Roseluck looked up at the afternoon sky, darkened against the gloom covering the forest behind her. She was there, atop their favorite hillock with a picnic basket, endlessly waiting as usual.

She knew there was no use in being upset but Equestria, as she’d repeatedly explained to the obstinate colt, ran on a schedule. And if there was one schedule that deserved to be stapled to one’s forehead at all times, it was the meeting with your mare at 3 PM sharp. But whatever she said or however many times she tried to cut him off as punishment, he simply existed outside Equestria’s acceptable norms, both in terms of keeping a schedule and in other more ‘intimate’ pursuits.

Far from pushing the Earth Pony away over time, her fondness for the exotic avian only continued to grow.

A stiff, cool breeze ruffled Roseluck’s fur and sent her spiky mane rippling like a field of wheat, cooling the sweat adorning her yellow coat. At least the stallion had the consideration to leave her waiting on a beautiful summer day. If Europa knew anything about mares, it was to show up when the time was right and he’d never let her down. That was just how it was with the Bat-Ponies, or Thestrals as they called themselves. They arrive exactly when they intend to and that is how they tell the time.

“I love him. By Luna, I’m going to marry that colt. And by Celestia, he’d better show up the day of the wedding on time!” Roseluck shouted, spooking the local colony of fruit bats, sending nearly half of them soaring into the sky, protesting loudly and with much crankiness.

“Oops! I’m sorry, batties!” Roseluck called back, her ears drooped sympathetically, an impressive sight for anypony happening to see it for the first time. “If you see Europa, can you tell him to get his flank over here?” She knew it was useless, the only known pony who could talk to bats was Fluttershy, and she wasn’t within five-hundred miles of her present location, on a hillside on the other side of the Everfree Forest in Princess Luna’s crown holding of Thestralslovakia: The Bat-Pony Nation.

Roseluck and her two friends and co-workers, Lily Valley and Daisy, had been visiting Thestralslovakia three years ago in pursuit of the prized Edelweiss, a mountain flower with healing properties when it was harvested by Earth Ponies with the gift for plant magic the three possessed. Equipped with mountain climbing gear, the three made their way up the slopes of one of the Foal Mountains remotest peaks when they got in a spot of trouble and had to call for help. Europa arrived on the scene and not only secured their anchor rope which had come loose but carried Roseluck up to the flower they were after to harvest it. The Edelweiss which brought them together had symbolic as well as medicinal value for the flower also represented the loving devotion of the pony who sought it enough to brave the dangers of the mountains to procure it.

The flower had lived up to its storied legacy.

As she waited, the breeze kicked up again, as a cold front moved in from the forest itself, a bastion of wild weather outside the realm of Pegasus weather control as it was. Sometimes such fronts brought in sudden and quite nasty storms you wouldn’t want to be caught out in, but this time it only blew the darkened mists which thronged the forest out over the top of the hillock, sinking the outside temperature and making things feel even more comfortable.

“Now that’s nice…” Roseluck admitted to nopony in particular, sitting up and turning herself to face the refreshing wind, feeling like she was sitting on the shoreline of Great Luna Lake after the spring thaw. Her eyes began to grow heavy as the deliciously cool air soaked into her fur.

Rose gave a shuddering yawn and stretched out on her back, deliberately exposing her ample teats and marehood to the wind. Her nipples immediately stiffened in the breeze, bringing relief to her broiling nether regions, which burned with the unquenchable fires of seasonal estrus — the one time a year when a mare becomes fertile.

“Figures that of all days, he’d be so late today!” she mildly groused, resisting the urge to self-pleasure, wanting very much to save herself for him. Deciding he needed additional enticement, Rose reached over towards the picnic basket and opened the flap, withdrawing a pair of plates upon which she sat bundles of grapes — Fetească Regală, the principal export of the Eee'asi Estate in rural Eastern Romareia.

“If I set these out, he’s bound to appear sooner or later!” Grinning at the cunning nature of her plan, she withdrew an odd addition to your typical picnic; a capped and sealed bottle of vanilla extract. She knew her love couldn’t ignore the lure of such luscious fruit on a warm summer day but… “It never hurts to have a backup plan!”

Sifting through bunches of bananas, mangoes, and a whole cantaloupe — the latter of which she reviled but knew Europa would actually eat — Rose withdrew a natty old rag and set it down next to the vanilla extract before smoothing it out a bit with her hooves. Satisfied, she easily popped the lid open — foal-proof but not Rose-proof! — and emptied a quarter of the bottle onto the rag. Part of it seeped through into the picnic blanket but one could always find more vanilla at a fair price in Ponyville.

Tossing her head to the side, she began rubbing the cloth between and up the length of her unusually long ear, supporting it with her other hoof to keep it from bending, which she’d learned the hard way long before could be a dreadfully painful experience if one wasn’t too careful. For even the wary had to contend with the erogenous zones common to all Earth Ponies that were greatly enhanced by Roseluck’s size. Within seconds, she could feel her endorphins begin to swim.

Nopony was entirely sure how she’d been born with ears that eventually grew to tower well over a foot and a half from their base as a fully-grown mare. The family explanation she received as a filly was that her great, great aunt with an unpronounceable Neighican name had gifted her with the exact combination of DNA that resulted in her — and only her — possessing the two largest naturally-occurring satellites in Ponyville not called the ‘Sun and the ‘Moon’.

She’d been picked on early in life as a mutant freak by some of her meaner classmates and sometimes asked in all earnestness if she could listen in on conversations spoken from across town by the more politely clueless. The joke was on them when she’d hit puberty and ponies stopped noticing her ears as much — to do so entirely would be unthinkable! — and started paying more attention to her powerful hips and thighs, firm chiseled rump, and large mammaries, particularly the colts but more than a fair number of mares as well.

As for the Bat-Ponies, there was nothing more flattering for a mare to be created in the image of their Princess of the Night, who in appearance — aside from her sleek body and gorgeously starry mane — was known mostly for her two most-prominent aural receptors in art, poetry, and song which somehow always managed to feature them prominently.

Even artistic depictions of her in battle, armed with bow and arrows and battling harpies made sure to detail her ears fastidiously. And thus, if Roseluck drew attention in Ponyville, she could not escape male attention in Thestralslovakia if her very life depended on it. Her ears were an immutable beacon reaching from one end of the forest to the other and the Thestrals, with their sensuously long chiropteran tongues, were ever receptive.

Still, it never hurt to have a backup plan, especially where Europa and foalmaking were concerned.

She emptied another quarter of the bottle into her rag, carefully working it around, knowing better than to ask if the Thestral would venture into such taboo waters for ponies but when. Her legs trembled slightly at the memory of their last sexual encounter, each swipe from her cloth bringing back another memory; a suggestive lick, followed by a nibble and then a slow descent into pure, erotic fantasy.

She had much more difficulty with her other ear. Balancing on two legs that were a quivering mess of anticipation, it took her twice as long to apply her enticing musk. Her feminine petals began to weep gently as her greedy entrance began to widen, its lips swelling delectably, sending shivers of anticipation up her spine. Despite the distraction, slowly and bit by bit, she coated and lubricated her ears to perfection. “Enjoy your meal!” Rose whispered suggestively as she rolled over onto her side and fell asleep.

A fluttering of stretched wing membrane could barely be heard about the wind as Europa, a rusty-red-coated Thestral with a mane of purest white, sailed over the hill, pressed on by the forest’s stiff tailwinds.

His night vision, cutting through the mist-darkened setting with ease, detected the checkered blanket directly below him on the hill and he banked left to approach the clearing at a slower, safer speed into headwinds from the opposite side. Winds were picking up by the minute, and overshooting the landing would be suicide, sending him tumbling down the hillock and into a world of pine needles, tree sap, and pain.

At the very least, it would leave him an unpresentable mess, and he was not about to appear to his lovely and very desirable lady in such a state!

Bringing himself into a glide, he let the wind loft him as he gracefully dropped the last few feet to the top of the hill, folding his wings up and dropping his traveling bag as he approached the slumbering mare, laying on her side. She’d bunched up the blanket in her forelegs and pressed it up against her face. She was smiling as her barrel rose and fell rhythmically.

“I have become so late, I’m putting my love to sleep!” Europa lamented in heavily-accented Equish, his voice heavy with amusement and irony. He was about to reach out with his thumb claw and give her a gentle poke on her side to wake her up so they could eat together when something made him fall short. There was something perfect about the way she was lying there, so innocent and foal-like.

He truly wished he would not make her wait as often as he had, getting wrapped up in his duties as caretaker of the Wielkoponiska National Park, a nature preserve set aside to retain the unspoiled ecology of the Everfree Forest in their country. It was also the site of Callisto’s Call, the rite of passage hunting expedition undertaken by thestral colts who had come of age.

But in his line of work, there were no time clocks or punch cards. The forest did not operate on banker’s hours as some of his relations did and despite his best intentions, he would need to intervene to maintain the balance of the forest by serving as arbitrator between predators and prey over water and passage rights — not an easy task when one side literally wants to bite the other’s head off. His job required patience, dedication, compromise, and a willingness to work long and often unpredictable hours.

And yet here was Roseluck, waiting so patiently and without complaint; she’d even fallen asleep smiling.

“By Luna above, this beautiful Rose is the most wonderful mare I’ve ever known.” He turned to the plate of grapes nearby, picking the entire bunch up with his teeth. She could remain in harmony with the world for a little while longer before waking up to eat with him. It seemed karmic to the Thestral that he should be denied her company for a change.

He started biting grapes off the bunch, chewing them to a fine pulp before taking more into his mouth. It’d grossed out his marefriend when they’d first started dating, seeing his cheeks slowly expanding as he pulped his fruit against the hard palate that formed the roof of his mouth. He didn’t have to spit out the pulp like his flying Pteropus cousins roosting in the nearby trees, of course, but found the slow trickle of juices down his throat to be an experience worth savoring — made it more than just satisfying a base need to consume.

When he’d finally explained his reasoning to Roseluck, she’d understood and the pair now happily stuffed their mouths full, chewing slowly and even trying to out-do one another in cramming as much hay, fruit, potatoes, and salads into their mouths as possible He’d even convinced the herbivore to take up eating poultry, which she’d come to enjoy and the idea of which he found strangely arousing. Dinner took a lot longer for Rose than it did in her Ponyville days but the pair soon bonded during their long sessions of silent munching.

After downing the entire bunch, Europa started feeling a bit guilty. She was still fast asleep and he found himself fretting over not sharing her bounty when she gave a needy coo in her sleep. The sound brought the Thestral’s bathood out of its slumber, rapidly swelling within and then dropping from its sheath. Perhaps she’d caught a chill or maybe she’d smelled the fruit and was hungry?

“Either way…” Europa drew in closer, looking down at his beloved; her exposed ear rising like the Temple of Hi’eee’aka, the holiest temple in the Kingdom, ascending like an obsidian spire over Shadowmoon Valley.

It was uncanny how similar in both size and shape she was to Lady Luna. As she lay there, he couldn’t help but imagine her in The Lunar Regent’s place, marrying King Oberon who would go on to become Oberon The Great after the Three Nights campaign drove the Harpies from Equestria.

They’d invaded the previous year out of their mountain strongholds in the West in an armada of airships, quickly overrunning the Pony settlement at Verdun, sacking the city and pushing east across the Equestrian Prairie. Driving all before them, they’d made it to Canterlot where the last absolute ruler of Equestria, The Emerald Queen Verdant Victory fell in battle, fighting with a dagger held in her teeth against a force five times her number.

All seemed lost for Equestria when they sent out a plea for help to their reclusive and often resentful bat-pony cousins in the east, where a noble Pegasus of Spurta had married King Oberon in a move that shocked and appalled the Thestral nobility.

For a Thestral did not breed with a non-Thestral anymore than the deer would breed with the cow or the eagle with the dove.

Thestralslovakia was built by Thestrals, for Thestrals to be defended to the last wing against all who threatened their sovereignty. They were not usurpers like the other races, plowing fields over the carcasses of their fallen enemies but born and raised in the shadow of the Foal and Carneighthian mountain ranges where the Goddesses themselves created them; from the ponies who dwelled upon the land, the nightsaber cats who stalked the forests below, and the Pteropus who dwelled in the fruiting trees, scattering the seeds of life and renewal across the woodland realm.

But Luna, the Duchess of Spurta, was like no other mare. She respected the traditions of the Thestrals and, as befit her homeland, was an accomplished fighter. This she turned to the art of the hunt and it was said she would slay, field-dress, and cook dinner for herself and the King every night. Her only stated regret in the days before the war was a lack of any foe worth fighting, but she would soon be granted her wish.

Despite Oberon’s desire to remain neutral in the conflict, Luna’s charm and wisdom persuaded him to assist Equestria in the fight. She argued that once Equestria was ruined, they would be next, despite the Harpies’ tendency to raid in search of plunder rather than for new lands to conquer. They were pirates, savages; little more than beasts in his eyes. But not to Luna. She gave the Harpies the respect they were due for sacking the imperial capital of the Ponies and so Thestralslovakia declared war.

It didn’t go very well at first. Thestral eyes did poorly during the hard light of the day while the Harpies were at their best, allowing them to shell cities into rubble from their airships virtually unopposed until the evening when they’d stand watch while the Captain and crew sang their shanty songs and distributed the spoils. Invoking the traditional folk-religion of the Thestrals, she called upon the Goddess of the Moon to hold back the sun for three days and swore on bended knee she would deliver such a decisive victory for Thestralslovakia that the enemies of all Equinity would forever fear her Night.

The Goddess heard her prayers. Setting her faith in ultimate victory before knowing the Goddess’ decision, Luna personally led the armies outside of the forest kingdom and routed the entire Harpie force over the next three sunless days, capturing many of their ships in the process. For seventy-two hours she slew them in feathery heaps without sleep and when the last enemy had perished to her wing-mounted blades, the Goddess bestowed upon her control of the Moon itself, transforming her into alicorn in the process. Luna’s deeds had earned her immortality and eternal rule over all of Thestralslovakia when Oberon The Great passed into eternity, and for delivering them victory and glory, the Thestrals themselves were fiercely loyal to her forevermore.

Europa shook his head, chuckling softly to himself. Roseluck may have had her ears, but she was no Luna. In fact, Rose was no warrior or hunter — unless the prey happened to be a stallion, perhaps — but she was quite passionate in her own right. She had a love for life and all living things and was slow to wrath, even when wronged.

But she also unquestionably had Luna’s love of the Thestral race, as he reminisced with some embarrassment that he’d hardly been the first of his kind to catch her wandering eye. And she was not too proud to learn from Thestral ways, even if it took time for lessons to set in. Patience, temperance, and an appreciation of permanence were virtues that meant everything to Thestrals and were values she now shared.

His feeling of shame passed quickly. He wasn’t her first, but she’d stayed with him and never once strayed from him throughout their relationship. Was he truly her Oberon? The thought had weighed heavily on his mind for the three long years of their courtship.

It was only at that moment a sweet smell caught his attention. And then he saw it, streaked wetly across the fine, cream coat covering her ear — vanilla! It gleamed from every inch, even the furless, lightly waxed skin of the interior. She always kept herself immaculately clean, just for him. His nostrils suddenly swimming in the delicious scent, his mouth began to water. She’d clearly been anticipating his next move and even better, given him silent permission to strike while she least expected it!

Rose had never been a subtle mare when it came to her fetishes, and neither had he.

He eased in close. She hadn’t shown any indication of awareness to his presence, continuing to sleep as innocently as a foal with her blanket. Europa was within inches now, his breath coming out ragged as the smell of vanilla extract grew stronger and more enticing to his sensitive nose. His tongue arced out and slightly curled at the tip; all the better to extract the nectar from his pretty, pointed flower; the ambrosia of the Goddess before her. Instinctually, he bared his fangs, hissing quietly, ready to sink them into her exquisite fruit.

He hesitated. Roseluck was a patient mare who wouldn’t harm a fly but she would probably belt him if he ended up giving her an unwanted ear piercing. And being hit by an Earth Pony was something that would give anybat pause.

Instead, he worked a trail of kisses down the backside of her ear before grinding his tongue hungrily into its base where the vanilla had begun to settle. He felt her shiver and sharply draw in a breath, but she said or did no more. He sensed she was awake but that was unimportant. All that mattered to him was that she was still, silent and eager for him to continue — the aroma of Roseluck’s slickened marejuices rolling down her inner thigh could attest to that! His tapered, throbbing erection flourished beneath him, thinner but much, much longer than the equine norm.

He had permission to do anything he wanted and it was now time to see how far her goodwill would carry him.

“Oh, Europa~!” she finally cooed as he began working on her Luna-length ears in earnest.

He began wetly licking the inside of her ear, slurping audibly as he noisily lapped away at its slick and curved folds he’d long since learned by heart. He worked the long, long rim of her scapha until she began to whimper. Then he dipped his tongue into her triangular fossa, pressing hard enough to make a visible indentation on the back of her ear as he streaked back and forth lewdly across both helix and antihelix.

Her ears drew back against her skull defensively, reactively trying to deny the fleshy intruder a mouth-hold — an ancient defense mechanism of ponies’ primordial past — but he repositioned on the fly, licking even more savagely for it, hopelessly outmatching his hapless prey with single-minded chiropteran determination, as if he were going after a particularly tasty blossom.

Now fully aroused, Rose whinnied and snorted. Squirming hard beneath the aural assault. She was getting close but just as her legs began to tremble like an apple tree during the harvest, he halted his advance and withdrew, leaving her concha unmolested. For not even Roseluck was kinky enough for that and there was no joy to be had in it for him either.

“You… You stopped!” Roseluck whined, still laying on her side. “Europa, you nearly had me!”

“Rose… you are still sleeping, my love!” Europa said politely but insistently. “There is still more for me to give if you would grant me just a bit more of your patience.”

“Oh! Right, sorry!” Roseluck chirped happily as she grabbed another hoof-full of blanket and closed her eyes again, waiting silently for whatever he’d planned next.

“Goddesses, you are a treasure, Roseluck.” He nuzzled her on the belly and got a playful nicker in return as she stroked her hoof through his soft, messy head of mane. “This will be a bit different than what you’re used to. I…” Europa trailed off for a moment, becoming distracted as he felt precum drip from the head of his bathood with a shiver. “I’m going to try something new.” His voice lowered suggestively. “I hope you enjoy it...”

He stepped forward, allowing his stiffened bathood to brush inside her ear. Rose let out a whooping cry of shock and surprise but made no attempt to stop what was coming.

She more than fit his length and girth, his large, black apples resting against her neck but he kept slipping out as her ear bent out of position.

“Ouch! Be careful!” Roseluck hissed up at him, giving him a poke to the ribs.

“Oof! Sorry, Rosie!” He got in closer, bending his knees to close the distance between them. She was deep enough to take him in the ear but he quickly realized that he couldn’t press down too hard without hurting her. After some experimenting with positions, he determined an approach starting from the concha at the base of the ear and thrusting towards the outside of the ear, where it wouldn’t have to bend so unnaturally from his thrusts, was the most comfortable angle for them both. He pressed his firm member down against her concha, the head of his bathood hanging off the edge of her helix. “I’ve got this, Rose!”

Rose sighed, wearily. “You could ask for help, you know!”

Europa laughed awkwardly at the break in character. “But honey… You’re asleep!”

“Not if I’m going to be experimented on, stud!” Rose gave him a reassuring wink to let him know he wasn’t in any real trouble. “Now let me put my hoof up there so I can keep everything steady. I’ll give you points for originality, but unless you can get some friction going, this won’t get either of us anywhere.”

Rose lay on her side with her head propped up with her hoof positioned from behind so that she’d eliminate the give from when he started to thrust. It wasn’t the most comfortable position in the world — she looked rather like she was posing as a Prench mare — her hoof perched on the side of her head rather than her neck — but it would have to do. Rose, in a moment of inspiration, carefully folded her ear with the hoof to create a cozy pocket for him to thrust into.

Now he could get some real traction. He took a few experimental pumps, grunting softly at the sweet contact between his thin medial ring and the duel shocks provided by the twin ridges of her helix and anti-helix. It wasn’t the real thing but it was close enough to drag him faster and faster down the well of building climax. Then he started pounding away in earnest; her ear slickened with precum, saliva, and wax overwhelming his senses and gripping him tighter than he ever thought possible. He felt Rose leaning herself into the contact and cooed, which squished loudly with each assault, a fierce pride filling her for being able to satisfy her bat-pony lover in such an unorthodox way.

It wasn’t as tight or warm as her feminine core but the idea of taking his beloved Rose in such a way, of being swallowed whole by the object of his deepest desire, quickly drove him across the point of no return. Unable to give warning for being unable to speak, his eyes exploded with fireworks, giving a badly muffled groan as he fired load after hot, sticky, saturating load of stallion seed deep inside her ear.

Rose made a face, blinking hard at the sudden pressure on her sinuses, extending from her ears to her eyes and nose as her ear canal plugged. She felt as if she’d been dunked into a lake.

“May the heavens grant me mercy! I’m so sorry I didn’t warn you!” He withdrew a piece of cloth from his traveling bag and started wiping her clean. “I was lost inside of you…”

Roseluck giggled serenely. “I’m honored that even the smallest part of me… The uh, least significant? Well… you know what I mean…”

The pair of them laughed at her choice of words.

“Okay, maybe they’re not the smallest or least-significant part of me, but to receive such attention from any stallion is a rare honor.” Roseluck took his right foreleg in her hoof and kissed it just above the top of his steel-tipped shoe. “But your work isn’t done… I still have an ear that’s been feeling lonely...” She flopped it submissively. “Want to try the back of my ear this time?”

Giving a look of being offered a princely sum in mangos, Europa nodded in eager assent. “Only if I get a taste of it, first!”

“Deal! Just… let me clear my sinuses, oooooh!” Shaking her head to one side, she finally felt her sinuses clear, her eyes searing as her ear popped. “That’s better! But don’t get too lost in my ears to remember why you’re really here!” Rose turned and presented herself to him, “It’s that time of year again and my tail has been aching for a real deep rutting for hours! If you don’t give my tailhole the attention it deserves, I may just decide to be upset for a change about you showing up late again!”

Europa looked longingly at her tailhole, so warm and tight, fitting him perfectly. The Earth Pony mare had been very upfront about her expectations, despite his reluctance to move into a physical relationship too fast. He had to be okay with rutting her under the tail vigorously no less than twice a day, every day, early in the morning, mid-day, during afternoon tea, and late into the night if either were too busy. She expected orders of magnitude more attention from him during estrus.

While other ponies were an issue with their huge flared heads stretching her out too far, Thestrals could go all day long and every day without causing her any pain and discomfort or need to pause and heal up using her latent Earth Pony healing factor to prevent lasting harm. He thought she’d been trying to impress him and was only telling him what he wanted to hear. No mare he’d ever known really enjoyed anal sex. That sort of thing, he’d thought until he met her, was what only colt-cuddlers did!

But after rutting her under the tail for nearly twelve hours, fused body and soul in a state of absolute bliss with the assistance of zebra potions on the first day of her estrus, he’d realized two things: that he’d been proven very, very wrong, and that from here on out the ravishing red-headed Earth Pony was getting everything from him she asked, whenever she asked, no matter how sore he was in the morning.

And then day two came and she asked for even more...

The two shared a long, sensual kiss. “Rose, I know it’s that time of year and that you’re waiting to have foals, but I have a mind to keep you for good this time… Claim you for not just me, but all Thestralslovakia...” He left a trail of kisses up the long shaft of her as of yet unmolested ear before whispering earnestly. “For Luna and the lands she rules, I want to put a bat in you, Rose.”

Rose’s marehood began to wink hard beneath her flagging tail. “Europa, you’ve proven your love for me at every turn but I can’t guarantee you our foal will have wings. I, I have no Th-Thestral ancestry!” She stuttered as she began to grind his tongue anew in the forbidden corners of her ear.

“Fear not, my blooming Rose — for I am more than Thestral enough for both of us! But if our foal should lack the ability to fly, I would never reject him, nor would I ever reject you…”

Roseluck’s heart soared at his declaration. “I believe you, Europa! I want to carry your foal! But I must ask you, are you prepared to face the rest of your colony when they find out you’re hitching yourself to a flightless pony? Even Luna was a Pegasus.” Rose felt her spirits sink, imagining the look on Europa’s mother’s face. “She could bear Oberon winged offspring but I—”

Europa silenced her by kissing the base of her ear before pulling her into a hug. “Say no more, Roseluck. I have made my decision. If it’s a choice between our ways and your company, then I would carry you into exile if I must.”

Rose hugged back tight as if fearing he might tear himself away at her next words. “But the forests, Europa! I couldn’t ever take you away from your duty! The animals need you!”

“They will have me, Rose. I promise! They will have us both… They won’t ever convince me to leave either you or them. Trust me, my Princess of the Earth. We will work this out… together.”

“Oh, Europa!” The pair locked lips as the sun disappeared behind the trees. “Does this mean you’re not going to rut me under the tail?” She smiled, red-faced. Even the prospect of securing her lover couldn’t entirely make up for missing out on a good, vigorous tail-tucking and she couldn’t help but feel ashamed at her own reaction.

In response, he booped her lightly on the nose with a wing talon. “No tail tonight, Rose. Tonight, we rut under the moon and stars as Thestrals! But first…” He had Rose lay down on her belly in what the ponies called 'The Speedbump' position. Standing over the top of her, eager and erect, he thrust himself eagerly down between head and ear, clipping her highly erogenous base repeatedly with his thin medial ring, a vestige of his pony forbearers who didn’t breed upside down as Luna intended.

This time it was Roseluck’s turn to disintegrate beneath waves of pleasure crashing over her bow. His applesack, still carrying his second charge, tickled against his lover’s withers with each vehement thrust; her moans filling the air with melodious maresong. Finally, with a primal cry no words of Equish could hope to articulate, she’d sunk below the waves, ejecting a solid, unerring stream of marecum under pressure, launching down the hillside and into the growing darkness.

Her voicing cracking and finally fading, the pair curled up together on their backs to watch Luna’s moon take to the sky. They were silent for many minutes before Roseluck remembered what he'd said in what seemed like an eternity ago.

“You wanted to rut me… like a Thestral?”

Europa laughed, good-naturedly, and kissed Roseluck on the side of her muzzle. “Tonight we shall. Perhaps our foal will stand a better chance of being able to fly if it’s conceived upside-down?”

Rose brought a hoof to her chin and looked over at the picnic basket. “It couldn’t hurt, but a bat-pony can’t be too careful! So I say we should both eat a plate of mangos to really secure the odds!”

Europa nodded and laughed. “Great idea! I’m going to need the energy too. No offense, my beautiful Roseluck, but you’re about twice as heavy as the average for a female Thestral.”

“And twice as sexy too!” Roseluck gave him a teasing smack on the rump with her tail. “Alright, batty. Let’s get some fruit in us! We’re going to show the Pteropus how it’s done!”

Their picnic site was surrounded by sharp, scaly, green barked trees with branches that didn’t start for a good ten to fifteen feet up the trunk, leaving them to venture outside the picnic site. The leaves themselves were even worse, long saber-shaped blades filled with bioluminescent white cones similar to that of the pine tree — Terocones.

The bats avoided flying anywhere near the lethal conifers and instead roosted in the few safe flowering trees nearby. But they were not available for use either, as Europa knew better than to make love in a tree being roosted in by fruit bats, looking at the shower of droppings that littered the ground beneath them as he passed. Roseluck nodded as he explained his reasoning, smacking her forehead for suggesting the idea to him.

Darkness had fully set in, but even for Rose, there was plenty of ambient light to be had. Terocones lit the ground in all directions at the base of the hill and from the trees themselves; their light was complemented by glowing, emerald-hued crystals that grew out of the ground with their own ambient light.

“I love it here so much!” Roseluck squealed excitedly as they passed through a well-lit clearing, but not loudly as to disturb the animals.

“And I love hearing you say that,” Europa responded by unfurling his wing and resting it on her back, stroking her gently.

“Eep!” Rose heard a roar and felt a bump on her leg as looked down. A light flickered and danced around the creature, whatever it was but she couldn’t make out any discernable shape. It teleported away about fifteen feet before disappearing again, tearing off deeper into the woods, cutting a swath across the forest grass and wildflowers as it passed. “By Luna’s Moon, I will never get used to those things!”

Europa chuckled. “I rather think you have! Remember the first Warp Stalker you ever met?”

“No, because I passed out cold for about half a day,” Roseluck said matter-of-factly, brushing her leg where the invisible lizard monster’s rough skin had touched her as if it was infectious.

“Exactly!” Europa pointed towards a common oak tree as the pair approached. “Ahh… perfect!

Its low-hanging but stout branch was indeed perfect for their needs; accessible for an Earth Pony but low enough not to harm her if she somehow fell. Still, he had to be sure it was safe. He flew up to it and rested on top of it. He jiggled up and down and side to side on it, happy with the results. “This is the one, Rose!” He pumped a hoof triumphantly.

Rose pinwheeled with joy. “Can you fly me up there?”

“I can do you one better!” Europa called back, grinning. “Watch this!” He wrapped his tail around the tree branch and slid off, now dangling beneath it. He deployed his huge wings and began to screech. “Er-EEEK! Er-EEEK! Er-EEEK!

“Such a handsome batty you are, Europa!” Rose tittered with delight at his excellent rendition of a fruit bat mating call. “Such wonderfully big wings! Now how do I get up there and let you have your way with me?”

He wiggled his eyebrows at her. “Eager to get a piece of this bat are we? Hook into my forelegs and hoist yourself up to my crotch. Easy as making chimney cake!”

“And tastes just as sweet!” Rose licked her lips. “Alright… here I go!” She hopped up and grabbed onto his forelimbs, giving the Thestral a faceful of nectar-smelling mare-muffin in the process of clamoring up to reach his batty-buttocks. She felt him push forward with all the strength his abs could muster to bear her weight and wrap her up with his wings, keeping her steady as she climbed.

Being a gentlecolt of the first order, he only protested slightly when she used his lower jaw as a hoofhold.

“That was great, Rose!” He rubbed his sore jaw, shifting his lower mandibles back and forth for a moment to try to shake off the discomfort. “Now all you need to do is get you turned upside-down. Can you reach the top of the branch?” Rose nodded. “You can get turned around by hanging off of it. Don’t worry, I got you covered down here.”

“Right…” To Rose’s relief, this phase went much smoother, with the combined eight legs of the two ponies working in tandem with his surprisingly dextrous wing digits. Rose felt a wave of admiration at her stallion’s great strength for not being an Earth Pony like herself. He was ably lifting and shifting her entire body weight around using only the muscles in his stomach. He folded his wings and all four of his legs around her stomach in a tight spoon as the pair swung back and forth from his tail.

Perhaps not quite as easy as chimney cake but then when was chimney cake ever easy? Rose resolved that next time she was going to make him fly her in.

“Nice of you to join me…” he rumbled lustfully in her ear. Before she could reply, Rose felt herself slip lower to the ground, prompting a terrified yelp but he quickly regained control. “It’s alright, Rose. I still have you. I’m just getting you lined up…”

“I-I… Er… EEEEEEEEEEEEEeeeeeeee!” Rose squealed, internalizing her role as his lovely lady bat in the throes of passion, as she felt his tapered member brush up against her entrance. She now realized why he’d lowered her closer to the ground; he had to create a path for him to start driving himself into her and the only way to do that was from over their heads. She could feel her own juices begin to trickle down her body, mingled with sweat from their exertion.

“That’s my filly!” He threw all of his weight into his stomach, pushing Roseluck into an upside-down reclining position, closing the distance inch by inch until he’d pushed a full foot of himself into her before being stopped by his medial ring. Momentarily panicking from her vulnerable position and an old filly fear of falling, she screamed, pushing up with her back off of his belly by sheer reflex as if to flee the unseen intruder but couldn’t peel away from him.

But Europa wouldn’t let her fall or go, obeying his own deep-seated and freshly triggered instincts to sink his teeth into the scruff of her neck and pull her deeper into him, holding her in place with his wings as he fought to push past the bottleneck in her nethers — the gap he had to clear to ensure the invasion of her inner creche and subsequent fertilization of her waiting womb.

She knew he meant her no harm, and she knew he wouldn’t let harm come to her. But she still felt a wave of panic as she felt his fangs break her skin, triggering her own deeply ingrained prey instinct to flee for her life before the predator could finish her. It wasn’t a deep bite but she knew she was going to bleed, and she felt herself going faint and impossibly even more aroused because of it.

Soon after the sting, she felt the blood begin to trickle slowly down like an icy finger against her back, chilled by the blustery breeze. Her heart began to beat faster, adrenaline giving her the extra boost needed to flee her attacker but she quickly found that for all her strength, there was no escape without the earth beneath her. She was wrapped in his legs and grasping claws so tightly she could barely move, impaled upside-down upon his mighty pillar, the pride of his forebears…

The tool of her claiming and conquest she realized as she shivered again in mingled fear and excitement. She gave a muted cry as she felt his medial ring break through, driving the head of his bathood all the way up to her cervix. Roseluck’s feminine essence, which had been slowly pooling inside her, was now squeezed out by the girth of her intruder, sending it the sweet honey gushing down her stomach, back and thighs.

Europa hissed softly into her back, pausing in his efforts to claim his lover’s womb and taking a moment to savor the smell of her arousal and the inviting wetness of her soft, inner walls, which clutched and contracted around him repeatedly, grasping and milking him. The pair relaxed slightly, gravity compelling them slowly downward.

Roseluck’s whole body trembled with anticipation. Part of her wanted to renew her efforts to pull away but all she could do was wait for what she knew was coming next — at how amazing it would make her feel despite the deep-seated fear still raging deep inside her.

She didn’t have long to wait. With renewed vigor, he began pushing back inside of her with a wet plap. Her inner walls reeled under the assault; his knob of flesh sending jolts of pure pleasure all the way down to her hooves.

Instincts reassuring themselves, she tried to arch herself away but the more she fought the more insistently he grabbed at her, hooking his claws into her fur and pulling her back into his embrace with the fabled arm strength of a cantaur, groaning with desperate need through his gritted teeth. It was nothing like what she knew from her normally docile lover who felt compelled to apologize every time he’d initially pierce her tailhole during anal sex for the entire first year they’d known each other.

The fantasy of being preyed upon filled every corner of Roseluck’s mind, bringing her higher than she’d ever been in her entire life. There wasn’t even the reassuring firmness of the ground beneath her offering security; she was now completely at his mercy. And yet, for all her fear, all that was in her universe was Europa and all that mattered to him was putting a baby inside of her. All that mattered to them both at that moment was how long her body could withstand his relentless siege.

Rose opened her mouth as if to scream but swallowed it, knowing that he’d stop if he heard her in distress. The wild animal would leave him and he’d become docile once more, comforting her, apologizing for not telling her he was going to bite into her like a particularly juicy mango and assuring her everything was okay while ruining the mood — ruining this perfect moment when he’d lost all self-control and reverted to the deepest, most wild parts of his bat-pony nature.

A nature she wouldn’t deny him for anything in the world as he drew out both her deepest fears and desires in the process, giving her a sensual experience even she had never experienced before.

“Ummmf!” she called out, biting down hard on her own lip!

“Mmm-MMMPH~!” he grunted out, as she felt him at long last pierce her cervix; the last obstacle between themselves and their firstborn foal had finally been overcome.

The scream she’d been holding back tore through her like the eruption of Mount Neighsuvius. Her confused mind struggled to comprehend the sensation of the stallionhood deep inside her, unable to localize the exact point he had pierced her such that she felt many apparitions of his member traveling across her nerves and up into her brain in a muddle; not a single phantom pain but a whole series of phantom pleasures!

The sensation was soon followed by warmth spreading across her belly as his warm seed spread across her womb and enveloping her egg in a tidal wave of pearly-white. Rose felt the seed shifting around crazily inside of her, trapped in her womb like a dam as she remained impaled on top of him. When her brain managed to catch up to the unreal nature of what was happening, her walls clenched down on the slender, agile intruder and let loose her filly flood, which erupted from the split between both entrance and Europa’s shaft and showered across her face as they rocked back and forth.

Even as he’d come and insemination had not yet occurred, she knew in her heart that they'd conceived something perfect; a foal they would give all their love to regardless of the form it took. They were still twisting slightly from their moment of crazed passion. Sweat dripping from their bodies as the dizziness started to affect them, Europa tasted copper on his tongue, and in a moment of panicked realization, knew he was tasting his own beloved marefriend’s blood in his mouth. He released her with a scream.

“I’m so sorry! I’m so sorry! Luna, strike me down! I’m so sorry!”

“Europa…” Rose gave a knowing smile at his reaction.

The panicked colt’s paranoia continued hurtling toward the brink. “I didn’t know I was going to do that! It just… happened! Oh, Rose, I’m so sorry! And I… I need to get you to a doctor right now!”

“Europa, I’m fine!” Roseluck shouted back, growing alarmed, clutching his wings to her. “I admit, it wasn’t very fine immediately after it happened hanging here upside-down, dizzy as all Tartarus and completely defenseless with my coltfriend rutting the everloving…” she wasn’t sure how to finish her own thought.

“You’re… fine? Are you sure?” The vaguest sign of relief had crept into his voice, but she could still hear the lingering note of worry.

Rose giggled imagining the look on his face. “I’m positive, sweetheart. Seriously, it’s only a flesh wound. I’ve had worse!”

“You liar!” Europa fired back, jokingly.

The pair of them began to laugh as the tension washed off of them. Blissful silence overcame them as Europa stroked her soft and fluffy chest. “I love you, Rose.”

“Awww! I love you too, Europa, you panicky prince!” Rose suddenly realized the throbbing in her head was starting to become impossible to ignore. “Um… I don’t suppose you’ve given thought to how we get down from here? We should really continue this cuddle session on the ground before I completely pass out.”

“Ahh, quite.” He withdrew his softened member from inside her, his creme thankfully held inside by gravity and, with any luck, doing its best to fertilize her waiting egg. “Hold on and lean forward with everything you got!”

Europa began to flap hard until they were now level with the tree branch. Releasing his tail from the branch the pair fired off as if shot from Pinkie’s prized party cannon and into the sky.

“Europa! You… You’re flying with me! This is so intense!” The two passed over a towering terocone tree as Europa beat his wings with everything he had to crest the hill he recognized in the dark as their campsite. “You’d better not drop meee!”

Rose dropped from his legs when they reached the top, landing slightly unsteady while Europa landed a short distance away. “Europa, look!” A meteor shower drew a curtain across the sky of many shining points of light. “You think this means what I think it means?”

“I’m hoping it does, Rose. I really hope it does…” The pair nuzzled before laying down on their blanket, side by side, and on their backs so they could look up at the display in the sky.

“I’ve never… ever had a stallion take me so deep before. I wouldn’t be surprised if I have two foals. Or maybe even three…” Rose looked at her lover with lidded eyes. “But for the record? You and I are going back up in that tree tomorrow morning! And when we do, they’re going to hear us all the way in Ponyville!”

Europa smiled wide and nodded before turning his attention back towards the display in the heavens. “So... you… I mean to say is it okay if I…”

“Yes, you may use your teeth…” Rose cut in, in mock disappointment.

“Well, if it’s not an issue…” Europa turned as if to reach into the picnic basket and, assured Rose wasn’t looking, pumped his hoof in triumph.

The two watched the meteor shower which continued in for another fifteen minutes, holding each other close and conspiring about different ways to get Roseluck onto the branch. By the time the display ceased and they fell asleep, not one but two new lives were blossoming inside of Roseluck’s christened womb.