Tim finds his arms pulling Twilight closer as she pushes her tongue into his mouth. Her hands rub along his back, then up along his shoulders. She grinds her crotch into his, and he shudders. He invades her mouth with his tongue as he runs his hands along her body, her smooth skin, the gentle bumps of the bones of her spine, the softness of her hair. Just everything reminds him so much of home. His heart blazes with longing like he has ever known. If he weren’t so turned on and absorbed, he’d be crying. All other thought leaves him as she breaks the kiss, breathing heavily. Her horn lights.

“Let me see you." She stands up and crouches down, grabbing his jeans with her hand as her horn lights, and instantly, his jeans and boxers join his shirt on the floor. She stops for a moment, contemplating his erection. She smiles and looks up at him. She reaches out a hand and touches it gingerly, running her fingers up the side. She giggles softly when running a finger along the edge of the glans gets a moan and a twitch from Tim. Without another word, she brings her face close, her hot breath washing over his cock, getting his eyes to roll back in pleasure.

Her tongue darts out, tickling the tip. His moans give her more confidence, and she wraps her hand around the shaft, tilting his erection to point directly at her. He spasms when her lips close around the head, she shifts her hand to cup his balls as she brings all of his hardness into her mouth. He is barely able to open his eyes to watch her head bob up and down on his cock, his breathing starts to get stuttered as she starts to suck strongly as she continues to bring him nearly out of her mouth, then dives all the way back in. Her mouth feels perfect, warm and short, with teeth and gums all in the right place.

“Twi…” Tim gasps something more, but his objection dies in his larynx. His body is betraying him. Every instinct is firing on all cylinders. At his longing and loneliness is combusting into a coup against his better judgement. Her horn is lit up like a firework, sending indescribable tingles up and down his cock. His entire body spasms as his balls contract. He shudders and shakes as his seed bursts forth into her mouth. This feels just so right. She moans, using her magic to hold him in place, helpless to stop the onslaught of pleasure. He spasms wildly, moaning her name.

She releases him with a loud pop. She licks her lips, swallowing. “You. Me. Bed. Now.”

He grins and looks down. His hand cups her hip. He smiles back at her, his fingers digging into a very human hip instead of a pony flank. His other hand goes to her breasts, practically drinking them in with touch. She looks down and giggles. She touches his cock, horn lighting and her magic chiming. He can feels pressure on his manhood like an invisible sleeve. It rises again to prod the princess.

“What did you do?”

She giggles, “I see you’re enjoying a perk of being with a magical mare." With him being on his feet, the top of her head is just above shoulder level for him. She reaches up and kisses him on the neck, then moves and bites him gently on the chin. Tim’s arms rise and he grabs her cheeks, fixing her right in the eye. He kisses her, moaning softly into her embrace. She’s not a great kisser, not enough tongue, not enough lip, but he could care less. Hearing human moans, feeling human skin, feeling the texture of human tongue just teasing at the front instead of mare invading his throat… The faint smell of her sweat inspires him to drink her up like water in the desert.

Tim lets her guide him to the bed. Her form has him completely captivated, as they get to the bed, he reaches down and pulls her towards him, she squeals happily and leaps up, wrapping her legs around his waist, her arms go around his shoulders. She reaches forward and bites the tip of his ear. “I’ve waited so long for this. Don’t stop.”

Tim leans down and lets her weight bring them both onto the bed, his lips lock onto her neck, running his tongue along the sensitive and thin skin along the neck. He can feel he’s rock hard, and it takes nearly everything he has in him to not simply enter her. He brings his hands up, her gasp as his fingers find her nipples gets a smile from him as he runs his tongue down her neck. He uses his teeth on her shoulder, gently nipping as he moves his mouth to her chest. As he gets his head level with her chest, he pulls back so he can appreciate those glorious breasts again. The nipples are roughly the size of pencil erasers, with dark areolae around covering the size of a half dollar piece. On her back, they splay invitingly to the sides. Tim grins, placing his hands on them and squeezing. He’s transfixed, fascinated. He rubs them with his face, kissing them around the whole of the breast. Then he’s resting his face on her hairless chest. Twilight giggles, letting him play with her like a toy, mentally taking notes on everything he’s doing. Best field experiment ever!

“I’ve missed these…” Tim sighs, just letting his fingers enjoy the squishy, resistant texture. He kneads his fingers into them, pressing the nipples with his palms.

“You like?”

“I could do this for hours.”

“Really?”

“Yeah.”

“Wow.”

“You ain’t seen nothing yet.” Sucking strongly on the nipple gets a gasp and a moan from Twilight, “Oh, wooooow…” She squirms into his touch as uses his hand on her other breast, rolling the nipple in the tips of his fingers as he lets his tongue dart out and play with the very tip of the one in his mouth. Her gasps and moans are music to his ears as Twilight’s entire body flexes in pleasure, the room brightens as her horn lights, throwing off motes of lights even before she orgasms. Her breathing accelerates as he runs a hand down her belly, enjoying the feeling of skin underneath his fingertips as he finds her hot wetness. Her gasps increase as he parts her lips with his fingers, finding her clit, he runs his finger all along it. After a few seconds her entire body is bucking as her breathing becomes stuttered. He looks up, her horn is even brighter now, bright balls of light fly in every direction as she cums, a few even hit him, leaving warmth on his skin as the unfocused magic infuses into him. He moves with her, moving between each breast as her orgasm continues silently. Then, with a huge sigh, her body completely relaxes. He looks up at her, she’s staring into space, breathing heavily as her horn quiets. She glances down at him, “Please, Tim, please fuck me.”

That gets a smile from him. “Please, I haven’t had this in so long. Let me remember the taste and scent of a woman first. I miss it. I just want to experience it again, just this once.” He shakes a little bit, as if afraid that he’ll lose this nostalgia without warning.

Her brow furrows, then he starts raining kisses down her belly, enjoying the feeling and taste of her soft skin. He moves his body down, her legs have spread for him, and he smiles as he contemplates her hot lips before him. He turns his head a bit and kisses her upper thigh, running his tongue up then moving to the other thigh. The he plants a small kiss on her lips, not teasing them open yet, just letting her feel his hot breath on her most intimate parts. She reaches out and grabs his hair, pulling his face into her crotch.

He lovingly places his lips on hers, letting his tongue dart out, parting the folds. Her wetness starts to drip down his chin as he runs his tongue up and down her slit. She moans loudly as he finds her clit with his tongue. Not as big as a pony’s clitoris, but he knows what to do with it. Using the flat of his tongue he runs its entire length along her clit, getting louder moans from Twilight. Finally, he runs his tongue along her entrance, as he does so, he snakes his hands under her rear, reaching up and finding her breasts, her body bucks and he rides her bucking as she starts another orgasm, his eyes are closed, but he can feel the soft impacts of the magic as her wetness gushes further. Pinching her nipples and running his tongue all around her sopping wet entrance gets a high keening note from the pony princess turned human as her orgasm continues. Finally, her body collapses to the bed.

Still shuddering, he grabs him by the chin and licks her lips. He crawls along her body, carpeting it with kisses on the way up, savoring the breasts like a fine meal. His face meets hers. Her tongue invades his mouth as she wraps her arms around his shoulders, bringing him as close to her body as she can. Her legs are spread wide, he can feel her wetness with the tip of his manhood. He moves a little bit and he pushes forward, he’s gratified feeling her lips part for him. She gasps and breaks the kiss as he inches forward into her. “Don’t stop – take me!” He lifts up so he can look at her body as he fully enters her. He looks down, watching as his pelvis is connected with hers. He stops for a long moment, just enjoying the feeling of her tight wetness. She starts making those same mewling noises, which get louder as he starts to pull out, then he pushes back in, fascinated at the view of him fucking her. Finally, he leans forward, putting his hands right next to those glorious breasts as he starts to piston into her, frantically pushing for the orgasm he can feel coming. Faster than he could ever believe, his balls tighten as he feels he’s going to explode.

Oh how he has missed this, a mate of his own kind! Soft skin, two legs, two hands, breasts, no muzzle, no nickering, no whinnying.

Twilight, for her part is riding through another orgasm, her horn is brighter still as she squirms in place as Tim pistons into her, pinning her down with his cock. She reaches up, stroking his chest.

“Twilight, I need you.”

“I love you.”

“I’m going to cum, soon.”

“Don’t stop, Tim. Cum inside me. Make me feel like a woman.”

“Twilight, I-” His eyes lock on hers as his entire body tightens as he starts to pump into her. She reaches out and pulls his body onto hers as she is driven over the edge once again. For a few seconds, the entire room is lit bright as day in purple.

His cock goes wild, twitching as he spews into her. The familiarity of form and novelty of partner drive him wild, and with a cry and a lunge, he hilts into her, moaning and thrashing, overwhelmed by pleasure, letting her have everything he has. He kisses her neck and sucks it, hard. He digs his fingers hard enough into her skin for the nails to leave marks. The touch of another human intoxicates like heroin.

Both of them breathing heavily, she holds him tightly as he slips from her wetness. With a last burst of energy, he tumbles to her side, snaking his arms around her. She places her head on his chest, hearing his heart’s hammering gradually slow, humming softly as she wraps her arms around him and snuggles into his side.

She runs her fingers along his chest, playing with a nipple, “That was amazing.” She smacks her lips. “I’ve never tasted myself like this, do you like?”

Tim nods, “Yeah.”

“Does it taste human? Like girls you’ve had sex with before coming here?”

Tim stops and thinks, finally he nods, getting a squeal and a tighter squeeze from Twilight. “That’s amazing! Your genome is so interesting. Not as complex as ours, obviously, but it’s still got a lot of interesting parts to it. Did you know the percentage of your genes that do absolutely nothing?”

Tim shakes his head. “I’ve not learned much about genetics.”

She snuggles close. “Thanks for the phone; it’s taught me a lot about how body parts on human mares move, how the breasts hang, which tells me a lot on how they are put together, combined with the genetic information from your X chromosome from your mother, which I used to get the genes to make this…” Tim squirms a bit. “Tim, I know, we have those taboos, too. But remember, I didn’t need the information just so I could turn myself human for you. But it’s so I could learn as much as I could about your species.”

Tim sighs as she runs her hands along his body, “I love the feeling with these fingers. They are so sensitive.” She reaches down and cups his balls, running her fingers along the smooth skin. “I could touch you all over…”

“Touch me then. No talk, no science, just touch me.”

Twilight obliges, rubbing Tim up and down. He’s different than her woman shape. He’s hairier, harder, and a little bit fattier. His muscles are more developed, especially on his chest and arms. She feels a little thrill unfamiliar to her – a stronger stallion, that’s a concept she never imagined going for. Perhaps her magic transformation is making her think more like a human, too?

She can’t help but marvel at skin. It’s warm, soft, and smooth, yet also slightly oily and a bit hairy. Tim has closed his eyes, breathing in and out deeply, steadily. He looks relaxed, nearly angelic. “Karen…” he murmurs softly. She frowns, but doesn’t say anything, instead planting a gentle kiss on his forehead. “I’ve missed this… girls are nice…” He brushes her body, gently caressing her stomach. “Thank you, Twilight…”

“I love you,” Twilight barely breathes, kissing him.

“Twilight, I ca-”

“Shhhhhsshh, we’re just two humans here. Let me do something no pony mare can…”

Twilight straddles him. Her horn lights, hardening him again with that warm sleeve. He opens his eyes as she guides his throbbing cock to her entrance. He watches the concentration on her face as she lowers herself ever so slowly, impaling herself with his manhood. Finally, she is hilted, she runs her hands along his chest as she starts to move. Tim finds himself fascinated by her breasts as they bounce with her gentle motions. They bounce beautifully, and he reaches out first one hand, then the other, to touch them. He starts cupping them, feeling the smooth skin on his whole hand, then he moves to the tight nipples, playing with them and watching the magic start to form on her horn as her arousal grows. Tim starts to run his hands all over her body, tracing along her hips, moving up her sides, tracing the outline of her breasts and then her shoulders and neck. Enjoying the feeling of her squeezing down on him as she speeds up, she reaches out her hands and he grabs her hands in his as she really starts to bounce on him. Her eyes roll back as her horn lights brightly, again sending unfocused magic all over.

“Oh, Tim. Dear Tim, please, fill me again, I need it.” She moans. Her fingers interlock with his as she pushes herself over the line and she stops bouncing for a long moment as her body writhes on his, her breathing becoming stuttered as the magic lights up the room brightly once again. As her orgasm subsides, she looks down, “Please Tim, I need you to cum, please, I need your seed.”

In a haze he brings her body closer to him, he starts to piston into her, it’s a little awkward to do so being on the bottom, but her arms wrap around him as she quivers and vibrates, “Please, Tim. I need you so badly.” She moans as he speeds up, he’s going to cum quickly like this, he can feel his body trembling as he gets closer. He runs his hands along her back, running the very tips of his fingers along the small of her back, feeling the soft curve of the spine, she shivers in pleasure, moaning softly as he finally goes over the edge, he hilts himself inside her as he pumps his seed into her, he can feel his cum spurting out and into her. Her entire body convulses as her horn lights again, the magic is even stronger this time as the room lights bright as day for several seconds, several floor lamps crash to the floor and a table turns over as she lays there, her eyes closed tightly as she vibrates in pleasure. Tim can feel the heat from her magic spread all over as her horn finally quiets. She lies there for a long time, panting hard, trying to get her breath.

“Oh, that was amazing…”

Tim pants, “That was really good for me, too, Twilight.”

Tim looks down as Twilight freezes on his chest. She runs her hands along his body, then she lifts her head. “Oh, no!” She sits up quickly, reaching down, feeling him still inside her. “No, I didn’t do that, no!”

Tim’s brow furrows. “What’s going on, Twilight?”

She lifts herself off him. “What did I do! You’re not supposed to...we’re not supposed to.... I'm so sorry.... I didn't....” She shrieks, her horn lights and with a loud pop, she’s back to her pony self. “I’m so sorry!”

Tim frowns, “What is there for you to be sorry about? I'm the one who fucked up here.”

She whirls away, her tail covering her marehood and her wings covering her face. “Oh no, oh no, oh no, oh no, oh no, oh no!” Her voice rising in pitch and volume throughout. She gallops a few steps away then whirls back around, “I took advantage of you! How could I.... Cadance warned me, talked to me about it, she said it was ten times worse as an alicorn... but I wasn't expecting...and you...and we...I'm sorry.”

Tim shakes his head, then he looks down. “I’m going to have to explain this to my herd when I get home.”

“EXPLAIN?” Twilight shrieks even louder, “How do you explain that the Princess of Friendship pretty much raped you!”

“Rape? I didn’t say no, I didn’t fight you. I was in the wrong. I’m the one who betrayed my relationship.”

She sits down, wincing a bit. “Tim, I let my feelings get the better of me, using my heat as an excuse -- I seduced you! I turned myself human and showed off that body to you. I don’t know what I thought I was doing there! I should have sent you away.” She buries her face in her forehooves, sobbing.

Tim lifts himself out of bed, his legs don’t want to work right at the moment. In fact, his entire body doesn’t want to work right. He gets down on the floor and crawls to her, “Twilight, I’m just as culpable here.” He sighs, “I hope I don’t lose Citrus and the girls over this...” He reaches out and touches her withers. With a shriek, her horn lights and she teleports away.

Tim moves to a sitting position, his bare rear on the cold hard crystal floor. He glances around. “Twilight?” After a long moment with no response, he moves over and grabs his clothes. She’s gone for real, not just into the next room, but somewhere else entirely. As he looks down, her arousal is all over him. He can’t go home smelling like this. He takes a look around, there should be a bathroom up here. He stumbles to his feet and staggers over to a door. Opening it gets a smile as he crawls into the shower stall. The controls are the same as at home, soon hot water is running down his body. He scrubs quickly and presses the pad for the quick air dry. He steps into the bedroom and pads across the floor, his steps are quite a bit steadier after the shower.

He slips from the room after getting dressed, his rucksack on his back, he heads through the castle and doesn’t see anypony as he heads down the stairs and into the night. The clock on the town hall tolls ten at night. How had ten hours passed already?

Showing his little medallion to the conductor gets him escorted into a waiting room. Though a bit over half an hour remains until the next train will be coming in, it actually passes rather quickly. The whistle of the train has him mechanically getting to his feet. He enters the train and collapses onto the seat. For once, he barely notices the plush opulence of the royal coach as the train takes him into Canterlot.

The walk from the station to his apartment building doesn’t take very much time, his feet have trod that ground many times now. The elevator quickly takes him to the top floor and he exits and gets to the door. Putting his hand on the door gets him to pause for a moment, finally he opens the door and slips inside.

“Tim!” Come’s Citrus’ voice. She gallops towards him, though the look on his face gets her to slide to a stop.“Tim, is something wrong?”

Tim sighs, the tears already starting, “Citrus, please don’t hate me, but I have something to tell you.”

Next Chapter: Chapter 18. (Revised) Estimated time remaining: 13 Hours, 31 Minutes