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The Conquests Of Baen

by Lucky424

Chapter 2: Honey

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The mare standing amongst the fields of flowers was as red as a rose in the face as she watched the triumphant stallion return. She wore a white dress that was weaved with brighter white thread in patterns. Her coat was the color of a bright sunshine, her mane and tail both a dark honey blonde that cascading in naturally bouncing curls. A cutie mark depicting a blooming golden blossom graced her flank and her eyes were a dark green, but they were darting back and forth refusing to meet the stallion’s eyes before her. “T-thank you for helping my father,” her voice was like a soft breeze, but wavering due to her nervousness.

Baen raised a hoof, “It’s no trouble. I couldn’t stand by and watch your father’s inn be destroyed by those dire wolves.”

Honey Blossom fidgeted slightly, “Both my father and I are grateful,” she smiled up at him, “you’ve been in our village for a month now and have done nothing but bring business to us and study. Does it not get lonely?”

Baen nodded, “Well I suppose, but I’m used to it. The road I’m going down, the quest I am taking, I can’t take my allies with me.”

Honey Blossom stepped forward and gently placed her hoof on his shoulder, “I can ease your loneliness if you wish.”

Baen raised an eyebrow, “Really?”

Honey nodded, “Yes,” she fidgeted, “though I am quite inexperienced, I assure you I can…”

Baen placed a hoof over her mouth, shushing her, “We don’t have to, if you do not wish to.”

“But I do,” Honey leaned forward, “I really want to, ever since I first saw you.” Both ponies then met in a kiss as they both fell into the flower field, the mare pressing him back so that she was lying on his chest, her hooves wrapped around his neck. Her statement about her experience was proved to be true as she kissed him much harder, her body sliding over his in order to get him aroused; it was working, but not as well as she hoped as Baen pushed her away a little. “What is wrong? Do you not find me pleasing?”

“No, far from it.” Before she could ask what he meant, Baen flipped them so that Honey was on her back, the stallion grinning down at her with his forehooves on either side of her head. He slowly lowered his own muzzle, bringing his lips softly to hers as her forehooves wrapped around his neck once more. Honey let out a surprised moan as she felt something rubbing between her rear legs, but she didn’t want to pull her lips away from the stallion.

Baen had other ideas, falling to the side and rolling Honey with him, the mare’s eyes going wide as he let a forehoof drift down her body, and he just grinned at her as he pressed it against her marehood. Honey’s body began to feel like it was on fire as he slowly rubbed her nethers, her rear legs slowly spreading to give him more access as she drew him closer, her warm breaths making his ear flicker as they drifted past. She mirrored his touch, dropping a hoof down between his legs, gripping the emerging stallionhood in her fetlock, massaging up and down the shaft.

Once he was fully unsheathed, Honey rolled away and gave a him a coy smile, her tail flicking around and filling the air with the scent of her arousal; the scent of which made Baen give a small growl, before he pounced on the mare, his forehooves pinning hers to the ground as he lowered his body to her. Honey gave a small giggle as he leant down and began to nibble on her neck, then gave a small whimper as his tip pressed against her lower lips.

She looked up to see him poised above her, and gave him a small nod, shuddering as his shaft slid easily into her moistened entrance, pressing her lips to his until he was deep within her. Starting slowly, Baen began to slide back and forth, Honey giving a small moan as she got used to him, then rocked her hips in time with him, letting the stallion get deeper inside of her and increasing the pleasure for the both of them.

The mare’s moans soon increased in frequency, as well as the stallion’s thrusts, the two of them panting as sweat began to matt their fur. For anypony walking by, the sounds of passion were unmistakable, but for Baen and Honey it was just spurring them on to to greater efforts. The mare’s rear legs were now around the stallion’s flanks, trying to keep him in place as his speed reached max.

Honey’s eyes slammed shut as she felt herself close, brushing her cheek against Baen’s before meeting his lips in a passionate kiss, screaming into his mouth when she released, her head falling away and being caught by one of Baen’s forehooves before it hit the ground as her body shuddered violently. The stallion thrusted a few more times before he hilted inside of the mare, groaning when his tip flared and his warm seed began to spray into Honey. She whimpered slightly as she felt him release into her, a happy feeling flowing out to her body from her stomach, and the pair fell apart, laying on the ground next to each other, panting heavily.

Honey giggled as she felt Baen nuzzle the back of her neck, then start kissing his way to her cheek, finally meeting her lips in a soft but sensual kiss, wrapping her in a tight embrace, the mare looking to the sky as she rolled over, her eyes going wide when she realised how late it was, sitting up suddenly. “Honey, what is wrong?”

“It’s late, father will be worried if I am not back soon.” Baen stood and straightened his armour, then offered her his hoof, to which Honey accepted and pressed against his side when she was on her hooves, their tails entwined as they headed back to the town where the inn was situated.


Baen paused his current task as the door to his room cracked open, reaching over his shoulder to where his axe rested against the tub, but he relaxed a little once he saw the blonde mane and green eyes, Honey giving him a soft smile. The stallion was under no illusion that her father did not know either her intention or their earlier activities, the mare having stared at him when she wasn’t busy. She slowly walked forward and took the washcloth from him, rubbing softly against his chest and pressing her lips to his giving a soft hum.

Even though Baen prefered to be in his armour around other ponies, he couldn’t help but smile appreciatively as Honey ignored the scars that marred his physique. He pulled his muzzle away and blinked in surprise as he heard splashing, Honey climbing into the tub with him and sitting in his lap, her forehooves resting on his shoulders. He brought his up and wrapped them around her back, holding her close as their lips met once more, with a higher intensity, causing the mare to begin sliding her body against his, Baen giving a small chuckle. “Something tells me we have awakened a new hunger within you.”

Honey lifted a hoof up and stroked his cheek, giving him a sultry smile as her eyes sparkled in the candlelight. “I guess that means I’ll have to find me a big meal, wouldn’t it?” She dropped her other hoof and began to stroke his once more emerging length, not allowing him to return the favour as his hoofs were holding her up. “I see you’re thinking the same. Perhaps you would assist with sating my hunger?” She gave a small scream of surprise as Baen spun her around and pulled her back so that she was pressed against his chest, a forehoof wrapped around her and holding tightly against him.

In the process he had pinned her forehooves against her side, Honey squirming as he kissed the back of her neck, his free hoof traveling down her body and massaging her thighs. She began to gasp for breath as his teasing hoof brushed against the edges of her marehood, but he refused to go any closer, gently pressing against her. From his position underneath her, Honey’s eyes focused on his stallionhood when he reached full, his tip just under the water in front of her. She tried to shift so that he was poised under her, but Baen held her tight, continuing to pleasure her with his hoof instead.

Not able to take it any longer, Honey managed to break free, spinning to face the grinning stallion with a glare. She stood over him for a few moments before she broke out in giggles, moving back up him and kissing him lightly, lowering herself into the tub. She paused to gasp for breath when she had taken his whole length, wrapping her forehooves around his neck and pulling into a passionate kiss, slowly raising and lowering herself on him.

Baen lowered his hooves and placed them on her flanks, gently massaging them as her muzzle pulled from his, their eyes locked until Honey closed hers with a rather loud moan, Baen having started rocking his hips under her. She rubbed her cheek against his as she pressed closer, their chest fur intermingling as the mare continued to slide up and down his shaft, a few moments before his stimulation from before hand added with that going on now causing her to let out a passionate scream, Baen holding her tight against him whilst her body shook so slightly.

Drawing her head back against his, Honey met Baen’s lips in a soft kiss, slowly rocking her hips over his still hard shaft. Placing her forehooves on his shoulders, she slowly raised herself back up, then slammed down to his crotch hard, making him grunt as she let out a deep moan. Again and again she did this, until both mare and stallion were panting heavily. Honey’s walls were clamping down tightly on Baen’s cock, and he started to buck his hips in time with her.

They threw their heads back at the same time, one with a loud scream and one with a loud groan, as Honey reached another orgasm and Baen reached his first, her body convulsing as he filled her with wave after wave of his seed. Once their bodies calmed down and his slowly shrinking stallionhood left the mare, Baen climbed from the tub and helped Honey out, each assisting the other with drying off, then headed into the main room and pulled the covers back on the bed. To Baen’s surprise, Honey jumped onto the mattress and lay down, beckoning him closer with a hoof, but he just frowned at her. “I do not think your father would approve.”

“I am my own mare, and whilst he may suspect, he does not mind. Now come, lay with me.” Softening his expression, Baen chuckled as he climbed up to join her, pulling the covers with him. He lay on his side facing the mare, lifting her muzzle to his and kissing her softly, and she gave an airy sigh when she broke away. She rolled over and pressed her back against his chest, the stallion draping a foreleg over her shoulder, pulling her closer


Baen gave a small groan as he moved from asleep to dozing, reaching down for his morning itch, but stopped when his hoof brushed against a soft mane. Lifting the covers, he found the dark green eyes of Honey staring back at him, his shaft buried deep within her muzzle. Their gazes remained locked as she drew back, then closed her eyes as she moved down once more, giving a small moan.

Baen looked past her to see her forehoof at work between her legs, giving herself stimulation as her tongue continued to please him. He threw the covers to the side and sat up, leaning down to take hold of Honey’s flanks. She pulled away from him with a gasp, but he just gave her a wink as he turned her body around. Her eyes shot wide and she let out a load moan, Baen having returned the favour, his tongue flicking over her glistening folds.

She tried to return her mouth to its task, but all she could do was gasp for breath as he pushed deeper, his wiggling muscle swirling over her walls. She felt the heat rising in her cheeks from the unusual stimulation, her legs trying to break free from where Baen held them steady. Her ragged breaths became faster along with her moans, her hips bucking in what little movement she was allowed, and she forced herself down on her shaft in order to muffle her scream, her crotch pushing firmer against his muzzle, Baen humming happily as he drank in her juices.

Shakily standing from him, Honey moved to his side and set her chest on the mattress, flicking her tail at his muzzle. Taking the invitation, Baen rolled onto his hooves and slowly moved towards her, sliding his chest along her back, her rear legs spread wide to allow him access. With the weight of the stallion on her back, Honey could barely move as Baen slid in easily, his shaft pushing the deepest it had been so far, making her give a small whimper.

He waited a few moments so she could get used to the feeling of him reaching new depths, but when she bucked her hips against him, he gave a small chuckle and began to thrust in and out earnestly. With the pounding her pussy was receiving, all she could do was moan heavily with her eyes slammed shut, pleasure coursing through every fibre of her body. She pushed her hips back spurring the stallion to his release, feeling her next one approaching fast with nothing to stop it.

It seemed Baen was in the same place, trading his strength for speed, slamming into her hard and fast and making her give shrieks of pleasure. Honey’s eyes slammed open when she couldn’t take any more, a loud scream echoing around the small room as her body shook under his body. For Baen it was too much, Honey’s walls clamping down on him like a vice and making it hard to move, yet he managed several more thrusts before he hilted inside of her with a loud groan, releasing his warm spunk deep within her.

The pair pulled from each other and fell to the mattress, panting heavily, Baen noticing Honey’s eyes slowly closing. He leaned close and gave her a soft kiss, then got up from the bed and moved to the bathroom. After a wash to make himself presentable, he returned to the bedroom to find the mare asleep, and he gave a small chuckle. After pulling the covers over her, Baen slipped into his armour as quietly as possible, moving towards the door.

He glanced over his shoulder at the snoozing mare, a serene smile upon her face, and he shook his head. Perhaps… if it were another life. Taking a deep breath, he walked out of the room and the tavern, making his way along the path out of town and not looking back.


Baen grinned at the horrified looking Cheerilee, taking a deep draught from his cider before setting the mug on the side and giving a happy sigh, then locked his eyes with the mare. “And that’s how your family was made!” There was a thud as the school teacher fainted, her head falling to the bartop; whether from shock or alcohol, Baen didn’t know. “Heh, that’s gonna hurt when she wakes up.” He then turned to the stallion behind the bar, who had been listening in. “What?”

“Dude… respect.” Baen was confused as the bartender reached a hoof towards him, but the barbarian lifted up his own and pounded against the one waiting, then turned back to the form of Cheerilee. Hmph, I suppose I should get her home. Getting down from his stall, he slid the mare onto his back and shakily made his way towards to door, oblivious to the stares from the other ponies

Author's Notes:

And thus ends our canon chapters. Anything from here on out will be 'what ifs'.

Now, I know most of you want to see him bang some other ponies, and as of the moment I have 9 further chapters planned.

So for now, requests for ponies are not going to be accepted. You never know, they might just be in the planned list.

Next Chapter: Princess Sparkle Estimated time remaining: 1 Hour, 20 Minutes
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The Conquests Of Baen

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