James woke up in the morning smiling contently as he breathed in the new morning air. James looked down and saw that Vinyl and Rose were snuggled contently on each of his sides. Three sessions later and James knew that he wasn’t going to go anywhere until they woke up. James just let his head sink into his pillow as he thought back into the night. James knew that Vinyl was one to watch her figure but he never knew that she was very flexible. More than a few times James pulled a few of his muscles so that he could be positioned right when he was fucking Vinyl. The two were now sated beyond what they thought they could have and were very happy.

James could feel the two of them stir as they were starting to wake up. When Vinyl opened her eyes she gave a huge smile to James as she brought herself closer to his lying form. James wrapped his arm around her and brought her closer to his side. Once she was as close as she could get James rubbed her back as he grabbed a few rose petals to rub on her also. Vinyl sighed contently at the light touch of James’ hand as he rubbed her back. James could feel on his left side that Rose was awake and trying to get his attention. When James looked at her he saw the best pouting face that she ever had.

James laughed a little that Rose was acting a little jealous at the attention that Vinyl was getting. Rose kept rubbing herself against James trying to get him to do something also. James gave in though he was more than glad to do it and rubbed her back as well and using a few rose petals to. They laid in bed for several minutes as the mares just let the feelings of James’ hands run along the crook of their backs. They decided to get up and head for their respective rooms so they could get cleaned. Before the two mares left James alone though they each gave him a quick kiss and quickly rubbed their tails on his inner thigh.

Once the mares were gone James grabbed a t-shirt and a pair of jeans as he headed for the shower. James let the water cascade over him as he thought back to his last thoughts. James recalled that during heat season the mares were fertile and easier to get pregnant. Even with the unknown fact if he could have children with the mares James did feel a little worry. Even if the mares were fine with having children James didn’t want to have forced upon them without at least talking about it. James was finished with his shower and got dressed as he headed for the kitchen. Rose and Vinyl were already gone as they had plans with other friends to go do things.

James was alone in the kitchen having a silent breakfast. Before going out in the town James was going to look his spell books and get some practice in. With his final piece of toast eaten James headed to the void room and entered it. James walked to where he hid the books and pulled them out of their hiding place. James pulled up the illusionary book and opened it to the last thing that he was reading. James had gotten a handle on materializing objects and was learning how to bring shadows more alive. The basics that James learned about shadows was that he could bring them to life but the most that they could do was be a distraction. The shadows could do nothing except distract enemies. The spell that he was learning would allow the shadows to manifest into a more living state so they could fight.

James started small as he summoned little shadow imps to practice on. When the imps were summoned they just danced around and made weird noises. James watched as they were dancing around and were trying to attack one of the target dummies. The attacks just fazed through the dummy doing no damage to it. James held the book in his right hand as he focused the magic into his left hand. His hand started to glow the black-red that it did as magic was poured into his hand. The star on his palm opened as it oozed out a tar like substance from his hand.

James watched as the tar moved along the floor and headed for the shadows. Once the tar was near one of the imps it jumped on it. James could hear the imp scream as though it was suffering extreme pain but he knew that to be false. The tar completely covered the imp and took on its form. The tar like imp now walked over to the practice dummy and looked it up and down. James watched as it studied the dummy and just stood there. As James was watching he heard the other imps scream in pain as they were also covered in the black tar. Standing before James was no longer anymore shadow imps but these tar imps. They were lined up facing the practice dummy and were staring it down.

After several minutes of them watching the dummy they finally decided to strike. James was expecting their attacks to faze through the dummy but it didn’t happen. The little knives that they carried put cuts and gashes in the burlap dummy. James was slack jawed at what he saw. He didn’t think that they were going to succeed in putting damage to the dummy but was proven wrong. The imps seemed to have grown tired of cutting the dummy and were now jumping on it. As they jumped on it they were now clawing and stabbing it all over. They were relentless in their attacks as they tore it to shreds.

James knew that if this was any other pony they would have died long ago during this attack. The imps showed no remorse or even slight hesitation in the destruction that they caused. Once they felt that they were done they turned and looked at James. James was a little worried that the imps were going to turn on him but what happened next surprised him. The imps all walked forward until they were a foot away from James. Once they were close enough they all dropped to one knee and bowed before James. As James looked at the little spectacle on of the imps started to speak to him.

“My lord is there anything else that you wish for your warriors to do?” The imp asked keeping his gaze at the ground. James was a little surprised that one of them was talking and doing it very coherently. James pulled himself from his thoughts so he could answer the little imp.

“No my friend. You have done your job very well and can return back to where you came from.” The imp nodded as it stood on it feet with the rest following suite.

Once they were all standing they turned back into the black ooze that they started as. The separate ooze piles moved together and formed on massive blob. James watched the blob as it squished down low to the ground. Before James could see what it was doing it jumped into the air. James used his arms to cover his face since he thought that he was being attacked. James could feel immense pain in his left arm after a couple of minutes protecting his face. As James was on his knees coughing his lungs out he looked at his left arm. James saw that there was a black spiral going from the tips of his fingers to his shoulder. The sides of the swirl were serrated and before he could fell worry it moved back to his palm and formed the star.

James called it at that and stopped his practice for now. James could learn one defensive spell if he wanted to but he couldn’t handle it. The defensive stuff didn’t offer anything dangerous but he just needed a break from everything. James put his books away as he headed back for his bathroom to paint over the star. At some point the mares were going to find out about the symbols on his hands but that was a bridge to later cross. After James painted over his hand with a few coats and his palm didn’t show signs of the start he headed out of his house.

As James was walking through town he headed for the park so he could go and relax. James brought a pair of swim trunks so he could swim in the lake. James was now at the park and was changed into his swim trunks. James got on the tire swing that was next to the lake and started swinging from it. When James decided that he was high enough in the air he jumped from the swing. James tucked into a ball as he hit the water making a big splash. Once James resurface he lay on his back as he floated in the water taking in the warm sun.

As James floated in the water there was one thing that was still bugging him though. James knew that Shadow was free and was working with Nightmare Moon. So instead of there being only one problem there were now a good few. Shadow was free and sooner than he should have been. Shadow now has a partner to help him in his evil conquests. The one good side was that they were stuck in his head but there was a being somewhere out there that could get them out. With the addition of this unknown figure James couldn’t come up with a good plan except winging it when the time comes. The only ones that knew of Nightmare Moon was his mares but Luna and his mares knew about Shadow. James doesn’t know if Twilight did or didn’t send a letter to Celestia alerting her to the situation.

James was pulled from his thoughts as he heard a cello playing from his phone. James swam over to the edge and dried his hands on his pants. James pulled out the phone and pressed the answer button. James smiled as he heard Octavia’s voice on the other end of the phone.

“Hey James can you do me a huge favor?”

“Sure thing Tavi what do you need?”

“I need you to get back to the house in one hour.”

“Sure thing Tavi I’ll be there in an hour.” James hung up his phone as he put it back in his pants pocket. James went back to lying in the water for another twenty minutes before getting out to dry off and head back home.

Octavia

Octavia was walking around her old house as Lyra was helping her pack the last of her things. As they were packing Octavia could feel the heat in her crotch intensify with every passing minute. Octavia needed help with her heat but she couldn’t get some alone time with James so she could deal with it. Octavia could see that Lyra was also suffering. Wanting to kill two birds with one stone Octavia ran an idea she had with Lyra.

“Hey Lyra how would you like to have your heat sated later today?” Lyra gave her a look that was saying that she would love to have it sated now. Octavia only laughed a little at her friend’s expression before continuing.

“So anyways I heard what Rose and Vinyl did to get James to help them. To me I find it quite romantic the way they did it. The left him a trail of rose petals to follow and when he reached the end of the trail then I think you know what happens next.” Octavia smiled a little seductively at her friend who was blushing a little at the thought of what happened.

“So then what plan is it that you have in mind to get James’ attention?” Lyra asked looking at Octavia waiting for her to continue.

“Well do you have your harp at home?”

“Yeah its in the practice room that James had built into my room. Why?”

“Lets just say that James won’t be able to say no when he gets back home in an hour.” Octavia smiled as Lyra knew what she meant and couldn’t help but smile herself. As Lyra was finishing the packing Octavia pulled out her phone as she called James. After her conversation with James she looked back at Lyra and nodded her head. Lyra was done packing and they headed back for their new home.

James

James was walking through town without a shirt on so he could finish drying using the sun. James was killing some of the time he had as he looked around town for just anything of use or to help pass the time. James never visited one store but decided to on this day since he had time to waste. James entered a small electronic store to see what they were selling. James waved to Neon who was behind the counter checking his profits. As James was looking around he saw some of the game systems and games that were being sold. Besides the slight name change and color change they really weren’t all that different. James made a note to get the rest of his stuff before he forgets to have it done.

James left the store after saying goodbye to Neon and headed for home. James was walking through the streets as he saw Braveheart racing Lightning Bolt. No matter what these two always had to race each other. The races were always back and forth between the two of them since they were good in different forms of racing. James knew that no matter how hard they raced against each other neither one of them was going to have the lead in a race. James just smiled as they continued on with their race as James entered his house.

As James was inside he didn’t hear anything. There was no sound or even a trail for him to follow. James shrugged thinking that he was early. James went to go and sit on the couch when he heard a small hum on a cello. James waited for the sound to continue to make sure that he wasn’t going crazy. After several minutes James could hearing a soothing melody begin to play. It started out with just the cello but then a harp joined in with it. James followed the sound as it was soothing but at the same time very alluring. As James followed the sound of the noise he saw that it was leading to his room. James opened the door and his nose was bleeding slightly at what he was seeing.

In the middle of the room with their backs turned Octavia and Lyra were sitting with their instruments and were naked. They didn’t seem to notice that he came in so he silently closed his door and quietly got undressed. James knew that once they were done he was going to end up having sex with them so he was going to skip ahead a few minutes so they wouldn’t have to wait for him to get undressed. James could hear that they were coming to a close and stood a little closer so they could see him when they were done. The two of them finished their song and turned around to see James standing behind them completely nude. The grinned deviously as they put their instruments away.

Once their instruments were put away they each grabbed James’ arms and pulled him to the bed. They threw him on the mattress as they got on top of him. As James was lying on the bed Lyra and Octavia started planting little kisses all over his body. As they planted little kisses they would switch off between the little kisses to deep passionate filled kisses with his lips. James was groaning at the little kisses and the big ones that he was receiving every once in a while. James couldn’t take all the attention anymore as he came covering their faces with his warm see. James watched as they cleaned off each other’s faces and then proceeded to the next thing.

Lyra was lined up with James mouth as Octavia took his member into her mouth. As soon as James groaned his mouth was covered by Lyra’s pussy. James started lapping at her folds making sure to rub his tongue along her clit to make her cry out in passion. Hearing Lyra scream out like that only spurred James on even further as he continued to lick her folds. Octavia was going as far down as she could and then when she went back up she wrapped her tongue around his cock to keep it covered in her saliva. James felt Lyra cum all over his face as he savored her minty juices making sure to lap up all of her juices. Soon after James came into Octavia’s mouth and she swallowed every drop of his cum not wanting to waste a single drop.

Lyra and Octavia switched positions so they could enjoy James even further. Octavia was already sitting on James face as he licked at her wet pussy. Lyra felt a little jealous that her friend jumped right in so she did the same. Lyra took James’ cock and started bobbing her head as fast as she could swirling her tongue around his member. James held Octavia in place as he shot his tongue deeper into her folds to get a better taste of her. James felt her walls clamp slightly around his tongue as Octavia couldn’t hold back her flooding orgasm. James didn’t pull away as he just drank her juices as they slithered down his throat. James came soon after Octavia deep into Lyra’s throat and she swallowed every stream of cum that came out.

James was panting as Lyra grabbed Octavia and pulled her down so that her back was on the bed. Octavia looked at her friend and then was surprised when Lyra came in and gave her a passionate kiss. At first Octavia didn’t know what to do but then quickly gave into the kiss. James was at full attention watching the two mares kissed and he got up from the bed. James lined himself up with Lyra as he heard her moan at his little tease on her marehood. Lyra kept kissing Octavia and James slowly inserted himself into Lyra. James thrusted into her as she moaned in the kiss with with Octavia. James felt her walls clamp down his member making him cum deep inside her pussy and filling her with his seed. Lyra joined James as she came all over his member and pelvis from his thrusting.

James pulled out of Lyra and lined himself up with Octavia. Before he went in James lifted Lyra a bit and whispered into her ear. Octavia watched as Lyra got a big smile on her face as she rejoined her lips with Octavia. As they were kissing James slid into Octavia’s waiting marehood and started thrusting. As James thrusted into Octavia she could feel something warm over her body. Octavia opened her eyes slightly to see that Lyra was channeling her magic and sending it through her body. The magic pulsed all over her making her feel the highest form of pleasure that she ever felt. James could feel the magic that Lyra was using and it was incredible. James didn’t last long as he came deep into Octavia filling her with his seed as she screamed to the heavens. Octavia joined James as she came all over his member and pelvis having her juices mix with Lyra’s.

James fell down next to the mares as he waited for the vile to show up so he could take it. After several minutes of catching his breath Octavia pulled out a vile and handed it to James. James took the vile and downed the drink as he felt the effects of the potion go through his body. James grinned as he looked at the mares who returned his grin with their own. James joined them in the center of the bed as he went back to fucking their brains out for the rest of the night.

Several hours later they were all tapped and lying in the bed huddled together. James held the two mares close as they held on to him and drifted off to sleep. James smiled that he could still make his mares happy and seem to have put all the incidents that they had behind them. James remembered when he believed that they didn’t deserve him but now he saw how wrong he was. They loved him for who he was and were happy to be with him. James let his eyes close as sleep finally took hold of him and pull him into a happy dream of a possible future.

Author's Notes:

Thanks to ErikTheSoulReaper for the idea on this chapter.