The office was quiet, save for the tapping of a hoof against a solid oak desk. Three ponies filled the room, and despite the tapping, an awkward silence filled the air. Two of them, Vapor Trail and Sky Stinger, stood at attention in front of their commanding officer’s desk and waited nervously. Periodically their eyes glanced around, trying to find something to ease their troubled minds, be it one of the many Wonderbolt trophies or posters that lined the walls. Yet whenever they tried, they could feel the gaze of Captain Spitfire burning a hole through them.

“So, we have been over this two times in the last week.” Spitfire stopped tapping her hoof and brought it up to her chin before resting her head on it. “You know what I’m going to say and yet you two continue to fuck around.”

Both said nothing, afraid of the response Spitfire would give them. As seconds crawled by, that awkward silence started to feel heavier and it only got worse as the tension in the air came to a boiling point.

"Well what do you have to say for yourselves!?" Spitfire slammed her other hoof against the desk and a look of fear fell over both Sky’s and Vapor’s faces. That fear quickly subsided, but as they looked at their captain, they could feel nothing but shame and disappointment in themselves.

“I’m-I’m sorry, Captain,” Vapor Trail spoke first, quietly, her wings fluttering nervously at her side.

“Sorry won’t cut it, Vapor!” Spitfire yelled as she focused her attention solely on her. “You are the lead pony for a reason. You are the one who is supposed to lead by example, and yet you continue to test my limits!”

Vapor looked away in shame again, and off to her side Sky watched her out of the corner of his eye.

“It’s not her fault, it’s just hard to keep my hooves off of her,” Sky Stinger spoke with a façade of false confidence, trying his best to ease the thick tension between the three.

“I don’t wanna hear any snarky remarks from you, Stinger!” Spitfire turned her frustrations to him. “You both are lucky I haven’t booted you out of the Academy for these incidents yet; fucking in the showers after curfew, skipping class to rut each other on the skyway, and now you even had the gall to try and give each other a wingjob in Fleetfoot’s history class!”

“Well technically, it was just me giving him a wingjob,” Vapor replied sheepishly, her face blushing at the memory. Turning her head back to Sky, they both smiled at each other and Sky’s face also started to turn red.

“Don’t you get smart with me either, Vapor. You're already on thin ice as is.” Spitfire slammed her hoof even harder against the table, causing both of them to turn their attention back to her. “You’re both lucky… extremely lucky you're still here. I’ve kicked ponies out for less, so the fact I haven’t kicked you both out yet for three incidents shows how much leeway I’m giving you!”

Both ponies looked on quietly as the anger and frustration on Spitfire’s face went to the point where they could see a vein ready to burst at the corner of her neck and a subtle yet noticeable twitch was forming at the corner of her right eye. Both swallowed back the building anxiety in their throats and went back to standing at perfect attention, knowing very well Spitfire was on her last straw. They didn’t look away from her, and for a few seconds Spitfire kept switching her gaze between them, until she started to calm down.

“Look.” Spitfire let out a deep sigh before she leaned back in her chair, bringing her hoof up to rub the temple of her right eye. “The only reasons I haven’t booted you out yet is because you two were the best flyers in the trials and the fact that you both had Princess Twilight and Rainbow Dash’s vote of approval. You are literally here because of your exceptional team skills and the fact that two of Equestria’s national heroes trained you. If I end up kicking you out, how do you think that makes me look?”

“We… we are really sorry,” Sky spoke up, that façade of confidence gone and him taking the tone of a scolded individual. “We just really get excited when we train together nowadays, plus flying around in these tight suits all day is…” Sky cleared his throat and a hint of embarrassment appeared across his face as he tugged at the collar of his rather tight flight suit. “It’s really hard flying behind a lead pony with as great looking a flank as hers, especially when my junk starts to rub against the fabric.”

Vapor looked to Sky and giggled, while Spitfire let out a deep sigh of annoyance before slamming her head into the desk.

“Look, I know these suits can be… revealing at times, but they are standard issue for a reason.” Spitfire brought her head back up and glared at them both, causing them once again to focus their attention on her. “But that’s not the point: the point is that you two can’t keep it in your flight suits! Ugh!” Spitfire rose from her chair and walked around the desk towards them. “Talking about this isn’t getting us anywhere. I’ve already told you prior that your antics are also affecting the other trainees.”

As Spitfire walked, she came to a stop and stood between the two of them. Both ponies cowered in response to her commanding figure and had to stop themselves from wanting to sink into the floor to appear as small as they could.

“However, I think I've come up with a solution to this,” Spitfire said, a small grin starting to surface on her face. “Since you two seem so intent to rut each other while trying to hide away from everyone—” Spitfire stood on her hindlegs and wrapped each of her front legs around the corresponding ponies’ shoulders before bringing them close—“you two are going to rut one final time, but in front of all your classmates in order for you both to see how it affects all of them.”

Vapor said nothing, instead her eyes went wide and her jaw dropped faster than a sandbag dropping out of a hot air balloon. Sky on the other hand became uneasy and started to fidget uncomfortably on the spot.

“W-what!? Why?” Sky stammered out, the realization of the punishment sinking in.

“Word is spreading through your classmates like wildfire and lots of them are getting distracted, both in theory and drill classes. Who do you think reported the last two incidents to me anyway? Fleetfoot only reported the first one and your classmates reported the other two times. Maybe if you thought about your fellow trainees instead of thinking about your dick going inside of Vapor, you would see how it’s affecting them!”

“This… doesn’t seem like a proper procedure, Captain Spitfire,” Sky started to speak up, but quickly stopped when Spitfire came up to him and stuck her face right into his.

“You’re talking to me about procedure when you two have already broken rules numerous times!? Really? Are you really gonna push that route with me right now!?” Spitfire snapped at him as she pushed more of her face into his, causing him to sink to the ground. “It’s either this way or you can quit! By doing this you two will get all the sex out of your system in one go and hopefully… hopefully you’ll stop thinking with your dick and more on your training!”

While Spitfire was in Sky’s face, Vapor on the other hand was able to process her thoughts quietly. Though the idea of being rutted for everyone’s else's viewing pleasure was slightly off putting, Vapor instead found herself focusing on the fact that Spitfire was giving them free reigns to fuck each other’s brains out. Even if it was the last time they were gonna be able to do it.

“Umm, Captain?” Vapor broke in, causing both other ponies to turn their heads in her direction. “If we agree to this, there won’t be any sort of repercussions, will there?”

“No, there won’t be, as long as you don’t fuck around anymore,” Spitfire replied as she pulled her face away from Sky’s, allowing the cowering pegasus to bring himself back up.

“Vape, are you actually considering this?” Sky looked to her with a nervous look on his face. “I-I really don’t think having sex with each other in front of the others is healthy in any sort of way.”

“Would you rather leave the Academy then?” Vapor asked in return as she gave him a stern look. “Because after everything we have done together, I’m not going to let this end like that.”

“Yeah, but-” Sky started but before he could get his thoughts out, Vapor moved herself in front of him, sat on her haunches, and brought both front hooves up to his cheeks. Planting them firmly on both sides, she brought her face directly into his, similar to how Spitfire was in his face just moments prior.

“Sky… look at me and calm down. Take a deep breath and listen to what I’m about to say. We have just been given a free pass to fuck,” Vapor spoke, her voice soft but also blunt, causing Sky’s eyes to trail off for a second. “Remember your anxiety when we were rutting the other times? You were always scared that we would get caught and get the boot from here, but that didn’t stop us then. Why should it stop us now?”

“But it’s in front of everyone,” Sky whined meekly as he began to turn away.

“Sky, look at me.” Vapor stiffened her hooves and kept his head in place, her voice growing more stern. “Focus just on me right now, but I want you to close your eyes and imagine being surrounded by everyone.”

Sky wanted to look away, but curious to where she was going with her thoughts, he took several deep breaths and started to calm himself down. Finally, after a few long seconds, Sky closed his eyes and let his head go slack. Doing as Vapor wanted, he began to imagine their entire class pouring into the small office and forming a circle around them.

“Do you have that image yet?” Vapor’s voice spoke softly.

“Uh huh,” Sky replied, nodding in return.

“Now open your eyes.”

Doing as she instructed, Sky looked up and opened them, only to be greeted briefly by his smiling friend before she closed her own eyes and leaned into him. It only took a second, but Vapor quickly locked lips with him. He tensed up at the bluntness of her kiss, but quickly found himself relaxing and taking in the feeling. The uneasiness he was experiencing started to fade, and as she hummed gently into his lips, he began to get adventurous with his tongue. Sadly, before he could, she pulled away before giving him a lusty stare.

“How did that make you feel?” she asked, before giving him a quick kiss on his nose.

“Wouldn’t mind if you did that again,” Sky replied with a smirk on his face before he began to lean into her.

“Ah, ah, ah!” She leaned back and brought her hoof up to his lips, making a makeshift wall between his face and hers. “The point of that was to put you at ease when you were imagining yourself in front of others.”

Sky blinked and his eyes darted from side to side as the visions he conjured up were already dispelled. He didn’t know what to think of it, but a quick thought process made him realize what she tried to do.

“Considering how eager you are to kiss me, I’m guessing it worked?” she asked as she lowered her hoof.

“Kinda. I mean I usually just focus on you anyway, so it's hard to think of anyone else,” he replied with a smug grin.

Vapor smiled at his response and got ready to playfully push his shoulder until Spitfire cleared her throat and made them aware she was still present.

“You done with your little pep talk yet?” Spitfire asked with an annoyed tone as she turned for the door. “Because we are heading outside to do this right now.”

“W-wait, right now? As in… right now, right now!?” Sky stammered out as his nervousness quickly came back.

“Of course. What, did you think you were going to get some prep time for this? It’s ‘Make or Break’ time rookies, now get your asses to the skyway. Fleetfoot was covering my drill class while I dealt with you, and I'd rather not keep your soon-to-be audience waiting,” Spitfire told them with a certain level of smugness in her voice that wasn’t detected by them.

As she made for the door, Vapor’s expression took a worrying turn when she noticed Sky was becoming even more anxious than before. Rather than feel anxious herself, Vapor looked at the pegasus walking away from her and Sky with a hint of disdain, before she closed her eyes and took a deep breath in through her nose then exhaled through her mouth. Opening her eyes back up, she looked to the ground to where Sky’s front hoof was and wrapped her own hoof around it, before pulling it up. Sky’s anxiety eased and his expression started to change into one of confusion, until she leaned her head into his.

“We got this, alright?” she asked him in a reassuring tone. “Just focus on me and phase everything else out.” She followed up her words with another kiss to his nose. “Just like before. Okay, Sky?”

Sky took a second to calm himself and he let her words sink in. His confused expression slowly turned into a smile of confidence. Though it was a weak smile, she knew they would be able to get through it.

“Let’s go, you two,” Spitfire groaned impatiently as she stood at the door, waiting for them to finish up.

Both ponies looked to her, and while Sky’s confidence wavered, Vapor just huffed at their captain before they began to trot for the door.

As the three ponies exited the office and turned for the nearby entrance doors, only the sounds of hooves echoing against tiled flooring played out. While Spitfire had a proud grin on her face, the two ponies behind her didn't. As confident as Vapor tried to be, she was starting to feel the realization of the situation, however thankfully she was more focused on Sky. She could see him looking at the ground with worry and knew all the pep talks in the world wouldn't stop him from being nervous, but she did it regardless for his sake.

"Hey." She nudged him with her hoof, causing him to look up at her. "We got this."

Sky nodded in approval and lifted his head back up in order to stare forward. She in turn did the same and looked past Spitfire to the doors. While they did that, Spitfire had been watching them both discreetly at the corner of her vision and just rolled her eyes as she reached up and pushed the door open.

As the door opened, a cool breeze blew past them and the sound of a whistle tooting played out. Walking through the large door, all three ponies no longer found themselves on tiled flooring and instead felt the hot and hard surface of asphalt greet their hooves. Not too far away from them a large group of trainees flew in a circle overhead, while a light blue mare below them kept her eyes trained on them. It was the stand-in teacher for the class, Fleetfoot. They watched her eyeball the formation with a whistle in her mouth, ready to blow and correct any faults at a moment’s notice.

As they looked on, Spitfire looked over her shoulder and gave the two ponies behind her a rather dark smirk. Both looked back at her and for a second a hint of tension started to form, before Spitfire looked back to the others in the air.

"Alright rookies, fall in on me!" she bellowed as everyone slowed down to hover for a second before they all did as she commanded. As they all flew in and landed in a straight line in front of her, Vapor took a mental note of the numbers. Thirteen fellow trainees, along with both the teachers; all soon to be watching them very closely.

She looked to Sky at the corner of her eyes. He was calm for the most part and a lot less frantic than before, but she could see the worry and fear in his eyes. Wanting to ease his mind and reassure him again, she got ready to speak to him but stopped as Spitfire began to talk.

"So—" Spitfire began as she started to walk up and down the straight formation. "—as most of you may know by now, the two ponies behind me have been making 'waves' over the past week. Specifically their urge to fuck each other nonstop."

Spitfire went quiet for a second as hushed whispers were exchanged, along with the occasional awkward stare directed at both Vapor and Sky. Both ponies looked at the eyes staring back and while Vapor opted to just awkwardly smile at them, Sky tried to break eye contact by distracting himself by looking to nearby clouds or the ground below.

"As you all know, fraternization is not allowed on Wonderbolt training grounds and leads to the immediate dismissal of any and all ponies who are caught in the act," Spitfire spoke loudly as she came to a stop and focused her attention on the two behind her. "However, I'm not the type of captain who cuts rookies who passed the initial trials so easily. I'm lenient and forgiving, but I also have a limit."

She stopped talking as the hushed whispers grew louder behind her.

"Your drill instructor is talking!" Fleetfoot bellowed out with the same intensity and commanding power of Spitfire, before marching to Spitfire's side. "Stand at attention and be quiet!"

Everyone quickly smartened up and stood at perfect attention.

"Captain," Fleetfoot spoke, satisfied with the result, before she walked back to the sidelines and out of the way.

"Thank you, Fleetfoot." Spitfire nodded with approval before she looked back to the line of trainees. "As such, word hasn't escaped my ears on how their 'alone time' has been affecting the others here as well. Thankfully, I came up with a solution for all of this. With that said, these two generously agreed to put on one final show for all of you as a form of repentance."

The trainees stayed quiet, but Spitfire could see puzzled glances being exchanged with each other.

"These two are both going to get all of that sex out of their system in front of a viewing audience; that being all of you," Spitfire said, her voice heavily laced with pride.

Hushed whispers quickly started to play out again and both Vapor and Sky could see Fleetfoot looking to Spitfire with a puzzled yet curious look on her face. For a second they both thought she was going to step in and stop this madness from happening, but that thought quickly got shattered as Fleetfoot turned her attention to the two of them. She said nothing and gave them a cocky smirk, much like Spitfire's.

"Quiet!" Spitfire suddenly shouted, and silence quickly filled the air. "Now, for those who aren't comfortable with watching these two lovebirds fuck, I grant those who wish to leave permission to go inside for an extended break.”

As she stopped talking, all the trainees began to exchange glances and talked with one another. For a few seconds there was nothing, but eventually four ponies walked off and headed for the entrance to the Academy. Both ponies felt a bit more at ease as the crowd thinned, but with a large majority still present, the feeling didn't really set in as much as they wanted.

"Alright, for those who are staying, form a circle around those two, similar to your flight pattern previously," Spitfire ordered before she turned her attention back to the soon-to-be main attractions. "As for you two, take off your uniforms."

For a second both did nothing and exchanged worried looks between themselves, until Spitfire took a step forward and snarled at them.

"I said STRIP!"

They did as commanded and began to undress. While they undressed, the trainees had formed a circle around them. Though enclosed and feeling trapped, Vapor noted they had lots of room between the crowd.

Once their uniforms were off, both of them neatly folded their respective suits and placed them near Spitfire. Walking back to the middle of the circle, both started to feel very naked and exposed. Even though ponies by nature didn't normally wear clothes, the embarrassed feeling took effect on them and they blushed as the many eyes looked on.

"Whenever you two are ready to begin," Spitfire said proudly as she waved her hoof at them, before she walked to the opposing side of the circle that Fleetfoot was on.

The air went quiet as they both sat uncomfortably on the spot, the nervousness starting to truly kick in. Vapor kept herself composed mostly, while Sky was looking around anxiously. Watching him get more and more nervous as time crawled by, Vapor took a deep breath and knew she would have to be the one to take control of it all. She closed her eyes for a second, mustered up all her nerve, before she opened them again and turned to her friend.

"Sky."

Sky stopped fidgeting and then began to turn his attention to Vapor. Just as he finished turning to her, she suddenly lunged at him. As the force of her body took the air out of him and her hooves wrapped around his gut, Sky fell back onto the asphalt below. Thankfully it wasn't super hot and as his body came to a stop, he didn't get much time to react before Vapor moved again, this time planting her lips on his.

She wasted no time in getting into it. She moaned loudly into his mouth, her tongue quickly found his, and she put a hoof to his chest before she started to trail it downward. Though surprised by the assertiveness she was expressing, Sky relaxed his body and melted into the kiss.

Collective gasps echoed from the crowd, but it didn't hinder Vapor’s attempts at all. Instead she went more into it and brought her hoof down to Sky's balls and gently started to stroke them. She was gentle but firm with her touch, and once she had a better grasp of where everything was, she made an attempt to move her hoof downward so her soft fetlocks would rub against the sheath and sack. She managed it, but found it a bit more straining on her foreleg. Quickly figuring out a solution, she broke the kiss briefly and opened her wings. Keeping her eyes on Sky, she flapped her wings and lifted herself off of him. Once airborne she flew to his side and nestled her own body against the hot ground below her, subsequently forming an 'L' shape with both their bodies. Once she was comfortable she put her lips back into his and resumed her lustful kissing.

Thanks to her new vantage point, she had a better view around her, along with more reaching room. She could see her fellow trainees watching on, some laying on the ground, while some continued to stand. At the same time she could see both teachers at each corner of her vision. For a second she ignored them all and moved her hoof back down to the slowly growing erection of Sky, and just like before, she rubbed her fetlock against it. His hips buckled at the touch and his lust for her grew. She felt his tongue pick up, becoming more needy as they wrestled each other. It aroused her greatly as she got more into it herself.

Lowering her free hoof down and positioning it underneath her body, Vapor quickly moved it to her own neglected privates and began to rub in earnest. She moaned loudly into Sky's mouth as the tip of her hoof brushed against her sensitive clitoris, before it trailed down the rest of her marehood. Her tail flickered in response, and her growing wetness became more apparent. She didn't realize how excited and horny she actually was, thanks to her focusing more on getting Sky into it. As she slid her hoof across herself, her hips gyrated at the touch and almost seemed to move on their own accord, edging herself onward and stimulating her even more.

She steadied herself though, and brought herself down from her increasing need. Rubbing herself to an early orgasm wasn't what she wanted, and turning her eyes back to the almost fully erect cock in her grasp, she knew that Sky didn't want that either. As her eyes went back to staring at it, she couldn't help but notice Spitfire in the same field of vision. For a second she focused on her and tried to read her expression.

It wasn't what she expected though, as Spitfire herself was still standing in place but also looked very… disconnected. Her eyes were wide, yet her expression was oddly neutral. Vapor couldn't tell if she was amazed or just confused, but once Spitfire noticed Vapor was looking right at her, she saw Spitfire avert her eyes and focused on something at the other side of her vision. No doubt looking to Fleetfoot, Spitfire suddenly huffed and looked away with disapproval. Vapor grew more curious but kept her mind focused and her lips in action, as she turned her eyes to the next teacher.

Unlike Spitfire, Fleetfoot was much more relaxed and into what was happening. The blue mare was laying on the ground, much like a few others. Her back legs were crossed and her tail was flicking from side to side in amusement. She had one hoof on her chin and the other folded inward and resting against the opposing elbow. Her face a mix of curiosity and neediness, Vapor found herself intrigued that two mares in the same profession had a much different reaction to what was going on before them. Yet as quickly as the thought played out, Vapor turned her eyes back down to the stallion underneath her.

Focusing back on him, she could feel how hard his erection was. Breaking from her kiss, she eyed the twitching mass as her hoof went to the tip of it. A bit of precum coated her hoof. She purred at it in anticipation for what was to come and Sky acknowledged her by giving her a kiss on the tip of her ear. Her purr transitioned into a soft coo of approval and she turned her attention back to him.

She resumed her kissing, yet at the same time she started to shift her body. Slowly but surely she moved her body so she was laying down on top of him, her chest to his, while his aching erection rested against her thighs. With her hips still to his, she chuckled softly as she swayed them, making her tail gingerly brush against the length of his dick.

“Ready to really get into it?” she asked him, breaking the kiss finally, before nuzzling her nose into his.

Sky said nothing but gave her a smug smirk, before he brought both his hooves up and slapped them against her flank. She cooed in return and steadied her rump so he was able to line himself up better. Peering over her shoulder she watched as he put a hoof to his erection and brought the wet tip of it to her own wetness. She shuddered at the touch and almost buckled herself backwards, the need to be filled by it flooded her mind. She could see the face of her captain; red faced while trying to not stare too much at the scene. Lucky for her captain, she had a perfect view of the goods and Vapor gave her a smirk and mouthed the words ‘thank you’ to her, before Sky rocked himself forward.

The second it went in, Vapor moaned softly, clenched her eyes shut and felt her entire behind tighten up. Her mind went blank before it quickly focused on the feeling of getting penetrated. She could feel that massive length inside of her. He managed to sink the first half of it in one go. Her legs trembled first, before the rest of her body shuddered almost like a slow moving wave went through her. Her wings fluttered in response and fought to stay closed, yet it proved for naught when she relaxed her body and began to sit on his lap, taking the rest of it in very smoothly. The more she sat, the more her wings opened up and stretched out to their full length. It was relieving and satisfying at the same time, and as she pulled herself up to an upright position, she opened her eyes.

She was greeted by more ponies watching her, but she looked down at Sky instead, wanting to see that look of intense joy on his face. She saw such with him staring with a big smile on his face at the hot area where both of them connected. Wanting him to look up at her, she bit her lip and gave her hips a slight shake, before she moved her hooves to his muscular chest. A moan escaped her lips and that caused Sky to look up at her. He gave her a cheesy grin and jostled his hips as a sign he was ready to go. He quickly followed up and arched his lower half upwards, sending his erection deeper into her, fully hilting her in the process. She moaned and quivered, and her body couldn’t help but clench tightly around the buried erection. She was ready to ride him senseless and as she started to pull herself up, she stopped as he began to open his own wings.

For a second she wondered what he was doing until she watched him bend his right wing inwards. Watching him manipulate his wing while it moved closer to her, she let off a surprised moan as the tip of a feather brushed against her clitoris. It was a sensation she had never felt before and before she could react properly, Sky skillfully started to stroke her clit non stop, while he got ready to rut her.

He bucked his hips again and her body froze up as the soft tip continued to rub against her sweet spot. Her body straightened slightly as his erection slid back down, yet as quickly as it went down, it came back up with a fair amount of force. A wet slap played out, and a moan she couldn’t suppress escaped her throat. She wanted to move and acknowledge the feeling for Sky, yet she couldn’t do a thing as he slid back down and pushed back up again. Her body paralyzed with lust as the intense feeling of being rutted started to get more prominent in her mind, while at the same time it became hazy as the feather continued to stroke her.

Finally her body couldn’t handle the pleasure it was receiving, and she started to sink forward. As she did, Sky closed his wings and brought a hoof up to her body, causing her to focus on the hoof itself. They didn’t say anything in the exchange but Vapor could read his expression. No longer smug, it was now a tender smile. She smiled in return and pulled herself up before she brought up her own hoof and rested it against his. Her whirlwind of emotions slowed down and she felt a sense of serenity as both hooves rested against each other and their eyes focused on one another. For a few seconds nothing went through her mind other than their genuine love for each other, and it would have stayed like that for a fair amount of time, until she felt a tingling sensation rising up in her.

Thanks to her previous activities with her hoof, she felt that soon-to-be intense orgasm building up. It was sooner than she expected but she wasn’t going to fret about it. As long as Sky stayed hard and willing to go, she would be able to take as much as he wanted to give.

And he continued to give. He quickly found his rhythm and his thrusts became constant to the point that Vapor started to buck herself against his movements. Wet slaps that could barely be heard before now dominated the air, and through the constant torrents, Vapor's moans started to grow. She felt her orgasm nearing more and more and even with her holding herself with his hoof, she found it becoming a challenge.

Then she opened up her wings, and started to gently flap them. Using them as a means to keep herself in place, her forelegs relaxed and she got more vocal. With her wings in play, her body moved up and down more. The wet slaps died down but her moans didn't. The constant thrusts got longer and deeper and it started to push Vapor closer and closer to her limit. She clenched her backside in anticipation of her impending orgasm, and Sky grunted with satisfaction and thrusted as fast as he could, knowing she was about to cum. Her voice began to crack and her eyes fluttered to stay open as it got closer and closer.

Then like a switch being flipped, her climax hit her. She brought a hoof up to her mouth and covered it as she screamed with ecstasy into it. She clenched hard around the erection still pumping into her and her wings went rigid as she stopped moving. She held the feeling in as long as she could, Sky all the while groaning with utter satisfaction. Her body tensed as waves of pleasure pulsated through her entire being, and while she would have been content with letting her body go slack and fall onto the stallion below, she refrained. She weakly opened her eyes and stared at the ponies around her. With expressions ranging from smiles of curiosity to ones of sheer awe, she knew she wasn't done.

As her sexual high came down to a bearable level, she began to ride the rocking erection. She looked down at her friend and saw his eyes were closed. A look of concentration on his face as he seemed to be focused on thrusting upward. There was no urgency in his thrusts, Vapor knew she would be able to enjoy the rutting longer and catch her second wind. She wanted that intense feeling again; she began to crave it.

Moving her hooves downward she rested them against the ground, before leaning forward. She rocked her hips against the pounding erection and when Sky felt her presence looming over her, he opened his eyes. They both gave each other a lustful stare and locked lips for a split second.

"Glad you got into this," she purred at him.

"I'd gladly do this again," he purred back as he placed his hooves on her hips.

He gave her a particularly hard thrust, and she let out a stifled moan before he resumed his pounding. She noted there was an increasing urgency in his movements, realizing that he was starting to near his own finish.

"Think you'll have enough in you for a second round?" she asked, steadying her back legs.

"Definitely," he groaned in response, as his hooves moved up her body and began to wrap around her midsection.

She said nothing more, and as he pulled her body into his, she felt him become more focused than ever. His thrusts became faster, harder, and shorter as he neared. She in turn moaned loudly, not even making an effort to be subtle about it. She was loving it and her second wind started to kick in. She rocked her hips harder against him, and her moans started to become lustful pants of need. Her excitement was building for the finish as she gave him another kiss, before she spoke to him again.

"You can leave it in."

Sky let out a deep groan of satisfaction, and everything around Vapor’s body tightened up in response. His hooves held her tighter, and his thrusts became borderline erratic. Hearing her say those words excited him further, causing him to grunt loudly and grit his teeth in response as his climax neared.

As it did, Vapor moaned loudly as she felt the hardened cock begin to shoot its thick load deep inside of her. She rocked as hard as she could, milking the twitching mass for all its worth. He groaned loudly with every thrust and every spurt that came out of him. His grip on her midsection weakened and they moved back down to her sides. His hips slowed but his ferocity didn't, and even as the last spurt came out, he still found himself just as excited.

They continued to rock against each other, both panting in utter bliss. They didn't want it to end and began to kiss each other again. Even as Sky’s hips slowed down and his erection softened, Vapor made sure to keep the flow going. She pulled herself off slightly and the cum stained erection slipped out of her with a wet 'schlick' before in landed on Sky's lap. She wasn't done with it though, and even as she gave a moan of disapproval thanks to no longer being stuffed, she put her pussy right to it and began to rub it up and down the entire length of it.

She rocked herself wildly against it, panting loudly as she urged him to get hard again. She pulled herself back upright and placed her hooves back on his chest. Thanks to her efforts, she eventually felt his cock surge with new life. She moaned with need and gently rubbed circles in his chest as a sign of appreciation for his willingness to get hard again for her. Between his laboured breaths, Sky smiled back at her for a second, but his expression turned right around as Vapor reached for the hardening erection and placed it back inside of her.

As the sensitive member got clenched by the tightness around it, Sky gritted his teeth and sucked in air as his body tensed. Vapor in turn moaned loudly and began to ride his erection in earnest, still craving that second orgasm she desperately wanted.

Much to her dismay, she didn't get far into it.

"Hey, Vape, can I go on top?" Sky asked, panting and wincing thanks to his sensitivity.

"You mean mount me?" she asked in return, slowing her movements down.

"Yeah, just let me catch my breath for a few seconds as well." He followed up.

Vapor didn't want to stop but she knew he needed it. Though she was very eager to continue, she had to show restraint and lifting her body up, she let his erection slip back out. A sudden sigh of relief came from him and his body relaxed.

"Sorry, I didn't mean to overdo it," she told him apologetically as she returned to slowly grinding against it. "I didn't hurt you did I?"

"I'm fine, don't worry. Just not used to double sessions with you yet," he said amusingly, after taking a few seconds to recompose himself.

"We'll get that endurance of yours up eventually," she giggled, giving him a sultry look.

"Oh? Why don't you go into detail for me? I may get more excited," Sky asked, giving her a sultry grin in return.

"Does the idea of sex for breakfast, lunch, and dinner sound appealing to you?" she rebutted.

"Go on," he spoke with intrigue, as he looked to her hips and began to rub his hoof into her cutie mark.

"How does a blowjob for breakfast, toppings included, sound?"

Sky hummed with approval.

"How about rutting me senseless over the kitchen table for lunch while I'm making you a sandwich?"

"Kinky," he chuckled as he looked to a few ponies at the corner of his eye. "Just don't let the peanut gallery hear you say that. They may get the wrong impression."

"And what's wrong with telling the others how I want my stallion to treat me?" She cooed as she stopped grinding her hips and leaned into him to give him another kiss on the lips.

"Nothing wrong with that at all," he answered, starting to feel his sex drive start to build up again. "What would be for dinner?"

"It would be an all you can eat buffet. I'll let you do whatever you want to me," she purred heavily at him.

"Mhmmm, now that sounds very appealing," he replied, his mind playing out many different scenarios he could try. "There's no limit on that either right?"

"You know what they; the skies have no limit," she replied, wiggling her hips.

"Best I live up to that expectation," he chuckled, giving her a quick kiss in return. "Speaking of which, you ready for round two?"

"I thought you would never ask," she told him as she began to pull her body up.

She wasted no time for him. Turning herself around, her eyes were greeted by the orange mare responsible for everything. Spitfire was looking away, now flustered and red faced. Even with Vapor looking right at her, Spitfire didn't acknowledge it. Vapor didn't care for her captain’s attitude, she just cared for her stallion and what he was going to do to her.

She turned her gaze over her shoulder and saw Sky raising up, his cum soaked erection ready for a second helping. Her tail twitched and her wings fluttered in anticipation as she lowered her stomach to the ground. She made sure her rear was presented to him and gingerly swaying her hips, she watched him lick his lips and stare lustfully at her soaked backside.

"Give it to me," she begged, her voice almost matching that of a mare in heat.

He did as such and wasted no time positioning himself. Walking over her lithe frame, Sky straddled himself over her backside and rested his belly against her back. His erection poked awkwardly at the side of her thighs for a second, but quickly shifting his body back, he brought the head of his cock up to probe at the loose opening. He didn't stuff it in right away and Vapor wondered what was stopping him. For a second she wondered if seeing the crowd around him was clouding his judgment, but the thought quickly left her mind as he gave the nape of her neck a kiss.

"Tell me how badly you want it," he teased as he gave his hips a gentle shake, causing him to prod just deep enough that it aroused her, yet couldn't satisfy her.

"I want it so badly! Please give me all of it!" She didn't hesitate, crying out so loudly that everyone around them would no doubt hear her.

He did as asked, burying nearly the entire length inside of her in one go. She in turn buried her face into the ground and clenched her eyes shut. She tensed and squeezed around him but it did nothing to halt him as he pulled back and then quickly pushed forward, burying the rest, once again hilting her. A cry of pleasure escaped her lips as his balls slapped against her clit, and her body quivered in response as her wings almost flared open. She would have been content with just that, but Sky gave her more as he lowered his head and rested it on her shoulder.

He jostled his hips, letting his cock shift inside of her, whilst at the same time he kissed her neck, before giving the corner of her ear a playful nibble. She lost her breath momentarily as everything played out. That lustful neediness in his hips yet that loving and playful nature he displayed with his kiss, all accompanied by the fact she was stuffed to the brim was hard to take in all at once.

For a few seconds, neither of them moved until Vapor let out a deep and mournful sigh of relief. She brought her head up slightly as the sound of Sky panting gently in her ear brought her back to her senses. She nuzzled him back with affection and kept her body still, relishing in the feeling. She didn't get to enjoy it as long as she wanted, and when he started to pull back, she squeezed harder, fearing he would pull out just to tease her again. He didn't, and instead pushed himself back inside, causing her to relax momentarily.

He was quick to pick up his pace once he started to get a motion going. He started slow and steady, gauging both his stamina and how sensitive he was from cumming prior, but once he found a smooth enough motion that pleased him and her, he continued forward. As much as she wanted him to rut her senseless, she wasn't going to deny how great it was to reset and do it almost like they were having sex for the first time again.

She urged him on, moaning softly for their mutual satisfaction. Under her moans, she could hear those wet slaps of flesh resounding from her backside. Even when a good portion of his and her cum had already came out, a small amount was still present. Now it was being pushed around inside of her, as some of the excess spunk started to leak out, coating his balls and the already soaked ground beneath them more so.

Seconds turned to minutes as time ticked by, his thrusts staying constant. What was passionate kisses turned into sweet whispers of scenarios his mind thought up for them to explore. With every idea he gave her, he grew more excited and his thrusts started to become faster and more urgent. She felt it as well, imagining herself at his mercy, and she reinforced his ideas, promising him they would do them in the future. Eventually those sweet whispers turned into incoherent babblings of lust and love. Words couldn’t be spoken as they couldn’t help themselves from locking lips and kissing as their climaxes drew closer and closer.

"I'm about to cum," Sky grunted out, his words becoming coherent again.

"So am I," Vapor moaned in response.

Sky wrapped his hooves loosely around her neck and went as fast as he could, still allowing her face to stare at his. They looked into each other's eyes as they neared, each giving quick kisses in anticipation for the ending, until Vapor locked lips and moaned loudly into his mouth. Her body shuddered with waves of pleasure as both ponies felt her backside clench around the hardened cock.

He pumped the last bit of semen he had into her and moaned greedily into her mouth. He kept going as long as he could, making sure any last bit of pent up semen wasn’t left inside of him. She rewarded his final moments with purrs of satisfaction and she kept her tired backside tight, coaxing anything he had left until they both slowed down. Their passionate kissing didn't end as Sky's erection started to die down and retreat back into his sheathe. Even as their bodies grinded to a halt, their sex driven minds hungered for more, while their fatigued bodies yearned for a rest.

When his deflating erection finally left the moist and hot orifice from which it ravaged, all the spunk he had put in poured out, coating his cock and the ground below with a nice creampie of fluids.

"That was amazing," she purred as she broke the kiss.

"Definitely gotta do that again sometime," he replied as his cheesy grin came back.

She didn't get a chance to answer him as he suddenly brought a hoof up and slapped it against her ass. The motion surprised her briefly, but she quickly moaned in response as her body started to wind down. His hoof moved again, but much to her surprise, she found it travelling up her side, before it trailed down her foreleg. Finally it stopped at her hoof and made a wrapping motion around it. She blinked at the prospect of it, but her heart fluttered as Sky gave her ear one last nibble before he whispered to her in a soft and affectionate tone.

"Love you, Vape."

"I love you too, Sky."

Finally the afterglow started to sink in for both of them, and wanting to bask in it for as long as they could, they began to relax.

Unfortunately they wouldn't get that opportunity.

"Well, looks like these two are done finally."

Both their ears perked up, and Vapor tilted her head upwards, while looking behind her at Fleetfoot. For a bit of time, both lovers actually forgot about their viewing audience and as that realization played out, both looked around them.

A few ponies had left at some point and now it looked like only half of the trainees remained. Both could see visible erections and wet patches in flight suits, signaling they enjoyed it more than they should have. Spitfire was still present, yet she was still looking away red faced and annoyed; her expression scrunched up. Vapor looked back to Fleetfoot as the mare started to approach them and both eyeballed her with curiosity as she came to a stop near their heads.

"Hope you two enjoyed that," Fleetfoot said with a cheeky smirk on her face. She leaned in and spoke a bit quieter as to only the three of them could hear. "Because I know I did."

They both smiled sheepishly as they began to blush. Sky pulled his tired body up and off of Vapor's, and she felt her weak body quiver as a bit of semen ran down her thigh. She arched her body up and looked down between her legs at the mess they made and couldn't help but blush more at the sight of it.

As she did that, she quickly pulled herself up and brought herself to stand at attention before their teacher. Sky did the same and Vapor couldn't help but notice that for a pony who wasn't too keen on having sex beforehand in front of everyone, his body and attitude now oozed with confidence.

"Permission to shower and clean up, ma'am?" he asked, doing his best to not grin ear to ear.

Vapor followed suit and did the same and for a few seconds they just looked to the smirking mare and waited.

"Permission granted, but remember. No more after this, or you'll have to deal with your Captain's fury once again," she said as she turned her eyes to Spitfire's. "I don't think she'll be too lenient after this."

All the ponies present turned their eyes to the orange mare who still looked very flustered and annoyed, yet not wanting to appear weak, she spoke out.

"Correct, if you two are caught fucking around anymore after this you'll get the boot. Now everyone get your asses inside and clean yourselves up!" Spitfire ordered.

As Spitfire stood in spot trying to take everything in she just witnessed, the trainees started to head into the building in order to either relief themselves or get ready for the next class. Standing in place she noticed Fleetfoot making her way to her and couldn't help but notice the mare's cheeky smile.

"Quite the show wasn't it, Spits?" Fleetfoot asked her as she came to a stop beside Spitfire and sat on her haunches.

"Yeah… quite the show indeed," Spitfire’s voice trailed off as she moved her eyes in the opposite direction.

"Aww, what's wrong? You enjoy it a bit too much?" Fleetfoot asked, her voice filled with snark, as a big grin appeared on her face.

"No, I didn't. I'm more horrified they actually went through with it," she replied, her face growing more flustered before she looked away to find something to distract her.

"Well what did you think was going to happen?" Fleetfoot asked as she got up and walked back in front of Spitfire’s field of vision. "You literally let the equivalent of two horny lovers fuck in front of everyone."

"That's the thing, I honestly didn't think they would. My plan was that they would get cold hooves, beg for forgiveness and promise to not fuck around again. I would have let them go back to class and the issue would have been taken care of," Spitfire told her as she brought a hoof up to her own face face and rubbed it down to the entirety of it.

"And you never thought this would be the outcome?" Fleetfoot questioned, starting to understand the general idea behind the rather ill-constructed plan.

"None whatsoever. Why would I think otherwise anyway? Stinger's inflated ego got taken down a peg in the trials and Vapor never liked being the center of attention when they were training together. Heck, even he was scared to go through with it back when I first told them about the idea," Spitfire replied.

"So I'm guessing the big factor here was Vapor? Fleetfoot asked.

"Yeah, at first she calmed him down with some mushy pep talk and a kiss while inside. I brushed it off and didn't think much about it because when Stinger left the room he still looked very nervous and scared. It was when they actually started and got into it that I realized I fucked up. I never thought she would be that assertive and take control like she did."

"Improvise. Adapt. Overcome; your lead pony assessed the situation, took control of the problem, handled it the best way she knew how, and in the end it made you look like a joke. Looks like someone paid attention in my classes," Fleetfoot replied, rather smugly, tilting her head as well.

Spitfire opened her mouth to speak, but quickly found herself stopping from talking. She puffed up her cheeks in frustration and let out a deep groan of annoyance as her hoof dug into the asphalt. As blunt as Fleetfoot was, Spitfire knew that was the exact answer.

Seeing the frustration from Spitfire, Fleetfoot couldn't help but laugh. While she enjoyed the show, she found it much more enjoyable to see and hear Spitfire's thoughts and reactions to the whole situation.

"Stop laughing, this isn't funny!" Spitfire snapped as she got up and began to trot away.

"Oh I think it's hilarious. Especially when you think about the irony of the situation… isn't that right, Swallowfire?"