“Max, we need to talk.”

The words seemed to hang in the air, their presence remaining even after Twilight had finished speaking. I stood stock-still, staring at her with wide eyes. My body was tense, ready to bolt at even the slightest sign of trouble.

The tension in the room was stifling, almost to the point where it was getting physically difficult to breath. The only sound that could be heard was the soft crackle of flames coming from the fireplace.

I dimly noted that Twilight was trembling, her wings twitching sporadically by her sides. However, despite her clear nervousness, she still managed to keep constant eye contact with me. Her ears were pressed firmly against the top of her head, and she seemed to be trying to control her breathing.

We remained like that for nearly a minute, neither of us taking our eyes off of the other, before I exhaled loudly. She flinched, obviously not expecting the noise or action. Swallowing, I began to move around the room slowly, heading for a chair sitting opposite of the couch. I kept my eye on Twilight the entire time. As I neared the chair, she moved to stand, but stopped when I held up a hand and shook my head. She sat back down, a hurt look crossing her face for a split second before it disappeared, and she went back to looking nervous.

Finally reaching the chair, I sat down with a groan, my tired muscles immediately celebrating the sudden relief. Cracking my neck, I closed my eyes, took a deep breath, and then looked at Twilight.

~Alright~ I signed, keeping my face neutral. ~Let’s talk~

She broke eye contact with me, glancing down at her tail, which was still resting in her hooves. She stroked it absentmindedly, almost in a comforting manner. Her eyes darted back and forth, and I could almost see the gears in her head whirling as fast as possible, trying to think of what to say first.

After a brief moment of silence, she looked back up at me. Licking her lips, she gave me a shaky smile.

“Um… h-how are you doing?” she asked, voice cracking. She winced seconds after speaking, seeming to wilt. Not what she wanted to say, huh?

~I’ve been better, but I’ve also been worse~ I answered truthfully. ~My back hurts, although that is to be expected after I jumped out of an upper story window~

Twilight recoiled, a look of shame and horror on her face.

“Are you injured?” she asked quickly, more of her old tone bleeding through her trepidation. She leaned forward ever so slightly, trying to get a better look at me. “I mean, did you get any glass stuck in your back or arms? Did you break anything? Any difficulty breathing? Did you get somepony to look at it?”

~No, no glass~ I signed. ~It’s definitely going to be bruised, though. And I haven’t had anybody look at it yet~

“We should get you to the castle physician then!” she said, quickly jumping to her hooves, wings fluttering at her side in agitation. “You don’t want—”

I cleared my throat loudly, interrupting her, and pointed at the couch. She was not getting out of this that easily.

She squeaked before sitting back down, head lowered.

“Sorry,” she muttered, soft enough that I almost missed it. “About your back, I mean,” she added, slightly louder than before. “I… I didn’t mean to put you in that position.”

~Then why did you?~ I asked, cocking an eyebrow.

She swallowed loudly before muttering something under her breath, not looking me in the eye.

~I’m sorry?~ I signed, cocking a head to the side.

“I’m in heat,” Twilight said again.

~I know that already~ I signed.

Twilight blinked in surprise, her mouth hanging open. “...what?”

~Celestia told me when I asked her~ I signed with a shrug. ~I was concerned about you and didn’t know what was wrong. She explained. For the most part~ I added.

“Oh, I see…” Twilight squeaked, her cheeks flushing slightly. Her right eye twitched and she shivered slightly.

~What I want to know is, why?~

“Why what?” Twilight asked tentatively, giving me a confused look.

~Why did you go all psycho on me back in your room?~

Twilight opened her mouth to respond, but seemed to choke on her words. She fidgeted with her hooves, playing with her tail to the point she began to split hairs. Her ears splayed back, mouth opening and closing wordlessly. She seemed close to hyperventilating, her pupils the size of pinpricks.

“I… I…” she croaked out, only to whimper, tears slowly welling up in her eyes.

I remained motionless as she struggled to form words, watching her with a blank look on my face. Celestia had given me the reason already, but I had to hear it from Twilight herself. Just to be sure.

Tears were slowly rolling down her cheeks now, her face scrunched up. She appeared to be waging a mental war with herself, and I was unsure of what side was winning. Every so often, her eye or ear would twitch. Her jaw was working back and forth, and it took me a second to realize that she was grinding her teeth together.

Getting slightly worried, I had just lifted my hands to sign something when she exploded.

“I LOVE YOU!” she screamed, her eyes clenched shut tight. “That’s why, okay? I love you, and when I woke up this morning, I was already having trouble controlling myself because of a stupid dream I had, and then you walked in before I could get to my medicine, and… and I couldn’t help myself!” she cried, her words spilling out in rapid succession. She kept her eyes closed, tears still streaming down her face. “I was trying to keep myself under control until you left, but then I caught wind of your scent, and I… I lost it.

“I… I didn’t want you to find out like this, but… I just…” Her voice failed, and she choked back a sob.

I bit my lip as I watched her, unsure of what to do. Do I try and comfort her, or just let her cry herself out? I was never good at dealing with this stuff back home, which was probably why my old girlfriend had left me. ‘Lack of empathy’, she had called it. I had just said it was lack of experience.

As Twilight slowly got her crying under control, I coughed lightly, scratching the back of my head.

~Can…~ I began to sign, but paused, fidgeting with my hands. ~Can I ask why me?~

Twilight rubbed at her eyes with the back of a hoof, trying futilely to dry them. Sniffling, she swallowed thickly before answering, her voice sounding hoarse.

“Why? Because… well, because you’re you,” she said lamely. “I… I mean, before you showed up in Equestria, after I became a Princess, I wasn’t… wasn’t exactly happy. The nobles, the increase in responsibilities, the lack of being able to see my friends. It was too much, and I was close to having a mental breakdown when Princess Celestia sent me back to Ponyville. Even after that, I rarely smiled.

“But then, you showed up, and that all changed,” she continued, finally looking at me. Her eyes were red, and shimmered slightly in the fire light.

~I made your life horrible the first week I was here~ I argued. ~I had you in tears by the end of the week, if I recall correctly~

She nodded in agreement.

“Yes, you did,” she hiccupped, “but afterwards, when you finally revealed yourself… It was subtle at first, according to my friends, but it became more noticeable as time went on. I wasn’t as depressed, I smiled more, and I was much more willing to leave the library. I didn’t even relate the two events until Fluttershy pointed it out. Your reveal corresponded with my improving mood, almost to the day.”

~That can’t be the only reason~ I signed, scrunching up my face.

“It’s not,” she confirmed.

~So then, why…?~

“Because, well… it was a lot of little things,” she said, chewing on her lip. “Back when we were first learning about each other and our different worlds, you always listened to what I had to say, even if you didn’t fully understand it. I can barely get through a discussion with Rainbow about weather without her falling asleep, but you were attentive, and you remembered what I said.

“You also showed me kindness,” she continued. “Helping out around the library, watching Spike for me, staying up late to sort the returned books. If I lost myself to my studies, you always made sure that I got something to eat. I’d fall asleep at my desk, only to wake up in bed, and I know that Spike can’t pick me up.

“Then, there’s your generosity. You often go out of your way to help out a friend, even if it takes you out of your comfort zone. You put up with Ponyville’s guards testing your aggressiveness after your fights with Rainbow Dash. You even participated in the human show for Rarity and Rainbow.”

~Yeah, but—~

“And then there’s your loyalty!” she said, speaking over me. She was talking quickly, almost as if she had been wanting to get all of this off of her chest for a long time. All things considered, she probably did. “You went into the Everfree Forest and faced off against a pack of Timberwolves, twice, for both Rainbow and Fluttershy! For Maker’s sake, you carried the Crusaders and Spike through the forest while trying to escape from a pack of manticores, even though you were injured.”

~I couldn’t just leave them there!~

“That’s another thing!” she said, pointing a hoof at me, ignoring what I was saying. “You’re great with foals! Pumpkin Cake, the Crusaders, all the foals you foalsat on Nightmare Night! Dinky was practically glowing with happiness when she described how much fun she had. And, whenever you have to deal with a foal, you are extremely careful with them!”

~You're grasping at straws here, and you know it~ I signed, shaking my head. ~You’re making me into something I’m not. I’m not as noble as you seem to think I am. Half that stuff, I did without thinking~

“That makes it even better!” Twilight said, smiling. “When in danger, your first instinct was to help others. That just goes to show you have a good heart.”

~Twilight—~

“No!” she shouted, shaking her head. “You’re wrong! You’re kind, and caring, and funny, and… and…” She choked, blinking back tears.

~Twilight~ I signed, and she whimpered softly. ~I’m sorry, but it would never work out~

“Why?” she asked, even before I was finished signing. “Why wouldn’t it work?”

~It just… won’t~ I answered lamely.

“Why? Is it because I’m not pretty enough?” she asked. “I know I’m not as good-looking as Fluttershy or Rarity. Or is it because I’m an egghead?”

~That’s not—~

“Is it because I’m a pony?” she cried, her voice becoming higher in pitch as she became more and more frantic. “I have a spell for that, if that’s the case! Princess Celestia taught it to me. It works, watch!” Before I could respond, her horn lit up, and a blinding light filled the room.

Wincing in pain. I raised a hand and closed my eyes. The light was strong enough that it hurt even coming through the lids. A few seconds passed before the light died down. Blinking tears from my eyes, I lowered my hand and glanced over at the couch. I froze, my mouth dropping open in shock at what I saw.

Sitting where Twilight had been seconds before, a desperate look on her face, was a female human. Her hair was a light shade of brown, hanging down to just below her shoulders. Streaks of pink and violet ran through the strands. She had no clothes on, her tan body completely bare except for Twilight’s cutie marks, which were located on her hips. Her arms covered her chest, her hands held awkwardly, like she didn’t know what to do with them.

I’m not going to lie here; she was incredibly beautiful, and I could feel my face flushing as I stared at her. However, there were some factors about her that came off as unnatural. First off, her eyes were a startling violet color. Another thing was the fact she had a long, lavender horn sticking out of her forehead, as well as a large pair of lavender wings protruding from her back. A tail of brown and lavender hair finished off the picture, wrapping around her waist. When you got right down to it, it looked like someone had taken Twilight and a female human, and tried to fuse them together.

I wasn’t sure if I should be slightly disturbed, or dumbstruck.

“See?” the human said, Twilight’s voice coming from her mouth. She gave me a crazed smile, one of her eyes twitching in a familiar display. “See, I can be a human. Issue solved! Right? Right?!”

I just gaped at her, unable to respond.

She pushed herself up off of the couch. My blush deepened as her arms fell away from her chest, exposing her breasts. She wobbled slightly, trying her best to keep herself upright. Her wings flared as she attempted to keep her balance. Taking several tentative, shaky steps forward, she had almost made it to me when her ankle suddenly twisted.

Letting out a strangled cry, she fell forward, falling towards me. There was a flash of light as she lost control of the spell. As it cleared, I was left with Twilight, in her natural form, clinging to me as she cried into my chest.

“P-please,” she sobbed. “Please, just… j-just give me a chance!”

~But, you can’t~ I signed, having some difficulty doing so with the way she was holding me. ~You’re a princess. What about your reputation?~

I had barely finished signing when she let out a feral scream, her wings flaring wide, knocking my arms to my sides.

“I don’t care!” she screamed, head still buried in my chest. “I don’t care anymore. I don’t care what the nobles think, what the other ponies think. I don’t care if you’re a human and I’m a pony! I don’t care if I’m royalty and you aren’t. I don’t care about any of that! I… there’s only one thing I care about, and that’s you.”

Silence fell over the room as I stared down her. She clung tightly to me, rubbing her damp cheek against my shirt. Quiet whimpers came from her, her body trembling ever so slightly.

Inside, my mind was conflicted. On one hand, a part of me was screaming that I couldn’t return her affection. That we were a different species and it was wrong. How could I possibly love a creature that wasn’t human? I wasn’t biologically hardwired that way. I would be better off taking Applejack up on her offer and picking a female human from her stock.

However, the longer I looked at Twilight’s crying form, the more conflicted I felt. Sure, she might not have been human, but she wasn’t just some animal either. Hell, the fact she was currently causing my shirt to become soaked with tears was proof enough.

Sighing, I closed my eyes and tried to clear my mind. Something Celestia had asked early slow swam to the top of my jumbled thoughts. ‘If Twilight were a human, would you have this much trouble accepting her love?’ Opening my eyes, I took a second to look down at the pony currently huddled pitifully in my lap. I had grown close to her during the year that I had been living here, and she was one of my best friends in this pony-ruled world. However, I wasn’t completely sure if I could see her as more.

...but, I… I might be willing to try.

Swallowing thickly, I took a deep breath before signing, ~Okay~

Twilight’s head snapped up, and she gazed up at me, her face streaked with tears. She blinked owlishly, her mouth slowly parting.

“What?” she said. Actually, it was more like a croak.

I gave her a weak smile. ~One chance~

She stared up at me as her mind tried to process what I had just said. The minute it clicked, however, she inhaled sharply before her grip on me tightened.

“R-really?” she asked, the corners of her mouth twitching. I nodded, before running my hand through her mane, trying to straighten out the disheveled hair. She smiled, her eyes shimmering with unshed tears. Leaning forward, she nuzzled my neck enthusiastically, all while whimpering “Thank you” over and over again.

I returned her hug awkwardly, trying not to bend her wings. Tentatively, I rubbed my cheek against the top of her head, careful to avoid her horn. The smell of lavender filled my nose as her hair tickled my face. It was actually not unpleasant, and I smiled softly as I enjoyed the scent.

The moment was ruined, however, when I yawned suddenly, my jaw cracking twice. Twilight giggled as she pulled away from me, wiping her cheeks dry with a hoof.

“Somepony sounds tired,” she said, hiccupping slightly. “I guess I can see that, given what we’ve… ah, put you through today.” She got down off of my lap, almost reluctantly, allowing me to stand and stretch. My back cracked loudly, earning me another giggle from Twilight. Her smile fell, though, and she lowered her gaze.

“I, um…” she muttered, scuffing at the ground with her hoof. “I… would you like to… um, I mean, if you want to we could… sleep… together...” She squeaked, trailing off as a large blush spread across her face. Her ear twitched, and she hid behind her bangs.

“On second thought, I’ll just go have to castle staff set up another room for me,” she said quickly, the words tumbling out as she hurried towards the door.

As she passed me, I reached out, making a blind grab for her. My hand wrapped around her tail, stopping her. She gave off a loud squeak, her wings flaring as her hooves slid beneath her. Glancing over her shoulders, she gave me a confused look.

“What are you…” she began, but was cut off when I wrapped my arms around her barrel. Picking her up, I took several steps before throwing her onto the bed, where she laid in a daze. Dusting my hands off, I nodded once before turning and heading towards the bathroom.

A few minutes later I emerged from the bathroom, having taken care of business, and had my fill of changing the color of the candle flames. Seriously, that never gets old. Running my hand through my hair, I looked towards the bed.

While I had been in the bathroom, Twilight had snuggled down beneath the sheets, making herself comfortable. She glanced up as I exited the bathroom, a smile touching her lips as she when she saw me. The smile faded quickly, though, and her eyes darted over to the couch. Ears splaying backwards, she bit her bottom lip.

“Are… are you going to…” She trailed off, fidgeting with her hooves.

I glanced over at the couch, before looking back at her. A smirk slowly worked its way onto my face. Taking a bounding leap, I flopped on the bed beside Twilight, startling her. I snuggled into the sheets, sighing happily at the feeling of the soft cloth.

She just stared at me, mouth agape. As I finished getting comfortable, a smile slowly spread across her face. With a loud giggle, she quickly nestled to my side. Grabbing my arm in her hooves, she draped a wing across my stomach, like a warm, feathery blanket. She placed her head on my chest, being mindful of her horn. All-in-all, it was actually very pleasant. Her fur was soft, and her body radiated a comfortable amount of warmth.

I yawned again, settling my head back onto the pillow. Slowly, my eyes began to close as the excitement of the day caught up with me, my tired limbs grateful for some much needed rest. Beside me, Twilight hummed happily as she gently stroked my arm with her hoof.

“Good night, Max,” she murmured, nosing at my chest, her eyes closed. I grunted, unable to sign as she was currently using one of my arms as a teddy bear. With the sound of the dying fire, as well as Twilight rhythmic breathing, filling the room, I gradually drifted off to peaceful sleep.

The last thing I heard before slumber took me was Twilight inhaling deeply, her chest vibrating as she hummed.

It was still dark out when I awoke. Unsure of what had roused me from my slumber, I just laid there, my eyes closed. There was something warm and slightly heavy resting on me. The mass would shift occasionally, small snuffling noises coming from it. Every so often, a burst of hot air washed across my neck and face.

I furrowed my brow, my half-asleep mind trying to process what was going on. It took a brief moment for me to remember I was in Canterlot instead of Ponyville, the events of the day raising through the tired haze, up to the point where I fell asleep with Twilight beside me.

The weight on me shifted suddenly, and a low whimper reached my ears. With that, my eyes fluttered open, and I lifted my head.

Twilight was lying on top of me, her wings spread wide in a protective manner. Her head was propped with her chin against my chest, her breathing coming in short, rapid bursts. She was awake, her eyes open and glazed over, staring into the distance. Every few seconds, the right one would twitch, along with her ear. Her tail swished back and forth, dragging across the blankets. As I become more awake, I realized that I could feel her heart beating away wildly in her chest. She was burning up too; I could feel the heat radiating off of her.

Concerned, I shifted to sit up, but froze when her eyes suddenly snapped to my face. She stared at me blankly for a few seconds before recognition flashed in her eyes, and she shivered.

“Oh good…. you’re awake,” she said, her voice weak and strained. Part of her mane was hanging in her eyes, and I lifted my hand to brush it away, but she flinched back. “D-don’t… don’t move,” she whispered, trembling. “Please, don’t move.”

Lowering my hand, I gave her a confused look.

“I… I’m…” she whimpered. “It’s h-happening again.” My eyes widened and I inhaled sharply. Instantly, a musky scent flooded my nostrils.

Moving slowly, I raised my hands and signed. ~Why?~

“It’s… it’s your scent,” she whispered, her wings twitching. “We… we shouldn’t have s-slept together. I’ve been smelling it for hours and it’s… it’s g-getting to me.” She shifted her body, putting more pressure on my stomach as her back legs flexed. “I’m trying to k-keep myself under control, but… but I… I just want to…” She swallowed thickly, her nostrils flaring wide as she snorted.

~Pills?~ I signed, making sure to keep my movements slow. ~Celestia said you had medicine that could help~

“They’re back h-home… at the library,” she murmured.

~What?!~

“I w-wasn’t in the best mindset when I left, okay?” she hissed. “I had a lot on my mind and I forgot!”

~Well, what do we do?~

“I d-don’t know,” she whimpered. “I don’t t-trust myself to m-move. Do… do you think you can…”

Slowly wrapping an arm around her, being care to mind her wings, I used my other arm to push myself up. I managed to get about halfway into a seated position before Twilight shifted suddenly, sinking into my lap. I froze, cursing silently. The movement caused her groin to rub against my leg, hard, and she inhaled sharply, her pupils dilating.

I had a split second warning before her horn lit up and I was slammed back down onto my back, my arms and legs pinned to the bed. Twilight loomed over me, breathing heavily. She stared down at me, her eyes hazy. Her mane hung down around her head, tickling my face as she leaned over me. She slowly lowered herself until her muzzle brushed up against my nose. I could smell her breath every time she exhaled.

It was about at this moment that my heart was hammering in my chest. Swallowing thickly, I tried to move my head, but Twilight’s horn lit up, and I was forced to hold it in place.

“Ah, ah, ah, no looking away,” she murmured, nuzzling my nose. Giggling, she licked me, her rough tongue dragging across my cheek. She repeated the process on the other side of my face, before giggling again. However, her laughter died in a choking gasp and she pulled her head back quickly. The pressure around my head and limbs disappeared, and I found myself able to move again.

“I’m sorry,” she whimpered softly, her body trembling. “I’m sorry, I’m sorry, I’m sorry.” Tears slowly began to roll down her cheeks, her eyes wide.

~Teleport?~ I asked quickly, Twilight’s eye twitching as I moved.

She weakly shook her head. “N-no, I can’t concentrate enough to pull it off. I could end up appearing in a wall… or taking half of you with me.” Her pupils dilated, and her wings spread wider. “Not risking you,” she growled.

~What do we do then?~ I asked. ~Wait till morning and hope someone comes along?~

“It’s two in the morning,” she muttered. “It’s going to be a w-while.”

I grunted, swearing under my breath. I probably should have seen this coming. If I could affect her just by walking in her room, than sleeping beside me for a couple hours was more than enough to set her off.

~Is there anything I can do to help?~

“Don’t ask that,” she mewled. “Don’t ask that right now, please. I don’t…” Her pupils dilated again, and she groaned loudly. “Please,” she whimpered, kneading her forehooves into my chest. “Please… don’t hate me…” With that, she leaned forward suddenly, and slammed her lips into mine. My eyes shot open, and I grunted in surprise. The kiss was forceful, but with heated passion. I felt her tongue flick across my lips, but I was too shocked to open my mouth.

After several seconds, she broke the kiss. Breathing heavily, she kept her lips a hair’s breadth away from mine.

“I’m sorry,” she said breathlessly before locking lips with me again. It was a lot gentler this time, but with no less passion. Hesitantly, I returned the kiss, our lips moving in sync for a brief moment in time. Her tongue prodded my mouth again, asking permission, and this time I allowed her in. Twilight moaned as she sunk into the kiss, her eyes closed. Her tongue ran over my teeth, and she shivered as she played with my canines. I noticed that she seemed to drool more than a human, but it was tasteless.

As she continued to kiss me, I tried to shift from underneath her. However, the minute I moved, her horn lit up and I found myself restrained again. She growled, her tongue still in my mouth, and her kiss grew more aggressive. There was no way I was getting out of this. It was going to happen, one way or another.

Truthfully, even though I was terrified, I was slightly aroused as well. I wasn’t sure if it was her forceful nature, or just the situation in general, but I could feel my member slowly rising to attention. Apparently Twilight could feel it too, because she purred suddenly and began to rub her groin against mine.

Breaking the kiss, she smirked down at me, tears still streaming down her face.

“Are you ready for your… reward?” she asked with a whisper. Her horn grew brighter, and a second later, I was shirtless. Unable to move, unable to sign, I could only lie there as she eyed me appraisingly. Her tail lashed back and forth, and I could feel a damp spot slowly growing where she was sitting on my leg.

“Oh, this is going to be fun,” she breathed. Leaning down, she pressed her muzzle against my neck, inhaling deeply. Suddenly, she nipped my chin, causing my breath to catch in my throat. My body locked up, and I groaned softly as she slowly licked my neck.

“Somepony has a sensitive neck,” she cooed. I grunted, turning my head away from her attentive nuzzles. She just giggled, and continued to kiss and lick at my skin, slowly working her way lower and lower until she was positioned over my chest.

She paused, frowning as she eyed the large scar spanning across my upper body. Leaning down, she snuffled the pale mark before, with a whimper, she began to lick at it, her rough tongue sending shivers down my sides. She trailed across my chest, slowly exploring as she worked her way down to my stomach, leaving a thin trail of saliva in her wake. She teased at my navel, circling it tenderly with her tongue before giving it a soft kiss.

By now, it was clearly visible that I was aroused, my member straining to break free. I was pretty sure Twilight could feel it through the fabric. Giving my stomach one last lick, she leaned back and eyed the bulge in my pants. Pressing her nose to it, she inhaled deeply before letting out a feral growl. Her ears splayed backwards, and her pupils became mere pinpricks. Her horn flashed once, and I was suddenly as naked as the day I was born.

My member twitched as it suddenly found itself out in the open. As Twilight stared at it with lustful fascination, I could only blush and looking away. I gasped suddenly, my leg twitching, as Twilight pushed the tip of her muzzle against its underside. She breathed deeply, her heated breath causing it to twitch in response.

“A nice size,” she cooed, her eyes flashing with desire. “Slightly below average compared to a stallion, but that’s to be expected. Definitely bigger than most humans, though.” The tone she used was similar to someone describing a scientific observation. I wasn’t sure if it was her heat doing this to her, or if she was subconsciously trying to comfort herself, but it was surprisingly arousing, and my member twitched.

A drop of precum appeared at the tip, and she gave it a curious look. Leaning forward, she dragged her tongue slowly over the head, causing me to hiss and my back to arch; the rough texture of her tongue felt amazing.

She pulled away, rolling her tongue around the inside of her mouth.

“Salty,” she commented before smiling. Leaning in, she kissed the tip of my member before giving it a nice, long lick. My leg kicked weakly, and I groaned in response. She swirled her tongue around the head several times before stopping. Moving lower, she placed the tip of her tongue at the base of the shaft before dragging it upwards slowly.

I groaned, my head falling backwards as she worked her way back up to the head. She repeated the process, making sure to cover the entire underside of my penis with her saliva. It twitched each time she reached the head, precum starting to flow more regularly. She lapped it up like nectar, humming happily at the taste.

After one particularly long lick, she gave the tip a quick kiss before lowering her head and pushing my shaft into her mouth.

I grunted, gritting my teeth as my member was suddenly enveloped in a warm wetness. I could feel her tongue running along the length of my penis. My hips bucked instinctively, causing her to giggle around my length. Placing her hooves on either side of my groin, she began to slowly bob her head, suckling happily. She worked her way down my shaft slowly, pushing more and more of its length into her mouth with each thrust.

I squirmed beneath her, biting my lip as I tried my hardest to keep my composure. It was hard, tough. Having not relieved myself of pent up stress since coming to Equestria, I was already about to blow. Gritting my teeth, I fought back the growing pressure in my groin.

I breathed a sigh of relief when she pulled off of me, a strand of drool trailing from her lips to the tip of my member.

“Getting all worked up already?” she giggled, her face flushed. “We’ve barely gotten started.” She smirked, her horn lighting up. “I’ve done some research, and I think I know something that you might find… pleasurable.”

I flinched in surprise as my member was suddenly enveloped in her rosy aura. It felt weird, almost tingly, like when your arms or legs fall asleep. There was a warmth to it too, and I squirmed at the sensation. This just caused Twilight to giggle again.

“Just wait,” she cooed, rubbing my thighs absentmindedly with her hooves. “It’s about to get better.” Her horn started to grow brighter, and I gasped in shock as the magic around my penis began to squeeze and pulse along the entire length. Gradually, the magical sleeve began to heat up, getting warmer and warmer as it continued to massage my length from all angles.

Gritting my teeth, I groaned as my hips began to thrust on their own. That didn’t help to alleviate the growing pressure in my balls, however, and I grunted in frustration.

“What’s wrong?” Twilight smirked. “Want more?”

I yelped as the sensation suddenly increased, the pressure of the waves growing in frequency. It felt like a couple dozen hands were stroking my shaft all at once, and it was all I could do to not blow my load right then and there. Biting my lip, I almost drew blood as I tried to focus on anything other than the mind-blowing sensation currently running through my cock. My toes curled, and I whimpered as the pleasure slowly became too much.

“One last thing,” Twilight said. Her horn flashed once, and my mind exploded.

My eyes rolled back as indescribable pleasure rushed through my body. The world around my faded to black as my brain was overloaded with sensations. I was pretty sure I was screaming in euphoria.

I wasn’t sure how long I stayed in that state before I slowly drifted back down the earth and the world around me faded back into view. I was breathing heavily, my breaths coming in short, ragged bursts. My body was quivering horribly, tremors running up and down my arms and legs.

As I slowly calmed down, I realized that I could feel a soft pressure around the base of my cock. Glancing down, I stared in confusion at the band of rosy symbols that was wrapped around my member.

“That spell will prevent you from cumming too early. We don’t want you finishing just yet,” Twilight explained upon seeing my confused look. She gently ran the edge of her hoof up my length. I shuddered, whimpering at the feeling, my member still too sensitive. “It’s a good thing I used it too, or else we’d have quite the mess on our hooves.

“Anyways, how did that feel?” she asked. I groaned, thrusting my hips softly as she continued to stroke me with her hoof. The pleasure was slowly beginning to grow again, and despite the release I had earlier, I was still raring to go.

“Yes,” she cooed, giving me a smoldering look, “that tends to be the case when one stimulates all the nerves in the penis at once. All those pleasure centers working at once, indescribable, right?” She paused, a small frown touching her lips.

“It was pleasurable, right?” she asked, her ears splaying back. Her eyes were less lust-filled, and she was beginning to sound like herself again. “It… it wasn’t too much, was it? I didn’t really have any chance to test it out. I mean, I read about it in a book and practiced casting it, but since I didn’t have anypony to test it on, I didn’t really know…” She trailed off as she glanced at me, biting her lip. “It was good… right?”

I nodded my head dazedly, and she breathed a sigh of relief.

“Oh, good.” Leaning down, she nuzzled my cheek happily. “That was a gift. An apology for making you run around Ponyville.” I just grunted, too dazed to do anything else. Not that I could; the magical restraints were still in place.

Pulling back, Twilight stared down at my member as she continued to stroke it. This went on for a few seconds before she suddenly stopped. Without saying a word, she stood up and moved to stand over me. I could smell her arousal in the air, the musky smell making my head spin. She positioned herself, holding my penis in her magic as she lined herself up. I tensed, swallowing thickly. This was the part I had been looking forward to and dreading at the same time. And there was nothing I could do to stop it.

“...and this is your reward,” she cooed. Squatting down, she teased herself with the tip of my member, and I hissed as I felt her heated lips slid across my sensitive head. She closed her eyes, breathing deeply as she worked the tip back and forth across her folds. I could feel the heat radiating from her lips, and her muscles flexed as she played with me.

Then suddenly, without warning, she sat down hard, shoving my entire length inside her in one thrust. She threw her head back, moaning loudly as her muscles convulsed around the sudden intruder. My back arched and my mouth fell open in a soundless scream as my member was suddenly enveloped in her burning depths. I was already on the edge, and if it wasn’t for her spell, I would have finished right then and there. However, unable to climax, I found myself groaning in need as pleasure and pressure continued to build up, to the point of almost being painful. The feeling was torturous, but glorious at the same time.

The walls of her marehood squeezed at my length as her hips pressed firmly against mine. I could feel her wink, her clitoris pressing against my groin as she whimpered happily. Placing her forehooves on my chest to stabilize herself, she began to roll her hips gently. I winced, moaning softly as I felt myself shifting inside of her, my head rubbing against the walls of her vagina. I could feel her arousal slowly pooling around my groin as she worked.

She took a deep breath before opening her eyes and glancing down at me. I could see the unadulterated lust in her gaze, as well as a small amount of concern. Leaning down, she nuzzled my cheek.

“I love you, you know that right?” she whispered, her tone almost pleading. “I love you.” Slowly, she began to move her hips, rising and falling gently, working my member into her depths. I grunted, feeling my head dragging against her flesh. My member twitched and jerked, straining for release. Every time she lifted her hips, the spell around the base of my penis was revealed, bathing us both in a rosy light, only to disappear again as I plunged into her depths again.

Slowly, her speed began to increase as she fell into a rhythm. As she pulled herself off of me, the walls of her marehood gripped at my member, trying to prevent me from leaving. When she thrust downwards, she would wink, her muscles twitching in response.

Soon enough, I was meeting her thrusts with my own, trying to work myself deeper into her burning core. Each time she pulled back to the point where I’d almost slipped out of her, only to jerk her hips forward, pushing me back into her depths. The thick odor of sweat and musk soon filled the room to the point where you could almost taste it.

“Just… a little… longer…” Twilight panted, her tongue lolling from her mouth. On the next down thrust, she let out a loud yelp. My crotch was suddenly bathed in warm liquid, yet Twilight continued to slam her hips down onto mine. Leaning down, she pressed her nose into my chest and inhaled deeply, a low hum reverberating throughout her body. I hissed, feeling the sensation through my member. The pressure in my groin was becoming uncomfortable, my member throbbing and twitching in her depths. I groaned in frustration, my hips moving on their own at this point.

Lifting her head again, she started to increase her pace to almost a frenzied tempo. Her wings—flared wide—began to flap with each thrust, sending a current of air rushing around the room.

“Mine,” Twilight whimpered.

Her horn began to glow, starting soft and slowly growing in intensity. I could feel her clench at my member, a clear, viscous liquid seeping from her lips.

“My scent,” she muttered, her thrusts taking on an almost desperate feel.

I grunted, gritting my teeth. Pleasure and pain mixed as I teetered on the edge of bliss.

“My human,” she growled, her voice growing stronger as the light around her horn increased. “My mate. My lover.” She gave one last, frantic thrust before burrowing my length into her depths. Her confines clenched around me, beginning to milk my length. She let out a loud scream of pleasure as her horn flashed bright white. “MINE!”

I threw my head back and snarled as her spell suddenly ended. Wave after wave of pleasure assaulted my mind and body as I erupted inside of her. I could feel my member pulsing, pushing burst after burst of hot seed deep into her core. Twilight cried out wordlessly as her body was wracked with pleasure. Her forelegs buckled, unable to support her weight, and she collapsed on top of me.

We both laid there, panting heavily, as we slowly came back down to earth. I was dimly aware that I could move my arms and legs again. Moving slowly, I shifted my limbs, wincing as the muscles twinged.

Twilight was breathing heavily in my ear, her head resting upon my shoulder. Her body was trembling, her wings hanging limply across the bed. She murmured gently as she nuzzled my cheek. Sighing, she licked my ear gently. The feeling sent a shiver down my spine, and I shifted beneath her. I groaned as my softening member shifted inside of her.

She froze suddenly, her whole body going stiff.

“Oh no,” she breathed. “Oh no, oh no, oh no, no, no, no, no!” Her chanting grew louder and louder before she suddenly pushed off of me and sat up. She stared down at me, the horror clear on her face as her eyes began to water.

“I… I…” she stammered out, glancing between my face and my bare body. Her ears splaying back and she began to hyperventilate. “I’m sorry, I didn’t… I couldn’t… I….” She trailed off, her mouth opening and closing wordlessly as tears began to roll down her cheeks.

Confused, I reached up to brush away the tears, but she swatted my hand away.

“Don’t touch me!” she shrieked. “I don’t… I don’t deserve…” She shifted around on my lap, causing my limp member to slide around inside of her. That just seemed to make things worse. Her eyes widened, and she glanced down at where our bodies were connected.

I glanced down myself, and grimaced. It was a mess, different fluids mixed together with other fluids. I also saw I had several hoofmarks on my chest where Twilight’s hard hooves had dug into me.

Her leg twitched, her hips slid backwards, and my member slid out of her with an undignified ‘plop’. This caused her to let out a choked sob, and she flailed around, trying to get off of me and off the bed.

Ducking under her thrashing wing, I quickly wrapped my arms around her barrel and pulled her to my chest.

“No, let me go!” she cried, struggling to escape my hold. “I j-just raped you!” She tried to use her forehooves to pry my arms apart, but I just wrapped my arms around those as well, trapping them by her sides along with her wings. She continued to wiggle around, kicking her hind legs futility against the bed.

Eventually, she stopped struggling and just hung limply in my arms. I pulled her closed to me, nuzzling the top of her head.

“Why?” she asked, sniffing. “Why are you… I raped you. You should hate me.”

~I prefer the term ‘struggle snuggle’~ I signed, moving my hands just far enough to make the motions, but keeping them close enough to grab her if she tried to run.

“I’m serious,” she muttered, rubbing her nose with a hoof.

~You weren’t in control of your actions~

“That just makes it worse,” she whimpered, her ears folding against her head. “I shouldn’t have slept in the same bed as you. I’m in heat, I had no medication. I should have just gotten a separate room.”

~I knew what I was getting into~

That caused her to scoff. “No, you didn’t.”

~Well, you got me there~ I signed, rubbing my cheek against the top of her head. ~I could have stopped you if I tried, though~

“Then why didn’t you?” she asked, finally glancing over her shoulder, looking me in the eye.

I frowned, my brow furrowing. ~I’m not entirely sure~

She turned her head back around, lowering it as she sighed heavily.

“Not even together one night, and I screw everything up,” she whimpered.

~You didn’t screw anything up~ I signed. ~You didn’t~ I added when she snorted, shaking her head. ~Sure, you were kind of aggressive, and scary, but I would be lying if I said I didn’t enjoy it~

Her head whipped around and she gave me an incredulous look. “W-what?”

I just smiled at her before leaning down and nuzzling her cheek again. A blush spread across her face as she stared up at me, shock clear on her face. The shock slowly faded, and a tentative smile touched her lips. Loosening my grip on her, I ran a hand gently over her stomach, causing her to coo softly.

Sitting up straight, I rested my chin on the top of her head.

~However, before we go any further, I’m laying down some quick ground rules~ I signed.

“What are the rules?” she asked, leaning back against my chest, her eyes half closed, and a sleepy smile on her face.

~First thing in the morning, you’re going to go find some of that heat medication, okay?~ I signed. ~While I didn’t mind it this time, you still need to get your urges under control~

Twilight nodded her head, an ear twitching.

~The second thing, no more restraining me with magic. I don’t like not being able to communicate like that. Or not able to move in general~

“Okay,” Twilight squeaked, lowering her head, an ashamed look on her face.

~And thirdly, next time, no using that restraining spell on my junk unless you ask, okay? It was fine at first, but it began to hurt near the end~

“Sorry, I wasn’t—” she began, but froze, her eyes widening. “‘Next time’?” she said, slowly glancing back at me.

I gave her a look of faux hurt. ~Already throwing me away for the next human?~

“N-no!” she said quickly, shaking her head. “It’s just… after what happened… I thought you wouldn’t want...”

~You’re stuck with me, Sparklebutt~ I signed with a smirk. ~One way or another, we’ll make this work~

She stared up at me for a few more seconds before a large smile split her face. Craning her head back, she kissed my cheek before whispering “thank you” in my ear. Her hooves grabbed ahold of my hand and pulled it to her chest, holding it over her heart.

I smiled, before a yawn suddenly escaped me. Blinking back tears, I realized that it was only about three in the morning, and, despite what had just happened, I was still exhausted.

Twilight laughed softly, stroking my arm absentmindedly. “You can go back to sleep. I’ll go see if I can bunk with one of the girls until morning.” My grip around her, which had become slack, tightened quickly, keeping her pinned to my chest.

“Wha—” she began, only to yelp as I fell backwards, pulling her with me. Snuggling into the mattress, I slid my foot under the blankets and kicked them over us.

~No fuck and run for you~ I signed as I settled back on the pillow. She opened her mouth to protest, but apparently thought better of it, because she just sighed and adjusted herself into a more comfortable position.

“Goodnight, Max,” she murmured, holding my hand in her hooves. I gave one a gentle squeeze, my eyes closed. Her coat felt good against my bare skin, the soft hairs brushing against my flesh. I could feel her heart beating softly in her chest, the rhythmic beats helping to lull me back to sleep.

As the darkness slowly claimed me, I heard Twilight humming softly to herself.