“Hey Thunder, what are you reading?” Cloudchaser asked as she slowly approached the seated pegasus on the small park bench. The young woman with purple colored skin brushed a spiky lock of light blue hair with white highlights from her face, letting her rose eyes glance over Thunderlane’s shoulder to get a peek at his book.

Thunderlane glanced over his shoulder nervously, noticing his girlfriend staring at him with a soft smile, with the sun shining at her back. Quickly closing his book and standing to his feet, he moved the book behind his back, hiding the title from her eyes before she could notice. The young man was about a head taller than the woman, his skin a dark grey with a with a tall, light cyan mohawk with white streaks.

 Backing away quickly, he muttered, “N-nothing, Cloud. Just some... book.”

Cloudchaser rolled her eyes, pouting her lips slightly. Moving forward a bit, she rested her forearms on the bench and replied “Yeah, I kinda already guessed that. It’s what book you’re reading that I’m curious about.”

“Um... it’s about flying.” Thunderlane nodded quickly, his golden eyes shifting left and right nervously. “Yeah, new flight tricks. That’s it.”

“Oh really?” she asked, getting up from the bench and holding her hands behind her back while leaning in closer. Her cleavage was quite prominent with her thin, white tank top, the black lace of her bra easily seen from his higher up position. “Would you mind sharing some of those tricks with me?”

Thunderlane gulped, throat suddenly dry. “I-I... um... not at the m-moment, Cloud. Still kinda rusty since I haven’t practiced much.”

“Then now is the best time to do so, right?” she said.

“Yeah, b-but I don’t wanna embarrass myself right now,” he said, digging hard for another excuse to use. “Besides, this is your time off from babysitting my brother. I bet you don’t wanna see me flying around all day.”

“There is something else I want to do with you all day,” she whispered in a flirty manner, biting her bottom lip teasingly. She leaned in so close that her breasts brushed against the thin material of his shirt. “Wanna guess what it is?”

“Um...” Thunderlane edged backwards quickly, his eyes utterly transfixed to her enticing cleavage, beads of sweat from the hot summer’s day making her breasts shimmer in the light. “I... don’t know...”

She facepalmed. “Ugh, if you weren’t so cute...” She walked right up to him, poking him hard in the chest to add emphasis to each of her words. “I want to have sex with you. How hard is it to understand? Seriously, Thunder, we’ve been dating for nearly a month now and still nothing?”

Thunderlane understood very well what she wanted. He wasn’t dumb to her desires, yet he wasn’t the most knowledgeable person in the sex department. Clenching his book tightly, thinking greatly of it, he tried to think of a proper response to give her.

“What are you afraid of even?” she asked when she noticed he wasn’t speaking up. “I have condoms if you’re worried about getting me pregnant. What, you just don’t find me sexually attractive or something?”

“N-No! It’s not you, it’s just...” He couldn’t find the proper words to say to her, as he looked to his side, hoping to break the news to her that he was reading up on something completely different.

“Well? What is it? Is it that you’re too busy reading up on how to fly better?” she asked, tilting her body to the side, trying to see the book he was hiding.

Twisting his body, he continued to block her view of it, slowly making her patience run dry with him. Scowling and staring up at his face, she stuck her finger hard into his chest, asking, “Do you think I have a disease or something? Is that it?”

Thunderlane’s jaw practically fell to the floor, his only remark being confused noises rising from his throat. Huffing in annoyance, Cloudchaser turned away and stormed off.

Seeing that she was leaving him, Thunder quickly took off after her, opening up his wings and swooping ahead to land right before her. “Listen, Cloud, it’s not like that! It’s for none of those reasons, I swear!” He quickly said to her as he brought his hands in front of him, giving her a perfect view of the book.

Smiling contently, she quickly snatched the book out of his hand and turned her back to him. “Oh, I know. I just needed you to drop your guard while I see what book you were reading is all. You can just be so easy sometimes, Thunder. Huh, this isn’t...” she said in a snarky tone as she teased him by waving the book in front of him before she stopped and saw the title of it.

“Thunder... is this a sex book?” she deadpanned, holding the front cover of the book out to him. The title clearly read Kama Sutra on it, and two people engaged in sexual confrontation could be seen as the book’s illustration.

“Well, technically it’s an ancient manuscript on the art of lovemaking,” he tried to explain. Cloudchaser arched an eyebrow at him. Sighing, he held his head down low and said, “Yeah... it’s a sex book.”

Cloudchaser couldn’t help but giggle at how he was trying to talk to her about it. Of course, knowing he wasn’t simply reading a stupid flight book, instead reading a book on how to make sex interesting, pleased her greatly.

“Oh you naughty boy,” she said, thumping the book against his chest. “You just wanted to make our first time together special. How sweet. You even held off to do it right.” She quickly wrapped her arms around his bigger frame, standing on her tippy toes to kiss his cheek. “You really are the best boyfriend ever.”

“Um... yeah,” he muttered, his dark cheeks blushing red at her close proximity. Guess this was a better excuse than he could have ever come up with. He was still really embarrassed at still being a virgin. His greatest fear at the moment was being bad in the sack, as the saying goes. So he decided some reading up on sexual positions could help when the moment arrived. And judging by how closely Cloudchaser was pressing up against him, that moment was approaching very soon.

“So, Thunder, what’s your favorite position?” she asked eagerly, already turned on by the notion he was going to try out what he just learned on her.

Thunderlane smiled, glad that the heat for the moment wasn’t being directed at him. “Oh sure. Here, let me show you.” He quickly opened and flipped through the book, landing on a page with a drawing on it. The drawing showed a female laying on the man’s stomach with her back to him, while the man was holding her legs in place while he pounded her ass.

“... Seriously?” Cloudchaser asked, crossing her arms. “This is vanilla as it gets! I thought you were going to try out some crazy moves from this book!”

“H-hey, I’m still–-” Thunderlane was about to say ‘new to all this’, but he knew that would blow his plan of hiding his virginity right out of the water. Coughing, he said, “I’m still going to try out some of the other, more wild stuff later on with you.”

“Aw, how sweet,” she said, flipping through a couple of the pages to see what counted as the more explicit drawings in the book. Turning to the back of the front cover, she noticed the due date slip attached to it. “Um, Thunder, this book is about a month overdue.”

“Say what now?” he asked, staring at the slip with the month late due date warning clearly seen in bright red ink. “Oh shit. Oh fucking shit! How can I be a month overdue?”

“Because you can be an idiot sometimes,” Cloudchaser said with a roll of her eyes as Thunderlane silently freaked out. “Just go back to the library and return it. No big deal.”

“But what about the overdue bill?” he said, nearly ripping his hair out in his worry. “I don’t have any cash on me! I spent it all on this month’s rent!” And paying for a good amount of alcohol for him and Cloud to use when they finally had sex. But he sure as hell wasn’t going to tell her that yet.

“So? It can’t be that bad. Besides, you can always sweet talk the librarian,” Cloudchaser explained, shrugging her shoulders. “It’s only Twilight. Heck, a big, handsome fellow like yourself can talk that bookworm into doing whatever you want. Simple as that.”

“I just can’t do that. It would be unfair to Twilight.” Truth be told, he always felt kinda bad for her. She locked herself in that library of hers most of the time if she wasn’t hanging out with her friends. He didn’t know why she didn’t have a boyfriend, since she was plenty cute and beautiful. Maybe she just wasn’t interested? “I don’t really like taking advantage of people.”

“Well, how about this? The sooner you return that book and come right back...” she whispered, leaning her small frame into his body while brushing a hand ever so slowly down his stomach, “the sooner I get to take advantage of you. Sound good?”

“Y-yeah, I’ll head over and return the book,” Thunderlane squeaked, his body shuddering under her touch. Thunder wasn’t about to disagree with her logic, and knew doing the task quickly would result in his first lay. If it meant taking advantage of Twilight for having sex with Cloudchaser, then he would do it. He still felt bad, but the look Cloudchaser was giving him was enough to tell him otherwise.

“Good, after you’re done, meet me at my house so I can see what you learned.” With her final words she gave him a quick kiss on the lips. For a brief second Thunder’s wings twitched slightly and he felt like continuing the kiss for a good ten seconds. Before he could, Cloudchaser pulled away and started walking in the direction of her place. Thunder whined slightly, not fully content with what he got, but knew he would get much more the quicker he got his task done. Taking a deep breath in order to calm himself, Thunderlane turned for the direction of the library before he flared open his wings and flew into the air.

“Oh come on!” Twilight shouted, slamming her fist into the back of the air conditioner unit hanging on the window. With a couple of clicks, clanks, and shudders the only thing the air unit gave out was a small puff of smoke before no longer responding to anything she did.

The purple skinned unicorn growled in frustration, but knew there was nothing much her skills could do to fix it. Even an operation manual or magic wouldn’t help with the hunk of junk. “Of all the days for the AC to break, it had to be the day where it is ninety-five degrees outside,” Twilight sighed as she gave her shirt a yank, peeling both her shirt and her bra away from her sweaty skin briefly, before trudging back downstairs.

She was dressed sparingly because of the increased heat in her home/library. She was wearing a loose long sleeve pink shirt with the sleeves pulled back at the elbows, along with skin-hugging short-shorts that would be considered, by most, inappropriate to wear in public. Along with this was her favorite pair of long striped socks that covered nearly all her skin below her knees. Even though it was hot out, she found the socks oddly cool to wear. Giving her black glasses a quick adjustment, she walked towards the front area of the library in order to check the book list.

“Nothing else to do around here. I know this is Spike’s job, but every book is organized perfectly with the exception of the ones out,” she told herself as she focused her eyes on the sign-out book, resting on top of a small oak desk. Flaring up her horn, she grabbed it and brought it to her hands before she walked for a nearby chair to rest herself on.

“Let’s see, Apple Bloom signed out a book about how to skydive... Scootaloo took a book for fencing, and Sweetie Belle grabbed a book for cooking,” Twilight said with a soft chuckle in her voice as she knew the girls were hard at work for trying to get their marks.

Flipping back a few pages, Twilight suddenly stopped as she saw a book was signed out over a month ago but never returned. From what she saw it seemed one of the local pegasi by the name of Thunderlane signed out a book called the Kama Sutra.

For a brief she felt enraged that Spike let such a thing go unnoticed and knew she would give him a lecture about not finding the owners of the books and asking them to return them. With a quick work of her mind she soon figured out the late fees on the book and knew that Thunderlane would have to pay exactly eighty bits for how late he was. After that she looked at the name of the book again and quickly remembered what it was about.

“Hmm, maybe he kept the book long enough to fully study it?” she said softly to herself as she rubbed her forehead to rid it of sweat. “I wonder if he’s tried any of them out yet...”

She had already read the book extensively herself. Just as a way to pass the time, of course. Not like she wanted to try out anything from it with a boy or anything like that. Just simple curiosity and research was all it was. Though...

Thunderlane was a pretty cute pegasus from the time she last saw him here. Tall, nicely built, athletic. Not to mention that adorable smile of his. When she noticed he was checking out that book, both of them blushed so hard she almost burst out laughing.

Yeah, she may have a thing for him. Actually, she had a thing for a good number of other men in town. Not like she could do much about it. All anyone saw of her was a cute little librarian. She was pretty sure no man found her sexy or beautiful. Not that she bothered much to keep her appearance up anyways. If one was to search ‘virgin bookworm’ in the dictionary, her face would be there, smiling awkwardly like always.

“Maybe it’s time I start being a little more assertive,” she thought, mulling the idea in her mind. Maybe if she used some of the tricks and tips she had read in all those romance novels and How to Talk to Boys: Dummy Edition, she would finally find Mr. Right. Or at least a good screw. Her vibrator had died two nights ago, and the pent up sexual energy was driving her on edge.

“Ugh, okay, first thing: get AC fixed. Then I can find a good screw,” she sighed, rubbing the bridge of her nose. “Hopefully a good looking guy as well.”

The door suddenly opened, the ringing bell an indicator of a new visitor. Grumbling slightly, Twilight got up from her chair to stand behind the front counter. Carefully organized books lined the shelves all around her, while a table with several chairs surrounding it made up the centerpiece of the room.

From the door approached Thunderlane, the pegasus she had been thinking of only moments before. A slight blush appeared on her cheeks, reddening even more with the fact that the shirt Thunderlane was wearing clung to the sweaty skin of his body nicely, showing off his nicely shaped pecks.

“Um... Twilight, right?” Thunderlane asked, walking around the table and over to her. His movements were clumsy, and Twilight immediately spotted a book in his hand.

“Probably the overdue one,” she guessed glumly, turning her attention back to him with a wide smile on her face. “Yep. And you must be Thunderlane. How can I help you?”

“I-I’m just returning this book I took out... some time ago,” Thunderlane nervously answered back as he put the book on the desk for her.

“Hmm, this was taken out about a month ago,” Twilight stated in a matter of fact tone as she adjusted her glasses slightly to look more professional. “I’ll need about 80 bits to cover the late fees, you know.”

Thunderlane’s eyes went wide upon hearing he owed such a large amount of bits for the book. Even if he got paid from his job, he knew it be hard to pay her back. Remembering back to what Cloudchaser said to him, he decided to try and sweet talk his way out of it.

“Ahem, is... there someway I can pay you back other than bits?” he said in a suave like tone as he leaned on the desk, flexing his arm while he rested his elbow down. It felt so forced that Thunderlane almost felt ashamed of himself.

“Oh my gosh! I-is he hitting on me!?” Twilight’s mind screamed, falling for the fake act so easily. “This is your chance, Twilight! If Fluttershy can be more assertive, then so can you! Well... try to avoid the bitchiness thing, at least.”

“W-well, Thunderlane, I’m sure we can negotiate some sort of way pay for this,” she replied in a soft and slightly sultry tone as she leaned forward to him. Before he could answer her, Twilight moved her hand to the book and traced her finger in a perfect figure eight, making him look at it.

“I can... think of many things, you know,” she added as she opened the front of the book, before resting her chest on it. “Shit, please don’t let him notice how sweaty I am,” she thought nervously, keeping up her calm, flirty appearance.

That caught Thunderlane by surprise, easily sensing the desire in her voice. He was hoping a simple kiss and a promise to pay her in bits later on would suffice, but from her actions, she seemed to want a much more extensive form of payment. As attractive as Twilight was, Thunderlane had no intention of cheating on his girlfriend. He just needed a quick exit strategy, and then he was homefree to get laid for the first time.

“I’ll make you a deal Twilight. I’ll come back and pay you bits tomorrow, but not without giving you something in return,” putting his calm voice back on, he moved his hand to her chin, aiming it up slightly so his face was level with hers.

“Oh my gosh, is this really happening to me!? Am I actually going to get laid?” Twilight’s thoughts screamed as she saw Thunderlane close his eyes and pucker his lips slightly. Excited as she was, Twilight did her best to remain calm and moved closer to him, leaning over the counter and looking very forward to the kiss. It wouldn’t be her first, but it sure felt like it all over again.

He was hesitant at first, the thought of Cloudchaser’s disapproval entering his mind, before he quickly got rid of it. She said he could sweet talk. A kiss still sort of counted. Besides, it didn’t really count as cheating.

With that in mind, his lips pressed firmly against Twilight’s, locked tightly in their embrace. At first their lips just played around one another, brushing closer together as they both got more comfortable in the kiss. Then Twilight’s tongue forced itself in his mouth.

Thunderlane’s eyes opened wider in surprise at the intruding tongue entering his mouth. He barely knew how to react, her tongue doing most of the work as it trailed along his teeth and gums as it went on its way to explore every inch of his mouth. “Wow... she’s pretty good,” he thought numbly, going along with the makeout session.

“Wow... he’s so cute,” she giggled to herself, enjoying the feel of his mouth as her tongue soon began to wrestle with his own. He barely fought back, going with the movement of her tongue like she was the lead in their dance. “And a pretty good kisser at that.”

The two stood leaning over the counter like that for several seconds that seemed to go by impossibly slow. The wet smacks of their lips was the only sound in the library, Twilight’s hands reaching out to hold his neck and pull him in closer. Thunderlane answered back, letting his own hands cup her cheeks as his eyes closed to better enjoy the feel of her mouth.

“I wonder if I’m moving too fast with him?” Twilight thought worryingly, but her fears were put to rest as his hands slowly traveled to her shoulders. Getting nearer and nearer to her bra straps as well. “That’s it, big boy. Nearly there.”

Suddenly, Thunderlane pulled back, panting slightly with his face fully flushed. Backing away quickly, out of her hands, he muttered, “W-well, I, um, gotta get going. To my girlfriend. Cloudchaser. Who is my girlfriend that is expecting me. So y-yeah... be seeing ya!”

“Oh shit, what was that?” he thought, making his way to the front door without looking back. “I already have a girlfriend. What the hell was I thinking? Doing that with Twilight? Shit... this is getting too fucking complicated.”

Was there something about the shy librarian that was more attractive than the domineering Cloudchaser? Cloudchaser was tough and had that beauty about her that only came from an athlete’s body. Yet Twilight had an adorable nature about her, along with a surprisingly flirty personality. Truthfully, they were both very attractive young ladies in their primes, sexually wise. Yet here he was, still a virgin, and still a stupid klutz when it came to women.

“Damnit, why did this shit have to happen to me?”

As Thunderlane was lost in his own thoughts, so was Twilight.

“That... that felt so good. I-I’m surprised how good he is. But if he has a girlfriend, then why did he kiss me?” Twilight stared quietly at the sight of the pegasus about to leave her place.

The kiss was indeed magical for Twilight, surprisingly better than most of the kisses she experienced back in school. It was a shame Thunderlane had a girlfriend, because she started to find herself slightly more attracted to him. Her lips tingled softly from the touch, and she longed greatly for him to do it again.

“I can’t let him leave just yet! But I can’t make him kiss me more if it ends up making him feel worse about what just happened... WAIT, I GOT IT!” Twilight’s mind scrambled to think of an answer so both of them could get what they wanted.

“Thunderlane!” Twilight called out just as Thunderlane grabbed the door handle.

Thunderlane looked behind him with a slightly confused look on his face and stared at her. Reading his expression, she could see a bit of hurt in it. However, with her idea, she hoped it would be enough to sway him.

“Do you know what the penalty for an overdue book is? Sure, it’s bits, but the penalties need to be cleared on the first day of the return,” Twilight told him in a soft tone. Thunderlane stared, worried on what else she was going to bring up.

“Now, I know you have a girlfriend, and judging from this book you have something special planned for her. However, would you like the chance to... have a practice run?” Twilight asked as she moved a lock of her hair away from her face.

“Twilight, I...”

“I’m not done. As I said, I know you have a girlfriend, but what if I could transform into her? Would you be interested then?” she asked, quickly cutting him off.

“It would still be cheating,” he replied back, turning the door handle, only to find it was suddenly locked. “What the hell...”

Looking back at Twilight, he quickly noticed that her horn was glowing along with a small smile on her face.

“Please? I promise I won’t tell Cloudchaser about this, plus, it gives you the chance to try out anything unique with me. Can’t have you going to her barely knowing what you’re doing, right?” Twilight said to him, letting the magic fade from her horn.

Thunderlane knew she had a point to her words. Cloudchaser was way more seasoned in sex than he was, and he knew it would be a challenge to please her. The chance to get used to the movements would be a boon, yet he still knew it wasn’t right.

“Look, Twilight, you’re a beautiful girl and all, but it’s still cheating,” he replied, continuing to wiggle the handle.

“Hmph!” she huffed, crossing her arms, getting slightly annoyed with him before she got another idea. “It’s not cheating if I’m her, right?”

Before Thunderlane could react, Twilight’s horn flared up again, letting the waves of magical energy swirl around her body. Before his very eyes, her purple skin slowly turned same color as Cloudchaser’s. The horn around her head disappeared next, and in its place Twilight grew out a pair of wings under her shirt. After the horn was gone, he noticed her hair slowly shift and change into the same wild style that Cloudchaser had, and it mimicked her tone perfectly. As the spell came to an end, Twilight looked over her body, happy to see her spell worked to perfection.

“So, how do I look?” she asked, mimicking the voice of Cloudchaser perfectly as she did a twirl around to show off her new body. It was extremely creepy hearing the voice and seeing the body of his girlfriend right before him, knowing that it wasn’t really her.

“I-I, um...” Thunderlane quickly turned back to the door and was trying to open it with all his might, tugging at the handle until it threatened to break off.

“Ugh, why do men have to be so difficult?” Twilight sighed, skipping along happily to where Thunderlane was. Sneaking up behind him, she suddenly threw her arms around his muscular frame, running her hands down his abs. “So, you ready to have some fun, boyfriend?”

“I am not your boyfriend!” Thunderlane growled, though her hands did feel like Cloudchaser’s, her fingers slowly trailing his stomach. Shrugging her off, he said, “L-listen, Twi, I already have a girlfriend. Don’t you feel guilty at all for doing this?”

Twilight took a second to get her thoughts together for why she was really pushing it with him. She didn’t want to openly admit she was a virgin, but knew it would be the best way for trying her hardest to seduce him. Taking a deep breath she hugged him close to her body.

“I do feel guilty, Thunderlane, but I really want to try this. Do you know how hard it is for me to be in this library all the time, reading books about boys and not knowing first hand on how to work with them? Even as smart as I am, men are the biggest things I don’t know much about. Most of my time up in Canterlot I was usually locked away reading, while girlfriends were out with their boyfriends having fun. After I moved here I thought I could try harder to get a boyfriend, but like at Canterlot I found myself with friends but no boyfriends. When you kissed me I felt excited, hoping I had a chance with you. You would be my first, you know...” Twilight spilled her heart’s contents out to him as she spoke, hoping he would feel a bit more at ease with her actions.

“Wait, you... you’re a virgin?” Thunderlane asked, letting her last sentence hit him hard.

“You won’t make fun of me, will you? I bet a strong man like you has had his share of girls and knows how to please them,” Twilight said letting her hand move against his chest.

“Twilight, I’m... I don’t really know how to please girls,” Thunderlane admitted sheepishly, his face blushing bright red. “I’m a virgin too.”

“Wh-what?” Twilight asked, stopping her hand moving across him. “But... you’re popular. You’re well known around town and on the weather team. For pete’s sake, Cloudchaser is your girlfriend! Not that there’s anything wrong with that, but she’s well known for her... sexual prowess.”

“Yeah, I know,” he deadpanned. “It’s just that I’ve always been kinda nervous around girls. The entire sex thing I always managed to screw up before anything happened. Heck, Cloudchaser is my first real girlfriend.”

“Oh... I didn’t know,” Twilight admitted, feeling a pang of guilt. “Great, now I may have just pissed him off. Good going, egghead,” she thought bitterly to herself. “I just assumed...”

“Twilight, even if you look like Cloudchaser, you aren’t her. And you never will be,” Thunderlane sighed, not wanting to let her off so hard.

The two stood there, Thunderlane motionless while Twilight still had herself wrapped around his backside. Then without a moment’s hesitation Twilight’s hand found its way to the zipper of his jeans, fumbling slightly to unzip his pants.

“Oh come on!” Thunderlane shouted, his wings suddenly flaring out as he felt Twilight’s fingers slide over the growing hill in his boxer’s.

Twilight giggled as the feathers of his wings tickled her nose, her hand too enthralled with his growing erection to stop. “Thunderlane, don’t you see how much we can help each other? I finally get laid, you finally get laid. And, with no experience, not much is to be expected from either of us. It’s the perfect way for both of us to lose our virginities and make sure you impress Cloudchaser later on.”

“Cloudchaser won’t be much impressed if I cheat on her like this,” Thunderlane complained, his wings fully extended due to the blood flow causing them to harden. His shaft was having much of the same problem, Twilight’s hand separated from it by only a thin bit of clothing.

“Hey, I’m Cloudchaser now,” Twilight reminded her, standing on her tippy toes so that her face could better reach his own. She slowly planted kisses on his neck, moving up the course of his face, closer to his lips. She really was the spitting image of Cloudchaser, except with glasses on. Which Thunderlane found undeniably cute. “So I’ll be plenty impressed by whatever you can do.”

Before Thunderlane could reply her lips had already locked onto his own, shoving aside all his doubts and guilt as the gentle caress of her tongue entered his mouth. Without thinking he turned from the door, embracing her in a hug as their tongues continued to fight for dominance with the other while Twilight’s hand still made quick work to make him hard.

“Wow, he’s really excited now,” Twilight noted, Thunderlane’s hands holding onto her shoulders and bringing her in closer. “And he certainly feels like it as well,” she thought, finally getting her hand in through the boxers so she could get her first feel of a cock. Definitely of respectable size. And so warm too. I wonder what it tastes like?”

With that in mind, Twilight broke the kiss, both of them panting for breath after the long makeout session. Looking downward, they both noticed Thunderlane’s shaft free in the open air, throbbing slightly.

“Do I stroke it? I want him to be more at ease with this.” Reaching down, Twilight rested her hand on the underside of his shaft, rubbing it slowly. Much like the diagrams and explanations in the books she’s read, she copied their movements for her own use. Circling the width of his cock with her thumb and three fingers, she squeezed slightly and moved her hand slowly up and downward, making sure to press her thumb down tightly underneath his length along with her pinky being in the air. Who said a handjob couldn’t have finesse?

“Wow, he’s so big,” she thought in wonder, surprised he passed the average size used in the books. “Great, now I have to make recalculations. I don’t know if I can even deep throat this much. I’ll just have to take it slow and see how much I can fit inside.”

“Wow, her hand is so soft and so delicate. Hard to imagine Cloudchaser as such,” Thunderlane thought blissfully, all thought of this being a nefarious act slowly exiting his mind.

Grunting softly, Thunder breathed slowly, letting the feeling of it sink in. He still had lingering doubt, but the more she stroked, the more comfortable he started to feel. “T-twilight...” he muttered, wincing slightly as her hand moved more ferociously around his dick.

“How many times do I have to remind you I’m Cloudchaser?” she complained to him, pouting slightly in a very adorable manner.

“She might look like Cloudchaser, but those glasses and her cuteness ruin the effect. Cloudchaser is hot. I don’t know if she could make a cute face without making it look dirty to save her life,” Thunderlane thought wryly, groaning deeply again when her thumb began to tickle at the tip of his shaft.

“Better take this to the couch. He needs to be in a relaxed position for this to properly work,” Twilight reminded herself, eager to suck him off.

Grabbing ahold of his shirt and tugging him along to the nearby couch, she threw him on its plush cushions. Not that she could really throw someone his size, but Thunderlane just followed her actions like a ragdoll, much too driven by hormones and emotions to do much else.

Once his back hit the furniture, Twilight bent on her knees in front of him. Her hot breath fell on his cock, sending shivers of anticipated pleasure up his spine. “Okay, here goes. My first blowjob,” Twilight thought happily, licking her lips to make sure she had a proper coating of saliva. “I just can’t wait to find out the flavor!”

“W-wait, Twilight, please,” Thunderlane began to reconsider, seeing that she was going to go along with it, whether he wanted to go through with this or not. “I r-really like Cloudchaser. I don’t want to break her trust by cheating on her like this.”

“Didn’t you already break her trust by not mentioning you were a virgin to her?” Twilight guessed, keeping up with stroking his dick to be sure it’d remain hard.

“I, uh...”

“I’m pretty sure she’ll be a bit upset to know that you don’t have any hands on experience, given her nature,” Twilight stated as she stopped her hand at the tip of his erection before moving her hand in a swivel motion. “Plus, if I do have sex with you, then your lie about not being a virgin will be true. So you trade one lie for another. Simple as that.”

Thunderlane winced and felt his penis twitch as she focused only on the head of it. It was so sensitive to touch that he felt like he was going to explode.

“Now, let me remedy that. Just let me give you some experience.” Twilight’s hand increased its fast movements, traveling up and down the length of his shaft more rapidly every second. “Okay, he’s definitely worked up now. Time for the move.”

Before Thunderlane could say a rebuttal, Twilight’s lips latched onto the tip of his dick. Her tongue quickly lapped up the precum at his tip, her lips swallowing his head. “Hmm... salty. Yet pleasant at the same time,” Twilight noted, gentle sucking noises coming from her mouth.

Thunderlane’s breaths came out in larger pants, the sensation around his member completely unfamiliar to him. He was so lost in the bliss of her pleasant feeling lips that the thought of her not being his girlfriend left his mind.

“Now, let’s see what the rest of him tastes like.” Still rubbing him off and using some of her saliva and his own precum to help her hand slide more easily, her mouth slowly descended down his shaft. Her lips greedily downed his length, moans of pleasure resounding from her throat. “Damn... I don’t know if I can fit it all in there...”

Unfortunately for Twilight, her inexperience and gag reflex made it so that she could only reach halfway down his shaft. Squinting hard as tears appeared in her eyes, she struggled to go farther, but knew it was no use. Seeing that was all she could do, Twilight merely bobbed her head up and down to her length limit, using her hand to stroke the part of his dick she couldn’t reach.

“Shit, I thought for sure I could do it,” she thought in contempt, looking up with curious eyes to see what Thunderlane was up to. The pegasus merely squinted up his face as she sucked him off, guttural groans leaving his throat every now and then. “Though he seems to be enjoying it well enough.”

Slowly trailing her lips backward from his cock, her mouth removed itself from his dick with a satisfied pop. Licking her lips of the precum that was collected there, she gave him a sly wink. “Can’t have you getting off too soon,” she thought, remembering how the books mentioned first-timers usually not having much endurance.

Going back to her feet, she struck a seductive pose by showing off her hips and leaning her chest forward, her ample cleavage clearly seen. “So, big boy, you ready for more?”

“Now that sounds like Cloudchaser,” he thought, feeling more at ease when Twilight put on the allure much like his girlfriend. With that, she even started to feel more like her.

Noticing his faint smile, Twilight knew she had him on the ropes. A couple more pushes and she’d have no problem making him do whatever she wanted.

Going along with that idea, she slowly peeled away the bottom of her shirt, showing off her luscious curves and some of her belly. Pulling it slowly upward, the beginning of her black lace bra was soon exposed. “So Thunder, you like my tits?”

“Holy shit, did I really say that?” Twilight thought, blushing hard and using her shirt to hide her face. Her breasts were now exposed, held by her bra and begging to be freed. Removing the rest of her shirt, she ran a hand slowly up her stomach to rest a wary finger in between her cleavage. “Want more?”

A small whine escaped Thunderlane’s throat. He desperately wanted more than the small taste he was given. But the nagging thought of betraying Cloudchaser’s trust prevented him from fully enjoying the visage of beauty before him.

Seeing that she was losing him, she rolled her eyes and undid the clasp to her bra behind her back. Slipping the straps from her shoulders, the bra fell to the floor. Her breasts were now fully exposed, slightly larger than Cloudchaser’s own. Guess the transformation spell didn’t cover that. The nipples were erect and hard, a thin coating of sweat glistening on her naked skin.

Leaning over him so that her tits hugged his chest, she whispered, “It’s okay, Thunderlane. I want it as much as you do.”

The pegasus could barely make out her words, the feel of her tits against his chest taking up all his attention. Reaching towards his hands laid by his sides, she brought them upward to either side of her body. Drawing them back against her smooth skin, she stopped them near her way-too-short short-shorts. Involuntarily, Thunderlane’s hands grasped at her ass cheeks, squeezing hard and pulling them apart.

“Ah... so this is what it’s like for a boy to touch you,” Twilight thought happily, Thunderlane’s fingers moving underneath the tight fabric of her shorts to get a better feel of her. “So strong, yet gentle. I want to feel more.”

Smiling seductively, Twilight leaned forward further to plant a small kiss on his lips. Thunderlane was taken aback at first, but soon his lips meddled into hers, his tongue eager to explore her mouth. He was completely lost in his lust now, a daze settling over his mind that locked out any coherent thoughts from entering.

His fingers soon reached the edge of her shorts, tugging at them slightly in his eagerness to want what was underneath. Smirking in their kiss, Twilight’s hand reached downward to work at his cock, upping his arousal so that he was practically ripping off her clothes.

Finally, he managed to slip her really tight shorts down her legs, Twilight lifting one leg up and then the other so that the shorts fell to the floor. Now the only article of clothing she wore was her black lace panties and knee length socks.

Breaking away from the kiss, Thunderlane’s tongue continued to wiggle around in the air with want. Smiling down as a whine rose in his throat, she thought, “Aww, just like a puppy. Almost makes me want to pet him. But instead...”

Twilight slowly traced her fingers down her sleek figure, a much more muscular form than her earlier plumpness before the transformation took effect. Reaching the top of her panties, she winked to Thunderlane and slipped her hand underneath.

Moaning slightly from the cold feel of her fingers, she quickly started to finger herself, used to the motions as her middle finger fell into a familiar pattern of entering and exiting her pussy. For a few brief seconds, she engaged herself more into fingering herself, but she stopped herself when she noticed the hungry look Thunderlane gave to her actions.

Smiling wryly, she grabbed his hand and moved it to the outside of her panties, him feeling a faint wetness from the fabric. Removing the finger that she was using to pleasure herself, Twilight positioned his hand to brush back her panties so that his fingers could touch her lips.

“Wow, his hand is much softer than I thought.” Twilight let loose another moan as his finger tentatively entered her pussy, his much larger appendages and the feel of someone new inside of her putting her mind in a state of bliss. Soon both his middle and ring finger were deep inside her, the new sensation of touching a vagina in such a way arousing him greatly.

Since he was still fresh to the entire act of fingering a girl, he wiggled his fingers inside her in every direction he could try. This wiggling soon moved to him parting open his fingers to widen her lips, Twilight gasping at the sensation.

“A-ah... oh shit... he’s rough!” Twilight thought, Thunderlane’s fingers moving at a fevered pitch as they pushed forward and back. Some of her wetness got on his hand, but he didn’t mind, her panties already soaked at this point. She could feel herself nearing her edge, and so soon too. He may have been new at sex, but his fingers worked like an expert would use them.

Thankfully for Twilight, Thunderlane pulled his fingers out, his hand covered in her juices. He stared at his hand, still unbelieving in what he just did. Staring back at Twilight, he realized she wasn’t wearing her panties any longer, the black lace lingerie held in her fingers.

“So Thunder, ready for the main course?” she asked, attempting to mimic the cocky tone Cloudchaser would sometimes use. While it wasn’t a perfect copy, it was good enough for Thunderlane to gulp and nod his head. “Heh, I practically have him tied around my finger now. Guess reading all those romance novels finally paid off.”

Looking downward, she was happy to see that he managed to keep his erection up. Seeing that it was time to put it to use, she winked at Thunderlane and said, “Well, it’s time to get down to business. You know how pegasi do that?”

Thunderlane shook his head, unfamiliar with what she was talking about.

“To impress their mates, a pegasus male would fuck a female in midair.” Focusing her magic on her fake wings, Twilight started to flap them while using her magic to slowly move herself in the air. For Twilight, it was a simple trick, but one where she had to have to time it right. For Thunderlane, it was just watching a pegasus hover into the air.

“Now, how about you join me in the air, big boy?” Twilight said in a carefree voice as she moved her body around, making it seem like her wings were turning her about.

Impressed by her ability to hover in the air, Thunderlane smiled and flared open his wings. Pulling himself out of the couch, he flapped them a few times to get on the same level as her. Arching her body, Twilight laid herself down like she would on a bed and spread her legs slightly more open for him. Taking her hint, Thunderlane grabbed both of them and positioned his erection ready for entry.

“Oh my god, he’s actually going to put it in!”

Moving her own body slightly, she made his erection rest against her wet folds, causing him to pull back slightly in shock. For the first time in his life his dick was resting between the flowery petals of a women. His wings ached slightly from how aroused he was, but doing his best to ignore the pain, he slowly rubbed his erection against her outer walls.

“Focus, Twilight! You’ve made it this far ,so don’t chicken out now! You’ve had bigger toys go into you, so don’t be afraid of it... even though it’s real and actually twitching. Oh Celestia....”

Hesitant, almost as if he was afraid he’d hurt her, he stuck the entire head of his penis into her pussy. Twilight twitched slightly, a deep moan escaping her as she got her first real impression of a dick entering her.

Seeing that he was going good so far, Thunderlane leaned his groin deeper into her, his dick entering into her farther than before. Twilight gasped in surprise at the feeling of a real life penis instead of a toy being inside her. The heat from his member was almost overwhelming, the twitch and throb of it being still halfway inside her better than any dildo she ever stuck in there.

Thunderlane was in a daze of sexual bliss, the tightness of Twilight’s pussy on half his dick causing the pegasus to stick his tongue out like a dog. Wanting the full experience, he pushed onward, every inch of himself going inside her making Twilight gasp in a mix of pleasure and pain.

Twilight leaned in closer to the pegasus, him still holding her legs apart as her lips found their mark on his neck. She laid gentle kisses on his strong neck, wrapping her arms around his torso. He returned the favor by nibbling at her ear, her teeth joining in as well on his neck.

“H-he’s so... big. Can’t... c-can’t hold on,” Twilight thought, the magic keeping her afloat fluctuating from her sexually altered state of mind. Only once he reached the base of his dick, all his length caressed by her folds, did Thunderlane stop.

“Oh man... no wonder everyone wants to have sex,” Thunderlane thought with a big smile on his face as he tugged at Twilight’s ear with his teeth, the face of his girlfriend she wore smiling faintly back at him as her tongue licked the sweat off his neck. “It’s fucking fantastic!”

With that in mind, he moved onto the next step in the art of lovemaking. The ‘rutting until they were both unconscious’ part. Though he made sure to take it slow to fully enjoy the experience with his lover.

Pulling back slightly so his dick slid out from her tight grip, he stuck his tongue into her earlobe. Enjoying the movement of his dick out of her, she continued to plant a mix of kisses and bites to his neck, her teeth playing with his adam’s apple. Then, when he was halfway out of her, he slowly moved back in, his grip on her legs increasing as a groan escaped from his throat.

“Y-yes, Thunder, just l-like that!” Twilight said, the process leaving her begging for more. Encouraged by her pleas for more, he pulled out slowly, much like the first time. But instead of a slow reentry, he thrust his dick back into her folds. The wet smack of his shaft slamming into her pussy greeted their ears, along with Twilight gasping in surprise. She let out another gasp, followed by another, as he started thrusting in and out of her.

Thunderlane was floating on a sea of ecstasy, each thrust inside Twilight sending a tsunami of pleasure to his brain. Each smack of their body together caused her boobs to jiggle against her chest, the sight not lost on Thunderlane as he let her ear go to be more productive in his movements. He was now using his grip on her legs to pull her in closer each time her thrust into her, making her squeal in an adorable manner.

Twilight in turn was deeply enjoying herself, along with the object deep inside her. She never thought there’d be that much of a difference between a dildo and real dick, but now with one rutting her, she knew that every toy she possessed was second rate. The real deal was just another level of pleasure entirely.

 The warmth coming off the shaft, the way it throbbed at even the slightest squeeze of her vaginal walls, the much more natural way it entered and exited her. Not to even mention the length as well. Nothing could compare to this.

As Thunderlane’s thrusts grew to a fevered pace, his quickened motions elicited all new levels of pleasure for Twilight, all she could manage to do was hold on tight and moan for all she was worth. She was still surprised that Thunderlane managed to stay afloat while fucking her, but she put it down as a pegasus thing. She herself could barely focus on her spell keeping her levitated while being in such sexual bliss.

With beads of sweat falling down the gentle curves of her sides, Twilight winced as she felt herself near the edge. Normally she could go for hours just by herself, but with a partner, she was just too inexperienced to go forth much longer. Thunderlane himself was closing in on his limit, but that didn’t slow down his pace one bit.

Twilight felt herself seize up, her muscles tensing up as she felt a great wave of release overwhelm her. Holding Thunderlane closer she came, screaming in a high pitched voice that was definitely more her than Cloudchaser. She felt her juices release and coat Thunderlane’s dick and groin as she continued to squirt.

Thunderlane wasn’t far behind, still thrusting in and out after she was already spent so he could get off himself. Finally, his walls began to crumble apart as he felt the impending release finally wash over himself. “O-oh fuck, I’m g-gonna... fuck!” Thunderlane grunted, seconds away from cumming.

“Oh shit, I forgot!” Twilight thought with a shock, out of her sexual bliss as sudden realization came over her. “He’s not wearing a condom!” Twilight pulled her body away with her magic, his dick being removed from her slit just as his jizz flowed forth.

Twilight landed quite painfully on her ass on the floor, moaning softly in pain and the still stimulating experience of her orgasm beforehand. Looking back up at Thunderlane, she felt a warm, syrupy liquid fall onto her face. This was followed by even more, a white substance catching her full on the face and front of her chest, dirtying her glasses with sticky cum.

Thunderlane was finally spent, load after load of his semen falling on Twilight down below. Done with his orgasm, he floated back down to the ground, wobbling on weak legs back to his previous position on the couch.

Twilight picked herself off the ground, licking a bit of the semen on her face with her tongue to determine the flavor. “Huh, just like the books say. Salty, yet with a touch of sweetness.”

Glancing back at Thunderlane, she was still impressed to see that he hadn’t gotten flacid yet. Which meant more fun for her, and a way to prove her worth.

Sauntering over while swaying her hips seductively, she decided to ditch the magical disguise. She’d only put it on in the first place to make Thunderlane more comfortable, and to actually get him to agree to have sex with her. Now that they both got what they wanted, she could just have some more fun as herself.

As the magical illusion peeled away, revealing the naked unicorn underneath, Thunderlane was still in such a state of sexual bliss that he didn’t even notice her. But he sure as hell noticed when she leaned before him and started sucking him off.

Her cum stained face looked up at him as her mouth encircled his dick. But it wasn’t the face of his girlfriend. No, it was just Twilight, looking as cute as ever with her glasses dirtied with his own seed, which was oddly arousing. But besides that, he just felt wrong.

Before she at least looked like Cloudchaser, which was good enough at the moment for him to go along with fucking her. But now, with her bobbing her head back and forth as she eagerly wrapped her tongue around his shaft, an overwhelming feeling of guilt overtook him.

“T-Twilight, I...,” he said, groaning slightly as she took in his member a couple more inches into her mouth. He wanted to tell her to stop, to just leave him be and reverse time so he never made that mistake he just did. But the mix of just fucking her up in the air, along with the fact she was beginning to deepthroat him cut off his words to a mere dribble of incoherent sentences.

“I can do it this time! I just know it!” Twilight thought, a moan escaping her throat as she struggled to take in a few more inches. “Shit... why don’t the books have a better explanation for how to do this?”

Frustrated, Twilight decided to go with the easy-does-it approach. She bobbed her head back and forth, letting a few inches in and out to slick his dick with her saliva. The tastes of his cum and her juices was still on his length, and it turned Twilight on more and more.

After a few good minutes of deepthroating, Twilight felt his dick twitch as a spasm suddenly overtook Thunderlane. Along with a leakage of precum in her mouth, Twilight guessed that he was about to cum soon.

“Okay, Twilight, time to make it count this time!” she mentally assured herself, quickening her pace. Her gag reflexes were her greatest challenges, but once they had gotten used to Thunderlane’s size going down her throat, she was sure she could pull off what she was planning.

With a thrust of her head forward, Twilight finally managed to get his entire length in her mouth. The tip of his penis was poking the back of her throat, and she kept on gagging, causing her throat to constrict tightly around him.

Thunderlane didn’t have much endurance at this point, and her deepthroating him all the way pretty much spent everything left of his self control. With an arch of his hips and a large groan of release, he came again in so few a minutes, something he’d never done before or even thought possible.

If she could smile with a big cock in her mouth Twilight would have, the satisfaction of sex and managing to deepthroat a boy instantly making her proud of herself. Wiggling her tongue around his shaft, she felt his dick convulse in her mouth, followed by a warm liquid going down the back of her throat.

With a large grunt, sperm squirted from his tip and filled Twilight mouth to a satisfactory amount. Releasing her lips’ hold on his member, she grinned large and wide as he jizzed over her face. “Oh man, I feel like such a dirty slut,” Twilight thought wickedly, giggling to herself. “The bookworm Twilight, a slut. That would surely turn heads in town.”

Going limp, Thunderlane’s dick was truly spent this time. Thunderlane himself was panting hard, cumming twice because of a girl so unfamiliar for him that he was utterly exhausted. Twilight was feeling just grand, the first sexual stimulation she’d ever felt with another person, especially a cute boy, uplifting her mood to new levels.

Picking herself up off the ground, she hopped on the couch next to Thunderlane, wrapped her arms around her newly found lover, and she snuggled closer. Thunderlane just tried his best to inch away from her as a nervous sweat broke out on his brow.

“Thunderlane...” Twilight began, looking back at him with wide eyes as she leaned her face closer to his own. “Thanks for being my first. You were so nice, and gentle, and...” She stopped herself, a small blush appearing on her cheeks. Instead she kissed his cheek and wrapped her naked body around him. “Just thank you so much.”

“Oooooooh shit,” Thunderlane thought, realization for what he just did in the past hour dawning on him. “Cloudchaser is gonna kill me. And maybe Twilight too. Or they’ll kill each other. Either way, I am so totally screwed right now.”