Fallen Eagle

Chapter 45: The Fire in Your Eyes

Okay guys just a few things. Number 1, last weekend I lost two days worth of writing because unfortunately my laptop's Hard Drive started acting up. I tried to turn it on last Friday night and was met with a dreaded recovery mode screen. I took it to a local repair shop where I'm still awaiting the news. But I never gave up. I acquired a Bluetooth keyboard for my class iPad and finished the chapter on that just for you guys. I know it came out a few days later than promised, but I forged on and I hope having to go through that was worth it for you guys; you guys are awesome!

Second, I want to thank an anonymous friend for helping me through writing out the love making parts of this chapter. Without their help, I doubt I would be finished. And I was not just going to slap together a porno and call it good.

Third, obviously this chapter contains a lemon. If you are uncomfortable with the fact that a human and a talking pastel pony are making love, you may skip this chapter and I will not hold it against you.

Fourth, any comments telling me that you got off to this chapter will be ignored. Let's keep it classy here people. Though I have faith in you guys to keep things clean. Comments that it was well-written or even up to 'Hot' are also welcome. And as usual, constructive criticism is welcome as well.

Fifth, with my laptop still out of commission, I will continue to use my iPad notes app to try to keep up with updating. Now I won't rush, but I'll do my best to keep an even pace for you guys.

Sixth, I really hope you guys enjoy this chapter. Not because of the adult material, but because after this chapter, OTHER characters will be getting some more spotlight time with Ivan. Although it is cliché, you won't want to miss what I have cooked up for you guys.

Seventh, why not some of my favorite love quotes?

Love is a single soul inhabiting two bodies
- Aristotle

Oh this night could be dynamite. If it pleases you, it pleases me
- Def Leppard

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"Applejack," I whispered into her mouth as we both tried to lean into each other until I chose to give her the reigns and fell backwards gently onto the cot. She slipped her hind legs around the sides of my torso and lowered her body until our bellies touched, making our body temperatures rise. The all too familiar taste of cinnamon and apples entered my mouth as our tongues caressed, not wrestled, with one another. I gasped as Applejack moved her hooves from my shoulders to behind my neck, pulling herself even closer to me. I was surprised that with our combined weight all together like this that the cot was still holding strong, but unless it did indeed break, it really didn't matter.

Even though all we were doing was making out, I'd never felt more euphoric in my life. The longer our lips stayed together, the more we both melted away our fears and shame from earlier. I didn't doubt her, but Rarity was right on the money when she said we needed to be together to fix this. I knew I would need to thank her someday for this. Instinctively, I gently placed my hands onto Applejack's back and began to massage it up and down and from side to side, trying make the mare feel good. She rewarded me with a low moan of approval, making both of our tongues vibrate together.

I suddenly shot my eyes open and missed a breath when I felt…..something rubbing in between my legs. Keeping my mouth locked on Applejack's, I peered around her body and indeed noted that all four of her legs were occupied elsewhere, meaning that she was using her tail to, for a lack of a better word, massage me. I couldn't help but shudder, effectively ending our kiss as Applejack pulled away with a concerned look on her face. The crotch rubbing ceased as well, making a tiny whine sound from my mouth. "Ah…Ah'm not movin' too fast, am Ah?" Applejack questioned worriedly with a blush on her face.

"N-no," I replied breathlessly, "I just didn't realize how talented you were with your tail," I complimented with an awkward grin. A look of relief washed over Applejack's face before I began to massage her back again.

"Do….do ya want me ta hold off on that for now?" She asked me. I bit my lip, shaking my head more vigorously than I meant to. Applejack giggled again and bent down to resume making out with me. "Yer still adorable when yer flustered, Sugarcube," she whispered, making sure she exhaled heavily with her hot breath into my ear. The sensation of her hot breath on my ear sent shivers down my spine as our lips and tongues met once again. I was starting to lose my mind. Something as simple as making out combined with Applejack just being herself while trying to make me feel loved and appreciated drove me wild. Yet, I was suppressing my urges to not rush everything or do something AJ wasn't comfortable with. And then Applejack's tail began to rub against my crotch again.

"Mmmm," I groaned from the touch into her mouth. This didn't seem to faze her, however, as she actually pushed her mouth further against mine, seeming to enjoy the noises she was forcing from me. Truth be told, I was enjoying her being slightly more assertive than I thought she would be. She wasn't being downright aggressive, but this felt damn good. My lower body twitched upward on instinct as I could feel myself becoming hard from Applejack's strokes. She actually starting flicking her tail upward as if she were playing with me. My massaging hands moved further down her back, closer to her firm rump. I thought that since she was starting to tease me a little, I'd gladly return the favor.

I made certain to feel every strand of her orange fur as I moved my hands closer to their destination, leaving not a single one untouched. Her back muscles were (not surprisingly) extremely firm from years of hard work, increasing the tingling feeling both in my fingers and my member. I could feel the curvature of her back giving in to the softer yet still firm fur and flesh of her rump. But just as my fingers brushed over the transition, I suddenly found an invisible barrier blocking my hands. A sense of uncertainty had prevented me from touching the supple flesh. No matter how hard I tried, my modesty wouldn't allow me to feel her flanks. 'Come on!' My brain tried to reason, 'She's touching you!' The making out slowed down to a crawl from Applejack, worrying me that I had possibly done something wrong.

My neck shivered as Applejack's foreleg snaked around it before reaching behind her and placing her hoof on top of my hand. I gulped when Applejack took her lips off mine again. "D-don't you hold back now ya hear?" She said in between breaths whilst sliding my left hand down to her three apple cutie mark. She even applied a bit of pressure which excited the both of us. My animalistic needs briefly assumed control and I moved my right hand down to her cutie mark on her other flank. Her flanks were a little more sensitive than I thought. I had barely begun to rub my fingers deep into her flesh before Applejack groaned appreciatively and sat nearly straight up with her head leaning backwards. "Oooh, thank Celestia fer those fingers 'o yers," she exclaimed in a huffy voice and laid back down on top of me, smashing our tongues and lips back together.

Applying more pressure into her flanks and rubbing her cutie marks all over, I pretended I was fondling a pair of breasts to help give me the right track of mind to please my girlfriend. With the knowledge that her cutie marks would vibrate whenever Twilight's map called her for a mission, I pinched the images of the red fruit to see what kind of reaction I would get. It wasn't a vocal reaction; Applejack began to stroke my member more fervently. I couldn't tell which felt better, feeling the soft yet firm rump of my girlfriend or her enthusiastically touching my manhood. I finally came to the conclusion that it didn't matter. We were getting more intimate with each other; that to me was the greatest feeling that came from my heart. Like Rarity said, we were about to merge our souls into one and love each other on an entirely different level.

Applejack slightly shifted her body downward, colliding her rear with my member. "Mmph!" I squeaked into her mouth as 'junior' was now at full attention and felt about as hard as concrete. AJ smirked against my lips as we both opened our eyes. The two of us saw love, not lust, shining from each other's pupils as Applejack pushed against me again. I didn't stop massaging her rump, but I dug my fingers in a little more, causing her body to jolt along with mine. "You sure do know how to use them hands, Ivan," she complimented in a slightly deeper and aroused voice.

"Th-they've never felt anything this perfect before," I teased, giving her flanks another pinch. I know they weren't my most romantic words, but there wasn't much blood being directed towards my brain at the moment. Applejack's cheeks turned a darker shade of pink as she brought her forehoof up and caressed my cheek.

"You charmer," she smirked before biting her lower lip, looking behind her where her flanks rested against 'junior,' and back up into my eyes. We both understood the reason for why we'd stopped, yet I wanted to play it safe so I didn't look or sound too eager about getting to the main event. "Ah…..Ah guess it's time," Applejack blushed like crazy before looking down at my chest.

"O-only if you're-" I tried to assure her, but quickly found one of her hooves covering my lips with an understanding smile on Applejack's face. It looked rather adorable with her apple red cheeks as a background.

"Shh," she cooed, "Ah am ready, Ivan," she then jumped up onto all four legs, straddling over my entire body. My eyes widened as I looked down saw the forbidden liquid glistening between her rear legs from the light of the fire. "B-but the question is, are you ready?" She asked, trying to speak in a sensual voice but came off as nervous. Of course Applejack didn't have much experience with 'sexy talk,' but how good or inexperienced she was with it didn't matter. The fact that she was trying to sound more attractive just to please me made my heart swell.

Realizing that I had yet to answer her, I nodded and said that I was. My entire body shook as the mare climbed down from the cot, making sure that her tail flicked against the front of my pants where my member was threatening to burst from, and turned around to face me. I sat up, feeling slightly strange and lighter without her on top of me. I brushed it off, locking my gaze onto her own, and sat up straighter, gripping the edge of the cot. We stared at each other as my heart pounded like a jackhammer, continuously keeping 'junior' at attention as the arousal of our make out session and the sight of her liquid was one of the few things my brain was able to process.

We had stared at each other for God knows how long, but I had no clue what to do next. We both knew we were ready, but neither of us did anything as of yet. Applejack rocked back and forth on her hooves, pursing her lips tightly whilst flicking her tail back and forth. I, on the other hand, curled my toes as tight as I did my fingers, able to breath only through my nose. "So…" I began nervously, "are we still up for this?" I asked in a low voice, hoping she wouldn't assume I was rushing it. AJ blinked several times as her face turned even redder.

"Well, uh…..," she cleared her throat with a gulp, "Ah….Ah thought you were gonna start, Sugarcube," AJ explained. "You do have more clothes than Ah do," she giggled warily. I looked down at my shirt and pants, looking away from my hardened manhood and back up to her. I couldn't pussyfoot around this anymore; Applejack was ready for this, and I couldn't make her feel like she's wasting her time. It was time for me to grow a little backbone.

"I-if! you want me to," I sounded like I was in the middle of puberty again; my voice squeaked in several places. I covered my eyes with my hands, feeling like such an idiot for responding like that. 'I'm gonna blow this, I'm gonna blow this,' my brain repeated several times as I breathed heavily.

"Ivan?" Applejack's hoof poked me in the arm. Needless to say, I jumped at the sudden touch, not even realizing she had moved closer to me. "It's okay ta be a little nervous, hun," she assured me, gently placing her hoof on my arm and moving it away from my face. "Ah am too," she added with a light grazing of her lips on my hand. "Would you feel better if Ah started off?" She asked me sweetly, holding my chin with one of her hooves. I swallowed as a sudden calm washed over me with her staring directly into my eyes this close to me. I tried my damnedest, but no words came from my mouth. I recalled hearing the phrase 'Actions speak louder,' so I went with that. It was nothing too rough, but with how close we were, I leaned forward and kissed her again, wrapping my arms around her neck.

The mare jolted from the sudden move, but dropped her hoof from my mouth onto the floor and kissed me back. As we kissed, the calmness began to well up in me, nearly vaporizing the nervousness of before. It wasn't too much of a surprise to me that we were more comfortable being this close. I suddenly felt something clawing at the underside of my shirt, trying to get in. I gasped into AJ's mouth as I felt her calloused and cracked hooves from years of farm work successfully snake under my shirt and trace my stomach. We had to pause so my shirt could come off; I raised my arms as she gently stripped it off my body and tossed it into a corner. Applejack was clearly the boldest out of the two of us, and I was fine with that. She took a quick second to soak in my military chiseled body before smiling. "That's it, just one step at a time." I nodded as well, drawing her back into a kiss. Now it was my turn, sort of. My hands stroked her mane, trying to grasp at the red hair tie that held her mane in a pony tail.

With a light snap, the tie came off. Her mane sprawled out gracefully, covering both of my hands and the back of her neck. I opened my eyes as she leaned back, causing me to accidentally kiss her neck while shook her head back and forth, getting accustomed to her new hair style for the night. I pulled back from her neck in time to see her look at me as I sat back up level with her. "At least you get a show," I said jokingly, attempting to make light of the situation. Smirking, the mare didn't resume kissing, instead, she placed her hooves on my chest and playfully pushed me back down onto the cot, standing above me. She drug her muzzle down my chest, abs and stomach, inhaling my masculine scent. I groaned appreciatively for two reasons: Because her nose actually tickled against my skin, and it also turned me on even more, causing my pants to tighten even more.

"You can get one too, Ivan," she grinned as she pecked her lips just above the top of my jeans. I swear, Rarity's stitching was going to have to be the strongest ever hemmed; my jeans were about ready to have a hole punched in the front. We were both nervous, but it was a good kind of nervous that had a hint of love and eagerness sprinkled on top.

"W-why'd you stop?" I groaned out a question when she lifted her head back up.

"Uh…Ah've never dealt with these before," she placed her hoof on top of my belt buckle. Understanding, my fingers fumbled around with the buckle before I successfully unlatched it, slipped the belt out of the loops and tossed it on top of my shirt. The mare leaned forward and softly licked my abs. I raised my hands up and placed them on top of her head as her hooves worked to unbutton my pants. I didn't know if she was brushing her leg on top of my member on purpose or not, but to have her touching that area made me shiver like it was below zero.

I couldn't clench my fists together since my hands were softly petting AJ's mane, so I curled my toes tightly to not get too excited, and to help me keep my mind off how my hardened member was beginning to hurt a little from the pressure it was exerting onto my pants. Soon, I felt Applejack's hooves beginning to move faster; she was still stuck on the button above my fly. Opening my eyes, I saw an annoyed look on her face rather than the bashful one from earlier. She growled before muttering under her breath, "Damn these stupid buttons!"

Understanding her frustration because she had no fingers, and because my pants didn't have the snap on buttons, I removed my hands from her head and politely moved her hooves out of the way. "Need some help, there?" I asked. Like nothing, the button popped out of the hole, leaving only my zipper holding my pants up. AJ slowly looked up with a cute pout on her face as she locked eyes with me. The pout gradually transformed into a bashful smirk as she placed both hooves on either side of my pants covered penis and opened her mouth.

My eyes widened; I had no idea what she was trying to do, especially since I still had my pants and boxers on. I shifted uncomfortably as she bared her teeth whilst leaning closer to her destination. 'No, she wouldn't….' I tried to convince myself. I clenched my eyes shut, waiting for whatever was going to happen when she started to clamp her teeth down. Ziiiippppp. I groaned as she utilized her teeth to unzip my fly. The tiniest vibrations from the zipper reverberated within my crotch in a soothing sensation that made me groan. That groan was immediately exchanged for a gasp when my now boxers covered penis was hit with a blast of AJ's warm breath from her nose. Cracking open my eyes, I saw the mare staring with a blush at the tent in my boxers, making myself blush as well. Using both hooves, she wiggled my jeans down my legs and dropped them on the floor, leaving only my Captain America boxers holding up my decency.

"G-guess Ah got ya a little excited, huh?" She gulped nervously.

"Mhmm," I said quietly, turning away from the mare. Of course I was just as nervous has her, but I was also a little embarrassed. The fact that I was a virgin meant that no girl had ever seen junior before in this setting and with my say so. No, I wasn't getting horrifying flashbacks of the Estrus weekend, but I was still a little worried what Applejack would think of…..it. My body tingled as I felt her hoof softly graze my abs, tracing over the bumps.

"A-are you okay, Ivan?" Applejack asked. Because my head was turned away, I couldn't see exactly what she was doing, but I could hear her voice traveling closer to me along with her hooves clacking against the wooden floor. My eyes shifted over once she stopped right next to my head, staring me right in the eyes.

"Y-yeah," I stammered out. It was a flat out lie; I felt ashamed trying BS my girlfriend, but I didn't want her to worry about me. "Just a little shy," I admitted, hoping that she would overlook my little fib. She didn't say anything else in return, however. Applejack bent down, inching her muzzle close to me and gently nuzzled her cheek up against mine. A warmth spread out through my chest as her furry cheek rubbed against my bare one. Just like I had done earlier, she was attempting to comfort me.

"Aww, ya don't have ta be so shy, Sugarcube," she said in a calming tone. I swallowed and opened my mouth to object, but she placed her hoof on my mouth. "It's just you 'n me here, Ivan," Applejack reminded me. "Ah understand why ya would be, though." I blinked several times and looked away from the mare as she removed her orange hoof from my mouth.

"I…..I just don't want to disappoint you," I confessed, quickly glancing downward. I suddenly felt both of her forehooves on the sides of my face, cupping it gently.

"Ivan don't fret about that, okay hun?" She requested, softly rubbing my cheeks. She exhaled loudly, "Listen Sugarcube, just look at me."

"Huh?" I asked, puzzled at her command.

"Keep lookin' at me," she pointed to her eyes, " 'n don't watch Ah'm doin', okay? Ah just need ya ta focus on me, can ya do that?" Not wanting to disobey and kill the mood, I simply kept my mouth shut and nodded. With a trustworthy smiled, the mare connected her nose with mine, rubbing them both together tenderly. We both even made soft, light pecks on each other's lips, just innocent kisses to smooth out everything.

Swiftly, I felt Applejack's silky smooth tail brushing against the hem of my boxers. I was amazed at how well she could utilize her tail with very little effort. I wanted to look down to see what she was doing, but her request was stuck on replay in my mind. I missed a breath when her tail got underneath my boxers and lightly touched my member as she attempted to get a good grip on the hem.

"Still doin okay, Ivan?" She asked, not stopping her task whatsoever. I suddenly turned mute and couldn't say anything; I opted for a quick nod to let her keep going. "Yer doin' great so far, Hun," Applejack praised, giving the end of my nose a little kiss. I in turn bent my head down slightly and pecked her chin, making her gasp a little as she tugged at my boxers.

Her tail finally succeeded, getting a good enough grip on the hem and lifted the front up and over the head of my member. The rush of air made it twitch slightly; thankfully she was preoccupied with keeping me calm. I lifted my legs up so she could slide my underwear further down to my feet. Trying to show a little initiative, I attempted to wiggled the boxers onto my toes so I could fling them off, but AJ did that for me. Like a whip, the mare completely hooked my boxers with her tail, slid them off my feet, and flung them into the corner where my pants, shirt, and shoes were resting.

I was shivering all over, yet not just because my penis was now exposed for Applejack to see, but because I was naked with the woman I loved and was about to give her my purity. I was huffing a little from both how nervous and happy I was that this was happening. "There, wasn't nothin' to it," AJ pecked my cheek before turning around above me and inched down to the end of the cot. I heard her clear her throat when she stopped just at the edge of my waist and looked back with an apple red face. Her golden blonde mane, now much longer and messier without the tie, was hiding half her face, so she flipped it back to look at me clearer. '…..F-f-f-f….' Even my brain couldn't form coherent thoughts.

With a deep breath, she walked over my member and stopped with all four of her legs in between my two legs, keeping her gaze glued to mine. "I-Ivan," she stuttered, "p-p-please…..p-please take me." She leaned forward and bent down, pushed her firm rump into the air, and moved her tail to the side.

My eyes nearly burst from their sockets.

As if she were a siren, hypnotizing me to come forth, I obeyed her beckoning call to where was waiting for me. Out of pure natural instinct, I slid my legs out from under her, sat up on my knees and inched over to her. My member pulsed as I got closer and she spread her rear legs apart, presenting her most sacred area just for me to see, and us to enjoy.

I got as close as I could before my member was able to make contact with the outside of her aroused vagina, and placed my hands on her sides to hold the both of us steady. Neither of us had uttered a word after Applejack gave me her plea; there was really nothing else to say until we began. Even though my penis had yet to touch her glistening lips, I bit my lip to keep a moan down from the heat radiating from her core onto the head of junior. I noticed my girlfriend gulp as I gently wrapped my hands around her body, preparing for my intrusion.

Looking up from my hands to her eyes, those eyes filled with everlasting love and trust, she nodded once, giving me the okay to begin. Inhaling sharply through my nose, I reached down with one hand, grasped my member, and guided it towards Applejack's entrance. We both gasped simultaneously the second my tip touched her lips. I didn't even enter, but the touch alone was plenty to make us shake and shutter. I didn't pull away, and she didn't tell me to, but it was unlike anything I'd ever felt. It was so warm and wet that my penis twitched yet again, begging me to keep going. Luckily I still had enough blood flowing to my brain that I didn't lose it and start going like a wild animal.

With my hand still grasping my member, I just barely prodded at Applejack, trying to get used to the feeling before we claimed each other's virginities. I wasn't trying to tease her. If anything, I was trying to get her prepared as well, despite not having a clue what this was going to feel like for her.

"Mm!" Applejack whined, moving her body around. "Ivan….." She exclaimed breathlessly, moving her left foreleg back and placing it on top of my left hand. Taking that as a signal, I gulped, released my hand from my penis, and slowly pushed in. "AH!" AJ squeaked loudly as I poked the tip inside her lips. I hadn't hit her hymen yet, but I understood that she would need to get used to me being inside her like this, so I began to lovingly massage her back with my left hand. The feeling for me however, was beyond euphoric. Even with just the head inside of her, it felt like a wet vice made out of velvet was squeezing junior, and it was tighter than I imagined.

"A-A-AJ," I managed to squeak out; the pleasure around my penis made it hard to talk, "I-I'm gonna move, okay?" I could barely keep my eyes open from the pleasure, but I could see her pained yet anxious, excited, and blissful face staring back at me. She vigiorously nodded, waiting for me to get the pain over with. As I prepared myself, I put my right hand onto her back near my left hand, just to help comfort her. I bit my lower lip, and pushed in even further until I hit her barrier, causing her to squeak loudly again, but this time it was more painful for her. Her breaths became spastic and shallow; she was doing whatever she could to breathe through the temporary pain.

I wanted to do this as lovingly as possible, but if I went too slow I would just make AJ's pain last longer. Knowing what I had to do, I lightly stroked her sides with my fingers, pulling junior back away from her hymen before thrusting back in more forcefully than I had previously. Instantly, I felt her barrier break and I went in much further, causing an almost overload level of pleasure for me. Unfortunately, that pleasure was short lived as AJ buried her face into the blanket on the end of my cot and screamed in pain.

"AHHH!" She squealed for a few seconds as I sat perfectly still, not daring to move or it would increase her pain. The only thing I could do was keep massaging her sides until she would give me the okay to keep going. Not even fully hilted, it felt strange to be halfway in, but that wasn't what concerned me. Tiny trickles of blood mixed with her liquid secretions was leaking out of her entrance, covering my penis. Some pleasure evaporated as my love for Applejack and want to protect her started to take over. I even felt a little guilty at causing her pain. "Ah...Ah love you, Sugarcube," she croaked out, just barely able to lift her head up from the blanket.

"I love you too, Applejack," I replied, still attempting to massage her in hopes of subduing her pain. I felt like wrapping her up in my arms and holding her until the pain went away, but that was nothing but a pipe dream right now. She shifted her body just slightly, trying to adjust herself to having my member inside of her, and seethed lightly. "AJ-" I tried to comfort her, but she shook her head.

"Ah...gah! Ah'm...just f-fine, Ivan," she stumbled. "Ah'll b-be okay," she added, trying to assure me.

"I w-wish you didn't ha-have to face y-your pain alone," I stumbled as well as Applejack's vaginal walls squeezed my penis. A single tear rolled down her cheek as a small smile appeared on her muzzle. Her eyes clamped shut as she moved her foreleg back and placed her hoof on my hand. I ceased massaging her, afraid because I had no clue what to do next.

"Gah!" She seethed again as she shifted back against me, burying my member deeper inside.

"AJ!" I exclaimed in pleasure and shock. She ignored my outburst and opened her eyes once again.

"Y-y'all can move n-now, Ivan," she granted me permission. "A-Ah can t-tough it ou-out from here," she lightly rubbed her hoof on my hand before lowering her head back onto the blanket, keeping her gaze on my eyes. "Just...please, g-go a little e-easy on m-me?" AJ requested sweetly. Slipping my hand out from under her hoof, I curled my fingers around the limb and squeezed gently.

"Okay," I smiled warmly before releasing her hoof. The mare then braced herself even harder against the cot as I gripped both hands around her torso. AJ squeaked and groaned as I pulled back until just the very tip of junior was still inside of her lips. With a sharp breath, I thrusted back inside at about the same pace as before until I was fully hilted inside of her. There was an audible smack of my hips connecting with her rump.

The mare whinnied quietly; I paused for a brief second, waiting in case she told me to stop or to ease up. When she wriggled around my member, I took it as a sign to keep going, so I did.

Smack!

"Oohh ffffuck!" I moaned in pleasure as I pulled out and thrusted back inside of her, still going at a gentle pace. Naturally, I wanted to go as hard and fast as I possibly could, but I had a promise to keep for my love.

Smack!

"Ivan!" Applejack cried out my name as I continued pumping in and out of her. It was a good thing I wasn't going as hard as I could, or else I don't think I would last very long since this was my first time. The feeling of her hot vaginal walls constricting around my penis was indescribable. Even though she was a pony, and I was a human, this felt so right. Perhaps it was the hormones talking, but I'd never felt more at peace than right now.

"A-A-Applejack!" I cried out as well after a few more thrusts. "I-I love you!" I recited once again. I would definitely need to work on my 'sex talk' later, but that was just about the best I had at the moment.

"A-Ah l-love y-you t-ngh-too!" She said in between my thrusts. "G-go f-f-faster, I-Ivan! Ah-Ah'm ready!" I felt her lean back into my hips to give me a little extra encouragement. Gripping her a little tighter, I sped up my thrusts, increasing our pleasure tenfold. "Oohh, Celestia!" Applejack rose her head from the cot and adjusted her stance on her forelegs. She even seemed to brace herself harder to get a more pleasurable impact.

Since she was starting to feel more pleasure than pain, I continued thrusting a little faster each time. I bent down as far as I could whilst keeping up my movements. It was then I actually took notice that I would push AJ forward a little with each thrust and cause her rump to shake every time our bodies made contact. Seeing her rear bounce like that ignited a little primal urge inside of me.

She kept her eyes on mine the entire time, and seemed to know what I wanted to do as I bent closer and closer. She bent her head up as we smashed our lips together, forcing our tongues into each other's mouths out of pure passion. "D-don't...ngh...y-you st-stop n-now, y-ya hear?" Applejack said, parting our mouths temporarily. Normally I would've listened and continued to do as she wished, but I decided to try my hand at exciting her even more.

"I-I n-never qu-quit, A-AJ," I stammered before something happened. I raised my right hand off her torso and lightly smacked the cutie mark on her right flank.

"Mmph!" She squeaked from the contact. Realizing what I had done, I lowered my hand and started to slow down my thrusts. I pulled my mouth away from hers, feeling guilty until she wrapped her left foreleg around my neck and pulled my mouth back onto hers. "Ah didn't know you were that bold, Ivan," she said in a haughty voice.

"I-It just-" I tried to explain before she pulled her whole body away from me, unsheathing my penis from her vagina. I shuddered at the sudden change in temperature. My moment of puzzlement allowed her to turn around and push me onto my back with junior still at full attention. The mare flipped her messy mane back behind her head and placed her hoof on my chest, giving me a sexy look.

"Ah think it's high time Ah pleasure you, Sugarcube," she said breathlessly, straddling my body before lowering herself onto my stiff erection. She groaned loudly as she successfully buried my penis all the way to the base inside of her. I couldn't even say anything as she began to bounce. "Sweet Celestia!" She groaned in bliss, moving her front hooves to either side of my body for leverage.

My face contorted into that of pure bliss. I squinted my eyes and tried to clench my body as tight as I could to prevent an early launch. As she bounced on top of me, I was able to gather my thoughts for a brief second and place my hands just above her tail, thrusting in sync with her. "I-I c-can't let you d-do all th-the work, AJ," I moved my hands back down to her cutie marks and squeezed them.

"Oh, yes!" The mare moaned in a hushed tone. Getting a somewhat naughty idea, I spread my hands out, completely covering her cutie marks before gripping her flanks even tighter, causing her to moan louder. Then, once again pretending her flanks were breasts, I squished, massaged, and just played with them. And to be honest, I didn't care that her flanks weren't breasts; they were better.

"Mmm, Applejack," I said, beginning to clench my teeth. I even put my index finger and thumb in the middle of the three apples and pinched her fur and flesh like a nipple. I was rewarded with another whinny for my efforts.

"Y-you s-sure know how t-to m-make a mare feel appreciated, I-Ivan," she again said breathlessly.

"Only the be-hest! for you, AJ!" I about missed a breath when she started to gyrate her hips whenever she would come down on my penis.

"Ah just love h-how frisky you can be," AJ added when I continued to play around with her flanks. The mare then slowed her pace, smirking at me with a knowing look. She placed her right foreleg on my chest and bent closer to my face, "But you ain't the only one who can get a little frisky, Sugarcube," she gave me a sexy wink.

"Huh?" I mumbled, confused by what she meant. "Oh fuck!" I released my hands from her flanks as my hips involuntary convulsed upwards. She squeaked in pleasure at the motion before continuing her assault on me. Like before, she was using her tail to its full potential. Except this time, I didn't have any pants to cover my balls when her tail played with them.

"Hehe," she chuckled before picking up speed with her bouncing.

"N-not f-fair," I barely managed to choke out. My penis was twitching now more than ever with every stroke her soft tail made against the underside of my balls. I could really feel a pressure beginning to grow within my loins. I wouldn't last much longer going like this, and I didn't want it to end too abruptly. With a groan, I put my hands back on her flanks, playing with them at a much faster and more intense rate. As childish as it sounds, I wasn't going to let her win!

"Ah f-figured y-you'd st-step up y-yer game," Applejack's voice was getting more and more saucy as we went on, turning me on the longer we went.

"I was trained t-to n-never give up!" I retorted, gathering the courage to raise my hand and lightly smack AJ's rear. The orange mare squealed from the contact, prompting me to do it again. It was not hard at all, but apparently her flanks were more sensitive than I thought. Our eyes locked whilst we continued thrusting against each other, trying to outdo our respective lover. Suddenly, Applejack collapsed onto me, her chest and belly pressing against mine. "HNGH!" I exclaimed from the sudden drop onto my manhood as well. She must've been on the brink as well if her increase in speed had anything to do with it.

Applejack wrapped her forelegs around my neck, raising her head into the air with a blush on her cheeks, sweat drenching her orange fur, and her tongue flopping around her lips. "Yes!" She moaned as she continued to dominate me. I released my left hand from her flank and brought it up to her neck, hoping to pull her in for a passionate kiss. Yet as I did, she didn't aim for my lips. My entire body twitched as her warm, wet tongue began lap at the nape of my neck and her mane draped over my shoulder and forearm.

"Holy shit!" I cursed, not knowing how sensitive my neck was until Applejack started to lap it up like a dog at its water bowl. With what little judgement I had left, I could only deduce that it must've been a way for ponies to show appreciation for their mate. Either that, or AJ had a kinky side I didn't know about.

With Applejack pleasuring my balls and licking my neck, I knew I had to up my game as well before we would run out of time. It wasn't just that I wanted to finish after her, I wanted to make her feel good as well. But with one hand playing with and gently smacking her flank, I didn't really have any other options. Unless...

Since she was licking my neck, I noticed that her right ear was practically in my face. I remembered that I'd seen her ear, and all of her friends' ears for that matter, twitch whenever she would hear something from a distance. If it was sensitive enough to twitch...

"HUUUUUU!" She gasped loudly, her tongue stopping altogether. I'd latched my mouth onto her ear and just suckled on it gently, ignoring the fur. I even began to suck audibly on her ear, only making her gasp louder. She increased her thrusting when I flicked my tongue on the edge of her ear, making it twitch.

The pressure inside my loins was starting to become overbearing. This was it, I knew there was nothing else I could do to hold back. The mare began to rapidly lick at my neck again as her tail tickled me at a faster rate, and I resorted back to pinching and squishing her flank. "Yes, yes, yes, yes!" The mare cheered, pushing herself up as I felt her body clench tighter around my penis. Before any noise came out of her mouth, she dropped back down onto my mouth, shoving her tongue inside as she screamed in pleasure and her walls convulsed around junior.

And that was the final push over the edge for me. I clenched my teeth and closed my eyes tight as my member shot my seed right into my girlfriend. We both went stiff as boards as we came simultaneously. The pleasure was still there as I opened my eyes, but all I could see was white from the euphoric bliss that had overtaken my mind. My groin area was wetter and warmer than before as AJ's liquids coated the base of my penis and my balls in generous amounts.

As the two of us came down from our orgasmic highs, Applejack collapsed her head onto my chest before sliding off to my side. She then rested her hoof on my chest, snuggling her head into my neck. I lifted my arm with what little energy I had left and draped it over her body, pulling her close. Sweat glistened off my skin and drenched her fur as we caught our breath. Junior was now limp and felt a little chilly from being exposed to the air again, but he was still feeling tingly from the mixture of our love liquids that shined from the light of the fire in the stove.

We huffed and puffed as AJ lifted her head from my neck, and I looked down at her where our eyes locked onto each other. AJ's cheeks were pink; I could feel the heat radiating off mine. In complete synchronization we smiled and raised a respective hand and hoof, reach out to one another before touching our lover's cheek.

"You were...amazin', Sugarcube," Applejack praised me in an exhausted yet pleased tone.

"Well," I smirked, "I can't take all the credit," I said as my chest continued to rise and fall rapidly. The mare gushed and leaned forward, giving me an appreciative lick on the lips before resting her head back onto my chest, keeping her eyes on mine. Even though I felt like my own heart was about to burst through my chest, I could feel Applejack's beating heart as well. The rhythm of our heartbeats were nearly in complete sync.

"Heh, Ah guess Ah really got ya goin', didn't Ah?" She chuckled, rubbing her furry cheek against my chest. I clicked my tongue, trying to come up with a decent response.

"That's what I get for thinking I could tame a wild mare," I winked at her. Applejack scoffed, lifted her head up again and shook her head.

"'N you said you couldn't find a girlfriend back in yer world," she teased before proceeding to lick my neck again. "Ah don't see how ya couldn't with that silver tongue 'o yers," she paused for a brief moment before resuming. Shockwaves of pleasure shot up my spine as she drug her tongue across my neck, causing me to stretch it back, allowing her more room to lick. Rolling over onto my side, I wrapped my left arm around her and placed my hands onto her back, massaging it gently as I kissed the top of her head.

"I didn't get it until I met you, AJ," I replied, moving my lips over to her sensitive ear. The ear twitched as my hot breath glazed over its surface. 'So, this is snuggling,' I thought to myself, 'We're gonna have to do this more often,' the perverted side of my brain took over. But then I thought that if it made Applejack feel good, then it was a win-win situation. "Ah!" I exclaimed when Applejack just lightly bit down onto my neck, suckling it gently.

"Boy this neck 'o yers is sensitive," the mare teased me, beginning to nibble a little harder.

"Hey, don't get me started," I teased back, starting to nibble on her ear in retaliation. We continued to hug, kiss, nibble, and enjoy each other's warm company for a little while before we finally didn't have the energy for it and ceased, but we weren't quite ready for a nighttime slumber.

We found ourselves both laid up on our sides, staring at each other. Occasionally we'd just rub each other's cheeks, but that was all we could do as tried to think of something to say. "So," AJ pursed her lips.

"So," I copied what she'd said, lightly scratching the area on my neck where she had been nibbling. "AJ?" I asked.

"Yes, Ivan?"

"How much does this change, us?" I questioned, feeling like it was legitimate. Having never been in a sexual relationship before, I had no clue what we should do from here. I knew Applejack probably didn't have a clue as well, but there was a glimmer of hope that she may have some idea.

"Hmm, well, we are closer now," she replied. "'N we can definitely call ourselves lovers now," her cheeks seemed to be stuck as the color pink tonight.

"Yeah...I kinda figured that," I shrugged in response. "Maybe now we don't have to be so shy around each other?" I suggested hopefully. "I mean with all this tension gone now," I gestured down to our lower bodies where my penis and her vagina were out in the open and neither of us cared.

"Ah like the sound 'o that, Sugarcube," she finally said after a moment of contemplation. "Though Ah just wanna let you know that Ah'm not the kinda mare ta try any 'o this out in the open." I chortled under my breath and started to play with her mane, running it through my fingers.

"You're talking to the right guy," I kissed her nose. "But, I think we might want to stick to doing that in here if any of your family is home." Applejack thankfully agreed with my suggestion. She then suggested that we could try to use her room if Big Mac, Granny Smith, and Applebloom were not present. I felt that was an all right idea and had no objections.

"Ya know Sugarcube, since we've crossed this barrier, 'n if yer ready, Ah think we can even shower together if we're in the mood," Applejack grinned hopefully. My cheeks were now hot enough to boil water.

"Um, uh," I could barely think, "sh-shower together?"

"Well yeah," Applejack shrugged, trying to get rid of her own blush. "Ah mean, Ah had no problems with you bein' in the bathroom the same time as me this mornin'," she explained.

"I guess that sounds good. If we can take this big of a step, then showering shouldn't be a problem," I smiled, lightly scratching behind her ear. She giggled from my touch before holding my hand back with her hoof, looking more serious than before.

"But Ah'm not sayin' we hafta make love, we can just wash each other ya know? Really start our days out together," she tried to quell my shyness.

"I'd love that, AJ," I leaned over to kiss her. "No funny business though, right?" I asked to make sure. The mare pulled back, a smug look was on her face.

"Well, Ah wouldn't let yer guard down, Ivan," her tail quickly whipped across the head of my manhood, making me yelp. The mare giggled and draped her foreleg over my arm to pull herself closer. While I was calming myself from getting too aroused again, I had begun to think about the magnitude of what we had done.

I had absolutely NO regrets about what we did, but there was still a matter of our friends. The only one who would have any clue about what happened was Rarity, but I'd hate for Applejack and I to be hanging around all of our friends and just suddenly have Pinkie blurt, 'So, did you two enjoy your rodeo last night?!'

Honestly, I'd rather tell them than have them find out for themselves and bother us about it, but there was an important matter to get through first.

"AJ," I worked my hand around her hoof before grasping and squeezing it gently. The mare looked up from where she had rested her head against my chest. "Look, I know that making love was an important step for us." Applejack nodded in agreement as my fingers started to rub her hoof. "And I know you wouldn't go bragging to your friends about this," I continued. Her warming smile faded a bit, but didn't disappear completely.

"Uh-huh," she replied.

"Because it's nopony's business but our own-"

"Spit it out, hun," Applejack blurted out, catching me by surprise. I didn't want to fire everything off at once and have to repeat myself, so I took a second to think about what I was going to say.

"I'm not saying we need to call a meeting in Twilight's castle," I assured her, "but I honestly believe Rarity deserves to know," I stated firmly. The orange mare's face fell flat, almost like The Terminator's face in Terminator 2 when he tried to smile for the first time.

"Rarity...?" She said the unicorn's name in disbelief, "You really wanna tell Rarity we made love, Ivan?" I couldn't tell if she was referring to actually telling Rarity what we did or that it was Rarity I wanted to tell.

"I know what you're thinking," I rubbed her hoof more intensely, trying to keep her focused. "And I understand your concern for her sense of gossip, but I truly believe that won't be an issue," I tried to explain. Applejack sat up, propping her elbow down for support as she looked me dead in the eye.

"Ah'm not angry at you, Ivan," she started off, "but please tell me why you want to tell Rarity? She's our friend 'n Ah know she wouldn't let somethin' like this slip; Ah just wanna know why ya wanna tell somepony in the first place," she explained. This was going to be a little more difficult to explain than I wanted it to be. I had to make my explanation sound genuine and not like I wanted to brag about sleeping with my girlfriend.

"Applejack," I cradled her cheek in my hand, "under normal circumstances, I'd never dream of telling anyone about something this private. I know making love should just stay between lovers to keep it special, but please hear me out," I pleaded. The mare leaned her head over and into my hand, getting the full feel. My last second strategy of soothing her was working.

"Go on, Sugarcube; Ah'm listenin'," she encouraged. I let out a small sigh before continuing.

"After our little incident in the pond, Rarity took time away from working on a last minute project for a client to listen to our problems. She didn't have to, and I didn't want to bother her, but she genuinely cared for every word I had to say. I trusted her to take everything I had to say seriously, and she did. She took what I said and turned it around to tell me how to fix what was wrong."

"...She stopped workin' on a project fer you?" Applejack asked in shock. "Ah know she's the spirit 'o generosity, but even we never dared ta bother her in the middle 'o the night in case she was busy," she explained.

"Yeah, she did," I replied, still stroking AJ's cheek. "She got me to calm down and to stop thinking I had ruined everything because of a misunderstanding. You could say she was the guide on our journey toward a bigger step in our relationship. If it wasn't for her and her advice on how to take the right steps tonight, it could've been weeks before we could even talk to each other without feeling guilty."

"Hmm," Applejack's nuzzling against my hand had wound down, "well, when ya put it that way-" she bit on her lip, trying to decide what course of action to take.

"I think it's only right for us to thank her for her advice by telling her we became closer," I finished by leaning over and pecking AJ's orange forehead. My girlfriend sighed, clearly still torn between keeping this private or heeding my explanation to tell our seamstress friend as a thank you. Like I had told her, had we come to this decision without Rarity's help, of course I'd respect the confidentiality of making love, but Rarity had a part in this; she had the right to know in my eyes. The unicorn really made me think hard about how much I loved and trusted Applejack.

"Oh," Applejack groaned yet smiled, "all right, Ivan. If you feel like she should know, then we'll tell her together," she quickly pecked my lips. A warm, fuzzy feeling spread throughout my body, and it wasn't just from snuggling with Applejack. I actually felt a little relieved; coming to a decision like this meant our trust was as strong as ever, just like Rarity told me it was. Even if AJ still didn't want to tell Rarity, I would've respected her decision and we would've carried on like normal. "But..." Applejack continued, snapping me from my thoughts.

"What?" I shook my head to focus on her.

"How were ya plannin' ta tell her exactly?" Applejack rested her head into my neck again. Oh crap, I didn't think that far ahead.

"Uh, well," I stammered, trying to think as I talked, "m-maybe we could bring her a pie or a bottle of cider tomorrow afternoon? Just so it doesn't seem suspicious if we suddenly ask to speak to her alone...?" I trailed off, feeling like I had given out the worst idea ever.

"Hmm, Ah like it!" She exclaimed. "Shouldn't bring too much attention to us, Ivan," she kissed my neck. "Even if she might think somethin is goin' on when we sit her down." I smiled, resting my chin on top of her head.

"Okay, I'm glad we got all that straightened out. Although, we might only have a small window if she's spending the day with Spike," I pondered aloud.

"Spike?" Applejack questioned.

"Uh, I may have asked Rarity to give Spike a chance if he asks her to go for a walk or to have coffee together," I chuckled. Applejack yawned, finally succumbing to the exhaustion of our love making.

"Ain't that sweet?" She asked. "But that should give us some more time ta get a pie baked fer Rarity," AJ smacked her lips, nuzzling against me.

"Yeah..." I whispered, picking the blanket up at the end of the cot with my toes. I slid it up to where I could grasp it in my hands and draped it over the both of us before snaking my arm around AJ's shoulder to cuddle her.

"G'night, Sugarcube. Ah love ya," Applejack said before quiet snores emitted from her.

"I love you too, Applejack," I wrapped my other arm around her torso, cradling her close to me. As my eyes got heavier and heavier, the last thing I saw was her sleeping face full of love and bliss. Waking up tomorrow next to her and spending another day together, especially on Hearts and Hooves Day no less, was going to feel like Heaven.

End Chapter 45

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So, how was my first lemon scene? I know it may not be up to par with what you guys were expecting, but I'm not used to writing this kind of stuff. :/ Have a safe weekened everyone!