Author's Note

Full disclaimer, story-sex-story sandwich chapter. I did try to make the sex fit in with the narrative and fill out the character of the Merrie way of life a little more, but there is oodles of sex in the middle of this chapter--admittedly with the characters in character--and a story to the sex.

I was contemplating splitting this one, but the most logical split point comes right in the middle of a scene... and I didn't want to do that. So here you go, big chapter fans!

Enjoy Cloudy and Rosewater's first time together. I suppose content warning? Nothing much more than vanilla (at scale, admittedly)
Orgy setting, threesome, lesbian sex, bisexual side-characters

Posted early because I have work in the morning (rare, but necessary for me)

Book 2, 12. Cloudy Night

The skies were already threatening rain again by the time Cloudy took off on a routine patrol of the lands west of the city, flying high in her Dammeguard padded armor and rain slicker. She might need the latter, but the former mostly served to hide the rose petal sunrise of her cutie mark.

It would be a cooler night, on the border of winter and fall, and farther north, there might be sleet later on, but the rains coming up from Canterlot-way would bring a touch of warmth, even if it was only fleeting as the cooler air descending from the north met it. It would be a roaring rainstorm with possibly some thunder.

Her flight took her on a long curve around the northern edge of the city, away from any possible patrol patterns for other pegasi before she dropped to almost treetop level and skimmed west quickly, her hooves occasionally tapping the tops of the tallest conifers as she passed over their spiky boughs, already bulking up for the winter ahead.

Then she turned south, dropping almost to hilltop level and skimming above the flat, broad floodplain that kept both Merrie and Damme fed without much, or any, help from imports most years.

The farmhouses were mostly dark, with only the few that were going to tend winter wheat this year showing the light of fires flickering in fireplaces through windows. It was a hearty pony that stayed while the crops were planted and their initial phases tended to, for the winter snows would be descending before the crops were ready to let hibernate.

Across the river, the bright pavilion was set up, lanterns set up on the exterior flickering the shadows of ropes holding the tent structure upright and braced, and before she’d even landed a goodly distance away, the sounds of laughter and stringed instruments rose up to greet her.

Her hooves touching ground brought a pony from the shadows of the tent, tall and lean, shrouded in a veil. Cloudy’s heart stopped for a second before the veil faded away into Rosewater’s form, glowing in the sparse moonlight scattering pools along the fields around them.

The sounds of laughter quieted, the instruments stilled as if in anticipation, and whispers permeated the air. They’d been expecting her, and the wash of her wings against the tent walls was the sign they’d been waiting for.

“Is this okay? I hadn’t expected such a show, but the cover is a decent tale of investment, diversification, and a celebration of groundbreaking.” Rosewater chuckled and swept a hoof around her. “Welcome to the new Rosewine Day Spa and Retreat. Or the beginnings.”

Cloudy considered her for a long moment, then turned a slow circle to survey the bared dirt circle around them, the ditches dug to keep the water flowing rather than pooling, and lined with hay and stones. It was plausibly a construction site, and Merriers, and the Garden especially, did love to throw parties for momentous occasions.

And Rosewater herself was happy, freer and more relaxed.

Cloudy let out a sigh and stepped forward to butt her head against Rosewater’s chest. “You didn’t have to do all this for me. I’d have been happy with a tent and a candle.”

“That’s a yes?” Rosewater asked against her ear, lips and breath warm and gentle against her coat.

In answer, Cloudy pulled back and met those soft lips in a kiss, letting it linger for long moments while the sound of ponies inside the tent grew louder, laughter and welcoming conversation growing, as if they’d all been waiting for the answer. “Yes,” she whispered as the kiss broke.

Rosewater backed up half a step to bow her head and usher Cloudy inside. “I wanted our first real date to remind you of home. Of Merrie. You said…”

‘Bring a piece of Merrie with you next time.’ Cloudy swallowed and butted her head against Rosewater’s cheek and passed her into the tent, her tail flicking to curl around her foreleg and drag her inside.

Inside, the light was almost as bright as it would be on a cloudy noon day. Glass-sided brass lanterns hung from lines strung from beam to beam, the candles inside exuding a soft fragrance that calmed her mind and soothed the few remaining worries she had about being out so openly on the Merrie side of the river.

“They’re Roselyn’s,” Rosewater whispered before taking her ear tip between her teeth and nipping lightly. “She is skilled with the fragrancing candles, and I helped her choose some of the scents for tonight.”

A brief impression of a young, red-maned mare flitted through Cloudy’s mind. “I think I remember her,” she whispered back as two mares came up to them. A Prim and one of the most stunningly proportioned and lined pegasi she had ever seen. Memories of fantasies about the latter drifted up. “No introductions needed, Bliss, and you must be Prism?”

Both chuckled and nodded, but Bliss took another step and nipped Cloudy’s muzzle. “You treat this mare right, Cloudy,” she whispered. “She’s special.”

“Bliss,” Rosewater said with a soft snort. “I can take care of myself.”

“You’ve done too much of that, if you ask me,” Bliss retorted. “I’m glad you were able to enjoy yourself, but you need more than one night to let your heart open.”

“It’s fine, Rosewater,” Cloudy murmured, raising a hoof to her foreleg. “I do intend to take care of her. Did she tell you I chased her not four nights ago? And won. I intend to make good on my win and show her what I want.”

“She neglected to mention that part,” Bliss murmured, lashes fluttering briefly at Cloudy. “You must be quite the chaser.”

“She is,” Rosewater murmured, nipping Cloudy’s ear again and shifting to look around the interior. “It was quite a fun chase, full of twists and turns.”

Cloudy followed her gaze, flicking her ear away from Rosewater’s mouth. Rosewine Petal and Rosethorn Seed were lounging together with a younger red-maned earth pony, the latter surrounded by a pink magic field about her barrel, hind legs straining as she tried to rise, laughing at Petal and Seed as they nipped her flanks.

Roselyn, she guessed from the look. Four or five other ponies she vaguely recognized from her times with Rosemary at the garden also watched her, and another Prim, a stallion, rose unsteadily to his hooves and came over to nuzzle Rosewater’s neck.

“Primrazzle Dazzle,” Rosewater said, bending to kiss him briefly. “This is Cloudy Rose. I don’t know if you knew her before you departed Damme.”

“Briefly,” Cloudy murmured, glancing from him to Rosewater, then to Roselyn. “You left a lot of questions behind, Dazzle. But… I think I see the answers. You’re happy here?”

Dazzle’s ears flattened and the smile faded from his lips. “I didn’t mean for it to be like that. But… they wouldn’t have understood my… wants. Needs, maybe?” He glanced to his lovers, then to Rosewater and finally back to Cloudy. “Whatever they were, I found the answers I wanted here, Cloudy. Maybe you would have understood, but I hardly knew you.”

“I would have.” Cloudy nuzzled his cheek. “Thank you for taking care of Rosewater. She’s… becoming special to me.”

“It was, and is, my pleasure, Cloudy. Thank you for sending her to us. She’s been hard to draw out of her shell, but once we have, she has a beautiful spirit.” Dazzle tipped his head briefly to the side, questioning whether Cloudy would join him later.

“I appreciate it, but it’s mostly been mares that fascinate me. Collar is an exception among stallions.” Cloudy nipped his cheek to show there wasn’t any animosity behind the statement.

“He is.” Dazzle laughed and nipped her cheek in return, tension gone again. “Were he not the only heir, and expected to produce offspring, I might have tried my hoof at his heart.”

And then he sidled off, his tail flagging briefly before he settled down between Bliss and Roselyn, the source of his unsteadiness revealed when Roselyn, released from her bindings, captured him in a fierce kiss just before Bliss stole it and played off a three way kiss with both of them.

“The air is… thick,” Cloudy whispered to Rosewater. “Has the party been going on long?”

“Not long, but Dazzle’s already mounted both Roselyn and Bliss and helped them take each other over the edge of bliss with magic, lips, and tongue.” Rosewater’s eyes were heated as she watched the trio, her tail flagging side to side as the passion built again between the trio. “I’ve watched, and prepared the tent and the surround, waiting for you.”

Cloudy stretched, feeling her muscles relaxing and tensing, the anticipation of an orgy and the flood of sex filling the confined space feeding a hunger she’d not felt for two long years. A hunger she’d not let herself feel for fear of what she might start, and what she might destroy.

But this… sharing passions, opening herself to a lover and others, joining the cries and the revelry, reveling in the freedom of expression that sex let her bestow upon her chosen partners. It was as much a part of Merrie as the open bazaar and the spice and scent vendors vying for air space.

“It’s been a long time,” Cloudy said, letting the interior spill through her senses on every level. The scent of sex musky on the air, but kept in check by the candles that burned in their lanterns and the potpourri pots that sat here and there, warmed by coals to release their counter-fragrances. “I’ve missed…”

She swept a hoof around, taking in the free use of scent and scent magics, the acknowledgment of her upbringing and the casualness of it all.

“This?” Rosewater asked, her lips warm on Cloudy’s, a teasing flick of the tongue urging her to open up and let her lover-to-be deepen the kiss.

This. Cloudy let it happen, let herself be drawn into the kiss and deeper into the unthinking moment. She didn’t have to worry that her lover would back away, afraid of what might happen if they were caught, or suddenly get upset that Cloudy was teasing her towards ecstasy out of the blue with feathers and hoof while she kissed them.

Dammers were so clinical about sex.So many of them believed that oral and hoof stimulation were the only ways to get off. Rosewater…

Cloudy pulled back from the kiss before she could dive too deeply, before the orgy officially started. She wanted to be able to dive in unabashedly, use everything she’d learned from Rosemary and her other lovers over the years.

That was dangerous. She could get lost in that desire, the addiction, as so many had over the years. It was the danger of a Rose’s life: letting hedonism reign. It was the balance that made life spicy, the resistance to urges that made the relative rarity of orgies so… freeing.

Rosewater held her close with a warm spell on her other cheek and forelegs twined, “Easy,” she whispered. “Easy, Cloudy.”

“I’ve missed this,” Cloudy half-whimpered. “Being free. But…”

“Restraint,” Rosewater whispered, understanding warming her tone. “Rest easy, Cloudy. There will be a time soon to let it go. But… let me introduce you to everypony first. I trust them. Every one.”

Trust.

Rosewater did more than introduce her, the ponies that she talked to opened up with Cloudy, letting her know why Rosewater was trusted. Seed even opened up about her being his unofficial aunt, and the three Prims vouched for all present as well, their words those of Dammers, their actions somewhere between Rose and Prim.

They’ve come from the opposite side. It was a realization that in them she saw many of the mannerisms she’d adopted to live as a Rose among Prims, while they had adopted the mirrored mannerisms. They were more restrained but for tonight…

Tonight, they would let go of their past and live in the now.

Lightning flashed outside and the curtains drew closed as the first drops of rain spattered down on the canvas roof. A fierce mid-autumn storm, cold and warmth, dryness and damp meeting in a flurry of wind and rain and dancing lightning.

And they, safe inside a tent, settled in to enjoy a feast.

Dinner was a repast of meals prepared earlier that day in the Garden and carted out in sealed containers to be a ‘self serve’ buffet style meal of baked tubers and rice with a gravy made of squash and flour with a sweet thickener and spices that added a rich bouquet to the scents floating about the pavilion’s interior.

It was hardly a feast by almost any standard by the amount or quality of food, but Rosewater watched in dumbfounded silence as Cloudy tucked into her plate with a gusto that quickly turned into delight as she slowed down and savored every mouthful of fragrant, spiced food. Taste and scent melded for perfection.

Even that small comfort had been denied her. Meals with taste, but only the barest of nods to the aromatic bouquet.

Their neighbors on either side, Dazzle and Bliss, looked on with relish as she complimented the cook and the preparation with almost tears in her eyes.

The look of gratitude she turned on Rosewater shouldn’t have hurt her so much, but every other bite, Cloudy kissed her cheek. It was the simplest things that ponies missed from home, not the grand things like an orgy, a parade, or a festival. The small things made up day to day life. Things, in Merrie, like a dish spiced for both taste and fragrance.

Every kiss was a reminder of what Cloudy had given up.

“You’re welcome,” was all Rosewater could say to each one, followed by a lean against her shoulder and another bite of her own dish.

Talk began to spring up around the table as the food in the pots disappeared, the eight ponies gathered around the table-cum-stage relaxed and discussed the news of the day. There wasn’t much new that Rosewater hadn’t already heard, but Cloudy asked about this and that pony, her family, and about the state of things in Merrie.

Rosewater answered where she could, but Petal had a much better feel of the pulse of the city than she after so long hiding under the covers from the big bad monster.

The Rosewings were doing well, as Rosewater had already relayed, but they had been quiet in the social circles they once frequented for some time, only appearing at festivals and the closely guarded private parties that the Garden occasionally threw. Her sister was in her first majority now, and had eyes for a stallion guard at the Rosewine bridge, so they saw more of her than the rest of her family. Her little brother was starting to go on supervised solo flights with his parents watching more and more, and reveling in the freedom of the air.

The last hit her the hardest, but she smiled despite it and thanked Petal and leaned more heavily against Rosewater as the designated ‘kitchen’ assistants cleared away plates and began setting the stage for the night’s entertainment.

Dazzle and Prism made short work of the task and before long Bliss rose and stepped onto the stage.

“Tonight,” Bliss called to the small gathering, her voice as sweet as ever as she adopted a pose with her wings arched to show off her physique as she turned and stepped to catch every eye and stall the few whispered conversations and foreplay. “Tonight is a special night, a Welcoming Night. We welcome two new ponies, both having once been visitors to our community, both newly returned to us under difficult circumstances, but with hope for the future.”

A small cheer rose from the six other throats in the tent, rising against the steady shushing of rain.

Cloudy leaned against her and whispered, “What’s going on?” Thankfully, rather than panic, there was a note of amusement.

Rosewater whispered back, “I don’t know either. I did tell Petal to surprise me for dinner. I thought the food would be it, not a full Welcoming.” She winked, trying to convey that she’d suspected.

Bliss turned to them, her smile broadening as she flipped her tail side-to-side and settled right between them, forelegs crossed over the edge of the stage. “Tonight,” she said in a more conversational tone, “we invite you to be our centerpiece as we tell a story of the two sides of the river reaching out. An…” She cocked her head to the side, her eyes dancing as she glanced at Petal. “What did you call it?”

“Interpretive storytelling,” Petal huffed in mock exasperation. “Bliss, we’ve been over this, you silly dove.”

Laughter bubbled up around the table at the byplay between friends and lovers, and even Cloudy chuckled and leaned more into Rosewater, nibbling at her cheek before settling a wing over her back.

Bliss fluttered her dancer’s wings, made more for aerobatics than speed, and bent in to lick each of their cheeks. “What do you say, my darlings? Would you care to join me on stage while I tell the tale of the Rosewine bridge and you two act it out?” Her smile deepened into a vulpine grin. “Intimately.”

Cloudy returned the vulpine smile with one of her own, “With Rosewater, hum?” She leaned to the side to ham up studying Rosewater’s figure, her wing raising briefly to flick primaries against her tail, against her side, and gently push her over to roll against Dazzle, happy to support her as Rosewater raised her hind leg and presented her belly for Cloudy’s examination. “You know…”

Feathers stroked from the mound of Rosewater’s pelvis to her teats, pausing the flick against them before trailing up the soft flesh and to her ribcage.

“I think I do want to act with her. I think I can see…” Cloudy’s hind hoof, carefully curled back so only the ankle brushed against Rosewater’s nethers, stroked back and forth against the suddenly surging swell of her clitoris as she winked open and let out a moan to accompany the touch. “Opportunities. So long as she plays the rushing water.” She winked slowly at Rosewater and hiked her tail. “Squirming and never staying still while a pony lays the foundations to bring her to rest.”

Bliss shivered, her wings rising higher with her tail as she turned her attention to Rosewater. “Would that I could partake of you tonight as well—”

“I can share,” Cloudy said quickly, her cheeks blazing.

“—but I’m already spoken for by Dazzle,” Bliss finished, leaning over and licking Cloudy’s lips, then kissing her. “Another time, Cloudy. The three of us can make such sweet music later.”

Rosewater laughed softly, “Roselyn won’t get upset?” She raised her head to look over the table and met the younger mare’s eyes.

“I won’t!” Roselyn piped up from across the table, nestled in between Seed and Petal. Her tail was already curled into a q-shape, her cheeks and inner ears flushed with desire. “I’m learning restraint.”

“But for tonight,” Bliss intoned as she stood and turned to face away from them, her tail raised to show her winking marehood and the dampness just touching the edges of her lips, “we have our guests to act as our actors! And you’ve heard their roles, Rosewater the River, and Cloudy the builder, surveyor, and tamer of the white-water rapids!”

Laughter and cheers sprang up as Cloudy rose to the stage and bent to help Rosewater right herself and join them.

“For those of you who’ve never heard the story,” Bliss continued while Rosewater settled into her position on the long table, friends and lovers offering her pillows for strategic places to stay comfortable, “the raising of the Rosewine bridge is a tale of us sneaky Roses in the new Garden tricking the—”

The Prims booed and hissed good naturedly, laughing.

All the while Cloudy prowled around her, helping her adjust and … looking, and bending her head now and again to lay a lick or a kiss against Rosewater’s ribcage, her hip, or her ankle. Her eyes lingered on Rosewater’s vulva as she passed behind and stepped over her tail, straddling it for long seconds as her own tail shivered and jumped before the crowd quieted.

“Worked with,” Bliss went on, laughter in her voice and her eyes as she swept the room with a look and turned back around to stand with her hind-legs straddling Rosewater’s head, “the noble and very fine ponies of Damme to erect a bridge neither city’s rulers wanted to fund.”

Rosewater stared up at the sight, Bliss just as excited as she was, the mare’s folds flushed and a beading of moisture on the edges that flowed as her clitoris winked and her hind legs shivered. She caught Cloudy staring, too, one hind leg shaking before she stamped lightly and turned her attention back to Rosewater, coming around to bend down and nuzzle her cheek, incidentally close to Bliss’s backside for a moment before the other pegasus made another circuit of the stage.

“You okay down there? Need any pillows?” Cloudy whispered in her ear.

“I’m fine.” Rosewater shifted her hips and shoulders, testing the play of the padding under both and giving Prism and Tremor a winking showcase that had both flushing and kissing each other, Prism’s horn glowing as she worked a spell around her partner for the night’s sheath and scrotum. “Really enjoying being the center of attention again. It’s been too long since it’s been friendly attention.”

Cloudy chuckled and kissed her lightly on the lips. “Settle in, lover, and let’s give them a show.”

“Long ago,” Bliss intoned, inspiring a fit of giggles, “Rosewine Rosethorn founded our little community, tired of the conflict with Damme and tired of the infighting amongst her brothers, sisters, and cousins, and drew to her a small band of like-minded ponies to focus on their passion.”

A ragged cheer rose up as wine glasses were raised in recognition, Cloudy even taking a glass and spilling a few drops across Rosewater’s belly.

She shivered, the chill liquid running down along the crease where her inner thigh met her belly, and arched her back as it tickled and caressed the short hairs that were the only cover there. Cloudy’s tongue followed the tracks, sending heat and sparks shooting up her body and shooting pure pleasure through her, sending her into a spasm when Cloudy hit that one spot just shy of her pelvic mound.

“Mmm.” Cloudy straddled Rosewater’s barrel, tail raised to expose herself to Rosewater and Bliss as the orator went on.

“Casks rolled out of the stave-works in the new village, and workers filled them, making more than enough within a few years to slake the thirst of any Merrier willing to risk their lord’s ire,” Bliss said, her voice rising and falling in the cadence of a storyteller.

Cloudy spilled a little more wine, higher this time, and corralled it to run between Rosewater’s teats, nosing and lapping along the path to make it easier, and set the glass aside.

“What are you doing?” Rosewater hissed.

Ignoring her, Cloudy crouched, lowering her marehood to within inches of Rosewater’s lips, the fragrant musk of her desire mixing with wine and warmth and the varied desires of the watchers. Tremor had raised himself up to show his erection off while Prism lapped slowly at its head, Seed was laying back and letting Roselyn and Petal tease him and each other while all three kept an eye on Rosewater.

And Dazzle stroked himself slowly, his attention alternating between the display Bliss was putting on and the two players performing on stage.

It had been so long, and Cloudy’s cool breath on her wet, bare skin drove little shivers across her belly and up her legs. No warmth touched her save the bit of wine that flowed down and around the rise of her swelling clitoris, aching for attention, trickling along the sides of her lips to pool against her dock and seep into her tail hairs.

“Before long, Rosewine and her ponies were able to make so much wine—” Bliss waved a hoof at Cloudy, and Rosewater’s partner took up the wineglass again and splashed even more across her belly, haphazardly scattering droplets all the way up to her thighs. “—that they began to sell across the river. Much to the displeasure of the Lady of Damme, who wanted her ponies only to drink the Dammerale her breweries produced.”

“You realize,” Rosewater hissed to Bliss, “that I’m going to be a sticky mess after this?”

Bliss winked at her, eye and vulva, and glanced at Cloudy. “I think I should silence the ‘river’ for a little bit, yes?”

Cloudy laughed and drank the last of the wine in her glass before passing it off to Dazzle. “You won’t mind, will you, Dazz?”

Her answer came as Dazzle arched his back and thrust his hips up, a little bead of pre-come appearing at the tip of his cock. “Ung… no.”

“What about—”

Rosewater never got to finish as Bliss squatted over her muzzle, presenting herself and spreading her lips as she spread her hind legs, pressing her sex to Rosewater’s lips in a kiss that made her take in the fragrant perfume of a lover she wished to explore more, that she’d tasted before.

“And so Damme forbade the sale of wine across the river,” Bliss intoned, a smirk to her voice as it sank an octave.

Out of the corner of her eye, around the barrier of Bliss’s leg, she saw Dazzle beginning to stroke his cock with more vigor, a spell entering the mix as he fondled his balls and writhed, leaning against Prism’s flank as the mare ducked her head and took Tremor’s head into her mouth.

Enjoy this, Rosewater told herself. Don’t worry about the future.

She started her enjoyment by raising her forelegs to clasp Bliss’s hindquarters and hold her steady and slipping her tongue shallowly into Bliss’s warm, inviting depths, her lips working slowly against Bliss’s pliant folds, not yet ready to resort to magic, nor to delve too deeply.

Bliss’s voice quavered as she spoke again, her hindquarters shaking against Rosewater’s forelegs, “And s-so casks waited, aging, and the Rosewine mares and stallions drank d-deeply of—”

Cloudy’s hot tongue against her cooling belly sent a shock through Rosewater, and she arched her back and pulled Bliss more tightly against her muzzle, gasping as she turned her head to the side, then recovered and plunged her tongue deeply again, her breathing more erratic, blowing through her nose and against Bliss’s surging clitoris.

Then the shock was gone, and Cloudy’s slow lapping became comforting, teasing around the soft mounds of her teats, barely grazing her nipples.

“O-o-h stars,” Bliss moaned. “D-drank deeply of the wine they stockpiled.”

Cloudy lapped up the wine cupped between her teats, the small puddle trapped by the shallow rise, and drained it quickly to leave a cool spot again on her bare flesh. Warmth enfolded one of her erect nipples, tongue lashing the tip as lips sealed and Cloudy inhaled and drew deeply on Rosewater’s sensitive flesh.

Rosewater had to draw back from Bliss to catch her breath as a flush rose up her neck slowly as Cloudy’s ministrations pulled the heat from the intimate kiss deeper and deeper, and one hind leg pushed out, ankle flexing as a numb tingling spread along the limb.

“Frustrated by their inability to sell their wine across any of the major bridges, and unable to lure any ships to dock at the rocky Merrie pier,” Bliss intoned, sounding halfway towards breathless and her hind legs quaking as her marehood, soft pink lips parted to reveal flushed pink flesh between, and a winking, parting entrance that slowly let free a streamer of nectar to drip down to Rosewater’s neck. “Th-the ponies of the newly founded Rosewine Hill Winery began to plan.”

When Rosewater found her breath again, and inspired by Cloudy’s continuing ministrations, switched to the other teat and leaving the previous to tingle and cool, she inched forward on her shoulders and hips to lap between Bliss’s teats, drawing a wet line from distended clit to belly.

Bliss gasped and arched her back, tail snapping left and right. “R-Rosewater!”

“I’m a river… I make things wet,” Rosewater said in a dry tone.

Laughter rose up around her, some more breathy or grunting than the rest, and a quick look around told her that a pair and another trio had formed out of the spectators.

Dazzle and Prism had come to an agreement and he was laying on his side, thrusting slowly into her, his shaft damp and glistening to his medial ring while she had shifted farther from Tremor and was lapping at his scrotum while Seed had parted from Petal and Roselyn to straddle Tremor’s barrel and had lowered himself to press his pucker to the larger stallion’s tip.

Rosewater shuddered and pushed her other leg high into the air, giving a show to Petal and Roselyn behind her while Cloudy helpfully pulled her lips farther apart with gentle hooves and finally lapped from clit to canal.

Fire surged along every nerve, her back straining as her shoulders pressed against the stage floor and her back arched. “Stars! Cloudy!”

Then the warmth, the pressure, and the rush were gone, leaving Rosewater to pant and glower between Bliss’s legs at her lover.

“Hey,” Cloudy snorted, laughing, “Story’s not over yet. And rivers don’t talk.” She wasn’t unaffected, either, watching Roselyn and Petal masturbate slowly together, each mare’s hooves between the other’s hind legs, their lips and tongues locked together and their heavy breathing rising and falling with the pace of their partner’s stroking.

A steady, thin streamer of come connected Rosewater’s chest to Cloudy’s sex, her partner’s labia seeming to stay open on their own as her clitoris visibly pulsed, her flushed flesh glistening in the candle-light as she shifted from hoof to hoof.

Bliss adjusted her position and pressed her vulva to Rosewater’s nose again, then her lips, and continued in a halting voice, “The plan, to offer to buy staves—” At the word, Seed grunted, and Tremor’s voice rose an octave as a faint, wet sound announced that Seed had slipped onto Tremor’s stave. “—direct from Damme, without going through the more expensively taxed bridges.”

Rosewater shuddered and turned her focus back on her partners of the moment. Now was all that mattered. She didn’t need to worry about who was watching her, didn’t need to worry that this pleasure would turn against her. She grasped Bliss’s hindquarters again, more lightly this time, and let the pegasus rub herself over her chin.

“Stars…” Bliss huffed and rocked her hips just as Cloudy backed against her rear, their tails twined. “T-the… builders began by dredging the waters where they wanted the bridge.”

Heat flashed against Rosewater’s bared lips, and her hind legs strove to press against ground that didn’t exist above her. Cloudy lapped heavily along the cleft of Rosewater’s labia, parting her and leaving heat, then cold where her tongue passed. Time and again, heavier each time, until it was all Rosewater could do to keep from crying out.

Her breath steamed Bliss’s belly as the smaller pegasus slipped back, then straightened again.

“For days, they dredged the channel, going deeper each day,” Bliss whimpered aloud.

Rosewater called to the mists with her magic, drawing on the fragrances of the stallions in rut around her, and infused the mist with it, gave it form and substance, and slipped it into Bliss.

It faltered in the next second as Cloudy followed the story, her hooves pulling at Rosewater’s buttocks, opening her to the air and to the delving of her long, supple tongue, the tip and the muscular width of it sending spasms of pleasure through her belly and up her spine.

For Bliss… she needed to focus. The cock reformed, still inside her, and slid out with the rhythm of Cloudy’s tongue, slow, sensuous, not limited by the flesh, and for a long moment, there was nothing but the sounds of ponies finding their own pleasures. Heavy breathing, soft wet sounds, the sliding of coat on coat, flesh on flesh, and the cries of delight, muffled for the moment, filled the tent.

“The…” Bliss gasped and bent, adopting a rutting posture while Rosewater formed the forelegs of a pony and grasped her about the middle. “The work… continued,” she breathed out, her wings arching off her back as the phantom partial pony pulled her into a rut, the spell and its tiny reservoir of power taking over just before Rosewater lost control, her breathing catching as she stared at Cloudy’s winking lips, the drizzle and trail of excitement trailing down her legs glistening in the lantern-light.

The story was over, and everypony knew it.

All around, the heady, musky aroma of sex, unleavened by anything but moaning and gasping, grew stronger and stronger.

And she was the center, crying out and grasping at Cloudy’s flanks, her cheek taking up more and more damp dew as, with a flourish and sudden heat and pressure, her lover began sliding her tongue over her clit, drawing the heat deeper and deeper until Rosewater’s back arched and fire spread through her, laced with lightning.

Too soon, and it was already passing, Cloudy turning around to face her, nose, lips, and chin streaked with come, working her jaw and cracking it once. “You can repay me next time.”

Breathing hard, Rosewater reached up to pull Bliss down beside her, calling the spell to end as the other pegasus joined them, panting and shaking from the rut, her eyes bright. “Lovers,” she whispered, nosing first Cloudy, then Bliss. “Stars… you mares…”

“Mm. That sounded like you enjoyed it.” Bliss murmured blearily into Rosewater’s neck. “I… I’ve never felt a spell like that. Like… like Seed rutting me.”

Seed, hearing his name spoken, looked up from where he lay with his head cradled against Tremor’s shoulder. “Oh… was it?” His hindquarters trembled and he groaned as Tremor slipped free, limp and trailing a drizzle of seed.

Cloudy worked her jaw for another moment and settled in more comfortably against Rosewater’s side. “You taste great,” she whispered in Rosewater’s ear.

“Does she?” Bliss asked innocently, craning her neck over Rosewater’s to sniff, then lick at Cloudy’s nose. “Mm. Not fresh fresh, but… yes.”

“I agree,” Cloudy said, grinning. “Her skin gives a special flavor you can’t get from her come alone. And oh… suckling her clit… that’s a special kind of heat and taste.”

Rosewater laughed and nipped both of her lovers on the cheek. “You flatter me. Especially you, Bliss. You tasted exquisite tonight. Sweeter. Eating your oats?”

Bliss grinned wolfishly. “On the regular!”

Cloudy licked Rosewater’s muzzle experimentally. “Needs more salt…”

“Oh yeah?” Rosewater heaved herself up, displacing Bliss, and straddled Cloudy, looking down into her lover’s startled eyes as surprise turned to mischievous delight. “Well, Miss ‘Needs more salt’ let’s see how you taste.”

“Yeah!” Bliss crowed dozily, grinning and slowly rubbing herself with a hoof as she looked on, her legs splayed and her belly heaving as she stretched and reached to press the crook of her ankle against her clitoris. “Y-you show her!”

“So? Whatcha gonna do about it, Miss Muzzle Isn’t… er…” Cloudy grinned and laughed. “Stars, it’s your muzzle and her come.”

“Mmm. Didn’t even come when she was lickin’ me,” Bliss said in a husky voice. “Now tongue-rut her already and let me watch.”

“You heard the mare,” Cloudy said through a cocky grin wide enough to rut with. “Come on. Teach me just how salty you like it.”

Rosewater turned and flitted her tail over her back, giving both of them a view. “Now… as tempting as I know it is… let me give Cloudy her just desserts.” She settled in and spent a moment reveling in the freedom she had to take her time, to watch the other ponies gearing up for a second round. Tremor rolling to present to Seed. Petal and Roselyn joined Dazzle and Prism, the four of them settling in to watch the rest, seeming content to be idle.

Cloudy was already sopping, her thin coat around her vulva frothed from her tail lashing back and forth, hair sticking in the mess until Rosewater licked them free, careful not to draw too close just yet.

A touch of magic cleaned the surface, leaving a clean canvas for her to paint a masterpiece with her tongue, hooves, nose and chin. It was the only magic she was going to use on Cloudy this first time.

She started with gentle nips and licks along Cloudy’s buttocks, making her stretch her hind legs to the sky and drawing tremors down her stomach. Then farther away, licking slowly along the crease between inner thigh and belly, tasting the sweat and pleasure, the skin and thin coat, drawing in the musk of mare not quite in season.

Cloudy was in that perpetual pre-season that every mare that used a contraceptive was, not quite ready to mate, but oh, there was so much difference between preseason and out of season.

She reveled in it. Uniquely Cloudy, wholly mare. Her first time taking her lover.

Teeth grazed Cloudy’s teats one after the other, then suckled briefly on them once the nipples hardened, lathing her tongue across the captured tip, then her lips drawing up the soft rise of flesh, drawing a rising moan and shudder from her lover underneath.

“Tease,” Cloudy groaned, cycling her left leg in the air and twisting her hips as if scratching an itch.

Down the vale between teats she went, grazing on the light tuft of hairs just past before she got to Cloudy’s straining, bobbing clitoris, and blew slowly, cooler air to shock the heated flesh, and then ignored it, moving on past to nose at the flushed folds, the pink insides flashing at her as Cloudy winked and cursed under her breath, then settled down again, breathing harder.

More musk flowed, exciting and richly textured in her nose, a mare ready to come, on the cusp, the heat flowing through her body flavoring the fragrance rising from it.

With her hooves, Rosewater prized open Cloudy’s vulva, holding her open against the cooler air for just a second before she plunged in and pressed lips to lips, tongue flashing across heated flesh and then slipping inside. Her lover gasped and locked her hind legs around Rosewater’s neck, locking her in place—as if there was someplace else she’d rather be right that instant.

She moved her jaw slowly, letting her chin brush the surging clit, worked slowly deeper with each lap, pushing against the pressure of Cloudy’s rising excitement and the heat of her body clenching and contracting around her long, lithe tongue.

“Ah…” Cloudy grunted rocking upwards to grasp futilely at Rosewater’s hind legs. “Rosewater!”

“Finish her!” Bliss called, her voice rising as the sound of her foreleg against her sopping sex grew more urgent and her breathing heavier. “Stars, finish her and let me taste!”

“Yes!” Cloudy cried.

As you command, Rosewater thought, pulling her tongue free, her chin and nose coated with musk to the point she couldn’t smell anything but Cloudy’s need.

Cloudy’s clitoris pulsed against her lips, throbbing with excitement that only got stiffer when she started suckling slowly on the hard nub. At first, her tongue only flicked against the tip lightly, drawing gasps and whimpers and heavier gasps for air.

Slowly, achingly, Rosewater pressed her tongue flat, and began to lap at it, suckling and lapping as if she expected to draw milk, as if she already was drinking from it.

“Ahh!” Cloudy cried, her whole body going rigid, her back arching to press her stomach and barrel against Rosewater’s, her hind legs stretching out and releasing her at last, though she didn’t let go until… the moment. She could always feel it, the moment when tension fled, when an orgasm had spent itself, leaving nerves raw and muscles trembling.

Bliss cried out shortly after it came and went for Cloudy, her hoof working furiously, her hind legs spasming and her wings twitching against the tabletop. Then they were done. Both of them.

Rosewater let go her prize and began cleaning slowly, the mess she’d made of Cloudy’s sex.

It was beautiful to watch the aftershocks pass through her, feel them against her tongue as small dollops of creamy translucent come pulsed from her canal and slid to gather in her tail.

“Fresh from the source,” Rosewater purred as she lapped up a small bit, savoring the faint salt and sultry after-fragrance filling her nose.

Bliss, panting, joined her, and began lapping away, quickly, then slower as Cloudy waggled a hind leg in protest.

“Stars,” Cloudy gasped at last, once her nethers were nearly towel clean. “Stars…”

“Mm. Seeing some right now?” Rosewater asked, heaving herself up and working her own jaw. She was so out of practice. She would need to get some, or she’d get lockjaw one of these days, and she hoped Cloudy would be a willing partner more often.

“Yeah.” Cloudy groaned and rolled over to heave herself up, wobbling until Rosewater steadied her with a spell. “More…”

“Careful. You had a lot of blood going to your head,” Rosewater murmured in her ear. “Wouldn’t want you to faint.”

Bliss joined them, pressing against Cloudy’s other side. “No, we wouldn’t want that. Thank you for letting me share, Cloudy.”

“Of course… stars, mare.” Cloudy leaned more heavily against her, nuzzling her cheek. “You really like to watch?”

“Yup!” Bliss grinned and chuckled. “But… mostly for other ponies. For Roselyn…” She glanced at her younger lover, already dozing quietly against Petal’s shoulder. “For Roselyn… I like to have her myself.”

“Bliss has a way with her wings,” Rosewater whispered loudly enough for Roselyn to hear if she was faking.

“And…” Bliss took a step towards the slumbering mare, hesitated, and ruffled her feathers. “She’s sweet, and kind, and we get along. We… just fit together. You know?”

Cloudy nodded. “Rosemary and I…”

“I remember. You two were… peas in a pod almost.” Bliss sighed and rolled her shoulders. “I’m going to go be with her. You two… you enjoy the rest of your night, hear?”

“We will,” Rosewater promised, nuzzling Cloudy’s ear. “Now… you, we just about cleaned. Me…” Rosewater flicked her tail, already starting to stick to her rump.

Cloudy laughed and kissed her neck. “I’ll get us a few towels. I want to make sure I get extra clean. I can’t smell like rutting in the morning.”

Hours later, cleaned with towels wetted and warmed over a brazier, after the slow turn of quiet whispering with old friends huddled around a fire, catching up, musing, and quiet laughter with long-missing acquaintances had long since died down, and the rain had shifted into the long, low roar of a steady downpour, Rosewater lay awake with her newest lover, and the latest pony she’d dared to let into her heart.

The fire in the brazier had long since dwindled to glowing embers that occasionally hissed and popped, throwing sparks against the metal screen keeping safe the tent.

In this darkest part of night, Rosewater found herself faced with what she’d just done. By laying with Cloudy, loving her, and letting her into her heart, despite knowing what Roseate would try to do to her if she found out, she was… moving forward. She was in an unknown place.

Going back wasn’t an option. She couldn’t go back. She’d already given away too much, revealed her closest held secret to ponies she hoped could help her.

And this mare… Cloudy. Stars, she was… she’d missed the openness of Merrie just as much as Rosewater had, but with more reason to avoid it.

I could love you. I could fall in love with you. She wanted to say it, wake her up and tell her, kiss her and beg her to hold onto her with every ounce of strength she had, and to return it.

Are you that starved for affection? A darker part of her whispered, the fears she’d held onto, the fears that gave her the strength to keep going.

No, she decided. No more than Cloudy had been.

“I could love you,” Rosewater whispered, her voice barely a breath on the air. “I could fall in love with you.”

Cloudy’s ears twitched, but her breathing didn’t stop or change.

She relaxed minutely, shifting herself to lay more against her, hip to hip, shoulder to shoulder, and let her mind wander.

The future loomed large for her, the uncertainty of it like a cliff she would have to scale in parts, or a mountain, cresting one rise to see a little more of the way forward. This was one rise she’d gotten over, and so easily compared to the last six years of stagnation.

“And now?” she whispered, looking up at the ceiling of the tent as if the oiled cloth could tell her the next step, show her the next rise she would have to cross. Collar was there, somewhere in the distance, staring down at her, no doubt disapproving of what Cloudy was doing tonight. “Please… accept this at least.”

“Mm?” Cloudy shifted a wing against her shoulder, her voice fuzzy from sleep. “Rosewater?”

Rosewater banished the thoughts and melancholy with practiced ease, putting on a faint, sleepy smile instead. “Sorry. Having trouble sleeping.” She laid her head lightly atop Cloudy’s, pressing her lightly back to the pillow. “Go back to sleep, lovely.”

“Too late,” Cloudy murmured and slipped her head free to nip Rosewater’s cheek. “I know you well enough, I think,” she said through a yawn, cracking her jaw, and continuing as if she’d never paused, “to know when you’re doubting.” She hesitated for a second, then nipped her cheek again. “And I was only half asleep. I heard.”

Of course you did. She let the turmoil back in and dropped the mask again. For this mare, she didn’t need to, nor did Cloudy want her to.

For long moments, Rosewater contented her turmoiled thoughts with gently cleaning Cloudy’s ears, though they were already pristine, and her licking them was only making them wet and smelling like the faint aftertaste of wine.

“What next?” she asked at last, trying to keep her voice down and calm.

“I think you know,” Cloudy whispered into her ear. “I get to tell Collar what a Merrie Mare you are, tell him just how well you treated me, how much you opened up to me.” Her teeth caught the tip of her ear briefly. “And not just how deeply my tongue delved.”

It was hard not to smile at that. “And after that? What then?”

“And here, I thought Rosemary said you planned everything out. To ruin, sometimes.” The playful tone faded at the last, and Cloudy nosed her cheek. “You’re not doing that, are you?”

“The opposite, it seems.” Rosewater sighed and lowered her voice again. “I haven’t had a plan since walking out of Lace’s office. That was the end of my planning, and a slapdash one at that. Negotiate for love. What was I thinking?”

“Like a desperate mother, and an heiress hopeful to bring peace to her ponies,” Cloudy murmured against her cheek, her teeth grazing coat in a not-quite nip. “You’re not an idiot, Rosewater. You knew it was a gambit, but… did you have another choice? Some magical wonder from ages past that would save your hide?”

“Did I? Have another choice, I mean. Was there—”

Cloudy bit her ear.

“I guess not.” Rosewater smiled, sheepish, and tried to settle back in.

Silence punctuated only by distant rumblings of thunder and the constant background hiss of rain all around and the louder rumbling on the tent-fabric permeated the air between them for a time, and Rosewater luxuriated in the rare feeling of having somepony close at night.

It wasn’t until Cloudy pulled down a corner of the fabric and wiped at her cheeks that she realized she was crying.

“Hey…” Cloudy shifted around, grunting softly, and finally rolled over to her other side, facing Rosewater with her legs tucked in close. The piled blankets under them barely moved, but the one over them did. “Come here, ‘Water,” she murmured, pulling her down to lay with her back to Cloudy’s front.

It took a little shifting and muffled grunting before they were both settled comfortably again, Cloudy’s forelegs wrapped around her shoulders, chin resting against the base of her horn.

Being held by another pony at night…

“I missed…” Rosewater choked, drew in a gasping breath through an aching throat straining not to break down. “This,” she finished in a croak.

“Shh,” Cloudy breathed against her ear, holding her briefly tighter. “I know. I know.”

That was all Cloudy did for minutes, hold her and whisper to her, reassuring her that she was there while Rosewater strained to comprehend how much time she’d wasted on uselessly clinging to stupid ideas of what she had to do.

By the time Rosewater had wrestled herself back into order, the thunderstorm had moved on, its booming echoes barely more than distant rumbles rolling back and forth through the hills.

“What happens next?” Rosewater asked, her throat raw, her voice hoarse. “I’m lost, Cloudy.”

“What’s next,” Cloudy said at last, “is more of this. Following the ‘slapdash’ plan you came up with.” She nipped Rosewater’s ear before she could even think to object. “Really, if it works, it’s not a bad plan.”

“You’re bitey tonight.”

“Mm. I chew Collar’s ear now and again, too.” She grinned against the offended ear. “But… make slow progress on your negotiations. And other little things to show ponies who you really are. What you did, walk through the city unescorted, ponies are still talking about that Rosewater, and not all of it is bad.”

“Really? I find that hard to believe.” As soon as she said it, she knew it wasn’t. She’d seen ponies looking on with something akin to pity as she walked alone down the center of the street, rain cascading down her. She could have shielded against the rain, but that was hardly the point. It would have meant she’d seen the rain as a threat… when all it was was a petty insult.

And still ponies had looked on without malice.

“I… suppose not that hard,” she admitted while Cloudy held her ear between gentle teeth.

“Yes. I mean, they weren’t open about it, but I could tell.” Cloudy grinned again and licked the already wet tip of Rosewater’s ear. “You know, by the way they said it was a shame you had to endure that. A lot of them were Canterlotters or others, sure, but… not all of them.”

Rosewater twisted her neck to look at Cloudy, the dim light of the dying brazier casting her face in a ruddy glow, her grass green coat glowing, and her pink eyes, darkened to a deep burgundy in the shifting firelight of the embers, danced as they darted between Rosewater’s. Beautiful.

She couldn’t count how many times she’d fallen asleep with Carnation and Rosemary like this so long ago. The fire dying, the two lights in her life drifting off to sleep, eyes drifting slowly closed, her own heavy.

She blinked away the memory. Now, Rosewater. Focus on her. And Cloudy was beautiful, with so much promise in her eyes, and so much that she knew Rosemary had seen, had shown her in small ways over the years they had been lovers. “Maybe enough to actually talk to some of them?” Rosewater asked, raising a brow.

“That’s not all you’re thinking about,” Cloudy whispered, leaning back to let more of the light splash onto Rosewater’s face, turning her coat ember-orange instead of gray. “But yes. Maybe. Listen to your heart on who to talk to, Rosewater.”

Her heart. When did I stop listening to it? She blew out a breath. It wasn’t that simple. It had never been so simple. Sometimes she did listen to her heart, like now, tonight. Other times, when she pushed her heart into the back of her mind and focused on maintaining her composure…

“How—”

Cloudy nipped her chin. “Stop thinking. Listen.”

But she couldn’t. It wasn’t how her mind worked. She couldn’t just stop.

But neither, tonight, could she focus.

Her scattered thoughts drifted on stray winds that tugged her this way and that. Collar. Rosemary. Roseate. Cloudy. Always back to Cloudy after the rounds of poking at other parts of her mind. She didn’t want to stop thinking about Cloudy. Not while the mare and all her brash kindness was right there.

And still her thoughts wandered away from her even as her eyes did to follow the sound of the wind battering at the tent walls, the rain drumming harder and softer in no pattern, washing the fabric of the tent and stealing away the warmth of the air.

Still, Cloudy watched her and occasionally licked her chin, her own thoughts inscrutably dancing behind her eyes.

The night. Unique to her experience, had to be distracting her. She’d never slept out of doors during a rainstorm that she could recall. Not that her memory of years past was much better. Her dad may have taken her to sleep out of doors before she could properly start spelling her words. Before…

Rosewater squeezed her eyes shut, blocking out the memories. She didn’t want to remember. Not right now!

“Stop thinking,” Cloudy whispered again, more insistent, nose to nose, staring intently into Rosewater’s eyes.

“I can’t. There’s too much—” Too much. Too much. She sucked in a breath, then another.

A sharp stinging in her ear snapped her away from the last memories she had of her father, and with Cloudy’s help, and whispered gentle words, Rosewater put them to rest again. Cloudy didn’t need to know to help her.

Cloudy shifted again, pulling away and then getting her hooves underneath her, rising and dragging the blanket with her. “Come with me.”

There wasn’t much she could do otherwise but follow. The pile of blankets under her were just enough to insulate from the cold ground and the cold planks, but the air was cold enough to fog her breath, and wet enough to sink into bone.

And she didn’t want to be alone.

Out in the main part of the tent, the table sat, cleaned of come and the musk fragrance of sex, but a lingering memory of it hung still in the air, clinging to pillows and the few blankets over strewn hay that had been used to insulate the floor here.

The braziers here were asleep, their coals drenched by wine or water, their ashes sodden messes that gavean aroma of char mixed with the last essence of whatever tree had been used to make the charcoals.

Dim light spilled inside from the single candle burning at the entrance, making a thin line where the flap was held mostly closed by hooks. On the other side, open to the outside, Prism lay under a warm pile of blankets, keeping watch—though in this weather, not much watch was needed. Even pegasi wouldn’t want to be out in this cold downpour.

“Go sleep, Prism,” Cloudy whispered in her ear. “Rosewater and I have some not talking to do.”

Rosewater stared outside for a moment while Prism yawned and stretched, eyes adjusting to the brighter light of the candle nearby. It was still a torrent outside, the strewn hay the workers had laid down to keep from tracking mud inside all but gone, carried away by the slow currents and battering of droplets. For a moment, her thoughts went away with them as she watched one of the few survivors haltingly float down a narrow channel. The workers had done a wonderful job packing down the dirt, idly noting the few actual cuts in the packed earth that had them raised above the general muck around them.

When the straw had passed into darkness, Rosewater drifted back to reality and cogent thought again.“Not talking to do?”

“That’s right,” Cloudy said firmly. “Now come settle in.” She tapped a hoof on the thick pile of blankets separating bare boards from the watch stander’s warmth.

“Alright,” Prism said with a yawn from the flap partly closing off the tent from the entranceway. “Petal has the next watch. Wake her when you go to sleep again.”

“We will,” Cloudy promised as Rosewater, ears flat, shook her head and followed orders, settling on her barrel and tucking her forehooves underneath her. “That’s a good mare.”

Prism tittered as she wandered away. “Don’t stay up too late, you two.”

“We won’t,” Cloudy said with a yawn. “I hope,” she murmured through the tail end of it.

“You need to get going before the sun rises,” Rosewater said as she drew the blanket and a spare one over and around them. “Regardless—”

Lightning flashed and thunder followed like a whip crack barely a second later, the booming roll of its beat coming back again and again, rumbling a little less each time.

“Or…” Rosewater muttered, “we’ll be up all night.”

“I’ve always loved thunderstorms,” Cloudy said as she leaned in closer, tipping her head up to lick the point of Rosewater’s jaw. “They make me feel safer inside, and they always have. I don’t know why. I fly in them all the time. But it’s… a…” She grunted and shook her head.

“It feels like you can love the bones of your house a little more for keeping you safe while outside the world rages for a time,” Rosewater said, recalling so many thunderstorms sitting at the bay windows in her estate with Carnation and, later, Rosemary. They would huddle closer, and the warmth and love that came from it made her feel safer. “Or… maybe it’s the ponies you share a thunderstorm with.”

“Could be.” Cloudy chuckled and leaned against her, ear ticking slowly against her neck. “Could very well be.”