Rubbing his eyes, Flash Magnus rolled over and peeked over at his alarm clock. It wasn’t even six AM, more than an hour before he was supposed to wake up, yet he’d been roused from his slumber by yet another inexplicable and undeniably arousing dream. He lifted and glanced under the sheets, noticed the pre-cum smeared between his thighs, and scrunched his snout.

Suffering through wet dreams - wet dreams he’d started having almost constantly about a month or so ago, would have been strange enough in and of itself, but they had only been a precursor to what was a bizarre new chapter of his life. Being tormented with wild fantasies about alluring mares wouldn’t have been that bad, given that he’d always found himself attracted to large, powerful females, but his subconscious had developed a singular, licentious fixation on something he never could have predicted - big, throbbing stallionhoods. With a heavy sigh, he leaned over and pawed at his nightstand drawer.

While it was true that he hadn’t dreamt about stallions, the mares that haunted his sleeping thoughts were endowed with the biggest, juiciest cocks he could possibly imagine. He’d woken up utterly baffled the first time, brushing off the incident as just a wild imagining, yet they’d persisted for weeks on end. Each and every night, without fail, he drifted off and quickly found himself in the company of an exquisitely endowed female - a female that let him gleefully lavish her package with affection.

He hadn’t told a living soul about the odd development, too embarrassed to talk about it and fearful that he’d be heckled by his fellow guards or the Princess he was charged with protecting, but the repeated, lustful happenings took a toll on more than just his mind. What he assumed was the loss of some muscle from a lack of exercise, his routine having changed since moving to Sapphire Shoals to look after the retired sisters, was getting worse by the day.

While once he’d been a paragon of virility, young, strong, and with young mares swooning as he passed, he was now a parody of a stallion. His tush had become large and fat, his waist had slimmed considerably, and even his chiseled features had softened by a marked degree - nevertheless, those changes weren’t what bothered him the most. Feeling a tingle in his loins, knowing full well that the sensation didn’t herald an erection, he slipped a forehoof into his bedside drawer and grabbed a bottle laying therein.

It would have been impossible for him to say precisely when he’d gradually become impotent, but he knew it had begun at roughly the same time he’d started having his perverse dreams. No matter what he tried, regardless of what he thought of, he simply couldn’t get hard - furthermore, he could swear the size of his package had gotten smaller. It wasn’t like he’d ever measured himself while soft, nor had he gotten a specific size of his balls, yet his equipment sure as heck looked and felt like it had shrunk significantly.

As his hoof grazed something long and somewhat soft within his nightstand, he grimaced. If somepony had told him he’d end up buying a sex-toy months prior, he would have laughed; had they claimed he’d end up rutting himself with a dildo, he would have called them insane and had them arrested - regrettably, he’d been proven wrong on both accounts. Lifting the length of sculpted pony cock, passing it to one of his wings, he grabbed the lube and gave an exasperated sigh.

He wasn’t sure if it was funny or sad that he’d been reduced to stuffing something in his ass to relieve stress, but screwing himself had become the only way to get off. It may have been his imagination, but playing with his useless little soldier, and he couldn’t stress the little part enough, only yielded frustration. Having coated the silicone dong in lube, he threw off the covers, spread his hind legs, and brought the toy down to his groin.

If anypony saw him in such a compromising state, he swore he’d die of shame. He was Flash Magnus - for buck’s sake, he was a Pillar of Old Equestria, and yet he’d routinely taken to fucking himself with a dildo before, after, and even sometimes during his shifts! Bracing his back hooves on the mattress and lifting his waist, flipping his tail to the side, he pushed the toy to his entrance and suppressed a shudder.

He hated himself for it, but he couldn’t deny that some sliver of his id loved the feeling of having something thick buried in his tush. Yielding only the slightest bit of resistance, having acclimated to regular intrusions and its newfound use, his pucker winked and stretched around the blunt dong’s head. His eyelids fluttered, relishing the sensation of his tender p-spot being tickled by the toy.

Wasting no time, holding the dildo steady with his wings, he began lowering his hips. He wasn’t sure how stallions were supposed to plow themselves, or even if there was a right way to do things, but he’d found that a position similar to cowgirl often yielded the best results. With his eyes drifting shut, fixating on the tall, powerful, incredibly well-hung she-stud who’d apparently rutted him so hard that he’d woken up, he pistoned himself on the semi-pliable shaft beneath him.

It was crazy to think about, but the mere idea of having a big-dicked mare fawning over him, lavishing him with praise while he worshiped their equipment, was enough distract him from his duties - as such, the unorthodox masturbation was more of a need than a want. He’d already had several instances where his lapse of concentration had nearly led to the former Princesses being harassed by tourists or townsponies, so clearing his head prior to leaving the house for his assignment was a must. He subconsciously moved faster, inspired by memory of his nocturnal mistress telling him that he was a good femcolt, and softly groaned.

His shame, reservations, and his concerns for what the future might hold low gradually dwindled away. There was no other way to put it, riding a dildo was far more intense and pleasurable than rubbing his dick had ever been. The blissful sensation of fullness the toy afforded became almost transcendental, brought to an entirely different level by the power of his imagination.

“D…don’t stop,” he whispered, his eyes glued shut while fixating on the mental image of his mistress bucking up into him.

He knew it wasn’t real, that he was simply indulging in a fantasy, but that hardly mattered. Mares with stallionhoods simply didn’t exist, they were a construct of his subconscious, so he saw no harm in the small amount of escapism. As a tremble crept into his thighs, his soft, limp length flailing about and slinging pre-cum over his belly and the bedsheets, he approached the point of no return. Just a little more, just the smallest little nudge and he’d be able to -

Knock Knock Knock

His eyes shot open, a pang of raw terror shot through him, and his movements came to an immediate halt. He waited and held his breath, hoping that whoever was outside had come to his apartment by mistake - alas, a second series of knocks affirmed his dread. Glancing over at his clock, ensuring that he hadn’t lost track of time and made himself late for his shift, he scrunched his snout and continued bouncing on the silicone length.

Buck it - he hadn’t invited anypony over, any deliveries could be left outside, and he still had almost an hour left before he had to go to work. It may have been slightly rude to brush off a visitor, but it couldn’t be helped. Struggling to pick up the slack, to drive himself back to the brink of release, he chased the fantasy which had nearly cause him to -

“Flash, are you in?”

The voice was unmistakable, curt and with a regal flare, and it turned the blood in his veins to ice. Of all the creatures in the whole wide world to come to his door, why in Equestria, at this of all times, had Luna herself deemed fit to seek him out. Hurling himself forward, unceremoniously unsheathing himself from the toy, he cast the blanket over the dong and soared - literally soared into his bathroom.

“One moment, my Princess!” he blared, simultaneously grabbing a washcloth while turning the tap on his sink.

He couldn’t afford to take a shower, but he couldn’t possibly greet his royal guest looking as unkempt as he was. His mane was a mess, his backside was streaked in lube, and his useless, drooling colthood had spattered pre-cum over his stomach, chest, and even his neck. Answering the door while looking a touch disheveled may have been acceptable, but doing so in such a miserable state, especially for a Princess, was out of the question.

Having hastily wiped himself off with the dampened cloth, he used his wings to straighten his mane as he executed an about-face and rocketed through his chamber and to the living room. Though he couldn’t fathom why Luna was outside, he was inclined to believe she hadn’t come for something trivial. He and the alicorn got along swimmingly, often joking or chatting while he was on duty, yet she’d never sought him out while he wasn’t working.

“Y…yes, my Princess?” he wheezed, flinging the door open to peer out at her.

Luna stood just beyond the threshold, as resplendent as ever, but it was the look on her face that gave him a moment for pause. Instead of a welcoming smile, a stern, almost judgemental expression lay plastered on her countenance. Her eyes played over him, leaving gooseflesh in their wake, while he uneasily shifted in place and waited to hear what she had to say.

A tense, excruciatingly long moment passed, before she locked eyes with him. “Still growing your mane out, I see…”

He lifted a forehoof and brushed the thick, crimson locks spilling over his shoulder. “I…I apologize, Ma’am. If it’s a problem, I can always go to the barber and -”

She silenced him by dismissively waving a hoof. “You misunderstand - it was a compliment.”

While his face was already quite red, heated and flushed from the spontaneous exercise and arousal from moments prior, his cheeks darkened further still. “Thank you, Ma’am. I had no plans to let it get this long, but I’m a bit fond of the look.”

“Hmm,” she hummed, nodding and peering past him into his abode. “It does suit you and accentuate your features quite well, though I doubt many guards could pull off such a look.”

He bowed, stooping low and bringing his head to the ground. “I’m honored by your kind words. If I may ~” he continued, risking a glance up at her, “what brings you to my doorstep this morning.”

Staring down at him, she motioned for him to stand. “It’s a sensitive matter, one I feel would best be discussed in private. May I come in?”

Jumping aside before she could even finish asking the question, he dipped his head in deference and extended a wing toward his sofa. “But of course, my Princess.”

She nodded her thanks and slipped a forehoof past the threshold, stepping into his home as she inspected his den. “While I’m not shocked that your accommodations are so spartan, it’s a bit disheartening to see you haven’t decorated.”

“Force of habit,” he admitted, shutting and locking the door behind her. “When you’ve devoted most of your life to your duties, you tend not to concern yourself with meaningless aesthetics.”

“Ironic,” she smirked, turning her head back in his direction. It was fleeting, so fast that he was unsure if he’d imagined it, but he could swear her gaze lingered on his hindquarters for an instant. “For somepony who values function over form, you seem to have attained both aspects flawlessly.”

His jaw nearly hit the floor, he reflexively inched back, and he blinked rapidly. Had she just complimented his looks? He could understand if she’d said something months ago, back when his physique had been that of an olympian, but for her to make such a remark now was baffling. All but literally thrown on his backhoof, not knowing how to respond, he watched as a grin crept across her snout.

“Come,” she instructed, almost begrudgingly turning to face his sofa, “have a seat and make yourself comfortable.”

The moment she broke eye contact, he released a mute sigh of relief. Regardless of whether or not they were on good terms, she was still one of the most powerful and influential ponies in all of Equestria. Though she and Celestia had technically retired, they were assigned a contingency of praetorians, of which he was the commanding officer, to protect them at all hours of the day and night. Trotting over to the couch, after Luna had hopped up and made herself comfortable, he stepped onto the cushions and seated himself.

“Flash, there’s no easy way to put this,” she whispered, her tone sullen and heavy, “I fear your time as a high-guard is nearing its end…”

The words sank in slowly and insidiously, his reeling mind taking far longer than it should have to understand the statement. “What?!” he barked in disbelief. “Why?”

Shaking her head, she looked down to the floor. “In all honesty, there are a number of reasons for your dismissal. Lapses of judgment, cutting sentries slack on their inspections, and your appearance is…”

He waited fruitlessly for a moment, hoping she would continue, then cleared his throat. “What of my appearance?”

“There’s no easy way for me to say this, so I’ll be blunt,” she murmured, looking into his eyes. “You don’t exactly fit the look of a royal guard.”

“I…I…” he sputtered, the blood draining from his face.

“To be frank, there are several mares serving who are more imposing than you,” the Princess coldly continued. “You’re soft - literally soft, and I’ve heard that your performance on the last physical competency test was glaringly poor.”

Unable to speak, feeling as though his heart was being rent in half, Flash sat in abject silence. While it was true that his fitness level had been worsening by the day, both his stamina and strength being barely what was acceptable for a guard, he was still fit to serve. For as long as he could remember, even when he’d been but a wee colt, he’d yearned for nothing more than to devote himself to the Princesses, a dream he’d cherished ever since he’d attained it, yet he was about to lose everything he’d worked so hard for.

Extending a wing and folding it over his wilting shoulders, Luna smiled. “I know you’ve tried your best - for goodness’ sake, I’ve watched you push yourself with your training each and every day, which is why I’d like to offer you a consolation.”

Lifting his head and seeing a glimmer in her eye, he knit his brow. “Consolation?”

“Instead of my protector, I’d like you to be my personal consort - an attendant, as it were,” she noted.

He shrugged, the offer doing little to lift his spirits. “What does that even mean?”

“It means that you would serve me and only me, tending to my needs and keeping me company at my behest,” she coolly explained. “I assure you, the position would come with a number of benefits which would pique your interest…”

Cocking his head, he pursed his lips. “Such as…?”

She remained silent as she shuffled to the corner of the sofa, turned to face him, and brought one hind leg onto the cushion between them. “For starters, you’d be expected to service this…”

Seeing the Princess in such a debased pose, legs obscenely splayed while she reclined against the arm of his couch, would have been enough to elicit sinful thoughts in anypony, but it was what lay between her legs that held his full attention. He’d seen many unbelievable things over the years, from monsters of legend to villains who threatened the world, yet nothing had prepared him for seeing what Luna had been hiding.

Covered in indigo flesh, almost black against her blue coat, her package was as gargantuan as it was beautiful. Her balls were the size of grapefruits, each round and looking sublimely heavy, and her stallionhood - a stallionhood which was steadily emerging from its sheath, would have put even the most well-endowed stud to shame. Scarcely able to comprehend what he was seeing, he leaned toward her, licked his lips, and brought his muzzle closer to her immaculately presented loins.

The smallest hint of her musk graced his nostrils, reigniting the flames of his lust in the blink of an eye, yet he resisted. Throwing himself back, he shook his head and tried to banish the wanton thoughts from his mind. This had to be a dream, a figment of his still-sleeping imagination! He’d been around the Princesses for years - years, so he would have noticed something so massive beneath either of them!

“This -” she continued, reaching down to languidly stroke her hardening shaft, “this isn’t a dream, though I’ll freely admit that your fantasies are one reason I chose you.”

“P…pardon?” he stammered, staring at her nethers while drawing his tongue over his lips.

Angling her length toward him, she leaned back. “Is it that hard to understand? I’m the Princess of the Night, dreams are my dominion, and you’ve had some very interesting dreams…”

While he was positively mortified by her admission, it was a logical assertion. Considering how he’d changed as of late, it was none too surprising that she’d delved into his sleeping mind to see what was bothering him. It was with an extreme exertion of willpower that he brought his focus from her crotch up to her face, stricken by yet another revelation.

“I’m not sure if this is real or not,” he breathed, struggling to speak, “but does this mean you like the way I look?”

“The proof, as they say, is in the pudding,” she chuckled, smiling and waggling her eyebrows at him. “Of course, regardless of whether you accept or decline my proposal, you’ll be sworn to secrecy about all this. I trust you more than almost anypony, Flash, and I’m sure there’s much we could offer one another.”

Having only barely comprehended what she was saying, preoccupied by staving off the temptation to fling himself upon her, he found it impossible to concentrate. Since there was nothing even remotely stimulating within his den, there was only one reason she’d be getting an erection in his living room. Glancing down at himself, sensing an ache deep within his backside, he summoned every ounce of courage he could muster and slipped down from the couch.

As he walked by her, he held a wing in her direction. “A moment…”

He didn’t even make it past the sofa before he broke into a canter, rocketing into his bedchamber and to his night stand. He was already warmed up, his interior slickened and loosened from the toy he’d ignominiously used less than an hour prior, and there was only so much excitement he could endure. Dream or not, real or imagined, there was only one thing he could do with the libidinous Princess who’d so humbly confessed to having a passionate interest in him.

Carrying the bottle of lube under his wing, he hurried back into the den. To Tartarus with it - all his discipline, his unshakable resolve, his life as a finely-honed soldier, they were but trivialities in the face of living out a fantasy that had all but consumed him. As he came to face her, finding her right where he’d left her, he panted and placed his forehooves between her legs.

“My Princess,” he panted on the verge of succumbing to his impulses, “it would be my honor - nay, my privilege to be your confidant.”

Her smile broadened as her eyes narrowed, flashing in the warm morning light slipping in through the window. “Well said, though a promise of words can’t compete with a promise of actions…”

She pushed her stallionhood toward his face while she spoke, bringing her broad cock-head to his snout. There were hundreds of things he could have said, questions to be asked or thanks to be given, but she’d been right - actions did speak louder than words. Opening his mouth and extending his tongue, saliva creeping past his lips, he shot forward and ravenously made out with the tip of her length.

The taste, the smell, the sight of her smirking down at him, the feeling of her silken flesh against his tongue, the sound of her contented, pleased sigh - each and every facet of the moment was perfection made manifest. On the supremely slim chance that this was a flight of fancy, some conjuring of his mind, it was akin to the divine. He forced his maw open wider, ignoring his aching jaw, and drove his head forward.

Though he’d never sucked a dick in real life, his subconscious had prepared him for this juncture. Running his tongue along the underside of her shaft, bumping the back of his throat with her tool, he groaned around her. The experience was everything he could have wished for, from the flavor of sweat on his palate to feeling her pulse against his lips, and it spurred him onward like nothing ever had.

He could easily have worshiped her for hours, savoring everything about how she was the embodiment of his deepest, most guarded desires, but it wasn’t meant to be. After what felt like only a few seconds, just long enough to give him his first taste of her pre-cum, she extended her wings and gently pushed him away. Hesitant to oblige, yet unwilling to disobey her, he begrudgingly withdrew and peered up at her.

“Come now, don’t give me that wounded look,” tauntingly clucked. “It’s clear to me that your devotion is far from lacking, though I still have to check on something. Here -” she continued, her horn glowing a split second before a bag teleported into her hoof, “try this on for me.”

With trembling wingtips, Flash reached out, took the little parcel and peeked inside. It would have been impossible for him to tell exactly what he was looking at, but he’d just been handed some sort of a garment. The faster he got changed, the quicker she may - may let him get back to indulging himself with her. He gave a curt nod and scampered away, not bothering to close the door when he entered his room.

Having emptied the bag onto his bed, giving himself a good look at what he was about to wear, he gnawed his bottom lip. A maid outfit - she wanted him to wear an honest to goodness maid outfit. Though he’d never been all that interested in fashion, viewing his armor and his uniforms as a formality, that didn’t stop him from promptly donning the outfit. The process of getting dressed took longer than he’d hoped, if only because straightening the skirt and slipping on the garter belt had been tricky, but he briskly cantered back into his den quickly enough.

“Well, well, well -” Luna mused, hungrily gazing over at him while using her magic to stroke herself off, “I must say, that outfit looks positively delicious on you…”

He hadn’t gotten a chance to inspect himself well, having only given himself a speedy once-over to ensure every article was situated properly, so he was immeasurably relieved that she was happy with how he looked. Blushing ever so slightly, keeping his eyes on the floor, he rubbed the back of his neck. Her compliment was electrifying, turning him on more than he already was, yet he discovered she wasn’t nearly finished with him - not by a long shot.

Slipping from the sofa, she stepped to the side and gestured to the couch with a wing. “Lay down and let me have a better look at you.”

Crossing to and sitting himself on the sofa, clamping his thighs together to hide the dampening bulge in his panties, he timidly grinned over at her. To say that it was a lot to take in would be an understatement - he’d gone from a proud, royal guard to some slatternly maid at the drop of a hat - furthermore, he’d done so eagerly. As a cobalt aura surrounded him, repositioning him to lay on his back lengthwise upon the cushions, he looked down his chest at the Princess.

“And such cute panties too!” she chirped, flipping his skirt while spreading his hind legs. “Yes - yes, I believe you’ll make a fine consort - that is…”

He held his breath and waited for her to continue, trying and failing not to watch her stallionhood slapping against her belly, until his patience wore thin. “That is what?”

“Hmmm?” she hummed, casually stepping onto the far end of the sofa while sorcerously lifting his lower half.

A cushion was wedged under his tush, his head rested on one arm of the couch, and his panties were pulled to the side. The maelstrom of emotions that threatened to consume him was maddening. He was thrilled that she found him attractive, he was befuddled as to how she’d somehow concealed such a divine package from seemingly everypony, and a sliver of him was annoyed that it had taken her so long to seek him out for such a specific task, yet his elation for what was about to happen took precedence.

She slowly stepped over him, bringing her forehooves to either side of his chest, and lowered her hips. The sensation of her cock touching his winking hole was nearly enough to make him cum on the spot, feeling the size and heat of her endowment upon his pucker, but he was able to contain himself - if only just. Looking from her groin to her face, seeing her beaming down at him, he gave a small nod.

“Claim me,” he breathed.

As the words crept past his lips, she made his dreams a reality. His entrance buckled under the unfathomable power of her hips, yielding and being forced open by her godly tool. He climaxed as soon as her crown graced his p-spot, his eyes rolling wildly while he gushed jizz into his panties, but that didn’t stop her. On and on she went, driving her gargantuan length into his virginal depths, until her medial ring bumped against his quaking, stretched hole.

Steadily withdrawing a portion of her shaft, she scrunched her snout. “Somepony’s a quick shot - I like that” she giggled, steadying herself as she gave a thrust. “Would you like to cum again?”

“C…can’t,” he coughed. “I just came…”

“Flash,” she purred, bringing her snout to his ear, “if I want you to cum, I can make you cum - observe…”

What had started as slow, relaxed plunges became a brutal jackhammering, casting him into a tumultuous sea of ecstasy faster than he could think. Marish, rapturous wails filled his ears, sounding unfamiliar and otherworldly, but then he was stricken by an epiphany - he was hearing himself. He wailed and thrashed beneath her, rocking forward and back while she remolded his interior to suit her needs, as he embraced who and what he’d become.

Every buck of her hips brought incomprehensible waves of pleasure, causing him to climax over and over and over again. Within seconds, he’d had every drop of spunk plowed out of him - within minutes, he was mewling and howling out like a mare in heat. Had he known that she could deliver such rapture, he would have begged her to ruin him sooner - still, he was overjoyed that she’d chosen him to be her personal plaything.

Her grunting breaths washed over his face, her succulent, cum-laiden balls beat against his tush, and he was certain that his comparably little dildo would never be of use to him from that point forward. It was an experience like none other, unbelievably intense and blissful, yet he’d only been given a taste of what she truly had to offer. Peeking down at himself, he watched the imprint of her stallinohood bulging out his stomach.

It should have been impossible for a pony to accommodate something so obscenely huge - heck, it should have been impossible for a mare to have an endowment that could put a sizable dragon to shame, but the last thing he was going to do was to question it. Luna was an alicorn Princess, her power was beyond comprehension, and her will was his reality. His forehooves shot forward and wrapped around her neck, pulling her in and allowing him to lock lips with her.

He’d doubted he’d ever find his special somepony, having tried multiple times to discover love, but that quest ended as he made out with Luna. Even if love was removed from the equation, he would have gladly given up everything to experience such heated moments of passion with somepony so incredible. As her tongue slipped into his snout, her nostrils flaring and eyes clamping shut, he felt her beginning to flare.

Had he been able to speak, he would have begged her to fill him, to breed him and claim him as her own - sadly, all he could manage was a muted, euphoric groan. Her movements grew feverish, almost frantic, as she sheathed the trunk-like base into his ass. Being hilted gave him the most intense climax of his life, all but causing him to faint, but the feeling of her essence rushing into him was the nail in his coffin. The world closed in around him and he slipped into oblivion, his system unable to grapple with the experience of being filled with a Princess’ seed.

…

“Flash…”

…

“Flash, I’m sorry…”

Groggily opening his eyes, he peered out and found Luna’s face looking down upon him. “W…what happened?”

He lifted and turned his head, discovering himself on his bed. It hadn’t been the first time he’d blacked out, and it likely wouldn’t be the last, yet he’d never done so while in the throes of ecstasy before. As he went to roll over, trying to get to his hooves, he sensed a tremendous weight within his abdomen. As his eyes shot to his abdomen and took note of his nearly gravid state, his jaw hung open in shock.

“Y…yes - w…well,” Luna anxiously began, nervously adjusting her wings on her back, “you’re the one to blame for this. Had you not been so positively alluring I wouldn’t have - Mmmph?!”

His wings shot around her head as he launched himself upon her, kissing her deeper than he’d kissed anypony before. He wasn’t upset in the slightest - no, he was glad that she’d chosen him. Only eventually realizing what he’d done, that he’d effectively tackled a Princess, he reared back and unsteadily stepped away.

“I’m sorry, my Princess,” he grumbled. “I didn’t mean to -”

“It’s quite alright,” she interrupted, her face glowing in the cool light of his bedchamber, “but I will ask you for one small favor.”

He attempted to bow, clumsily dipping his head as his sagging, cum-filled gut nearly touched his bedsheets. “Anything, my Princess.”

“Next time, because there will be a next time, be a dear and try not to pass out on me,” she giggled, shooting forward and pecking his cheek. “You can do that for me ~ can’t you?”

Beaming, he nodded. “For you, anything…”

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