Authors Notes: This chapter is nothing but adult themed. Although it isn't graphic. There are a LOT on insinuations regarding sexual material. But it's still good for a laugh.

The sun rose quietly through the morning sky as it broke over the horizon. All of the snow had finally melted and Winter wrap up had passed with the aid of a disgruntled Alicorn. AJ's birthday had passed by with some minor pranks and blackmail pictures, and the plants were beginning to come into full bloom. It was starting to head into spring as now it was almost mid April, and that meant only one thing.

*CRASH*

"Get him girls!" A mare shouted out as they chased a certain black Alicorn through the streets of Ponyville.

'Oh shit! Oh shit! Oh shit! Oh shit! Oh shit! Oh shit!' Midnight began to curse to himself as he sprinted along the ground in a panic from a small mob of mares. "Why in the hell was I not told the specifics about mares going into heat. Sure I don't mind rutting with any mare that wants to, but not when I can fucking knock them up. Oh god! Curse my gigantic loins and my will to fuck." He gasped seeing a small mob of ponies suddenly appear at the mouth of the ally he was running through. He stopped, breathing hard to catch his breath as he turn back to see another group advancing on his position. "DAMMIT!" He shouted looking back and forth as the two groups of mares began to slowly close in on him.

"Time for a new plan." he thought quickly as his horn began to glow brightly.

"CRAP! Get him before he..... *VORP* .....teleports." One of the mares said giving a defeated sigh seeing the empty spot before her where the Alicorn had just been.

"Alright girls, check the entire town. He has to be here somewhere." The young mare shouted getting a nod from everypony. They all broke up the group as they began to search for him.

"Heh, good luck ladies. I am NOT going to be easy to......"

"THERE HE IS!"

"FIND?!" He shouted as he was piledrived through the cloud he was was hiding on from a pegasus mare above him. They began to freefall toward the ground as Midnight opened his wings to slow their decent.

"LET GO!" He shouted trying to at least glide but kept tumbling head over flank through the air.

"I WANT TO HAVE YOUR FOAL!" She shouted as her grip increased around his midsection.

He managed to look down as the ground began to close in on him. His mind raced as his magic began to fill his horn. He risked a glance as the ground came speeding at him. *vORP* He vanished with the pegasus mare just a few feet from the ground.

*SNAP*

He reappeared in a flash of light above a small pond as his velocity carried him into the cold water with a loud splash. He looked around slightly stunned from the speed he had hit the water but quickly regained his bearings as he swam to the surface. The pegasus mare still tightly clinging to his waist giving a gasp as they broke the surface of the water. He swam for the shore doing the back stroke so that the young mare could still breath, however upon reaching the shore he began to pry the young thing from him.

"Seriously sweetheart, you need to let go." He spoke as she tried to bite his hooves as he tried to pry her loose.

"No way, I finally caught you after three hours of chasing you down. I'm in season and I WANT A BABY!" She yelled as her grip squished his midsection.

"Listen darlin, I am in a complicated relationship as it is, and I cannot afford to have the mass of mares to get knocked up by me. I'm sorry but I'm just not going to do this." He chuckled sitting down as his horn began to glow.

"Weren't you that human before?" She asked causing his concentration to break on using magic.

"Yes....... But what does that have to do with anything.

"Have you ever heard of pheromones?" She grinned loosening her grip a little smiling up to him.

"I have but what does that have to do with anything? Wait a sec." Realization hit him as he watched in slow motion as the mare let him loose, turned around and bucked him backwards onto the ground. His sense were knock for a loop for a second but suddenly returned as he looked forward seeing a plot pressed right to his face. He gasped for a second taking a deep breath and suddenly felt all light and happy. He looked forward seeing the most wonderful plot he had ever seen in his entire life pressed almost directly to his nose. His movements began to get sluggish as he smiled. Then as the mare pulled away turning around and coming forward to kiss him he shook his head to clear the fog.

"What the hell was that?!" He shouted in the mares face causing her to giggle.

"That, my dear, was one of your weaknesses finally coming into play." She smirked moving forward but suddenly froze as she watched herself being pulled away from the Alicorn in a field of magic.

"Sorry sweetheart. I'd love to stick around but I have to get home to my FIANCE." He emphasized the word fiance with gusto. His horn lit up as he released the hold on the pegasus then *VORP* teleported before she could reach him.

She stomped the ground in a fury, giving a loud snort as her wings flared out. "I'll have my way with you yet Alicorn."

*SNAP* Midnight appeared in Rarity's boutique in a flash of light and the snap of a whip. He looked around quickly to make sure that their wasn't any other mare around before giving a sigh and plopping down onto the floor giving and sigh of relief.

"Midnight? Is that you?" Rarity called from the other room.

"Yes, sorry it took so long. I had to do some hurdling and aerobics in town earlier to avoid a few crazy mares." He chuckled as he got up, heading toward the room Rarity was in. He rounded the corner and fell over in a heap staring at the sight before him. Rarity stood there in full lingerie, a rolled up whip in her maw as she wiggles her eyebrows at her lover.

"Oh God! Not you too?!" He Squeaked looking at her.

She stopped for a moment looking at the Alicorn with a puzzled expression. "What are you talking about darling?"

"I have just spent the last three hours running from a mass of in season mares. I am beyond tired at this point, and now I come home to find you dressed up like this. Please for the love of GOD tell me you aren't in season." He pleaded.

Rarity began to laugh loudly causing the Alicorn to whine. "Darling I will not be in heat until mid summer. I am beyond fertile at this POINT!?" She squeaked out the last word as Midnight swooped over to her and pulling her to him with his magic. He gave a sinister grin before kissing her passionately then pulling away to see her face in full blush.

"I hope you're ready for a marathon, because with as many mares that have been hot on my heels today to rut with them, and the thought alone of them all wanting to rut. I have got to relieve this tension the only way I can. By making you walk funny for the next week." He laughed causing her to gasp out, a smile spread across her face as they went upstairs after locking the boutique up and placing a magical seal on the doors so nopony could enter.

"Twilight, what's wrong with you? You've been acting weird for the past couple days." Spike asked as he watched the purple unicorn pace around the library, ever so often she would stop to place one of her back legs in front of the other and hiking her tail up slightly.

"I'm fine Spike, I just need to take care of a few things. Do you think you can run to Pinkies and grab a few things. I'll give you a few extra bits to get some gems at that nice new shop that opened across town if you do." She smiled at him innocently as he happily agreed, quickly getting the bits and running out the door. Twilight gave a lustful sigh as she was finally alone and could finally take care of a few things. She quickly made her way upstairs jumping onto her bed with glee, pulling out a romance novel, opening it to a specifically dotted page before.

*knock knock*

"CELESTIA DAMMIT!" She yelled into her pillow as she angrily pulled herself from her bed to head to the door.

*knock knock*

"I'm coming!" She yelled. "I wish I was anyway." She grumbled under her breath as she reached the door, replacing her grimace with a smile as she opened the door to reveal several mares who all began to look around the library through the door.

"Is Midnight here? We heard he was here." One of them shouted as they continued looking around.

"I wish he was, why in Equestria do you want to know though?" Twilight groaned, cocking a brow.

The three mares just blush heavily gently scraping the ground with a hoof each. Twilight normally pleasant demeanor took a nose dive as she lifted the three mares from the ground with her magic slowly pulling there faces to her as she spoke with so much ice behind her voice you could see the vapor of her breath.

"You listen to me you little sluts. You may be in heat and after a stallion, but THAT Alicorn is MY Coltfriend. If I so much as see you even look at him within the next month I will personally turn you into toads and toss you into Froggy Bottom Bog with the Hydra's. Is that perfectly clear?"

The three mares pupils went to pinpoints as they curled up tightly in fear together.

"Crystal." They spoke in unison just before Twilight released her hold from them and they ran off with their tails between there legs. Which with them in season was an astronomical feat.

Twilight gave a loud snort as she turn, gently giving the door a kick to close it as she began to walk back to her room.

*Twilight? Are you here? Oh there you are." Came another mares voice from the door as it was pushed open before it could fully close. Twilight dropped her head for a moment before raising it up again and whipping around with a scowl on her face.

"I thought I told you...........to.......... Oh hello mayor." She spoke sheepishly seeing the semi shocked expression on the mayors face.

"Twilight, I am guessing that you're experiencing the same problem as the rest of the mares in town right?" The mayor asked coming in and closing the door behind her.

"Problem?" Twilight asked, curious as to what she was referring to.

"I just received a letter from a friend in Manehatton saying that mares who were coming into season recently have been acting rather stranger than normal. They have become obsessed with finding a stallion to father their foals due to how strong the heat is. The letter went on to say that there seems to be some magical influence to the whole situation. Many of the ponies affected have even turned feral in so many words, chasing down stallions at random and literally making them do.....things to them." She blushed at the last part.

"Yea, it is becoming a problem for me as well. I haven't been able to think straight for the past couple of days, and it's only getting worse. I'm lucky enough to have a coltfriend but I haven't seen him all day. Did the letter say anything else?" Twilight spoke as her back legs ground together.

"There is one bit of good news. It seems that since this is a magical based heat, becoming pregnant with a foal is out of the question. But if a mare is actually in season when they are supposed to be at this time, they can become pregnant." She finished and watched as Twilight fell to the floor with a contented sigh.

"Thank Celestia! I'm not supposed to be in heat until late summer! Now where in the hell is MIDNIGHT!" She snorted as she let her feral instincts to mate take over.

"Twilight, I need your help with this. You're the only pony I know with the magic powerful enough to....." She was cut short as Twilight snorted at her as she passed her heading out the door with a lowered head.

"Can't talk now, Got to find my lover." She said as she left the library and the mayor standing there gawking.

*knock knock*

"I thought we turned the sign around on the door." Midnight smirked as he nibbled on Rarity. They had already been doing it for about three hours now and there was no signs of stopping anytime soon.

"*eep* We did, but *ooo right there* I wonder who would know that we are here." Rarity panted.

"I know you're in there! Get your well sculpted flank out her right now!" Twilight shouted from outside.

"Was that Twilight?" Midnight asked as he leaned away from Rarity but was immediately pushed down, his horn scrapping the wall just under the window.

"You stay there while I lean out the window to find out." She smirked as she straddle Midnights head and opened the window.. He gave a chuckle smiling upwards to the sight before him.

"Yes ma'am."

Rarity gave a shudder of delight just as she leaned forward slightly out of the window to see a pacing Twilight at her front door.

"Twilight darlING! Ahem, whAAt can I doOOO for you?" She spoke out in higher pitch as Midnight was making short work of her.

"Where is Midnight, I need to talk to him right now. Well I need more than to talk to him but anyway WHERE IS HE!?" She shouted giving a pant.

"He is RRRaather busy at the mOOOOment darling. OW!" Rarity pulled her head back in through the window for a moment. "NO BITING!" Before she reappeared smiling down to Twilight with a flushed face and slight pant.

"He's in there isn't he?" Twilight snorted as her horn began to glow.

"No not at *vorp* all?"

*SNAP* Twilight appeared in Raritys room with a loud snap looking to see Rarity leaning forward out the window as Midnight lay on his back beneath her, he tried raising his head from the loud snap but his horn caused him to get caught on the wall.

"Oh thank Celestia I found you Midnight. I need your assistance right now." Twilight spoke seductively as Midnight turned over and stood upright to face her. Rarity blushing profusely but stopped as she noticed that Twilight hadn't recoiled in embarrassment from seeing what she had seen.

"Twilight? Are you alright." Midnight spoke looking at her as she came up to him with a bedroom look plastered across her face, a slight pant coming from her.

"I will be shortly." She giggled before turning around leaning down onto her forelegs and hiking her tail as high as she could.

*FWOOSH* Midnights mane and tail exploded into a blaze of glory, his eyes going wide.

"TWILIGHT!? WHAT THE HELL!? When did you become so forward?............... Wait............ Are you in season?!" He whimpered pouting a lip out.

"No............ It has something to do with magic.........." She kept hiking her rear higher toward Midnight backing up uncontrollably. "The mayor....... got a letter from a friend in Manehatton............. said that the city........... was overrun with heat crazed mares.............. Sweet Celestia Midnight will you just FUCK ME?!"

"If its a magic instated heat then what about mares getting pregnant?" Rarity asked looking to Midnight as she pressed up against a slightly twitching Midnight.

"She said.............. if its not within my normal time to be in season............... I wont get pregnant.................My time......... is in late summer.............. it's late spring nOWWWWWWWWWWWWWW!" She squealed out as Midnight gave her a satisfying lick. She immediately fell over in a heap, a loud moan escaping her.

"Oh Celestia that was good." She twitch happily on the floor as she slowly turned over.

"Rarity, I think I might need a bit here. Would you mind giving us a bit?" He smiled back to her causing her to giggle.

"Of course darling, but do remember, this is her first time. Do be gentle with her." She laughed but stopped as Twilight tackled him to the floor kissing him hard only stopping for a moment to speak two words.

"Screw that!" She shouted as she began to take control of the situation. Rarity made a hasty retreat listening to the noise as she left, it only getting louder as she made it downstairs.

*6 hours later*

"SAVE ME!" Midnight shouted as he tried to drag himself out of Rarity's bedroom from the sex crazed mare that was dragging him back with her magic.

"And where do you think you're going lover. I haven't had my hundredth orgasm yet, But your close. Eighty three isn't that bad, and I did promise to let you go after a hundred. She grinned seductively as she pulled the Alicorn back and strapping him to the floor with her magic.

"Please Twilight, I have literally emptied my loins to where it hurts. I don't think I could ever fuck again due to your insistent insatiable appetite for making love."

"Making love? We did that the first few times. It's just been 'having fun' as you would put it, since then." She grinned as she stood over him causing him to whimper.

"Don't worry though, I should be sated in another couple hours. I'm already a little tired." She giggled nibbling his chest.

*3 hours later*

"*wheeze* Finally, *wheeze* done." Midnight fell to the floor unconscious as Twilight stood over him drenched in sweat. Rarity at her side keeping Twilight upright as she walked out of the room and into the restroom plopping into the tub as Rarity turned on the water.

"You have made a mess of my room my dear. I hope you had your fun though." Rarity smiled to the weakly smiling Twilight as she laid back in the tub as the water warmed slightly but was left at a cool temperature as the shower head erupted onto her.

"That feels nice." Twilight sighed as the cool water hit her, almost immediately turning to steam.

"I am just glad that I didn't catch what you did. Celestia knows I would probably kill the poor dear from my appetite." Rarity giggled causing Twilight to giggle softly.

"I never knew that having a coltfriend would be so much fun. I am disappointed with myself for not having done this sooner." She smiled as the tub became full of cool water that gently wrapped itself around her heated frame.

*scrape* "Water......" *scrape* "Water......." Midnight pulled himself along the floor toward the bathroom begging for water. Upon reaching and looking into the room he saw a grinning Twilight and Rarity. His eyes went wide as he slowly turned around heading for the stairs.

*scrape* "Death." *scrape* "DEATH!" he wheezed.

Rarity giggled standing up from the side of the tub heading out of the bathroom.

"I'll go save our poor Alicorn. You sit back and relax." She smiled before exiting the bathroom to chase a dehydrated Alicorn who was slowly pulling himself down the stairs.

"This day has been fantastic. Sure hope I can do this again sometime." Twilight smiled as she blew a few bubbles from her hoof into the air.