There’s a subtle process that takes place in everyone’s brain when first waking up, where the nonsensical dreams are swept away to make room for the reality of a new day. The process that is made difficult when waking up in unfamiliar surroundings, like Shining Armor was doing right now. It took him a second to remember why the ceiling he was looking at wasn’t the vaulted one he was used to, but then he remembered he wasn’t in his palace in the Crystal Empire. He brought the family to visit Ponyville and his little sister and they’d rented a small cottage just outside of town.
One thing was delightfully familiar though – the advantage of being married to the Princess of Love. Cadence was very much a morning person and it wasn’t unusual for her to wake her stallion up by taking care of his morning wood. Sore enough, one look down his alabaster chest showed him someone bobbing gently up and down under the sheet covering everything from his waist down. He didn’t want to interrupt her but he also didn’t want to miss out on the sight of her pretty lips wrapped around him or her sparkling eyes looking up at him. And as he raised the sheet Cadence’s eyes locked on his, bright and full of mischief as she worked her tongue around him.
But as Shining’s brain spun into full gear, some things seemed off. Cadence's mane was loose and hadn’t yet been brushed, but it also seemed shorter. She was crouched playfully between his legs and something was off about that too. Normally when she was in this position he could see the contours of her heart-shaped ass behind her, but the pink plot was looking a little narrow and not as rounded. And her hands… Shining knew he was a well-endowed stallion, but Cadence didn’t usually need to wrap both hands around him to give his shaft a good stroke.
“Morning honey…” he murmured, figuring that the little details would soon settle into place. Maybe once his brain gets access to the blood that was currently busy keeping him hard as a rock.
“Morning, my love…” Cadence chirped back, after taking her mouth off his erection, snuggling up to his cock as she gazed up at him. “Sleep well?” she asked, and Shining couldn’t help but think her voice was higher than usual.
“Yeah, just… having some really weird vibes right now…” he said.
“Awwww, poor Shiny. Anything I can do to help?” Cadence asked, placing her hands on his thighs and lifting herself up. Normally this would have pushed her chest out and wedged Shining’s erection between two tear-drop shaped breasts that had been magnificent even before motherhood had enhanced them. Instead his cock was resting against a narrow chest that was very nearly flat. The chest and the body of a filly, not his wife.
“Wait you… you’re not Cadence! Who… how did you get in here?” he asked, scurrying back until his back was resting against the headboard. What he could only assume was a filly disguised as Cadence looked confused before her eyes narrowed and a coy smile spread across her muzzle.
“Ohhh, I get it! You’re worried Chrysalis is up to her old tricks and has taken my place again? Don’t worry honey, I know just how to prove to you that I’m the real Cadence…” the little mare said, crawling up along his body and smiling before breaking out into song.
“Sunshine, sunshine, ladybugs awake! Clap your hooves and do a little shake!” the filly chirped, going through the whole routine – bouncing up and down on his crotch, lowering her head to his chest as she lifted her hands from her eyes, clapping those little hands against his pecs before twirling around nimbly and shaking her ass in his face, removing two doubts at once.
This was Cadence because only she and Twilight knew the routine and that silly little song. He remembered them doing this dance all the time back when Cadence had been his sister’s foalsitter, and he remained convinced that the reason Cadence had it to his little sis was so that she would have an excuse to shake her own ass at him, albeit while clothed. But back then Cadence had been well into her teens and developing into a beautiful young mare. What Shining was looking at now was the chubby, featureless slit of a filly barely into puberty, not his wife’s perfect pink flower.
“Wha… Cadence you… look at yourself!” the white stallion insisted, but the little mare just looked confused.
“Have I got something on my tush?” she asked, lifting her flat chest up and turning around to look at the perky filly-butt that was still less than a foot from Shining’s face.
“You’re… a filly!” Shining said, expecting a reaction and failing to get one.
“Uhhh… yeah?” Cadence replied in that piping, child-like voice, looking like he’d just dramatically announced that she was pink.
“What do you mean ‘yeah’? You… you were an adult just last night… I… what about Flurry? Is she…”
“Sleeping in the room across the hall, unless we just woke her up. Honey, just relax, I think you’re stressing yourself again…” Cadence cooed, sliding down his body and grasping his erection once again. “Just let me give you a proper start on the day and you’ll be as right as rain!”
The pink filly’s slender body hid what she was doing but Shining groaned as Cadence’s skilled hands got to work on him. That at least was familiar - the way her fingers danced up and down every ridge and vein of his cock, the way she’d rub her palm against his flare and grip his shaft hard enough to make the equine rod flex. This sort of skill always comes in handy when Cadence wants an ‘encore perfomance’ from her prince, but his wife was also deft at using her hands to tease him to his breaking point, to ensure he’d fuck her to hers.
He saw her rise, standing with her feet on either side of his hips as she angled his shaft up. One hand was on his tip, the other one spreading what looked like a filly-pussy too snug to take a full grown stallion. But Cadence didn't lower her hips like a nervous filly, but rather like a mare fully expecting to take her mate without anything but a delightful sensation of fullness. It looked like she would fail - the chubby pink folds were too snug and too slippery to allow his tip to wedge. It took Cadence longer than usual, but shining could tell the moment his still compact flare had pried her lips apart, her delicate inner petals tickling his tip before Cadence descended and slick tightness gripped him.
“Nghhhhhfuck… Cadence…” he groaned, grabbing fistfuls of the bedding as the gasping filly lowered herself down.
It was familiar enough - she’d taken him like this so many times that it felt like double vision. His mind conjured up the sight of her normally hourglass figure - her chest tapering to a slender waist that flared into a shapely mother’s hips and a perfect heart-shaped ass. There were no real hips to speak of and the ass he was looking at was more on the perky side. But the heat engulfing his cock was familiar, even if it was tighter than ever. Hell, Cadence had given him her virginity and he vividly remembered that night. But he remembered Cadence being a few years older, with curves hinting at the gorgeous mare she’d become. The mare she’d been yesterday!
Thinking about that, let alone worrying was getting difficult as the filly-folds descended, swallowing more and more of his shaft. Cadence’s wings flared as she took his medial ring, and Shining noticed that even the perfume clinging to the pink feathers was the same one she’d worn the day before. His newly pubescent wife panted a little as she shifted on the bed, going from a squatting position to a kneeling one that would let her comfortably ride his cock while keeping most of it deep in her slippery love-tunnel.
Even though she moved like an experienced mare, the sounds Cadence made were higher in pitch and indicated the strain taking a full-grown stallion was on her young body, no matter how obviously eager she was to take him. His grey shaft was soon shining under a sheen of filly-honey being pushed out of Cadence every time she sat down in his lap and his cock claimed every spare inch in her young cunny. After the aborted blowjob he was close and was fighting the urge to buck up into the body that looked too frail to handle a stallion’s thrusts.
After less than a minute of riding him, a panting Cadence made the decision for him by laying back against his chest. She tilted her cute face up for a kiss and moved her husband’s hands up to where he’d usually find perfect teardrop shaped breasts that had only been enhanced by motherhood. Instead Shining was palming to bumps with hard, puffy nipples that still proved as sensitive as the ones Flurry Heart had nursed from.
“C-come on honey… you’re not gonna make me do all the work, are you?” Cadence asked, breathy but teasing him as she swiveled her hips and massaged his erection with her snug little pussy.
When he first bucked his hips, Shining Armor half expected a cry of pain since he could see the subtle bulge his cock made in filly-Cadence’s strim tummy. The high-pitched gasp of the filly he was filling didn’t exactly sound pained, and the second one sounded even less so. Shining could no longer find any reason not to give in to his body’s demands. He moved his hands to those slim hips and held Cadence still as he bucked up into her, bouncing his ass off the mattress and bouncing the pink mare in his lap.
The tightness of his newly pubescent wife grew too tight for him to move when she came with a sharp cry, her pussy gripping his cock as the white stallion reached the limits of his stamina. He gripped her hips hard and pulled her down just as his tip flared, making the filly wince as the first jet of thick sperm shot into her nubile young body. He buried his muzzle in his wife’s mane as the filly ground her little ass against his crotch, her own climax heightened by the sensation of her stallion letting loose deep inside her.
Cadence was so tight that he only started going soft when her pussy relaxed its grip on him, his flared tip leaving her little cunny with a pop and a gush as the white stallion looked for any sign that their rutting had hurt the mare he loved. Cadence had her back to him, but was murmuring happily as she caught hold of a pillow and snuggled up to it. She’d only just gotten up, but Shining Armor supposed that their morning routine was a little too much for such a young body to take without a rest after. Taking a final glance at Cadence’s leaking slit he got dressed and almost bumped into his daughter as he walked out.
“Flurry! You’re… how long were you…” he stammered, looking at his twelve year old daughter. She and Cadence now looked like they could be fraternal twins, not a mother and her filly. He tried to grasp at that thought, at the notion that something was wrong but it seemed to wriggle free of his focus.
“Long enough. You two were doing it, right?” the pale filly asked.
“Doing what?”
“You know - the sex thing.” she said quite candidly.
“Wha… how do you know…”
“Dad, please! When I had my first heat mom sat me down and had the talk. I mean, that’s kind of her thing, right? She’s the Princess of Love and she said that sex is also called ‘making love’. So, did you?”
“I… yes.” Shining admitted. It was awkward but not as much as the fact that the mare he’d just made love to didn’t look much different from the curious but innocent filly asking him.
“So how long until you can do it again?”
“I… a little while. But I don’t think mom will be up for another go so soon…” he said, blushing at the thought of explaining to his little filly that he’d just fucked her mommy unconcious.
“Not with her. With me!” Flurry Heart insisted.
“I… sweetie… you can’t mean… no, we… we can’t.”
“Why not?” the filly whined petulantly “You always told me I’m pretty! Even mom says so!”
“You are honey but… it would be wrong you’re… you’re too young to be…”
“I am not! Mommy said when I had my first heat that I’m no longer a little filly…” Flurry protested, pouting with her hands on her narrow hips.
“O-okay, you arent…” he said, feeling his age argument was kind of undermined by the fact that there was a mare no bigger than Flurry Heart still leaking his cum just behind his bedroom door. “But Flurry, I’m your father! It would be wrong…”
“Why? We’re not getting married. You’re not going to be my special somepony. Come on dad, it’s just sex! How does it get hard again? Do I have to do something or is it just enough for you to see me naked?” Flurry asked, half-way to pulling her pajama top off when Shining stopped her.
“Honey I…” Shining began but trailed off. His orgasm hadn’t brought him any clarity and he still wasn’t sure what had happened to his life since he woke up, but he felt like this was a barrier he shouldn’t cross, even though Flurry Heart seemed intent on dragging him across it.
“Come ooooonnnn daddy!” Flurry whined, letting go of her pajamas and instead trying to grab the waistband of Shining’s jeans.
“Flurry I… I’m just going to go for a walk to clear my head. We’ll.. we’ll talk about this when I get back…” he said, disentangling himself from the now irate filly.
“Fine! I should have known better than to ask you. You never let me do anything fun!” she shouted after him.
*******
“Shining! Over here, darling!” called a familiar voice, after turning around and then looking up he spotted rarity leaning out from the 2nd story window of Carousel boutique. Same well-brushed violet mane, same long lashes batting at him, but the silky aquamarine robe she was wearing wasn’t hugging the white unicorn’s usual hourglass figure. He still couldn’t understand what was going on – every mare had turned into a filly overnight and he was the only one who found it weird. And even he was having a hard time focusing on the problem, especially now that he had Rarity waving him over with enough enthusiasm for her robe to open a little.
“Morning Rarity…” he said, standing under her window. Ponyville’s premier fashionista remained a stunner even with her normally generous bust reduced to puffy nipples poking against the thin silky fabric of her robe. “…anything I can help you with?”
“Oh, so kind of you to offer!”  the white filly gushed, as if she hadn't deliberately called after him as he walked by. “And now that you mention – there is! Would you be so kind as to join me in my boutique?” she asked, and before Shining Armor could even try to reply she’d closed the shutters and was presumably on her way down.
The bell on top of the door chimed as he let himself in, and a quick glance around him confirmed what he’d expected to see – every one of rarity’s hand-stitched creations meant for females was displayed on filly-sized mannequins. It wasn’t just the mares that were aged back – reality itself seemed to have warped. Rarity chose that moment to appear, slowly descending the stairs from her living quarters and entering her shop. She did it as theatrically as he expected, carefully tossing her glossy mane, one hand brushing the banister as she slowly took step by step, her robe opened in such a way to show flashes of lean white legs as she made her way down.
“Oh I am glad I caught you! I’ve just put the finishing touches on my latest collection and I really need a stallion’s opinion for this…” she said, giving him a brief hug that nevertheless let Shining feel her nipples through the thin fabric of his shirt and her robe.
“Ahh. Well I suppose you could have always gotten Big Mac to help if you hadn’t caught me.” He said, catching a cringe on the white mare’s normally composed face before she flashed him a smile again.
“Ehhhh, well… Big Macintosh is a dear, but I’m afraid his fashion sense is kind of limited to… well –denim. Whereas you have grown up in a Canterlot and are now living in the Crystal Empire. A metropolitan stallion of no doubt diverse and refined tastes.” She insisted, piling the grandiose compliments on Shining who almost pointed out that he’d left his home in an old shirt and a pair of jeans.
“Well, I’m happy to help. So what are we talking about? Ball gowns? The new fall/winter collection?”
“Oh no, darling! I can get a mare’s opinion on that anytime…” she said,  flipping the sign on the door from open to closed and locking it as she turned back to face him, all lashes and smiles. “And I definitely need a stallion’s opinion on… this!” she said, untying and slipping off her robe with a shrug of her shoulders, leaving the silky fabric to fall and pool on the floor as she cocked her slim hip at Shining Armor and struck a pose.
“Speechless? Well, I suppose that’s a rousing endorsement of sorts…” the white unicorn said, posing in front of him in lingerie very obviously designed for a filly’s figure. “This set is in champagne cream. I have the exact same ensemble in white but I chose this one because white blends so well with my fur that I’d look stark naked.” Said the filly wearing a bra, panties and garter that left very little to the imagination as it was. “Thoughts?”
“I… you look… it’s… it looks amazing.” I stammered. Rarity’s body might have lost its curves, but she was a peerless seamstress and her latest creations did wonders to accentuate what feminine assets a barely pubescent fillies’ figure had.
“Why, thank you darling! You’ll notice how the lace of the bra grows from a fine mesh into this dense floral pattern – leaving something to the stallion’s imagination…” she said with a wink, referring to the lace that could hide the color of her puffy nipples but wasn’t thick enough to actually conceal them. “You’ll notice that the edges of the cups are decorated in tiny freshwater pearls, a small detail I feel makes this set work. A truly discerning stallion will notice the same pearls lower down…” she hinted, prompting Shining Armor to stare at her panties, where a small cluster of freshwater pearls was positioned right above her own… pearl.
“Right… this next one…” she said, her horn glowing as she used magic to both levitate a new piece of lingerie and helped herself slip out of her current one. Rarity could change outfits with amazing speed, but she still left Shining Armor staring at her bared budding breasts and a perfectly perky alabaster ass until she got her next creation on. “…was inspired by shibari, a simply gorgeous use of rope tied and woven around a pony’s body to… are you familiar with bondage? Oh, of course you are. You married the princess of Love, after all!” the alabaster mare gushed, successfully carrying on a conversation without including the stunned stallion as she turned around, displaying a lavender one-piece where the bra and panties were connected by slim straps that ran up along the belly and across the bare back. “I just love the sharp, geometric lines on this one. And something about it seems to suggest a bound damsel at the stallion’s mercy.” She said, finishing by posing with her arms above her head, wrists crossed as if bound together.
“Next we have the classic – a pink babydoll. Not very original but something I feel every mare should have. As easy to slip off as it is to slip on, the gossamer fabric covers everything while hiding nothing! And now for the crowning jewel of my collection!” she announced, doing another quick outfit change as Shining did some wardrobe re-arranging of his own. His jeans weren’t exactly tight but they weren’t loose enough to hide a nearly fully hard stallion. And when he looked up and saw Rarity modeling her final outfit, the pants grew much tighter.
“Ta-da! Basic black – something for any fur color – and very provocative! A cupless corset and a full garter belt sans panties will put a filly’s most intimate parts of full display for her stallion while providing an hourglass figure. Sheer silk for the long, fingerless gloves and the thigh-high stockings, with tiny bows of carmine red to provide a little color. Accentuated limbs and an hourglass figure, a sure recipe to get your stud… oh, my! Well, looks like it works.” Rarity said, finishing strutting about and tossing her fabulous mane long enough to see Shining Armor blushing as red as the little bows on her corset and with a bulge down the right leg of his pants that was impossible to hide.
“Sorry I… it’s got a mind of its own.”
“No need to apologize, darling. That’s the kind of… standing ovation I was hoping for. And it means you’re ready to help me test it out…” she said, sashaying up to him and hooking one alabaster finger just behind the button of Shining’s jeans.
“Test it out?” the stallion said as the mare swung her tail while dragging him along behind her.
“Why, of course darling! My creations are works of art, but they aren’t meant to be hung on walls or displayed on pedestals. They are meant to be worn, and so must endure a certain amount of wear and tear. And I have to guarantee their quality, hence strenuous quality testing is an absolute must. And this chaise longue will do nicely!”
“Isn’t that your fainting couch?” Shining asked as Rarity striped him, preferring to use her hands rather than her magic.
“It’s a multi-tasker, darling. Now don’t be shy, let me see what I’ve got to work with… oh! Well, I see why you wound up with a mare like Cadence. I have to admit I thought you were strikingly handsome in your Royal Guard armor, but I must say I much prefer you like this. Your body is positively… inspiring! But, let’s focus on the task at hand, shall we?” Rarity said, reclining on the chaise longue and looking expectantly at the stallion staring at her alabaster body accentuated by black silk and lace.
“W-wait… what… what do you expect me to do?” Shining asked, painfully aware of his painfully hard cock. It wasn’t the fact that he was married that was bothering him. Cadence was the princess of love, and had made it clear early on in their relationship that she was fine with him having little adventures, as long as she got detailed and vivid reports. Having sex with his suddenly pubescent wife was one thing, but it was surreal to find himself with a filly-Rarity exposing herself to him and looking so… expectant.
“Well, I wouldn’t want to presume to tell you how to do your part of the job. But if you’re asking for my preference, I do like to have a stallion ravish me. Powerful and forceful intercourse with little to no inhibition, my slender young body at a larger male’s mercy as he sates his lust. So for starters, you could rest my legs against your shoulders, lean forward until you’re bending me in half and rut my perky marshmallow derriere until I’m begging for you to stop. And then just a little while longer. I’m quite interested to see if the corset will hold out. I’ve put the laces on either side of the thing, so it should have enough give not to tear as you shove your member into my silken depths, but I’d rather rely on a good stress test. And with that in mind…” she said, lifting her legs and spreading her chubby pink folds open.
Shining Armor tried to hold onto what little reason he had but it felt like trying to grab an angry eel. Failing to restrain himself, he lifted one knee onto the chaise longue and kept the other on the floor. That would give him enough leverage to put both Rarity’s corset and her body through a serious stress test. He saw Rarity bite her rouge-red lip as the sight of his blunt tip pushing against her flower, the bumps in her chest rising and falling as she awaited his first thrust.
“Oouuhhhyes, darling!” she cooed as his still tiny flare slipped in, the chubby labia splaying lewdly around him as he pushed into the dripping honeypot. She was slippery and vise-tight, but there was no hymen barring his way, which made sense since the Rarity he’d remembered was most definitely not a virgin, but the Rarity he remembered was a statuesque mare with a perfect hourglass figure. The sort of mare this Rarity might grow into.
“Deeper, darling! I need you to do your… nghhh!... worst! F-fuck me until my corset breaks!” Rarity insisted, shocking Shining Armor into stillness by the unexpectedly vulgar and very empathic exclamation.
The laces on the sides of the corset held as he pushed balls-deep into the sweetly panting unicorn filly. He wasn’t sure if it was the corset making her so tight, or the fact that this was a body that wasn’t really meant to take a stallion. During his pause, Rarity reached up, dug her fingers into his mane and pulled him down. Her red-painted lips pressed against his as they kissed deeply and messily before the little mare began to leave red lipstick marks along his jaw and down his neck.
He ground his hips against her a few times, just to make sure he wouldn’t hurt her once he started.  Rarity’s moans were encouraging, her expectations simple in a day that had been too complicated by far. He pulled out half-way out of the white filly, feeling her clench around him as his medial ring slipped out. He thrust in slowly, but steadily, his ears twitching as they caught the subtle noise of his shaft pushing out Rarity’s filly-honey as he filled her young body to its absolute limits.
Being ridden by Cadence had been one thing, but during their encounter his newly pubescent wife had been the one on top and in control. Rarity was under him, her slender legs against his chest and with the body of a full-grown stallion looming over her. A filly should have been anything between anxious and terrified, but the alabaster mare had her fingers tangled in his mane and the puffy nipples on her budding chest were as hard as pearls. He set a rhythm – slow but steady and deep, every push going far enough to press his flare against Rarity’s cervix and move the unicorn filly’s rump up along the divan.
Not a pained noise came from those lips, the lipstick now smeared and more than half-way rubbed off on his face and neck. Not that Rarity was keeping quiet. Her voice was high and sweet, not the rich, heady moans of a mare, but unmistakably needy all the same. The white stallion’s hips rolled, pushing his dark grey length in and out of the soft pink sex clinging to every veiny inch of him. He was still going slow, trying to work the white filly loose enough. He definitely wasn’t doing it because he wanted to.
Rarity’s bossy was pubescent, but the lingerie set she was wearing was a masterpiece and with her make-up smeared and those gasps coming from her rouge-red lips she looked like a mare who wanted it good and hard. But she was tight, as tight as Cadence had been this very morning. But Cadence had been on top, and even though he’d given his tiny wife a good bouncing, he had a lot more leverage now. In this position, he knew for a fact he could give a mare the fucking of a lifetime, driving down into her with every ounce of strength his body had to offer.
“H-harder please, darling. It –mnhhhh!- it’s important to really s-stress test this ensamble…”
Shining gave the white filly a little test, pulling back slowly and burying himself with a sharp buck instead of a steady push. His ears flicked at Rarity’s wanton moan delivered in that sweet pubescent voice, accompanied at it was by a squirt of filly-honey being pumped from her still snug pussy. Once again Shining Armor pulled back slowly, but went to the hilt in a flash, this time with Rarity’s legs lifting and trying to wrap around him. Something that they could have done had she been a full grown mare.
He felt her fingers tense, buried in his blue mane as he began to pump the little unicorn under him. A steady, lively tempo that was testing either her corset’s limits or her bodies. Maybe both. But patience was paying off, and the slippery tunnel was letting him move even though it still felt vise tight. Shining armor could feel his tail undulating behind him as he pumped away into the moaning mare under him, hard enough now to make even the tiny tits on Rarity’s chest move.
“Mnhoouhg… that---that’s it darling! Rut me…ravish me… claim me and –nghhhhhggh!- ruin me for other stallions…” the white filly moaned, regurgitating a stream of romance-novel clichés. Shining Armor might have laughed if it wasn’t for the tone the words were delivered in. Cadence knew what to say to get his motor running, but even in her best form the Princess of Love couldn’t have sounded more… stimulating than the little white seamstress moaning whorishly as he pumped into her.
Shining leaned down, resting his hands on the divan and getting close enough to Rarity’s muzzle that he could smell the sweetness of her breath as she panted, the air driven from her in gasps and moans every time he drove his cock home. His sack swung free between his legs and he could feel the droplets flying from it, both his mess and the filly’s. He leaned a little further and kissed Rarity on her rouge-smeared lips, shocked once again by how an apparent filly could be this good at kissing. Or at taking a fully-grown stallion’s cock. A filly should have been begging him to either stop or slow down, but Rarity was clinging to him now, breaking their kiss only when she became too desperate for air.
“Yes…ohhhhhyes, darling I… I’m close… harder… breed me, break me… yes… yes… yessss!” she hissed, clamping down on Shining’s cock even as she drove her hips up to meet his.
Shining felt her cum around him, felt her drench his sack even as it slapped against that perky white rump. If she wasn’t so slippery, he doubted that he could move his cock in and out of the fillyhood now clamping down and trying to milk him. He was driving down and in, his rear clenching with every jab into the sweet embrace of the little unicorn’s pussy. Rarity was still clinging to him in a rictus grip, still riding out her climax when Shining felt himself swell up inside her. He was filling her young body to its limits and as he flared up he could see Rarity wince as the mass inside her toed the line between pleasure and pain.
With a final groan Shining drove in deep enough to make the filly first squeal and then moan as the length stuck inside her throbbed. He could feel his seed rushing along his shaft and could feel when it burst against the squirming filly’s cervix, her young body forced to accept a grown stallion’s load as the swollen flare kept even a drop from leaking out until the male was done. He raised himself up and admired the sight of the gorgeously messy mare under him, the white fur covering Rarity’s face failing to hide a blush that nearly matched her smeared lipstick.
“That… ohhh, that was just marvelous darling! Oh, and it looks like my outfit’s intact. Well, if it could survive that I can confidently claim it can survive anything… Oh no darling, don’t pull out yet!” she insisted, her horn glowing as she levitated a piece of fabric over to the place where Shining’s dark-gray cock disappeared into her straining pussy.  “I can feel how… productive you are and I’d hate to get any of it on the upholstery. Easy does it now… -ngh!- there!” she said, grunting like a lady as the flare popped free and she pressed the cloth against her pussy in time for it to soak up the mess.
“Glad I could be of help…”
“You arrived just in the nick of time darling, now if you’ll just be patient with me while I go and powder my…” Rarity began but her statement ended in a drama-queen gasp as she stared at the now cum-soaked fabric she’d been pressing into her crotch. “Oh sweet Celestia! My last piece of Saddle Arabian silk in seafoam green! This… is…a… disaster! Darling, I’m sorry to just give you the bum’s rush like this, but this is an absolute emergency! I’m so glad you understand… ugh, I can’t believe I’m letting you walk out wearing this, you really should come by for a fitting before you leave. Thank you for a marvelous time, and do come by before you go back home!” she said, all of it in the few short seconds she gave the white stallion to put his jeans back on and slip his shirt over his head before he was practically pushed out the door and back into a world gone crazy…
*******
Shining was still trying to wrap his head around the fact that every adult mare seemed to have turned into a filly overnight, and that he was the only one to find it odd. His best guess was that his mind was playing tricks on him. It wouldn’t be the first time he over-exerted himself with casting powerful magic and wound up scrambling his brains a little. At least fillies were better than migraines. He needed to try and really relax, and he remembered that the ponyville gym had saunas which sounded like just the ticket. He got undressed and had a towel wrapped around his waist when he got near the steamroom, but his progress was blocked by a slinky blue body peeking inside, leaning forward with her wings spread and her little hand pumping busily between her skinny legs.
“Seriously, Dash?” he asked, startling his sister’s friend enough to ruffle her feathers.
The rainbow-maned filly turned on her heel and lunged for him, slapping her hand across his muzzle as she shushed him. Shining’s cheeks went red as he realized that it was the same hand that had been pumping the filly’s slit.
“Quiet! You’re gonna ruin everyhting!” she whispered.
“Ruin what?”
“Spitfire’s in there getting spitroasted by Thunderlane and Soarin!’ Rainbow Dash said with glee, motioning for him to follow him to the barely opened door.
  The steam in the room was being stirred around by the spread wings of two full-grown stallions as well as those of the filly held between them. Through the moist clouds Shining could make out the svelte yellow body of the Wonderbolt’s star flier. Spitfire had her arms wrapped around thunderlane’s muscular ass while the grey-furred pony worked to sheathe his cock in her throat. Soarin had a grip on her hips and was working his shaft in and out in long strokes. With their fur drenched and sleeked down to reveal every muscle and curve it was an impressive sight, but the trio still deserved some privacy. With that in mind he turned from the door and motioned for Rainbow to do the same. The pegasus replied by sticking her tongue out at him and peering back inside.
Shining figured he might as well use his size advantage, wrapping one arm around Rainbow Dash’s waist while he held the other against her muzzle. The winged filly wriggled and batted him with her wings, but he still dragged her back to the locker room.
“What do you think you’re doing? I was watching that!”
“Yeah, and you shouldn’t have been. How would you like it if someone spied on you while you were… doing something like that?”
“Pfffft! I wouldn’t care. Everypony probably does anyway. I’m not sure if you know, but I’m pretty awesome…”
“What are the Wonderbolts even doing in Ponyville?”
“We busted up some stormclouds creeping towards Sweetapple Acres and came in here for a quick steam. So I’m not just perving on them, I’m waiting my turn, so if you don’t mind I’ll go back and… hey!” the blue filly protested when Shining grabbed her tail and kept her from sneaking away.
“I know you Dash - if they expected you to join them you wouldn’t be standing outside.”
“Okay, fine! I was spying on them! And I'm not going to miss the finale, so…” she said, reaching into an open locker and grabbing a pair of panties. She hooked one finger into the elastic and pulled back, taking aim and managing to hit Shining smack in the muzzle. His grip grew slack and she managed to yank her tail free, immediately taking wing. The ceilings were tall enough for the filly to hover safely out of the white unicorn's reach.
“What are you going to do now? Come on, lemme see how high you can jump!” she teased.
“Rainbow, for Celestia’s sake, stop acting like a brat!”
“Who’s gonna make me? Twilight’s egghead brother? Oh no, Dashie, don’t look at Spitfire getting railed. That’s not nice!” she teased, dropping her voice to sound like Shining. “Either grow some wings or grow some balls, cause I’m freaking Rainbow Dash! Nobody tells me what to do, and if you’ll excuse me I… I’ll… hey,what’s the big deal!?” the filly almost brayed out as she noticed the glow surrounding her and keeping her from flying down the hall.
“Forgot about magic?” Shining asked, waiting for an apology.
“What, you mean cheating? ‘Cause you couldn’t catch me fair and square?” Rainbow Dash spat back.
“You know… normally I can take an insult. I can take brattyness… but I haven’t been having a normal day and I just came in here to get some steam and try to relax…”
“Oh, whatever! Like it’s my fault you’ve been having a lousy day…”
“No, your fault is that you made it lousier and got on my nerves…” he said, pulling the surly flier down until her hooves were once again on the ground.
“Pfffft! Like I care! I’m freaking Rainbow Dash - the awesomest pony in Equestria! I’m sorry if that’s too much for you to handle but… hey!” she cried out mid-rant. She’d turned her back to the white stallion, intent on going back to her little peep-show, but a muscular white arm wrapping around her arms and chest stopped her from taking another step. “Let me go!”
“What? You can’t break free? Egghead too strong for you?” Shining asked as the petulant pegasus struggled. Her wriggling against him managed to work his towel loose, and as it fell to the ground there was nothing keeping his swelling cock from springing up between the blue filly’s legs.
“L-let me go you…creep!” Dash insisted, her squirming only serving to make Shining’s shaft harder.
“Is that too much for you to handle?” he said, his voice dropping low as he worked his shaft back and forth, rubbing it along the insides of Rainbow Dash’s skinny thighs until a flex made it slap up into the little gap just under her snug slit. He wasn’t sure why he was acting like this, or why he was still so horny after being with both Cadence and Rarity. But he was sure that he wanted to push his cock into the blue filly’s sex and fuck the rudeness right out of her.
“Pffft! As if! B-bet that thing couldn’t even get me off…”
“Okay, I’ll take that bet. And that pussy…” shining said, almost growling into Dash’s ear.
If she had any smart comeback to that, she didn’t get a chance to say it. The arm around her flat chest moved and his hand tightened across her muzzle while his free hand grabbed one of her legs and pulled it up. With her back pressed flat against his chest Dash couldn’t unfold her wings, or close her legs to stop the unicorn’s tip from jabbing at her cunny. With both arms busy he couldn’t guide himself in so he just settled for prodding at the pegasus’ crotch until it happened. Rainbow’s squirming wasn’t making it easy, but when one poke pushed her cheeks apart the winged filly tensed up then went still.
When his tip struck something smooth and warm, Shining wasn’t surprised to find it wet. He tightened his grip on Dash who decided to act like a brat again, trying to kick at him and wriggle free. But all her efforts served to do was to spread her chubby labia around the stud’s still small flare, and when he was sure her folds were holding him in place Shining gave a lunge that buried half his cock into the tight wetness of Dash’s sex.
The pale-blue filly squealed into his hand, kicking out with her legs but failing to do anything but rub her insides around Shining’s cock. The white unicorn let her work some of that excess energy off as each impotent kick let her slide down further and further along his dark-grey length. By the time the stubborn pegasus had exhausted herself, she had almost every inch of the unicorn’s cock buried between her skinny legs. Feeling the fight go out of her, Shining let his hand fall from her muzzle and Dash immediately opened her mouth wide and took in deep, ragged breaths.
“Egghead got you short of breath? What happened to that ‘awesome’ stamina?” he teased. moving his hands so that it was groping one budding breast.
“I… I could scream…” the filly panted, probably not convincing herself.
“Go ahead, the Wonderbolts will rush to your aid. And then you can explain what you were doing when I caught you…”
“W-whatever! You…nghh!... you’re probably just a two-pump-chump!”
“Yeah? Then I’m sure you won’t cum before I do…” Shining said, gently biting down on one of the filly’s ears as he gave a buck of his hips. A filly this age wasn’t exactly heavy and pegasi are lighter than they look. The thrust was enough to bounce Rainbow Dash a few inches off his shaft, only for gravity to pull her back until his tip was mashed against her cervix.
A snort was the filly’s only answer to his challenge, and the next time he thrust Rainbow Dash was quick to bite her lip and muffle her cry. Her threat of screaming had been a bluff. Not only was she too stubborn and proud to do it, but he guessed she didn’t want the Wonderbolts to find out she’d been spying on them while they… relaxed. Shining found a rhythm and soon he was fucking the blue filly as deep as his grip would allow. Dash’s feet weren’t reaching the ground and her legs swung back and forth as he sawed his cock in and out of her tight young pony-pussy.
She still wasn’t getting into it, but her body was betraying her. Every time he thrust in deep his cock would churn out fresh filly-juice and there was enough of it by now to trickle down his sack and it swung back and forth. Not to mention that the nipple his palm was pressed against had turned as hard as a pebble. He reached down with his free hand and traced his fingers around the chubby pubescent labia now splayed around his cock. When his fingertips wound up at the top of her sex he didn’t miss Dash’s muffled whimper. Her clit was too small for him to see, but it was already sensitive, and Shining decided to take full advantage. He pressed his fingers against the little silky hood, mashing the hidden pony-pearl against the thick flesh pumping the filly’s slit. He felt her insides pulse, a preview of the tight clench he knew he was in for once Rainbow Dash came.
“Come on Dashie, you’re a racer, aren’t you? Don’t you want to finish first?” he teased, the pale blue ears flicking back as the filly he was fucking realized that this time finishing first meant she loses.
But this time Rainbow Dash didn’t stand a chance and even though she was doing her best there was no way the little pegasus could outlast him. He had to admit, he was winded by the time he felt her belly quiver and her snug young cunny do the same. He was huffing into the multi-colored mane as he bounced the filly up and down on his erection, her body tensing in her grip as her insides clenched down. Ever the tomboy, Dashie growled and grunted through her orgasm, her insides pulsing around a stallion who was near his own peak.
She must have ticked Shining Armor off more than he realized with her bratty taunts, because the unicorn only sped up his thrusts during the filly’s climax. Her snug little love-tunnel was trying to grip him but his slick shaft was forcing its way in and out as the unicorn’s hips bucked. With her wrapped around him it felt twice as intense, to the point that the proud pegasus went from grunting to whimpering as her orgasm was prolonged by the almost brutal rutting. She was limp in his grasp when he finally flared and bucked one last time, feeling his balls pull up as they sprayed the panting filly’s womb with his cum.
“Looks like I won. But if an ‘egghead’ wasn’t enough for you, you can always fly this perky little ass to the sauna and see if Spitfire wants to tag out…” he said, pulling his softening cock out of the spent pegasus and making his way back to his locker…
*******
Walking past Sugarcube Corner, Shining Armor was stopped in his tracks by the scent of fresh, sweet pastries baking, the rumble in his stomach reminding him that he’d left home without breakfast, and had used up a substantial amount of calories since waking up. Cupcakes weren’t really a balanced breakfast, but they were comfort food and he felt like he deserved a few after the morning he had. Besides, Pinkie was probably in there, and in a world gone hay-wire he might as well hang out with the mare who always seemed like she was only partially cooperating with reality. Even after the bell rang to announce him no pink pony showed up, and he was about to call out when he heard noises coming from the kitchen.
“Oww! Oww-ow! Oww-oww-owwie-oww…”
“Pinkie? Are you okay back there?” he asked, going around the counter and resisting the urge to help himself to any of the confections on display as he walked into the kitchen.
“Whosa… oh, hi Shiny!” said the pink filly, waving at him as she looked over one shoulder. She was standing on a step-stool in order to reach the tall kitchen counter. Most of her diminutive body was obscured by the puffy mane and tail that looked as big as they were when he saw her yesterday, but they weren’t big enough to hide the fact that she was buck naked.More than once he'd caught her back here in nothing but an apron straining around her curves, but this time even that was hanging on the nearby wall.
“Are you okay?” I just came in and it sounded like you were hurt.
“Wha… oh, no! Just having trouble with these…” she said, turning around and wincing a little as she cupped her firm budding breasts.
“Well if you’re working with something that boils and bubbles you might want to keep them covered…”
“Oh, no! I learned to do that after the huckleberry jam incident. Ooooh, but maybe you can help!”
“Uhhh, sure. What exactly is… are you doing?”
“I think it’s called… expressing? But that’s just a fancy way of saying I’m trying to get these to squirt. I wanted to spice up my cupcakes a little so I figured I’d give Zecora a call, ‘cause she knows a lot about weird and cool ingredients that I don’t normally work with and she said something like ‘For frosting as smooth as silk, you should use a pony’s milk…” or something like that. Have you met Zecora? She always talks in rhymes and anyhow she gave me a potion so that I could start making milk for my frosting for my cupcakes and I think it worked cause they feel full, but nothing I do is making the milk actually squirt out and my nipples got really tender so that tugging them hurts a little…” Pinkie said. In about five seconds…
“Are… are you sure it worked?” Shining asked, after his brain finished processing Pinkie Pie’s speech.
“Uhhh, yeah? Just look at these - they’re huge!” Pinkie insisted. Compared to the size her breasts were only yesterday, Shining was looking at mosquito bites. But on closer observation, the pubescent teats looked fuller than the pirs he’d seen so far - firm and sticking out almost like wide-bottomed cones from Pinkie’s chest.
“Okay, I think I can help. Cadence’s milk came a few weeks before the foal did so I’d learned how to help her relieve the pressure."
“That’s great! It makes you like… an expert filly-titty-tugger! Okie-dokie, so how do you want me? On all fours over the mixing bowl?” asked the eager filly as her huge puff tail witched.
“Let’s try it with you sitting in my lap, facing the bowl.” he said, picking up a chair and settling down before Pinkie practically jumped into his lap.
Before Flurry was born he and his then mare-sized wife had a lot of fun relieving the milk Cadence’s swollen breasts produced. And while he’d loved nursing from his wife, they’d also had lots of fun with him wrapping his arms around her and teasing pretty, thin streams of pure white from the stiff nipples. Pinkie was either impatient to begin or just being Pinkie. Either way she was wriggling her bare bum against his crotch as Shining reached around and up, laying his hands on her budding teats.
While they didn’t look particularly big ,he had to admit the pubescent tits felt hard rather than firm, swollen from whatever elixir Zecora had given the pink filly in his lap. His hands knew what to do, gently squeezing the pert flesh of the little breasts and finishing with a tug and a pinch of the puffy nipples capping each mound. Instead of an ‘owwie’ he got a gasp from Pinkie as gossamer-thin streams sprayed from the dark nubs.
“Ohhmmygosh, that’s such a fun kind of weird. Mhhh, keep going, I feel like there’s a lot in there. That, and I think I kinda had too much of the potion.” she said, using a finger to stir in her milk as it trickled into the bowl - pearl white against the powder-blue frosting. He wasn’t sure about the ‘special ingredient’ but the cream already looked and smelled tasty enough to make Shining’s belly rumble, earning him a giggle-snort from the filly he was milking.
“Oooohh, someone’s hungry! Can’t have you working on an empty stomach…” Pinkie insisted, and before Shining could say anything he was looking at a finger covered in thick frosting. “Open up for the Sugarcube Express!” the filly insisted, and a second later Shining Armor was sucking her finger clean.
He wasn’t sure if Zecora had been right about pony-milk or if it was just the fact he was hungry, but the frosting did taste delicious. Pinkie continued to feed him finger by finger while he teased the milk from her swollen breasts, but the hyperactive filly could only sit still for so long, and when she started wriggling in his lap there was no way to hide what her wriggling was doing to him.
“Ohhhh, I know what that lump means. Someone wants to come out and play!” she chirped, and before Shining could say anything pinkie was unbuckling, unzipping and finally reaching in without so much as a ‘pardon me’ to fish out Shining’s tumescent stallionhood. “There we go, much better isn’t it? I hate being cooped up, I bet he does too! Heeeheehee… I love them when they’re still kinda floppy like this…” she said, gripping the heavy grey shaft with both hands and shaking it around.
“You know, if you keep doing that it’s not going to stay floppy for long…”
“I hope not! I mean, floppy studs are cute, but you need them stiff if you wanna really have fun with them. Oohhh, and you’re getting stiffer and stiffer! Is it because of my hands on your weenie, or your hands on my boobies?”
“Both, I guess…” Shining said, groaning as Pinkie continued to play around with his stallionhood.
The white stallion did his best to focus on what he was doing - the gentle tug and tease of one nipple and then the other, coaxing thin streams of filly milk into the big mixing bowl lying in front of Pinkie. He could smell the sweet scent of it in the air and taste it in the frosting the pink filly had fed him. The pubescent boobies in his hands still felt swollen and hard to the touch, the potion Zecora supplied giving Pinkie an output that would have been impressive for a mare nursing a newborn foal.
And while he bussied himself with stiff nipples, Pinkie was working on a different kind of stiffy. Her thighs had always been impressive and even as a filly she was a little bottom-heavy, meaning that the thighs pressed on either side of his erection were nice and cushiony. Pinkie was also having a hard time standing still, so while she was running a finger around the rim of his flare and the little divot where his urethra was, he could feel her grinding her ass in his lap and her pussy against the base of his cock.
“Ughhhh, that feels sooo much better! I think I wound up drinking a teeny-tiny bit more than the recommended dose, but if Zecora wanted people to be careful with how much they drink she shouldn’t make her potions tasty…” Pinkie chirped, rubbing her thighs up and down as she stroked his erection.
“You…uhhh… planning on doing something with that?” Shining asked, tugging on Pinkie’s nipples as he pointed with his eyes at the equine erection she was playing with.
“Oh, totally! I’m getting filly milk for the cupcakes I’m making for the stallions, but I need something for the fillies too. And if stallions get filly milk in their frosting, then fillies geeeeet…?” she asked, drawing out the last word and running a finger around the tim of Shining’s flare as she waited for the stud to finish her sentence.
“...stallion milk?”
“Bingo! Right…on…the…dot!” she said, gently poking her finger into the little divot in the tip of his shaft. “I may be clueless about how to make filly-funbags squirt, but lemme tell you I’m an expert at milking studs like you!”
“And… you think it will actually… sell?”
“Well I’m not just gonna dip cakes into cum! I’m going to blend it into a cream together with peppermint, coconut and…hmmmm… anchovies?”
“M-maybe leave that last one out?” he suggested, knowing that Pinkie occasionally got a bit over-creative with her specialties.
“Yeah, I don’t think I have any anchovies anyway. Ooh, looks like I’m all tapped out!” she chirped as the thin streams tapered down until there was just a pearly trickle running down Shining’s fingers. “Oooohhh, I know how to use the last few drops!” she insisted, taking the white unicorn’ hands off her teats as she milked them of the last trickle of filly milk.
She then laid her now soaked hands on Shining Armor’s shaft and began to polish the dark-grey rod, or at least that portion of it not trapped between her soft thighs. A hand/thigh job might not sound like much, but Pinkie Pie was a very creative and very hyperactive young filly. Not to mention that she enjoyed her work, bouncing in his lap as she ground her chubby little cunny against the base of his cock.
“Ooh, you’re flaring already?”
“Yeah, if you stroke a stallion like that he’s gonna…” he began, making the mistake of leaning back and taking his eyes off the pink pony. When he felt something around his growing flare he looked down in time to see his tip trapped in a large glass jar Pinkie had shoved onto his erection. “Pinkie… what did you do and why did you do it?”
“Well I had to get the jar on you before your flare got too big, and I got it onto your stud-stick because I need your milk in there and not over the walls…” she said, jumping off his lap.
“Yeah, I’m… I’m not sure I can cum like… this!” Shining said, getting up and gesturing to the cock now bent down due to the weight of the jar stuck to his tip by his swollen flare.
“Oh, don’t worry, Pinkie’s got ya!” she said, swatting at the jar like a cat with a toy and giggle-snorting as the heavy length swung between Shining’s legs. “Teheeehe, you’re like one of those big clocks! And speaking of tic-toc, I gotta get to work!” the pink filly announced.
And she did. Hands and tongue both got to work, running up and down the exposed potion of his shaft and the sack swinging full and heavy under it. His erection wound up stuck in the magenta poof that was her mane as Pinkie balanced on her head while she stuck her face in his pouch. Shining felt his tail twitch as she palms his heavy balls holding each one in a small filly-hand while running her tongue around the plump orbs. It was weird  but he had to admit it was hot, but with his sensitive tip encased in glass he felt like he needed the crucial bit of stimulation he’d need to give Pinkie her ‘stallion milk’.
“Wait, I have an idea. Can you crouch down a little?” the pink filly asked, and once Shining did she swung a leg over and turned her back to him, his erection now between her legs. “Okay, now can you like… sweep my legs up and give me uppies li… whooo, like that!” the filly squealed as Shining bent down, hooked his hands under her knees and easily hoisted her.
“Okay, now lemme just get a good grip and see if we can…” she muttered, possibly to herself as both hands grabbed his shaft just below… well, below the jar… and then swung herself forward, her wet slit smearing filly-honey across his erection. “Whoooo, here we go!”
Shining Armor was the husband of the princess of love and as such he was familiar with a lot of ways for a stallion and a mare to be intimate. He had no idea what this thing Pinkie was doing was called, but it looked more like rodeo than sex. He was doing his best to hold her up as she swung back and forth, running both her pussy and the crack of her perky filly ass back and forth along his length.
It might have been the novelty of it, the kinkyness or just the usual Pinkie enthusiasm, but Shining could see his flare mushrooming up, with the pink demon riding his cock even harder as his peak neared. He could feel his length throb, he saw his urethra jut out and to his surprise he could hear the sound of his first jet of cum striking the bottom of the jar ringing as his sack pulled up and he groaned through his release. Pinkie gave a final squeal and threw herself back against his chest, her chubby little pussy gushing over his shaft as her orgasm forced the last few drops of milk from her puffy filly-boobies.
“Whooooooboy, that was fun. No lemme down, I have to get a hold of that jar before you shrink enough to pop out. Wouldn’t want to have to go through all of that again would ya?” she asked with a wink.
*******
“Hey Twi… you got a minute?” Shining asked awkwardly. This was his last ditch attempt to find out what was going on, but he’d been hesitant going near his little sister after the way his other encounters with fillies had gone. She was also vilified, for lack of a better word, and even her buttoned-down labcoat had changed to fit her newly pubescent body.
“Of course! I’ve always got time for my BBBFF. In fact, I was hoping you’d drop by to help me with some research."
“Uhhh, sure. What is it?” he asked, hoping that whatever has caught his genius sister’s attention is related to the way the world changed overnight.
“Well, I’ve been reading up on some historical accounts, namely how intercourse between siblings used to be a lot more common-place before taboos formed around the idea. It used to be viewed as normal adolescent experimentation with the closest available peer of the opposite sex. Then of course there were instances where siblings were wed to each other for dynastic reasons and…”
“Twi… you’re not suggesting that we… mate?” he asked nervously.
“Of course not!” she said, and Shining actually heaved a sigh of relief. “We will engage in the physical act of sexual intercourse while connected to instruments that will accurately measure our brainwaves, blood pressure, heart rate and the fluctuations of our magical energies…” she said, undoing the buttons on her coat and shrugging it off, revealing a naked alicorn body underneath. “Now I will need you to take your clothes off, I’ve got a lot of sensors I have to attach to both of us…” she said, brandishing a handful of wires with little adhesive circles on the end of each one.
“Twilight are you sure… I…” shining tried to protest, tried to insist that this was wrong, that all the mares had aged back to their tweens but once again those ideas seemed to wriggle free of his mind. And while he fought for a grasp on sanity, his sister was busy sticking her sensors to both of them, the wires leading to an impressive array of instruments on her desk. By the time she was done both of them had sensor-patches on their nipples, with him sporting one on each testicle and one on the base of his cock, while Twilight had one just under her belly-button and one covering her clit. Finally, she attached an alligator-clip to each of their horns and turned around to calibrate her instruments. Or so Shining thought.
“Well?” she asked, looking over one shoulder.
“Well what?”
“I’m bent over a desk with my tail raised and my vulva exposed. This should give you a convenient angle to penetrate and begin coitus.”
“Oh! I… I didn’t expect you to be so… empirical?”
“Shining, I love you but this is just an experiment to measure out physiological and metaphysical responses to sibling intercourse in a controlled environment. Now here…” she said, handing him a sealed jar. “This is a high-viscosity lubricant I’ve developed. Apply it to both of us and you can begin.”
“This is… a lot of wires. Are you sure it’s safe?” he asked, being careful not to tug any of the sensors free as he worked the slick jelly into his sister’s slit.
“Shining, this is all low-voltage precision equipment I have personally designed! It’s perfectly safe…” she said, flipping a switch and watching a needle lazily scratch along a rolling sheet of paper as a dozen or so gauges lit up.
“Okay… here it goes…” he said, feeling a little awkward as he aimed his tip and just pushed his shaft into his little sister who was glued to the readouts from her instruments and even taking notes.
“Ngghhhokay… we’ve… achieved penetration. No significant change in any of the measurements. Try going deeper… mhhh, like that. Okay, I’m getting something. You’re not pretending I’m someone else, are you?” she asked. Like it was possible. Like any other pony would be hunched over her notes and her instruments while hiking her ass up and taking a cock in her snug pubescent slit.
“Definitely not…”
“Good, cause that would contaminate my data…” Twilight said, groaning a little as her brother's cock sank in deep, her tightness mitigated by the slickness of the lube she’d made.
It was not only weird to be fucking his little sister, but to try and have sex with someone who was preoccupied with monitoring the readings describing how the sex felt rather than acutally focusing on the sensations. But Shining wasn’t looking at the printout of the weird graph, or the needles on the gauges. He was looking at the petite nerdy filly bent over with her back arched as she took every inch of his cock, albeit with a few groans and grunts. The lube made his pull-out sound scene not to mention his thrust back into Twilight's body. He started to slowly pump in and out while his little sister read the gauges and jotted down  the readings. It was weird and a little off-putting, but he couldn’t deny how good she felt wrapped around his cock as he.
“Hhhhyyaaahhhh!” Twilight suddenly gasped, her tail puffing up as she broke the tip of her pencil against her notebook.
“Twiligith? You okay?”
“Y-yhhhhesss… just… felt something… my nipples…”
“My hands are nowhere near your breasts…” said the stallion who was resting his hands on the lavender alicorn’s perky tush.
“Not your hands… mhhhmmm-magic! We… we’re hooked up to the same device…” she panted out as Shining kept his gentle thrusting. “I must have gotten some wires crossed. Or forgot to earth the instrument… if I can just check the schematics I can f-fffFfffffhhhuuuck!” barked the princess of friendship, shocking her brother almost into stillness. She’d reached for the schematic for her instrument but it was now crumpled in a hand clenched tight as the filly gritted her teeth.
“Nipples again?”
“C-clitoris…” she grunted out.
“Are you gonna be okay or should we st…nnnngghhh!”
It was Shining armor’s time to grunt now, his hips bucking as a strange pulse traveled through the electrodes attached to his sack. Something had gone through them and for a split second it felt like he was riding the peak of his orgasm, only for everything to stop as abruptly as it came, leaving him desperate to actually reach that high.
“You felt it?” a breathy Twilight asked.
“I felt something…” Shining grunted, picking up his pace as he held his sister’s ass tight.
“It’s a closed system. When you..mhhh… discharge magic it creates a negative potential… a sort of vacuum that draws excess energy from me aaaaahhNNnd… so on…” she said, obviously taking another pulse of excess magic through one of the many patches she'd attached to both of them. Glancing at the graph he could see the little needle spiking, scratching furiously every time it happened. As another pulse traveled through the electrode stuck to the base of his cock he could actually see Twilight’s horn spark up. His fingers dug into the firm flesh of her ass and his cock throbbed in her lubed love-tunnel.
The bizarre pulses of excess magic drove them to excess, the white stallion’s hips picking up speed as his little sister gave up on trying to find another pencil and began to push back against him. The occasional sparks of arcane energy became more frequent, jumping from one of the rutting ponies to the other as the needles on the gauges went into the red and the needle flew across the rolling graph.
Soon enough the instruments began to shake as Shining drove his hips into Twilight with enough force to jostle the desk and everything on it, including the naked alicorn girl now unfolding her wings. Every time he heard her gasp or squeak he knew to expect a ‘jolt’ himself, but expecting a magical surge was one thing and feeling it rush through the most sensitive parts of his body was another.
What had started off as comically clinical ‘coitus’ had taken only a few minutes to devolve into magically charged fuciking. Shining Armor was rutting his little sister as the pubescent alicorn drooled over her notes as she fought for breath. The lube was doing wonders letting her take a stallion of Shining’s size at this savage pace comfortably, and as another pulse of magic traveled through the wires and into her clit Twilight cried out as the spark of magical feedback finally lit her body’s fire. She beat her wings as she came, sending any sheets of paper she wasn’t lying on top of fluttering away from the rutting siblings as she shrieked out her climax.
The corners of Shining’s vision dimmed as he pumped against the little lavender rump, hearing his balls slap against the patch covering Twilight’s clit. He didn’t stop his thrusting even when she came, gushing against his thighs as her pussy tried to clench up and keep him in. The pulses were now bouncing between them as rapidly as his balls against the moaning filly, and even when Shining’s own peak hit him he didn’t stop. He grunted as he literally fucked his spunk into the still panting alicorn, the flare designed to keep his load in his mate now only serving to churn it out as quickly and as messily as he could pump it out. 
His grey cock was coming out glistening and milky white as every thrust and throb pumped cum into his sister and every pull slurped it out. A flash and a puff of smoke drew their attention to the instrument they’d both been hooked up to and which now lay quite obviously dead. The electrodes taped to each of his testicles were literally working their magic, and even a pent up stallion couldn’t have churned out the kind of mess even now splattering over the floor of Twilight’s lab.
“Muuuuhhhsstave… blown a fhuuuse…” Twilight murmured, assessing the damage to her equipment as her pussy milked the last of her brother's load from his softening cock…

 *******
When Shining got back to the little cottage they were renting for their stay things were quiet enough that he thought that Flurry and Cadence had gone out. He realized he’d been half right when he went down the corridor to the little kitchen and found a frowning filly in the doorway glaring up at him. She raised a hand with her fingers spread and he first thought she was motioning for him to stop, before Flurry spoke up.
“Five.” She announced sternly.
“Five what, sweetie?”
“Mom, Rarity, Rainbow Dash, Pinkie Pie and aunty Twilight.” She said, counting off on her fingers. “You had sex with five fillies since this morning!”
“I… how do you even know that?”
“Mom has been teaching me scrying magic. She says I’m very good at it!” the little alicorn insisted, and Shining doubted Cadence knew just how good their filly was, or how she’d been using her skills. “You had sex with five fillies, but you won’t have sex with me!” she said, stomping her foot.
“Sweetie, that’s different. Those fillies were… they were all mares until this morning…” he insisted, or tried to. Could it be possible that things had always been this way and that he’d imagined some kind of weirdly skewed past?
“No they weren’t! That’s such a stupid excuse! You’re just being mean to me for no reason! I hate you!” she said, pushing her way past him and seeming intent on storming off to her room.
His daughter didn’t normally behave like this, and after the day he had Shining knew deep down that he wasn’t himself either. If he was he wouldn’t have swung his arm out as she went by, wrapping it around Flurry Heart’s chest and stopping her in her tracks. She gasped and tried to wriggle out of his grasp, rubbing her budding tits against his forearm through the fabric of the thin spaghetti-strap top she was wearing.
“W-what are you doing?”
“What you were pestering me to do. You still want it?” he said, his muzzle close enough to the filly’s big pointy ear to make it twitch.
“Y-yes…” Flurry said, trying and failing to fake confidence.
As weird as everything was, as crazy as the world had become, Shining knew that a ‘no’ would have stopped him. He moved his hand under her top, teasing her by palming the little bit of still firm padding swelling her pubescent chest, a hint of marehood on what was most definitely still a filly’s body. Not just that – this was still a filly. The five Flurry had mentioned looked no older than Flurry Heart did as he held her, had sounded no older but they’d all been mares. Flurry wasn’t, he was still a virgin, of that he was sure.
It was the way she trembled against him, the way her legs had nearly buckled from nothing more but a casual grope of her tiny breast. Her breathing was growing labored, and she failed to hide a whimper when Shining panicked her puffy little nipple and gave it a tiny tug. She was completely passive, her arms at her sides as she pressed back against him. His free hand came to rest on her trim tummy, the muscles quivering under his touch as the hand slid lower.
He pushed his fingers under the waistband of her shorts, letting the hoof-nailed tips rest briefly on the firm bump that was her pubic mound. The moment one of his fingers grazed the soft flesh of her pubic hood Flurry bucked her hips and gasped, her breathing now ragged as she was teased without even realizing it. Shining purposefully avoided touching her slit, choosing instead to trail his fingers along the smooth, plump labia. Flurry grunted as he stroked her chubby lips up and down, knowing instinctively she was so close to something yet so far away.
His cock was stirring to life but he wasn’t sure the girl could tell, her attention focused on what was between her own legs. She slid a hand into her shorts and tried to guide his fingers where she wanted them, but shining took his own hand off her breast long enough to slap her away. He gently bit down on one of her ears after which Flurry Heart put her hands back at her sides, wriggling in his grasp as he teased her.
He wasn’t doing it to be cruel, but he’d be lying if he said he wasn’t enjoying it. Flurry’s uncharacteristically bratty behavior had really irked him, and he supposed he was teaching her discipline in a new kind of way. By the time he took pity on her and ran a finger down the middle of her young cunny he wasn’t surprised to find the filly wet. He slid his finger up and down, letting it sink only a fraction of an inch into the slippery cleft between his own daughter’s legs.
The reality wasn’t lost to him, but any revulsion he should have had about this was gone. It seemed difficult to hold on to, like the idea that most of these fillies walking around are really supposed to be grown mares. If anything stopped him from sinking his cock into Flurry Heart in the very near future, it wouldn’t be his morals. While he let one finger play with her slit he used the other to tweak her nipple, the puffy nub growing as hard as the other one poking into his forearm.
“D-Daddy! Q-quit teasing…” she whined, sounding more needy than bratty. Still a little too headstrong for Shining’s taste. He gave her nipple a pinch and a tug, making the girl whimper just before he let the nub go.
“I need you to be a good filly and do what daddy says. Understood?” Shining murmured into a long white ear, and when Flurry shuddered against him he knew her answer before she found the breath to speak.
“Y-yes daddy…”
And since she was being so good, Shining decided to give her a little reward. He ran his finger from her little hidden clit, down the velvety softness of her immature sex until he found the quivering filly’s love-tunnel, wet and eager. He pushed his finger into the slimy filly-pussy, feeling Flurry clench her skinny thighs on reflex as he funk his finger in to the first knuckle. Her sex milked him, almost desperate for more as Shining teased her with just the hoof-nailed tip of his digit. Her juices were soaking into his hand by the time he pushed a little deeper in and confirmed his suspicion.
“Hhhhnhhahh!” Flurry gasped as her father’s finger prodded against her hymen, seemingly bracing to have it broken right then and there.
Shining Armor felt his cock stiffen along the leg of his jeans as his fingers explored his daughter’s sex, working diligently to get the filly ready for more. His little girl was painfully horny by now, the noises coming from her pretty little muzzle so needy that they were almost heartbreaking. But he knew that the looser he got her, the needier and the wetter the more she’d enjoy what was to come. Because Shining had no intention of making his girl’s first taste of stallion short and quick. He pumped his finger in and out, burying his muzzle in her mane as he took deep breaths filled with his daughter’s scent.
He’d driven her within a hair’s breadth of an orgasm twice before he figured this was as much as either of them could endure. When he released her he had to hold her up so that her quivering legs wouldn’t buckle. He slid the little top up and off her, exposing the pink-furred chest that her nipples matched almost perfectly. He went down to one knee to pull down the filly’s shorts which by now had a very obvious damp spot. Once they were around her ankles he was hit with the scent of a virgin filly and he savored it as he took a deep breath. When he rose to his feet, Flurry was looking up at him expectantly, her hands behind her back and a fierce blush coloring her cheeks. And no sign of a bratty little filly.
“Take my pants off sweetie…” he said after pulling his t-shirt off and exposing his bare chest. The same one Flurry had seen plenty of times before, but back then she was just looking at her daddy. Now his girl was looking at her stallion, and she wanted to see more.
She undid his belt and pulled his pants and boxers down together, almost getting slapped in the face when his painfully restrained erection sprang up. Dark grey, veined and already leaking as much as her filly-pussy, it was now staring his little girl in the face as she squatted in front of him. He saw her nostrils flare, his scent having the same effect on her that hers had on him. Without prompting, Flurry heart stuck her tongue out and pressed it to the base of his shaft. She reached out with small, soft hands to keep the stallion-spire steady as she licked up and then kissed her way down, bathing Shining’s cock without being told.
He let her satisfy her curiosity, since after having file filly’s he knew he wasn’t going to lose his cool and cum too fast. It seemed surreal that he could even get it up. He had impressive stamina and Cadence had enough of a libido to keep him on his toes, but the sack his little filly was hefting didn’t look like it had already emptied in five fillies’ pussies. Well, four pussies and one jar because… Pinkie.
When Shining Armor’s shaft was shining he pulled Flurry up, first to her feet and then onto the kitchen table as he easily hoisted and planted her perky ass on the edge. He knew Flurry was wet enough and loose enough that he could work his flare in, but he wanted a taste. He spread her skinny thighs open and feasted his eyes on her slick little flower before bringing his muzzle in for an actual feast. He saw her shudder as he exhaled against the slick labia before pressing his mouth against them for a very intimate kiss.
He heard Flurry gasp and felt her little fingers dig into his mane, his daughter gripping the mass of blue hair like she was holding on for dear life as Shining began to lick along her sex, the tip of his tongue trailing between her chubby folds before he pushed it in. Flurry tasted as sweet as she smelled, and the noises she was making were priceless. He was doing his best to keep her from actually climaxing as he got a good taste of her fillyhood, but almost blew it when he closed his lips around the little hood at the top of her pussy and gave her little buzzer a kiss.
When he got up he helped Flurry lay down on her back, admiring the pubescent body quivering with desperate need for release. He positioned himself between her legs and let his cock drop onto her trim tummy, giving the girl an idea of just how much she was about to take. She was panting as she watched him pull back, the still compact flare grazing her belly-button as it traveled down, across her mound, her hood and finally dropping into place against her folds.
Shining used one hand to spread her open while the other one gripped his cock just behind the tip. He’d been rutting fillies this big since he woke up, but Flurry was virgin tight and with her cunny drenched his tip kept slipping off the mark. Shining was worried he’d flare up and never get it in, but a gentle nudge managed to part the slick folds around his tip. After that he angled himself just right and with another nudge slid into his daughter’s filly hood.
“D-Daddy!” Flurry cried out, wincing as she spread open around a stallion for the first time.
Once he was sure the contractions of her virgin cunny couldn’t push his tip out, Shining rested for a few moments, letting the panting girl adjust while he drank in the sight of her. He could tell by the rise and fall of her budding chest when she’d gotten over the initial shock of actually being penetrated, and some more deep breathing loosened her up enough for Shining to feed another inches into the filly’s cunny.
He stopped with little more than his tip inside Flurry Heart and moved his hand to her pubic mound. She was still tensed up, and if he was going to safely give her young body a fully grown stallion’s cock, he needed to break that tension.She was close, her pussy already spasming randomly around him as she teetered on the verge of release. All it took was Shining Armor extending his thumb and rubbing her hood, mashing her clit against his throbbing erection and watching first her belly and then her pussy clench up. Flurry was gasping for breath as her orgasm hit her, never noticing her father moving his hands to her slender hips, and gripping her tight.
One strong buck was all it took for Shining to shove himself in past the half-way mark, making one of her gasps turn into a shriek as the filly’s sex began to milk him. That was her only sign of discomfort, the sting of losing her virginity lost in the tidal wave of her first real orgasm, a climax strong enough to outweigh the discomfort of letting a grown stallion be her first. Shining slowly pushed in, letting the muscle action meant to draw his seed in deeper help his cock along as he claimed Flurry’s sex. He had his hands around her slim waist, thumb close to touching and placed at just the right spot for him to feel the subtle bump of his tip sliding deeper, making the filly’s flat tummy distend.
By the time Flurry had recovered from her climax, Shining had bottomed out inside his panting daughter, her splayed folds closing around his medial ring as his tip hit her cervix. He took a few moments to savor the little triumph, rubbing his thumbs across the barely visible bump in his filly’s tummy firmly enough to feel the pressure against his cock. Those chubby labia clung to every inch of him as he slowly pulled out, polishing his cock as he withdrew everything but the tip. He pushed back in with a smooth, steady stroke, the stuffed equine cunny gushing against his sack as his thrust pumped Flurry’s cunny out of her pubescent body.
The five mares-turned-fillies he had had been tight, but his daughter had been a virgin until a moment ago and her insides were wrapped around him so firmly that he was sure he would have cum already if she hadn’t been the last in line. But after satisfying five mares it was going to take a lot to make him cum, which meant that Flurry was in for a lot. Once he was sure his girl was fine he began to breed her properly, his strokes long and languid but with a smooth tempo.
Flurry’s face scrunched up and she was biting her lip as she tried to adjust to her first fucking, to having something thick and throbbing slide in and out of her post-orgasmically sensitive pussy. She lifted her legs, the movement changing the angle Shining’s cock was rubbing up against her. He knew she’d gotten that angle just right when those skinny legs wrapped around him and Flurry bit her finger. He saw her puffy little nipples stiffen and stick out, shaking a little as Shining fucked his daughter right through her second orgasm.
Feeling a fresh filly try to milk him was sweet torture, making the white stallion’s hips speed up as he began to properly fuck the little girl cumming her brains out on the kitchen table. Her eyes were lidded when she reached out towards him, beckoning even as Shining leaned over her and brought his muzzle to hers. Her kiss was clumsy but passionate, and the filly moaned into his mouth when he pushed his tongue into hers. Her arms wrapped around his strong neck and her fingers once again dug into his mane as shining pumped cunny in short strokes, thrusting in a little harder each time.
When Shining Armor pulled up he wasn’t surprised that Flurry was still slinging to him, burying her muzzle in his neck as gravity forced her down on her father’s cock. Shining moved his hands to her perky ass, lifting her clear off the table and gripping her cheeks tight as he began to buck up. He took a wide stance and his hips began to buck up into the filly clinging to him, mewling into the crook of his neck as her stud fucked her in short sharp jabs.
Shining’s fingers dug into her perky behind, spreading her open enough that his swinging sack was slapping against her pucker every time the alabaster stud bottomed out inside her. Their combined mess dripped onto the tiles under them as it was churned out of the filly’s sex by the pistoning of Shining’s dark-grey shaft. He gave her the fucking of a lifetime, more than she’d petulantly asked for that very morning.
When Flurry’s next orgasm hit her, Shining felt his own finale approach. He gave one of Flurry’s blank flanks a sharp slap, the little mare squealing as the stallion she was riding gave her everything he had. Shining was bucking up every time gravity slid his girl down on his cock, their slaps obscenely wet as his tip flared up and his daughter began to gasp as her insides were stretched even more. Shining should have been shooting dust by now, but when his tip erupted he could feel the underside of his cock swelling as rich, hot stallion-spunk surged up and sprayed against a moaning Flurry’s cervix.
The white stallion felt the wetness of his load against his tip as the flare held it inside his daughter until the barrier to her womb yielded and the gasping filly felt her daddy’s cum flood her womb, the first stud to ever do so. He held the filly as she ground herself against him, her insides milking Shining Armor’s cock as he savored every throb and every rope of cum he shot into his little girl. While he was hard the flared tip kept the deluge in, way more than Flurry’s pubescent body was meant to hold. As Shining’s cock shrank the warm, pearly mess first squirted around his shaft until his trumpet-like tip was pulled out, leaving the quivering filly’s pussy gushing thick equine spunk onto the kitchen tiles.
*******
“Oooohhh, look at him go! He’s really giving it to his little girl…” Cadence coed, watching the shimmering plane projected in mid-air over her slumbering husband, flat on his back and sound asleep with an erection and white cum glistening on his alabaster chest and abs. “Oh-ohhh, looks like someone’s gonna blow again!” the princess of love announced and the thee mares watching the sleeping stallion leaned closer for a good look.
“Uhhhh, this is so wrong!” groaned Twilight sparkle as she watched her big brother’s tip flare up again, the urethra jutting before he sprayed his cum in Flurry Heart in his dreams and over himself in reality.
“Don’t worry Twilight, this is just a silly, kinky fantasy. Shining’s a great father to our little filly…” Cadence insisted.
“Not that! I didn’t bring any of my beakers, so I have to estimate his output. Ughhhh, I hate basing my research on inaccurate empirical data!” the youngest of the alicorns bemoaned, pen scratching busily away at the clipboard she hadn’t let go the entire time.
“I can vouch that his dreams about Flurry have all been innocent, until I planted this one in his head, that is…” insisted Princess Luna, the third conspirator without whose power over ponies’ dreams this show wouldn’t have been possible. “He does still dream of Chrysalis often enough...”
“Hmpfh! Well after what that bug put him through I’m not surprised he’s still got nightmares…” Cadence said with a huff. Luna opened her mouth to correct her, but after she caught sight of Twilight frantically shaking her head, she thought better of it. “Yes… nightmares…”
“Cadence… I’m not complaining because I’m getting vital data on for my paper on stallion sexuality… but why did you put all this together?” Twilight asked, reviewing her notes as the glowing projection showed her brother tugging his swollen flare free of a panting Flurry Heart’s freshly bred pussy.
“Well I am the princess of love, so I feel it is my duties to explore the fantasies of various ponies. And who better to start with than my own beloved hubby? But if any of you have ideas about our next… subject, I’m all ears...”