec. You expect me to believe that you WANT me to mate with Cadance?”

Rarity nodded. “Of course. Now, it would be done privately and the foal would be Shining Armor's, for all those who don't need to know.”

The strapping young stallion faceplanted into his book. “Even my wives want me to do this...” He feebly looked up at the mare and sighed. “Why are all of you alright with this? I mean, yea, I would be helping Cadance and Shiney save face, but...”

“No buts, well, unless Cadance likes that sort of thing.” Twilight sputtered, but Rarity continued, “And it would all be done in the privacy of the royal chambers. Nopony would ever know the truth, other than us.”

“Listen Twilight, you have made seven mares happier than they have ever imagined with their new foals. It's not fair to see the Prince and Princess being left out.”

“I know, somehow, I am going to regret this... Fine. I will see about setting up some excuse to visit the Crystal Empire...”

Rarity clapped her dainty hooves together and beamed a smile. “Girls, Twilight agreed.”

Applejack grumbled and hooved over a bag of bits to a widely grinning Rainbow Dash.

Three weeks later, Prince Twilight Sparkle exited the Crystal Express and looked toward the crystalline spires of the Crystal Empire. His 'reason' for the visit was to negotiate a trade for crystals, in return for other tradeable goods that the Empire could not produce on its own.

He was greeted by Shining Armor and a small squad of Crystal Pony guards.

“It's great to see you again Prince Twilight.” Shining offered a nod of his head. “I am hoping that we can get these negotiations over with quickly and smoothly.”

Twilight nodded in return. “Indeed. This will benefit both Equestria and the Crystal Empire. It's been a long trip, so I hope you don't mind if I retire to my chambers to get some rest?”

“Not at all. This way Prince.”

With that, Twilight followed his brother to a carriage that took them both to the palace.

Once there, Twilight insisted he go right to his quarters to get his rest, not wanting to interrupt the Princess from her royal duties. Besides, he knew what was going to be happening later that evening...

A soft knock on the doors interrupted Twilight's reading of some scrolls that were related to the trade bargain he was officially here to negotiate. He sighed and got off the cushions and went to open the door.

Standing there, as expected, was Princess Cadance... but also, not expected, was Shining Armor.

“Hiiii there...” Twilight greeted nervously. “So, um, what brings you here of all places?”

“Silly Twilight.” Cadance's giggle was like crystal bells. “Do I 'need' a reason to visit you?”

'It's obvious what she wants, but why is my brother here? Well, if he's here, then none of that stuff is going to be happening.' “Um, no?”

Cadance entered the room and gave Twilight a friendly hug, followed by another hug from his brother.

“It's always good to see you Twily.” Shining chuckled as he released his younger brother.

“So...” Twilight started.

“So...?” Shining added, raising an eye.

Cadance used her magic to close the door, surrounding it with her magic and sealing it good. “Twilight, I am here to discuss part of the trade deal, part that is not written on any of the documents.”

'Here is comes...' Twilight dreaded this, but knew it was going to be happening.

“Shining and I, as you well know, have been trying for an heir to the Empire, and as such, due to his potent protective magicks, we have been unable to do so. Mind you, I do so enjoy his efforts.” She winked at the now blushing Princes.

“Okay...” Twilight sighed. “I understand what you want from me, but why in Celestia's ample flanks is my brother doing here?”

Cadance blushed and mumbled something.

“Come again?” Twilight leaned a little closer.

“We can't make an attempt for an heir without the both of us being present and, you know.”

Twilight.EXE damn near went and shut down, but a gentle hoof from the princess on his chest prevented that. “Hold on... You want to... with both of us... together...? Candance, we're family, brothers and all that. We can't...”

“You're not going to be having sex with each other.” Cadance stood tall, but she was blushing quite prominently. “You are both going to be having sex with me.”

Shining.EXE started having problems, at least till Cadance kissed him on the lips. “Shining, come now. Maybe the presence of your brother and his own powerful magic will be what is needed to break down your protections.”

“Uh... Can I have a moment with my brother? Alone?” Shining dragged Twilight off to the far side of the room, where they whispered something back and forth for a good five minuets. Once done, they looked back and both blushed at the sight of a lingerie wearing Cadance sprawled out sexily on the bed.

“Well? Who wants to go first?” She winked at the two stallions, who were both staring with jaws on the floor.

“I'm her husband, so I should go first.”

“Uh, yea, please do... I'll just be...”

Cadance levitated Twilight onto the bed. “You can help, perhaps?”

“Um, how so?” Twilight was contemplating teleporting away.

“I have heard some stories from Rainbow Dash, and how you've been enjoying doing it anal with her.”

BLUUUUUUUSH!!!! (This is both stallions, just so you're clear)

“And I have often contemplated what it would feel like, you know, being double penetrated.”

Twilight.EXE and Shining.EXE have experienced... *Pinkie Pie smacks the author. “You've used that joke already. Don't do it again or I'll have to borrow a strap on and visit you in your sleep.”*

The duo of stallions found themselves back in the corner quickly discussing war strategies for another full minute. Once done, they both approached the bed.

“Alrighty then.” Shining crawled onto the bed and lay on his back. “You can be on top.”

“Don't you mean in the middle?” Cadance giggled. “Alright, I'll be the Stallion Sandwich filling, waiting to be filled with yummy, warm and gooey cream.”

“Um, Shiney? You never once mentioned how... interesting Cadance could be...”

“Would you have believed me?” He chuckled toward his younger sibling.

“No, most likely not, seeing as I've always known the Princess here to be sweet and kind and...”

“The Princess of Love?” Cadance added, cutting Twilight off. “I know most believe it's the emotion I embody, but it is also more. Auntie Luna and I both cover aspects of the carnal side of love and the night.” She climbed on top of her husband and started to grind her already wet sex against his growing one.

Twilight still was not entirely sure what to do. 'Come on Twilight. She wants, what was it again? To be double penetrated? I didn't even know that was possible... But then, if I do her in the butt, how can I get her pregnant? Also, MY BUCKING BROTHER IS RIGHT THERE!!! How can I even get a boner with him... Nevermind, it's already out and fully hard...'

He watched as Cadance got Shiny's cock good and wet before taking it all into her love hole. Twilight made a mental note that Shining Armor, his own big brother, was not as thick or as long as he was. 'Please don't notice I'm bigger than you are...' But one look at Shining's bulging eyes told him that yes, he had noticed. 'Bugger it all...' He thought a moment before moving in behind Cadance, his magic lifting her tail and too the side so he could get a better look at what was going on.

Twilight had actually never gotten to actually see (for science) what it looked like when a penis penetrated a vagina. Now he was getting a good close look. Every thrust in, every movement of the cock and how the pussy moved to it.

It fascinated the young Prince, and made him very aware of his own arousal. He looked up a little, and visually examined Cadance's anus. It looked tight, tighter than any of his own wives (certainly not Dashie's). He reached out with his magic and 'felt' it. Soft like satin, warm and the scent from the sex was overwhelming.

Twilight's magic examined further, pushing inside, spreading the once puckered opening a little at a time. The inside was clean, and a bright pink. There was no offending smell either, and this made Twilight wonder what it tasted like.

Before he could stop himself, he grabbed onto Cadance's hips and brought his mouth forward, lips wrapping around the exterior as his tongue started exploring everything about the mare's 'ponut'.

It was very unlike licking a pussy, which he actually enjoyed a lot. Thankfully his fear it might taste bad was blown away by the slightly sweet taste of Cadance's own sex juices that had splashed up from the activity just below.

Lapping away, he could hear Cadance's moans and gasps. She was obviously greatly enjoying the attention.

“Oh wow Twilight!” The mare groaned in excetacy. “You're so good with your tongue!”

“He can't be better than me...” Shining worried. “Can he?”

“You have more experience dear.” Cadance kissed her husband deeply, just before she felt Twilight move from behind her to on top of her.

“I can't hold back anymore.” Twilight moaned as he pressed his generous member to his sister-in-law's rear entrance. “I'm not small, so please bare with me.”

He pushed a little, and was a little surprised when he felt little resistance as he entered the tight feeling hole.

Cadance grit her teeth a little, but didn't cry in pain.

Shining on the other hoof nearly cried, as his tongue had nearly been caught between those very same teeth. He still got the very tip nipped slightly, but that didn't stop him from pounding into his wife.

Still, he couldn't believe this was happening. He and his own brother were both going at it with his own wife. 'Hmm, maybe Twily will let me have some time with one or two... or more of his wives one of these days. It's only fair seeing that I'm letting him do this to help us out.'

Cadance cried out in delight as Twilight finally penetrated past the opening and started to pump into her rump.

“Guh... Cadance... You're so tight...” Twilight managed to say between his own groans.

“You're... aah... bigger than... oooh... Shiny...”

'Oh sure, rub it in why don't you...' Shining Armor thought. 'But hell, this is more exciting than anything Cadance and I have done on our own before. Buck it, I don't think I'm going to last much longer though.' “I... I think I'm going to cum.”

“Oh no you don't, not yet.” Cadance grinned and channeled some magic into her stallion. “You're not cumming till I let you cum.”

Twilight leaned his head back, almost like a wolf that was about to howl and kept pushing in as deep as he felt he could before pulling back, then back in. He did what he could to make his thrusts coincide with when Shining was pulling out. Shining out, Twilight in. Twilight out, Shining in. The brothers did their best to keep up this pace for as long as they could.

Cadance's magic was keeping both stallions from blowing their loads till she had her own chance to cum.

And it was going to be a big one. Cadance could feel it coming, and coming fast. It was going to be an enormous orgasm, and she was glad this room had already been reinforced with all sorts of magic.

Finally, it came. She screamed in pure delight and sexual extacy, her horn flaring and releasing a surge of sexual magic all over the bed, Shining Armor's face, and the wall behind the bed. Some even hit Twilight, getting in his mouth.

At the same time her magic that had been keeping both stallions from cumming was released. They both pushed in as deep as they could, filling the mare with more cum than she'd ever had in her at one time.

Her belly extended slightly more from the huge flood of seed, which was already extended from the pair of large dicks filling her.

The trio collapsed onto the bed, all gasping for breath.

“I... I don't think I have anything else left to give...” Shining gasped out.

“Lucky you.” Twilight joked as he pulled out, both feeling and hearing the small flood of cum pour out of Cadance's distended anus and onto Shining's own dick, balls, and everything else down there before pooling onto the bed. “I've done seven mares in one day.”

Cadance's eyes lit up. “Oh goody. Then that means you'll be good to go in a few minutes for round two?”

'Buck my life...'

Ponyville's Library.

Spike slept like a baby, for once not having tagged along with Twilight and accidentally walking in on him doing one of his wives... Which happened at least once a week nowadays. Or in this one case, seeing the brothers banging their Sister-in-law/Wife...


Eleven Months later.

Twilight was once again visiting the Crystal Empire, having been called here for a most wonderful of surprises.

"Twilight." Cadance and Shining both hugged the stallion prince before leading him into one of the royal bedrooms.

There, the young alicorn was greeted by not one, but TWO tiny unicorn foals.

"Say hello to Princess Flurry Heart and Princess Skyla." Cadance sounded so proud.

Twilight looked in on the pair. "Twins? They're so adora..."

Then they spread their wings...

'Tia and Lulu are going to blow a blood vessel or nine when they hear about this...'

The End.