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Better Than a Princess

By: Winter Quill

Soarin wasn't sure what he was expecting when Crash invited him to the Nightmare Night party in Ponyville. From the outside it looked like it would be a great time; the whole town had gone all out, decorating every building with lights and scary images, and the town square was one huge festival. There were costumes of every sort from celebrities to characters from books and movies and even a few random animals.

He was glad he had put all the time and effort into his costume of a blue dragon. Trimming his body hair to show off his muscles, dying his mane to match his pelt, getting a fake tail to go over his own, even going so far as to get a modified night guard enchantment on a necklace which made his own feathery pony wings look like proper scaly dragon wings. He was proud of how powerful he looked with the muscles on his exposed chest that rippled every time he moved. He knew he was going to have all eyes on him, and as he stepped into the town hall he was expecting one hell of a time.

What he got was a foal friendly party that was dead before he had even set one hoof inside.

He was about to bail when Rainbow Dash rushed over to him. She was dressed up as Flash Magnus, even going so far as to have a muscle suit on that gave her a good six pack. Of course she was having a blast... for as awesome as she was, she could be rather childish at times. After that he couldn't just walk out, not until he had been there long enough to not let her down.

So instead he grabbed a mug of cider and moved to the back of the room, sitting down and trying to keep out of the way of all the kids running around. He sipped at it, his wings pulled tightly against his back as he tried not to make eye contact with anypony.

"That's a very nice costume," a mare said as she sat down in a chair next to him.

Soarin glanced up at her, then nearly gasped. The mare was dressed as Princess Luna, but done up sexier than the princess ever would have been. For starters, unlike the real thing, this mare was very pregnant. She had a round belly that jutted out in front of her and pulled the fabric of her dark blue unitard tight over it, outlining every ripple of her belt and the shape of her large belly button. Her breasts clearly had been trying to keep up with her belly as they too were very large, almost over flowing out of the top of the costume, hints of dark pink areolas trying to sneak out from under the straining fabric. On her lower half was a pair of nylons in a slightly different shade of blue that hugged her thick hips and ass.

"I... can say the same for you," he replied, unable to take his eyes off of her. "Damn, you make a better looking princess then the princess does!"

She smiled and took a drink of her own mug of cider before resting it on top of her belly. "Flatterer." She was blushing a bit as she spoke, lowering her head slightly. That caused a lock of the wig she was wearing to fall down over her face. The wig itself was painted to look like the night sky, though it didn't flutter like it should.

He gently reached each out one hand and pushed the hair back, trying not to dislodge the fake horn that was attached to it. "It's true, you look amazing," he said. He wasn't lying, he always enjoyed the look of a pregnant mare.

"Thank you," she replied, looking him with emerald green eyes. "I thought it was a good choice as traditionally Luna's moon is a symbol of fertility, and I'm almost as big as it," she said, laughing softly at her own joke.

Soarin couldn't help but smile at her, there was something sweet about this mare; sweet but not innocent as she gave him a coy look. After a few moments of thought he decided to see what he could do with her.

"Well, you seem to have the fertility down. Your husband is a very lucky stallion."

The mare let out a soft sigh. "No husband or coltfriend," she said resting her hand on her belly. "These two are from a one night stand last Hearts and Hooves Day. We were both alone and drinking, and one thing led to another... and I never even got his name."

She didn't look to sad about it, more wistful as she rubbed her large belly. He moved his chair a bit closer, moving to put an arm over her shoulder. "Well that's too bad, though it seems to suit you."

"Thank you," she said, blushing deeply. "I'm Cheerilee."

"Soarin," he replied as he placed his hand on the top of her belly, feeling the foals moving inside. She still had almost three months left before she gave birth, and she was already looking huge in the very best of ways.

Cheerilee looked at him with wide eyes for a moment, then lifted her mug her mouth, downing the last of it with a sultry look. Placing her hand on top of his she leaned in closer. "My place is just down the street, want to continue the party there?"

"I'd love to," he replied, standing up and offering his hand out to the earth pony mare. She took it in her strong grip, using it to hoist herself back onto her hooves. She didn't let go as she lead him out of the hall.

He enjoyed following behind her, each step causing the fabric wings on her back to flutter around. He couldn't help but watch her ass roll with each step she took, the unitard pulled up between the ass cheeks, leaving only her nylons to keep her from being exposed. Her tail was in a tight braid and almost hidden under a fake one that that matched her wig.

Soarin finished the last of his cider and set the mug down right before they left the building, giving Dash a quick wave on his way out. He didn't wait to see how she responded as Cheerilee pulled him outside.

Cheerilee's house was only a couple of streets away from town hall, but her waddle made it take longer than normal. It might have been a slow walk, but it was worth the view from behind. Once they were away from the hall he reached out and squeezed her large ass, feeling his fingers sink in.

That brought a laugh from her. She flicked her tail upwards slightly, though it wasn't enough to show anything.

He kept his hand on her ass, pulling her to his side and draping a wing over her shoulder as they approached a small two story home. Cheerilee pushed open the door (it wasn't locked, apparently Ponyville was that sort of town) and stepped inside, pulling him in after her. As soon as the door was closed she turned and pinned him against it, his wings splaying out against the door as her belly and breasts pressed against him. Grinning, she leaned upwards to kiss him firmly on the lips.

Wrapping his arms around her--not quite able to wrap fully around her belly--he returned the kiss, his tongue pressing in against hers, teasing and wrapping around each other. Cheerilee's hands moved around his back and up between his wings, reaching for the heavy chain resting around his neck. She fumbled with the clasp for a moment before gave way, allowing her to pull the piece off, the illusion on his wings fading away.

Cheerilee broke the kiss for a moment, eyeing his wings as they sprawled out against the door. "They look even better with feathers," she said.

Soarin reached down with one wing and brushed a few of his primaries over her cheek. "They can do a lot more than just be pretty."

Cheerilee licked her lips. "That so?"

He reached up to grab the front of her top and yanked it down, allowing her large breasts to spill free. Without the support they leapt forward and dropped a few inches against her belly. It made them look full and heavy, the large nipples jutting out with a slight upward curve to them to point right at his face. Soarin folded his wings down to tease the exposed flesh with his feathers, but only for a few moments. He pressed his head down between them, licking over the fur of her cleavage while he reached up to take one in each hand, pressing them together around his muzzle.

Cheerilee squealed and arched her back. She shoved him even deeper into her cleavage, the soft, warm flesh of her breasts enveloping his face as he continued to kiss and lick. He kept squeezing and kneading, addicted to how his fingers sank into them. He'd always enjoyed a mare with large attributes, but he'd never gotten the chance to be with one quite as big or as soft as her...

He decided to change tactics. He took one of the thick nipples in his lips and started to suck on it, instantly rewarded with a mouthful of thick milk. It was a surprise, squirting into his mouth and against his tongue, but in seconds he was trying to get more. It tasted amazing, slightly sweet and creamy while sticking against the roof of his mouth. He had never been a fan of milk before, but if this was what it was like fresh from the teat, consider his mind changed.

Looking up at her, Soarin smiled as he latched onto Cheerilee's tit, starting to nurse, letting her milk flood down his throat. He savored each muzzleful, allowing the taste to linger on his tongue before he swallowed it. His hands hadn't stopped kneading at her breasts, enjoying the feel of their heft.

"If you like that, maybe you should try the rest," she said, her hand running through his mane.

Soarin nodded and licked a few drops from his lips. "I'd love to."

"I can tell." She reached down and fondled the bulge of his crotch. He wasn't fully hard yet, but her touch just made the blood rush even faster. Cheerilee pulled him forward, leading him through the house, up the stairs and into the bedroom. He didn't really notice much of the place, his eyes instead focused on the incredibly hot mare in front of him.

Once in the bedroom, she turned him around and pushed him onto the bed. "Would you like a show?"

He nodded, his eyes going back to her giant tits. He licked a few stray drops of milk off his chin.

Cheerilee smiled and took a step back, reaching up and undoing the hair pins that held her wig in place. It slid off her head, the horn going with it, revealing her natural pink hair done up in a bun. She threw the wig off to the side, then reached up and removed the pin that was holding the bun together. Like something out of a movie she shook her head, sending her hair spilling out to pool around her shoulders, framing her face and tall ears perfectly.

Soarin's mouth felt dry. In a movie he found that move cheesy, but in real life....

With a slow turn Cheerilee presented her back to him, the sides of her belly visible on each side of her waist and flared hips. Her hands reached down to grasp the fake tail, and she pulled something to let it come free. Finally she reached up and did the fake wings that hung over her shoulders, carefully setting them down on the floor.

Next she started to pull the straps of the unitard off her shoulders to push the garment down her body. It gave him a nice view of the sculpted muscles of her back, all the way down to the top of her ass. Cheerilee pushed the stretched out fabric down over her legs to step out of them, leaving her only in her pantyhose. A moment later she was pushing those down as well, the nylon clinging to the pinkish-purple fur of her coat.

Cheerilee turned around and presented herself to him, one hip cocked to the side as she thrust her belly in his direction. Without anything to hold it back it looked magnificent, it wasn't perfectly round, instead jutting forward a bit more with her stretched out navel on the top. He could see the stretch marks through the fur, running along each side of her belly, framing it with lightly colored stripes. Her breasts were resting on the very top of it, small dribbles of milk tracking their way down the fur from her tits.

"What do you think?" she asked.

Soarin's dick strained in his pants. Any more and it might very well tear through. "You might for make a sexier Luna than Luna does... but you're a far hotter Cheerilee."

Even in the dim light coming from the windows, he could see her blush.

Without another word, Soarin undid his pants and shoved them and his boxers off. His cock sprang upwards to slap against his firm abs, a sticky trail of pre already matting his coat. He wasn't the best hung pegasus in the Wonderbolts (that honor went to Thunderlane) but he was still bigger than the average stallion.

Cheerilee sank down to her knees in front of him, reaching out to push his legs wide part. She grasped the base of his shaft in one hand and started to lick upwards until she reached the fat head. Wrapping her mouth around it, she barely managed to fit the whole length into her muzzle, her lips sliding down until they pressed into his crotch. Her other hand slipped down to feel his balls, teasing them in their dark blue sack.

Soarin placed his hands on the sides of Cheerilee's head, running his fingers through her hair and teasing the base of her ears. He sighed as he let her bob her head along the length of his shaft, her tongue teasing around the girth of it and up under the head.

He couldn't help but moan at her talented mouth. She really knew how to work a cock and she was going all out on him. He started thrusting against her mouth, his hands starting to tense up so he pulled them away from her head, placing them on her shoulders and giving them a squeeze.

Cheerilee reached up and pressed her hand on his chest, rubbing her fingers over his abs as she suckled his length, slurping around it each time. She wanted more. She tightened her suction and pulled him closer, running her tongue along his spongy medial ring. She heard his breath quicken, and for an instant he gripped her harder, his fingers tensing, barely restrained.

Soarin was quickly getting close to his limit. He let out a low whimper as he fought not to hump her face. "I'm going to cum," he said..

That didn't seem to bother Cheerilee in the least. She somehow managed to go even faster, her tongue finding a way to touch everywhere almost at once. She slipped her hand on his balls further back until she was able to press a finger up into his ass. It slipped in easily, pressing it at just the right place to push him over the edge.

Soarin's body grew tight. He grunted and arched his back as he came and came _hard,_blasting into her muzzle and flooding it hard enough to send some of his cum out of the corner of her mouth. Cheerilee pulled his shaft free of her mouth and let the second blast of cum hit her right between the eyes, covering her face and mane with his sticky seed. A third weaker jet spurted out of his shaft, spraying out across the top of her muzzle.

At last when he was done, Cheerilee slowly she opened her mouth wide, letting him see the heavy load resting in her cupped tongue. She made a show of closing her muzzle and swallowing, licking her lips with a smile.

"You taste good," she purred.

"Thanks,," Soarin replied, panting softly. "So... do you."

Cheerilee snickered and pulled herself up, grunting a bit as her belly shifted and made her sway from side to side. Taking a step back she dropped down onto the bed, causing it to creak and shake and almost knocking him off. "Something tells me you're a quick reload."

That made him smirk. "I wouldn't be much of a Wonderbolt if I could only go one round." He leaned over to kiss the top of her muzzle, getting a taste of his own cum. It wasn't the most common thing for him, but neither was it the first time.

Cheerilee was now eyeing him like a piece of meat. "I can tell you're not shy, either--" She was cut off by him gently pushed her down onto her back. He then grabbed her legs and pulled them up onto the bed, moving quickly until he was resting between them.

Cheerilee shivered. "Definitely not shy..."

The curve of her belly rose up over Soarin, blocking the view of her face. But he could still see her fat breasts peeking out from around the sides. Her pussy beckoned to him, wet and ready, the bright pink of her engorged lips glowing against the darker fur of her coat. The lower curve of her belly pushed out against the top of it, her clit sticking out prominently between the nether lips.

"Mmm..." Soarin leaned down and kissed her clit, nuzzling his nose up against her lips, taking in a long sniff of her scent. She smelled like cranberry soap mixed with freshly-upturned earth. He flicked his tongue out to run along the outside of her lips, tasting and savoring her tangy arousal. He teased her a while longer with his hot, moist breath before grabbing her hips and diving in.

Cheerilee let out a sharp gasp and kicked her legs. Her hooves bounced of the bed as that familiar feeling--that half-hunger, half-clench sparked to life in her belly. She had to fight not to wrap her legs around his head.

Soarin hid his grin. He pressed his muzzle against her pussy and forced his tongue in as far as he could. He could feel the curve of her belly from the inside, the lives within shifting under the pressure. It was surreal. He continued to explore her velvety depths,apping and teasing at the her warm folds, her sweet arousal flooding his mouth.

Above him Cheerilee squirmed, hips flexing, belly shaking, a long, continuous moan escaping her. Maybe she was playing with him, maybe she was just enjoying the ride, he couldn't tell. It was hard for him to tell much anything being snout-deep in her cleft.

Soarin worked his tongue faster, starting to flicking it around to tease her as much as possible. He was never a fan of the alphabet, too many mares knew what he was doing there and some found it silly. Instead he focused on moving and teasing her, trying to avoid focusing on the same place too much, he wanted to make sure Cheerilee felt good all over. He pulled one hand away from her hips and down to rub against her outer lips as he licked her. Working a finger inside he started to using it to finger her as he licked her clit again.

Groping her hips, Soarin took a few moments to focus on her clit as he worked his fingers inside of her. Each time he did so she gasped and squirmed even more. She was getting closer, but it wasn't quite enough to push her over the edge just yet. He paused for a moment, letting her stew for a few seconds right on the edge, then sucked on her clit as he fingered her.

That finally pushed her over the edge, he felt her body tighten up against him, her hooves slamming down against the bed as she let out a restrained gasp. Cheerilee washed his face with her juices as she came, soaking his fur and clenching down on his muzzle. After a few seconds she went limp and relaxed, and he slowly pulled back, giving her one last lick before sitting up.

"Fuck..." Cheerilee was panting like a dog on a summer day. She had one hand was on her belly with the other was on one breasts, having been squeezing and milking herself the whole time Soarin was pleasuring her. Now her whole chest was soaked.

"Good idea," he said. He crawled up along her side for a kiss, one that she eagerly returned. She glanced down at his crotch to see that he was rock hard again.

Cheerilee rolled onto her side, reached up to grab a couple of pillows from the head of the bed, then she rolled up onto her hands and knees with a grunt, her belly sagging low under her. Her full breasts hung so low that they almost touched the bed. She braced her arms on the pillow, looking back at Soaring, and flicking up her tail.

"What are you waiting for? Fuck me like... like... I don't know, just fuck me!"

Soarin laughed and got up onto his knees, his wings fanning out behind him to keep his balance as he moved up behind her. He got a view of her lovely ass and pussy just peeking out beneath her tail. He grabbed her dock, holding it firmly as he shuffled up closer, pushing her legs further apart with his knee. Grabbing the base of his shaft with his other hand, he started rubbing it over her wet pussy, making Cheerilee moan and squirm in anticipation.

He gave it a few more teasing rubs before starting to press forward, slowly sinking himself down into her moist depths. It was a wonderful feeling, and even better was that she easily took his whole length, sinking every inch into her wet embrace.

Cheerilee let out a low groan against her pillow, then rocked back against him, her tail flicking up to brushing against his chest. She hadn't even needed to ask him twice.

Soarin squeezed her hips and started to fuck her, taking it slow for the moment, pulling back until he was barely inside then thrust back in with a wet slap! Each impact made Cheerilee's belly and breasts jiggle and sway, causing her to move erratically against him, which felt just amazing. He kept squeezing her thick hips, digging his fingers into the flowers of her cutie mark.

She let out small whimpers every time he hilted himself, grinding her hips back against him. "Grab my tits," she moaned.

Not one to turn down a request from such a sexy mare, Soarin leaned forward, pulling his hands off her hips to grab her heavy breasts. He squeezed them as he thrust into her, and was rewarded by a stream of milk jetting out onto the bed.

That made her giggle. "Oh wow, don't stop doing that!"

Soarin smiled and kissed the back of her head, starting to squeeze at her tits with each thrust, sending spurts of milk out each time. The scent of the milk was quickly filling the room, mingling with the scent of their sex and giving it a creamy undertone. He started picking up speed, starting to properly pound Cheerilee's wet pussy, causing her to rock forward on the bed, her belly rolling under her.

Her whimpers were now turning to proper moans as she rocked back against him, slamming her ass back against his hips and squeezing around his shaft. It made him groan and service her tits even faster. Cheerilee let out a groan of her own, but she didn't say anything about stopping.

Finally, Soarin opened up with all his might. He started pounding her like a nail, slamming hard into her eager sex while he milked her fat nipples, the milk soaking around the sheets under both of them. The bed was starting to slam against the wall with each thrust, the wood creaking and groaning. The heat from their bodies was soaking them both in sweat, milk and lust, but all either of them wanted was more..

Cheerilee was the first one to give. Her moans grew higher-pitched until she let out a scream. She slammed back against him as she came, her pussy gushing around his cock and his balls even as she clamped down on his shaft like a vice.

That was finally too much for Soarin, and his wings snapped out to his full span, hitting each wall as he came a moment after her. Another heavy load of his cum flooded her very well fucked cunt, which made her voice rise even higher. For a moment they were awash together in a moment of pure pleasure, their climaxes crashing into each other before washing over them.

When the moment ended, Soarin found himself falling back onto the bed, feeling it squish wetly around him. He didn't care. He looked up at the mare who was glowing as he dropped onto the bed, flopping over to the side to put her large belly between them.

They stared at each other for a few minutes as they basked in the afterglow. Finally he found his voice, "You are so much better than a princess."

Cheerilee laughed., She leaned forward to kiss him on the nose before frowning at the milk soaked bed. "I think we might want to take a shower before finding someplace better to sleep."

"How about my hotel room?" he suggested.

"That sounds lovely." Cheerilee kissed him again before rolling herself off the bed and waddling out of the room.

Soarin watched her go, admiring the shape of her body as she walked through the door. She still had a few months to go before having the foals, and he couldn't image how sexy she was going to look at term.

Perhaps he'd stick around to find out.

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This story was written and copyright 2017 by Theo Winters, reposting and archiving are allowed as long as this copyright notice and the author's name are not removed. This story cannot be published without permission of the author. Violators will be impregnated.