Author's Notes:

Takes place at the end of chapter fourteen, and is canon to the main story.

I had to lean into Soarin to keep my balance as he led me up to my room. I only had two glasses of wine, but this smaller pony body meant I got buzzed far sooner than I thought I would.

Hey, Dash, I feel funny. . .

[Why? It wasn’t that much wine.]

No, there’sh something tugging at me “back there”. . .

I felt muscles tighten up and my tail twitched upwards. Just below it, the lips of my marehood blossomed outward until the moist pink flesh hit the cool night air. It then retracted back inside.

[Oh, I’m really horny!]

Haha, horny. . . you think Soarin will “help” with our problem?

[Are you sure you wanna do that, Don?]

I stubbed my hoof on the last stair, nearly falling over. “Easy, Dash,” Soarin said.

The pain seemed to sober me up a bit and I smelled an unusual aroma in the air. It was musky, and smelt almost like pine trees and fresh rain. I followed the smell back to Soarin, and buried my muzzle in his hair. “Sorry, you smell wonderful.”

[Don, hey! Are you paying attention?]

Hehe, lighten up. You want this, don’t you? We both want it. I don’t know why but it sounds like fun!

I began to giggle as we entered my bedroom. My balance had improved but I was still enjoying the warm glow of the wine I had drank. For a moment, I recalled feeling horny on Earth, but this was something different. My entire ass felt hot, radiating heat and giving off an odor I’d occasionally catch a whiff of. My muscles kept tightening up and relaxing, and something akin to an itch was tormenting the inner folds of my equine anatomy.

Oh, this is driving me crazy.

“You need a hoof taking that necklace off?” Soarin asked.

“No, I’m shupposed to wear it, incase of Dishcord, haha.” I smiled and walked towards my dresser.

“I’m going to go wash up, Dash. I’ll be right back,” Soarin explained. He stepped into my bathroom and closed the door.

Hey look! Mail!

[If you’re sure, go for it.]

I walked over to the box on the floor, hardly registering Dash’s apprehensive tone. I was finally helping her get together with Soarin. Besides, all I could think about was the yearning deep in my gut, of pleasing my biological drive, and the warmth of the alcohol. Dash would thank me later.

On top of the box was a short note.

Dear Dash,

You weren’t home so I dropped your package off.

-Derpy

“Oh Goody, a present!” I bit the twine and pulled it off the box, then lifted the lid. Inside was a folded black-and-white cloth, with a small note from Rarity. Patience was never my strong suit so I threw the note aside and pulled out the cloth.

As soon as I touched the black satin, it began to glow in a blue aura as a spell activated. I dropped the clothes and backed up. They began to hover in the air in front of me.

Dash?!

The largest bolt of fabric launched at me, going over my head and forcing my legs up, then through the sleeves. The magic numbed me as it molded me and the clothing together, dressing me in mere seconds.

During my struggles, I fell to my side. Black satin was clinging tightly to my sides as stockings unrolled themselves up my legs. Strips of the cloth began to tie themselves into my mane, and one strip tightened around my tail.

My heart was racing and I tried to pull one of the stockings off my foreleg. While I was doing this, something hit me in the forehead and fastened itself. I scrambled backwards across the floor, and realized the spell was over.

Across from me was a vanity mirror, so I stood up slowly and approached it. The maid’s outfit that Rarity had made for Dash was clinging to each curve of my body. I tried yanking a stocking off again, but nothing happened.

[Oh, it’s a spell to help a non-unicorn get dressed. Relax!]

Whoa, that scared me half to death. I, uh. . . Can’t we just do this like normal ponies?

I walked over to the box and looked around for Rarity’s instructions. A gust of wind must have blown them away, and I made my way over to look under the bed. I had to crouch forward on my forelegs to reach under the bed. The note was in front of me, visible in the moonlight.

Dear Rainbow Dash,

I’ve enchanted your maid outfit to help things along. I guarantee he’ll find you irresistible. And to ensure you don’t get another case of cold hooves, the spell won’t fade for eight hours.

-Rarity

Bah, it’s so frilly. I mean, it’s nice and soft and all, but I’d never be caught dead dressed like this.

[Yeah, me either.]

“Mother of Celestia. . . wow,” Soarin said.

I tilted my chin towards my chest to look behind me, and saw Soarin standing in the bathroom doorway. That was when I realized my ass was sticking straight up in the air on full-display while I rummaged around under the bed. I began to wiggle out and tried to cover myself with my tail.

After I crawled out from under the bed, I saw one of the black bows tied to my tail to keep it out of the way of my hind quarters.

“Oh, Soarin. . . I, uh, well a friend said stallions like maids. . .” I was confused, trying to sort through mixed memories. It was hard to recall if it was me or Dash who wanted a maids outfit, or which of us was more eager to be mounted by Soarin. That was when I noticed he had put his Wonderbolts outfit on. “Hey! Nice suit, haha!”

I smiled and sat down, watching him strut over to me, displaying his impressive wingspan to me. “I’ve never seen a mare as beautiful as you, Dash.”

“I, um. . . big wings, very big. . .” My mind struggled to process the strange emotions of arousal and attraction I was getting, overwhelming the small piece of humanity left in me that was trying to warn me.

Soarin had closed the distance and kissed me, sending a familiar flush of warmth through my cheeks. He had freshened his breath and I could taste mint as I ran my tongue along his flat teeth. Our tongues met, and he wrapped his around mine.

We broke the kiss and I smelled the familiar musk, leading me to glance between his hind legs at the source. Dangling below his belly was a growing, mottled rod. Apparently this was a special Wonderbolts outfit that left plenty of room to access the fun bits.

As I stared at his dick I felt hypnotized, as if my body was meant for this moment. Memories of Dash being pleasured by another stallion years ago flooded into my mind, causing my marehood to begin winking again.

For some reason I knew I had to taste it, logic be damned. I wanted him as badly as Dash at this point, and leaned under him towards his cock.

A faint trail of pre-cum dripped from the tip of his head. My ears brushed his spandex uniform as I leaned in and licked the tip of his cock, causing it to twitch. More of his juice leaked out onto my tongue, sending a sweet and sour taste through my mouth. It was pleasant, something I’d never imagined for semen, and I lapped at the head of his cock as it continued to expand.

I felt two hooves hook behind my wings and nudge me forward. I grinned as I pictured his shaft inside me, letting it slide into my mouth. The head filled my mouth completely, stretching my jaw a little. It was warm and slick, filling my mouth with that sweet flavor. My nose could smell the musk, stronger than ever, inviting me forward, and making me feel safe. This was what I was missing all those years as a human.

Human? Wait.

[Huh?]

Should I be doing this, or is it you? Was it mares or stallions?

[I . . . don’t know, but it feels good, I promise.]

I relaxed and swallowed, pushing forward on the shaft. Part of me thought I’d never done this before, but the other part assured me I had done this in flight camp.

The large rod in my mouth slipped forward, stretching my throat slightly. I seemed to accept it with no issues, having no gag reflex. The warmth and fullness in my mouth was making my marehood quiver in longing, wishing to trade places.

I rocked back and forth a few times, enjoying the dripping juices flowing out of his dick. The itch in my loins was getting far worse, so I pushed backwards and pulled him out of my mouth with a wet plop.

“Dash?” Soarin asked.

Getting to my hooves, I managed to make it to the bed and toss my forelegs on it. I looked back at Soarin. “Mount me. Make me yours. I need this so bad.”

My tail twitched, landing to my side on the bed. My now fully exposed marehood winked, and my clit popped out for a second, taunting him. Soarin was grinning, trying not to let his tongue fall out of his mouth. He walked forward and put his hooves on my flanks, rubbing them slowly. “Whatever will I do with such a sexy maid?”

I whimpered, feeling muscles in my abdomen clenching and my marehood aching. “Anything, please!”

He moved his forelegs up to my wings, rubbing near the base. I could no longer keep them folded in as he stimulated the muscles, my wings expanded and became rigid.

As he slowly worked his way forward I felt a large wet bump against my marehood. I felt the lips of my pussy as they parted, coating the head of his dick in my arousal. Even that little touch sent waves of sensation through me, erasing any doubt I may have had about this being wrong.

Soarin pushed forward letting the pressure against my ass grow slowly. He tightened his grip with his forelegs, lifting me against him. I whinnied softly, begging him to go faster. The head of his dick had spread the lips of my marehood and was slowly slipping into my tight love canal.

My body began trembling, at the mercy of the stallion above me. I tried to push my hips back, but he kept me from moving far. His cock was spreading my vagina open, and I was clenching up my muscles, trying to pull him in further.

After several agonizing seconds I felt his dick reach the end of my marehood, our hips bumping together. I felt an incredible fullness, unlike any I had felt before, and a total sense of peace and belonging.

My entire life I had never known I was missing anything, yet now that his dick was buried to the hilt inside me I realized that this is what I was missing. I needed this, and only Soarin could give it to me.

As he pulled out I started whimpering, being robbed of the amazing sensation of fullness. The longing and yearning returned, and I bucked my hips backwards trying to slow his withdrawal. Before I could protest, he pushed forward filling me back up again.

“Yes!” I moaned.

Feels. . . Amazing!

Soarin began a steady rhythm, and the friction began to stoke a fire in my belly. Each time he thrust I found myself pushing back, trying to reach his hips again and take in his full length. All I could think about was the mind-numbing pleasure he was bringing me.

With each thrust, he’d brush against my joy buzzer, my highly sensitive clit that some merciful creator had placed in the perfect place on a mare to be stimulated by a rigid cock. It caused an electric tingling to go up my spine and down my legs. It made my muscles tighten down around Soarin during every thrust, brushing more of his member against my inner folds.

I bit a large chunk of the cloud bed to muffle my moaning, barely able to control my breathing. He seemed to be growing larger, or perhaps I more sensitive. I felt the fire inside me threatening to burst out, and tried to hold it inside me. This moment was so amazing I wanted it to never end.

Soarin continued picking up his pace, and I felt him bite my mane. He tugged at my neck with his mouth, while pulling my wings with his hooves. He used the extra leverage to thrust faster and deeper. The feelings of my strained muscles added to the ecstasy of this moment. Before long all my muscles felt like they were under tension.

“Almost. . . there,” Soarin warned.

“Fill me! Harder!”

I bit back into the bedding, begging for a release only he could give me. With a few final thrusts he buried his hilt deep inside me, and I felt the head of his dick flare wide open. The last few strokes caused my vision to white out. The engorged cock rubbed against the deepest parts of my marehood and trigger a blinding orgasm.

All my muscles went limp, resting in Soarin’s embrace, except for those in my pussy milking his cock for all they were worth. Warmth shot inside me, filling me up, and sloshing around as he made a final thrust and held himself deep in me.

I was gasping for breath and shaking as I rode down an orgasm unlike any I could have imagined. For a moment, I thought back to how short and shallow orgasms as a human seemed. I brushed the thought aside, knowing I was a pegasus and not a human. This was perfectly natural and I had enjoyed it.

Wow.

[Yeah.]

I nearly fell asleep before I felt him pull out of me. I whimpered, still tipsy from the alcohol but awake enough to feel empty without him inside. That was when I noticed the itch was gone. My marehood no longer ached, and my mind was freed to think of things that weren’t phallic-shaped.

“Soarin, you did it. You scratched that itch, haha. Such a funny saying, but really, that was amazing!” I sighed in contentment, then looked back at him.

“Thanks, you were amazing. I, uh. . . wow.”

I felt a little of his semen leaking out of my pussy and clenched my thighs together. It felt right to have it inside me and I didn’t want it to go to waste. When I looked up at him, I saw he was still fully erect.

“How are you still hard?” I asked.

“What? I always last two or three times,” he explained.

“That’s, wow. I can bang a girl again after, like, maybe half an hour,” I said. My mind wandered back to my exploits as a human, not putting two and two together that I was a man who had just been banged by a stallion.

“Wait, girls? You like to filly fool?” Soarin got a sly grin on his face, as if to say ‘I know a mare who might be up for a three way’.

“Huh?”

[Filly fooling, mares banging mares, Dude!]

“Oh, no, I’m not gay! I stick to wom—stallions. You know, except this one time when I was, uh, in. . . Manehatten—Marehatten, hehe.” I bit my lip and waited for his reply.

“Ah, it’s none of my business. We can go to sleep if you’d like.”

I glanced down at his erection, and a thought came to mind.

It’d be rude not to finish him off, wouldn’t it? I mean, he just helped with our problem

[Yeah, it’s your call, Dude.]

“Come here.” I turned around until my face was at the edge of the bed, and waved him forward. As he came closer, I grabbed his dick in my hooves and slid it forward into my mouth. This time he tasted more sweet than sour, having coated himself in my own arousal.

Soarin put his forelegs next to my head and pushed forward slowly. I reached forward and grabbed his balls, tugging at them gently. His stallionhood was sliding down my throat with ease, giving me an entirely different feeling of fullness. I was gripping his shaft tightly with my throat and swishing my tongue along the underside of his cock.

He started to thrust quicker and I fell into a rhythm that allowed me to breathe between thrusts. I pulled down on his testacles, teasing them and tugging them back. The skin on his shaft tightened as I yanked at his balls, causing him to moan in pleasure. As his taut skin met my tight throat, I could only imagine what sex for a stallion could feel like.

Soarin didn’t last long under the combination of sensations I was giving him. His cock expanded, wedging itself in my throat before he could pull out. He continued to push back and forth a couple inches as I felt warm fluid squirt down towards my stomach.

It gave me an odd sensation, like a trapped burp being swallowed, until he was finally soft enough to pull out. As he did, I sucked up some more of his sweet and sour seed. I brushed some of the sweat from his belly off my face, noticing how strongly his musk smelled. It had been rubbed all over me, marking me as his mare.

I smiled and yawned, tasting a tangy aftertaste. “Now we can sleep, thanks. I should drink more often, this was tons of fun!”

Soarin nodded and pulled some blankets out from the foot of the bed. “You look spent. Let me tuck us in.”

“Aww, you’re so sweet.”

“Want to take that outfit off?” he asked.

“Nah, I can’t. Just get over here and cuddle.”

He tossed the blanket over me and then climbed into bed. “I guess we’ll shower in the morning.”

“Mmhmm,” I moaned.

He scooted up alongside me, wrapping his larger form around my back. His forelegs hooked around my chest and he held me tight in his warm embrace. I felt safe and secure, falling into my first peaceful sleep since arriving in Equestria.