Chapter 12: Twilight and the First Foal

Taking a deep breath, Twilight tried to steady her nerves. "Derpy, tell me about the futanari you, uh, met at the Gala!"

Derpy giggled. "Somepony's fishing for complements, I think!" She smiled. "I was a bit, uh, happy from hard cider, but I know it was really you."

"Tell me about it." Twilight nearly shouted.

"Okay, Miss Princess. I was enjoying the Gala when I met this beautiful Pegasi. She was dressed all in black lace, with a sexy little top hat resting on top of her wild mane style. You, I mean she wore a bandit mask hiding her face. The black lace of your body suit made your pretty purple coat look quite a bit darker." Derpy giggled. "It was really naughty how you made yourself look like a blank flank!"

Twilight felt a strange panic hit. Her horn glowed and the magic caused her closet to fly open. "Was the lace outfit anything like this?" she whispered, as she took out the Darklace cosplay costume Rarity designed for their little role play adventures, and unknowingly for Twilight to also use with Trixie.

"You looked really exotic in it, Miss Princess!"

Twilight next brought out a hatbox. The lid lifted away, and the cute hat Rarity had given her just the other day rose up. "Does this ring a bell?"

"You had it hiding your horn, and it looked really cute with your mane in this style."

Twilight looked in the mirror. Her hastily dried mane was in a wild sort of puff, like a dandelion about to release its seeds. It looked like the "Natural" style favored by young urban ponies in Saddle Arabia. She sighed, and brought out a final item. "And this?" she asked softly, as she lifted last year's Nightmare Night mask to her face.

"I gave you such a mysterious look, Miss Princess!"

Twilight felt a shiver run through her. Since the fateful failed attempt to send Spike five years into the future and back again had instead aged her five years and made her a futanari, she had carefully rewritten her time spell. Did this mean it worked, or will work?

Derpy stared at Twilight and realization dawned. "Oh wow! It wasn't you back then. It's going to be you now! Today is the day for you! Miss Princess, you're planning to travel in time again like when you came back to warn yourself. You're gonna find me, aren't you? You wanna get my virginity, don't ya?"

"Would, would that bother you?" Twilight asked timidly. "Would you mind if I made sure that I was the one to sire Dinky?"

"Heck no Miss Princess, this is so exciting!" Derpy told Twilight the year of the Gala she attended, and Dinky's age. "Now go find her! Go and have a good time!" She put a hoof between her hind legs and then stopped. "No, I won't tempt you! Save it all for past me! I'll wait until you go before I fiddle-diddle my gooey puss. Now get that silly mare and show her what you can do!"

Twilight laughed. "I'll do my very best, Derpy!"

Derpy smiled. "Don't let her fool you, Miss Princess Twilight! She played hard to get, but trust me; she was just dying to lose her maidenhood! Don't you listen to her! Just be firm." Derpy giggled. "I don't mean it THAT way!" She giggled. "I know that will be nice and firm. Just you make sure she lets you be the one! I, no, we want you to get our cherry! Remember that, Miss Princess Twilight!"

Derpy seemed to have an uncanny grasp of the intricacies of time travel. That did nothing to prevent Twilight from feeling a sudden sense of guilt. Derpy played hard to get? Was Derpy telling her that she was ... Twilight gulped. Forced? Was she going to have to, uh, coerce Derpy of the past in order to assure time retained its proper flow? That would be just a little too close to what she had done with Rainbow. Was she going to have to break the promise she made to herself and Rainbow, and force Derpy? "I'll try to ease her along." She said quietly.

"Hurry! Go do magical stuff and show that silly tease what happens if ya drink hard cider when you're in your season!" Derpy seemed to forget what she had said about waiting, and put a hoof once more between her hind legs. She whinnied softly and wriggled in sensual delight on the bed as her hind legs spread and lifted until her hooves pointed toward the ceiling. "Uh, Miss Princess, try ta save a little for me when ya get back, 'kay? You gotta make sure both past and present me are good and preggered up!"

Twilight nodded dumbly. "I, um, that's never a problem." She hastened to turn from Derpy as the mare began to masturbate with an obviously skilled hoof. "I'll be back in no time, literally!" She said, as she nearly galloped for the stairs. Twilight's horn glowed, and her mask, hat, and lacy costume trialed behind as she headed down to the library proper.

Twilight hastened to don her role-play garb and settled the mask on her face. Once she had the hat perched on her head to hide her horn, she opened the library door to step outside. She knew it wasn't necessary, but she liked to see Canterlot in the distance before teleporting there. She took one step outside and gasped. "Doctor!"

"Princess, I have something important to tell you." The stallion said in obvious embarrassment.

Dinky peered out of the tall blue box inexplicably standing on the lawn in front of the library. "Gee princess twilight, you look pretty. Doesn't she, Doctor? I really like her mane!" Dinky gasped, and started to giggle. Princess Twilight, you look like a blank flank!"

Twilight felt her face grow warm under her mask. Rarity had cleverly inserted modesty panels beneath the lace over her flanks, just the same shade of purple as her coat. She claimed it made imagining Twilight as Darklace much easier. "It's just for my masquerade, Dinky. I'm way too old to be a blank flank!"

"Who are you dressed as?" The inquisitive filly asked. "That's not any kind of Starswirl costume, and that's who you always dress as!"

The Doctor motioned with a hoof. "Dinky, I told you to stay inside." The filly dashed back into the box. With a creak, the door closed. "Princess, I have to tell you something very important about Dinky."

Twilight took a moment to register his words. She had been too busy staring at the pretty little filly. Did she see a resemblance to herself in Dinky? Yes, yes she did! Why had she never noticed before? Dinky looked so much like her lovely mother, but there was a wonderful hint of her sire as well!

She couldn't help smiling. Dinky's horn had just the same spiral and delicate shaping that hers had when she was that age. Twilight knew it well from the thousands of pictures daddy took of her as she was growing up. "What have you to tell me about my daughter?" she asked with an unmistakable tone of paternal pride.

"I did a quick scan and noticed the same Artron energy signature. It's almost hidden by later temporal events, but..." He stopped. "Oh, you know. That makes things simpler." He seemed to notice her mode of dress for the first time. "Planning a little trip?" he asked quietly.

"Yes, if you must know." Twilight smiled.

At that moment, there was a sudden flash. "My dear Twilight Sparkle. Have you seen Fluttershy?" The newcomer asked. "Recently it has been quite difficult to arrange visits with her. She's always busy with you and that razor tongued Tom-Colt Rainbow Dash. Not that I'm complaining. Fluttershy needs the, shall we say, "Relaxation"."

The Doctor stiffened. "Discord" He said quietly. "What are you doing here?"

"Doctor, how nice it is to see you again." Discord turned to Twilight. "My dear, would you remind our esteemed friend that I have reformed? He doesn't seem to quite believe me when I tell him."

Twilight giggled. "It's true, Doctor. Discord may be rude some times, and a royal pain in the flanks most times, but I do consider him a friend."

"Friendship is Magic!" Discord told the Doctor, while grinning broadly. He turned back to Twilight once more, and froze as he finally noticed how she was dressed. "Why how silly of me! I should have known it was you all along, my dear Twilight!" He laughed. "If only I could send myself some popcorn! I do enjoy a snack while watching performance art."

He vanished just as fast as he appeared. "Now what was that all about?" The Doctor asked.

"Who knows? It's just Discord being Discord." Twilight grinned. "See you later!"

The Doctor shielded his eyes with a hoof as with a loud magical discharge, Twilight vanished in a burst of Teleportation magic. Turning to the TARDIS, he sighed. "I do wish she would leave time travel to the professionals. Still, no harm came from her rather comical attempt to give her past self a message." He sighed. "Besides, I do not think Derpy would take too kindly any attempt I made to assist in this uh, "adventure"."

Twilight appeared on a mountain ledge, just short of Canterlot Castle. She shivered. The immense power she used nearly pushed her already aroused body into orgasm. It was all she could do to hold back and keep from displaying a fierce erection. "I can't let a guard see me dressed like this." She whispered huskily. "He or she might like it too much. Worse, Princess Celestia might spot me!" Twilight still couldn't bring herself to admit to her beloved mentor the fact that she was not pregnant. "I'll just use the time spell from here, and then head to the Gala under wing power."

Twilight closed her eyes and visualized the complex elements of her refined and revised time spell. She gathered the magic within her, and opening her eyes, she let it burst forth!

Entering the time stream, she experienced the sheer wonder of everywhen! This was far different than a hop of just a few days. Twilight was exhilarated as the years between her and the younger Derpy at the Gala melted away. Her eyes beheld the vortex around her, hardly able to focus on its almost terrifying beauty. Energies almost beyond comprehension flowed around and through her. It was glorious!

Materializing on the same rocky ledge, Twilight nearly collapsed. Her body shuddered as she experienced a very nice orgasm. Thankfully, extreme magic use seemed to trigger her mare aspect more than her penis. Although looking down under her belly, she moaned to see her cock quivering proudly erect. Rarity's wonderful design had left a difficult to see opening that her penis never failed to find. Now it looked quite nice with a wide ring of black lace snugly encircling the base.

"That won't go down in a hurry." She said shakily. The snugness of the elastic lace always kept her erect much longer than if she were totally nude. Twilight adjusted her mask, and made sure her hat hadn't been lost in the time stream. "Still, nopony will recognize the mysterious masked Pegasi futanari blank flank!" She gulped. "I hope!"

Feeling the wind against her rigid member, Twilight flew towards the castle. She didn't have an invitation, but that didn't deter her. Twilight knew the drill from her disastrous Gala night a couple of years ago in her own personal timeline. She landed, and calmly joined the line approaching the public entrance.

Ponies whispered around her. Twilight felt a thrill as several mares inched closer to the proudly displaying futanari. Keeping her eyes on the prize, Twilight did her best to ignore the beautiful ponies around her. She hoped nopony noticed the glow under her hat, as she serendipitously teleported a ticket away from a pony that had just entered.

"One, for the Gala." She said softly as she presented the ticket once again to a guard that had already seen it. The Earth pony mare looked more at Twilight than the ticket. "Have a wonderful time.' She said officiously. Her voice dropped to a soft whisper. "I go off duty at midnight, dear. Maybe I'll see you then?"

Twilight smiled politely. It wouldn't do to cause hurt feelings. "Perhaps, I do so like a mare in uniform."

Twilight trotted through the gate and teleported the ticket back into the lovely saddlebag of its rightful owner. "Maybe I better tell Princess Celestia to tighten security at future Galas. That was almost too easy!"

Twilight went in search of Derpy. She had greatly improved Starswirl the Bearded's original spell, but she only had one hour and forty-two minutes before she snapped back to her own time. The faster she found Derpy, the more time she had to ease the younger virgin into accepting her as a mate!

As she trotted along, Twilight felt all eyes on her. There was something to be said for the total anonymity granted by her impromptu disguise. Princess Twilight Sparkle would be mortified to be seen publicly displaying. The Mysterious Unknown Futanari seemed to relish the attention. That is until she was approached by rather large young stallion.

"Oh, good evening, sir." She said in what she thought of as her Darklace voice.

The handsome Unicorn in a rather dapper tuxedo jacket smiled. "Well, well, what do we have here?"

Twilight gulped. She was still in heat. Was she going to have to risk exposure by defending herself with magic from this big handsome stud, um, stallion? "What does it look like?" she asked with more calm than she actually felt.

The Stallion laughed. "It looks like trouble!" he said as he eyed Twilight's member.

"Look, I have, um, a marefriend I'm meeting here. You don't need to be threatened by a futanari making time with your special somepony!"

The stallion's eyes opened wide. "Whoa there, sweet flanks. Don't go putting the cart in front of the horse! Nopony minds you being here!"

Twilight paused. He looked a few years younger, but was this... "Donut Joe!"

He grinned. "That's the name, toots. I make the best darn donuts in Equestria!"

Twilight couldn't help grinning. "I know, I've been to your shop a million times."

Joe stared at her. "What are you talking about, sugar rump? I'm still tryin' to line up financial backing to open a little place here in Canterlot. You have no idea what a prime spot within the city walls cost."

Twilight cringed. She had to watch out for anachronisms! She didn't want to disrupt the past. "I, uh, I only meant you'll undoubtedly make a million bits if your donuts are as good as you say."

"They sure are!" He sidled up to Twilight and gave her a bright smile. "Maybe we could help each other out here."

This was getting a little dangerous. She had to remind herself that she was still in heat! Twilight glanced around nervously. She had to find Derpy, and fast! "Well, like I said, I have a marefriend. Sorry and all that, but I'm not interested in you in, uh, "That" way."

"Hold up, sweet flanks. I ain't looking for your type action." He pointed a hoof in the general direction of her throbbing erect cock. "Your delightful aroma is getting' me all fired up, but that might put me off my stride, if ya know what I mean. I have a different proposition for ya."

Twilight's eyes narrowed. "I don't have any bits to invest in a business venture." she said in her husky Darklace voice.

"I ain't talking finances!" Joe lowered his voice. "I just want to ask a tiny little favor. Let me explain. Any stallion that knows his way around a saltlick knows that the mares go simply gaga over the blessed." He paused, looking a bit embarrassed. "That's true, isn't it? It's not just an old mare's tale, right?"

Twilight felt her face grow warm. She was certainly kept busy by all of her friends. She looked around at the many lovely mares simply staring at her. "Well, I guess you could say it's true. What's this favor you want to ask?"

"Oh, it's nothing much, really." Joe's voice grew very quiet. "Um, I'd just like to tag along a bit, you know, um, to pick up any frustrated mares looking for something like that." He pointed at Twilight's member again. "I, um, well, could pick up your horny strays."

Twilight had sudden dangerous thoughts concerning her newly instilled appreciation for being penetrated as a mare by something big and hard. She knew full well that being in heat; it wasn't just her penis craving attention. Before she had even become a futanari, Pinkie Pie had declared that Donut Joe really knew how to fill a mare's pastry. If anypony would know, Ponyville's prestigious party planning pony would!

After the National Dessert Competition, Pinkie and Joe had disappeared together for hours. When she finally returned for the train ride back to Ponyville, there was a noticeable sort of tender sway to her hindquarters. Her hind legs had a slight but distinct bow to them. When Twilight had asked what was wrong, Pinkie pinkie swore all her friends to secrecy and regaled them with the titillating tale. Twilight remembered how she had humped a pillow all night long fantasizing about Pinkie's wild ride.

Twilight sighed. "Okay Joe, just as long as you keep out of my way, and don't think of ME as that randy mare!"

"No offence, but that thing you're sporting doesn't quite appeal to me." He gave her a charming lopsided grin. "I will hang back a bit though. Your scent is making it kinda difficult to keep my cool, if ya get my meanin'."

Twilight tried not to, but couldn't help glancing under Joe's belly. She took a quick step away from him when she saw the broad head of his cock peeking out at her. If the size of that massive head was any indication ... Oh my! The head of Princess Celestia's gorgeous member wasn't quite that big! He must be HUGE! It's a wonder Pinkie could still walk after taking Joe on!

Twilight took a deep shuddering breath, and hoped Joe wouldn't notice how her cock twitched eagerly when she thought about his mighty siege weapon invading her castle keep. She had to keep her mind on Derpy! Once she returned to her proper place and time, she was going to offer herself to Shining Armor before she made a mistake that saddled her with a big belly before Princess Celestia had another shot at her! Meanwhile, she tried to calm herself. "Okay Joe, you can tag along. Come on, I just have to find my friend!"

Joe looked down at the polished marble floor, noting the small puddle of clear fluid that had dripped from her cock. "You ain't kiddin', sweet flanks. Lead on!"

Twilight headed off with Joe following along behind. Time was ticking away. She had to find and seduce Derpy before it was too late!

Trying not to think about the passage of time, Twilight searched every nook and cranny of the palace open to the public for the Gala. In the dining hall just off the main ballroom, Twilight struck Pay Dirt.

"Pardon me Ma'am!" she said to the illustrious and wealthy mining magnate she had collided with. It took all of her willpower not to use magic to assist the glamorous pony back up on her hooves. "I am so very sorry!" Her cock twitched as she watched the mare give her rump a little shake to settle the skirts of her gold-lamé gown back over her flanks. The strategically placed slit gave a tantalizing glimpse of Pay Dirt's pick-ax and gold nugget Cutie Mark.

The older Earth pony eyed the masked stranger that had knocked her off her hooves, noted her state of arousal, and smiled. "Pardon me, my dear. It seems you have something, or perhaps somepony that urgently needs your attention. I have no wish to delay you in your time of need."

Twilight giggled. "I guess you could say that!" She tore her eyes away from the vision of flame red mane against lovely golden gown, and whispered. "I, I'm meeting my marefriend." before heading to bar.

Pay Dirt sighed. "What a shame. I've never dallied with a futanari, but it's always been my policy not to interfere with young ponies in love." Nevertheless, she sort of casually followed behind the aroused and eager futanari. Pay Dirt didn't notice when a smugly smiling Donut Joe fell in step right behind her.

Twilight made her way to a group of stallions clustered around the end of the bar. She heard a giggle, and her heart raced. "Derpy!" she whispered. "I found you!"

Pushing through the crowd, Twilight was dismayed by the sight she beheld. There was Derpy, not that she was dismayed to see her. She looked gorgeous in a rather simple white gown, trimmed in a yellow that exactly matched her mane and tail. Her bubble Cutie mark was displayed much larger than life in its fabric. She wore dainty golden slippers on her front hooves that gave her an elegant neo-classical look. This was offset by the startling eyewear she wore. The golden visor was large, with triangular shaped lenses. It gave her an otherworldly appearance, like some alien space pony in one of the scientific romance films she and Rainbow enjoyed between Daring Do books.

Personally, Twilight didn't think Derpy needed to hide her unusual but lovely gaze, but perhaps the mare felt more confidant if ponies didn't see her unique eyes. She had to tear her eyes away from the beautiful Pegasi to observe what had dismayed her so much.

"My dear, would you care for another?" Prince Blueblood asked smoothly.

Derpy giggled. "Another teeny weenie Apple, uh, Applewhat's it?" She asked hopefully. "Sure, Mister Prince Blueblood, I'd like that a lot!"

"It's called an Appletini, my dear." Blueblood nodded at the bartender. "I shale have another sparkling water."

When the drinks were deposited before them, Twilight noticed Blueblood's horn glowed. A small pellet levitated from the exquisitely tailored jacket of one of his grinning cronies. This seemed to cause much amusement as it eased through the air to land in Derpy's drink with a soft "plunk".

Twilight leaned between them. She put a hoof against the drink and spilled it onto the bar before Derpy could pick it up. "She's in heat, you lout. There's no need to drug her!"

"How dare you!" Blueblood raged. He turned to look at Twilight, and gasped. "Sweet stars above! You, you are one of ... THOSE!"

Derpy looked sadly at the liquid pooled on the bar. "No drinky for Derpy?" she slurred softly. "Oh my. They do make me feel dizzy. More dizzy than usual!" She giggled.

Twilight faced Blueblood. "Yes, I am!" She turned to Derpy. "Excuse me, is this stallion boring you? Why don't you talk to me instead? I'm a futanari."

Derpy seemed to notice Twilight for the first time. It took her a second, but she noticed what was proudly protruding beneath her tummy. "Goodness, that's a big doo-dang ya got there, Miss Futanari!"

"Let's go get you some fresh air." Twilight said, hoping to get the mare far away from Prince Boor.

"Okay!" Derpy wobbled a bit, but seemed steady enough on her hooves.

"Wait!" Blueblood shouted. "You can't take that commoner!" He stared wildly at Twilight's erection. "You staff is magnificent! With it, you may even be lovelier than I! Come with me to my apartments in the castle. We shall make beautiful music together!"

Twilight sighed. "No thank you." She turned to Derpy. "Whatever happened to being a bit drunk on hard cider?"

"Oh wow, can I have some cider too?" Derpy hiccupped daintily. "The Appletoonies burn a bit goin' down. I could use somethin' refreshing!"

Twilight felt her heart pounding as she led Derpy out into the cool night air. "How are you feeling?" she asked as she tried to ignore how hard her cock throbbed in anticipation.

Derpy giggled. "Wouldn't you like to know?"