Babs' Sweet Seed

by Damocles23

Rating: mature
Tags: My Little Pony: Friendship is Magic, Other, Romance, Silver Spoon, Sex, Cutie Mark Crusaders, Diamond Tiara, Slice of Life, Babs Seed, Anthro
Length: 99961

Babs Seed does Ponyville. Futa flavored.

It's time for the Apple family reunion again, and Babs Seed can't wait! A chance to visit family, and see her Ponyville friends again, and this time she even gets to stay the summer. She's older and wiser (ostensibly anyway) now, and is eager to show off her new cutie mark, and see her friend's in turn. There is just one problem, and it's hanging right between her legs...

Hopefully she can keep it a secret.
(Spoilers, she can't.)
Author's Note: All character are aged up and 18+

Co-authored and edited by Blue_Paladin42 and Skeeter the Lurker
Cover art by Susiebeeca. Link to the art here.
Featured in 05/20/2014! Thank you, guys!
Featured on Equestria After Dark!

Published 2014-05-19 13:40:03 UTC
Last updated 2016-09-15 07:51:02 UTC

Chapter Eleven

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Chapter One

“Aw’right, Babs…” she started fixing her mane as a mechanical gesture, careful to never unlock her gaze from her reflection’s. “Jus’ calm down. Act natural. You got nothin’ to worry about.” Her ears flopped down. She bit her lip when the cold metal of her piercing lightly touched her skin. A patch of orange fur showed on her well rounded belly, quickly covered by her short sleeved black shirt.

“Youse goin’ to see your friends and family. Nothin’ and nopony are going ta get in your pants!”

The train clattered lightly as it entered a gallery, Babs lost her footing as the sunlight disappeared briefly behind the stone walls, her hooves went wobbling on the bathroom’s floor. She firmly grasped the sink to regain her balance and looked at her reflection again, disdainful of her racing heartbeat. “Nothin’ will go wrong! Nothin!”

Babs Seed sighed, leaning on the bathroom’s door and looking at the trembling ceiling of the train. Several knocks came from behind her back but she ignored them. Her crotch weighed considerably more in her pants, which tightened painfully around her groin. She bit her lower lip longing for just a cold shower to end her troubles. “I hope so, at least…”

Everypony makes some mistakes when young. Having been a crusader one should have subscribed to them! The one thing a former crusader should hope for is not having that small mistake snowball into a city wide disaster, but what were the odds of that?

The train stopped and Babs Seed ran out of the bathroom, giving a small puff to lift her crimson lock out of her eyes. The doors opened and in her mind, her mantra of Nothing will go wrong echoed faster and faster. The only thing she cared now was just to see her friends again and hug them as strongly as possible.

The steam rose and Ponyville’s train station came to view when the train door clicked open and she saw four figures standing among the fog, sweeping her worries away, at least for a while. One of them breached through the fog in a bright crimson flash the moment her hoof touched the wooden platform. It looked like she was beaten to the punch.

“Babs!” Applebloom had always been a strong filly but when she lunged at her and locked her arms around her generous flanks, lifting her from the ground up, a small squeak of pain escaped her lips. Didn’t spoil the moment for her, though. Applebloom was giving such a genuine smile that the Sun did actually shine brighter. What is a broken back in comparison?

“Y-You’ve been working out, coz?” she asked with a strained smile as her hooves wiggled back and forth, searching for the ground. Her arms still worked and awkwardly hugged back her beloved cousin.

“How did ya guess?” She showed up with a simple jean jacket over a tank top, showing off her bare, muscular arms. Her cousin also wore a pair of jeans a little tore up at knee height, no doubt worn out by long days of applebucking.

“I know ya well.”

“Welcome back!” Sweetie Belle squeaked and joined the hug, grasping more of Babs’ waist than anything else. Her simple white dress with pink trimming flowed in the wind. Babs mentally counted to three and right on cue, Scootaloo scooted on the scene, grasping the side opposite of Sweetie Belle in a tight hug, wearing tight shorts and a simple black tank top.

“Oh, we missed you so much!” the young pegasus said nuzzling Babs plump flank. The Manehattan Mare gulped noisily and tried to keep her crotch equidistant from her friends, keeping her bulge away from the three like she had a Hoopsy Hoop around her waist.

“C’mon, Girls. Let her breath.” Applejack said, causing the terrible trio to let go of Babs and stand obediently in line with an innocent smile on all three, while her older cousin greeted her as well, this time without any injuries.

“We almost thought ya couldn’t make it!” the farmpony rested her palms on Babs’ shoulders.

“And missin’ an Apple Family Reunion? Are you kiddin, Applejack?”

“Ah never kid on these things...unless there’s a chicken crossing tha street and...How does the joke go?”

“Well, the chicken crossed the street because she wanted the co—” Sweetie Belle and Applebloom immediately seized Scoots and sealed her potty mouth with their hands. Scootaloo’s yell of protest was muffled as well.

“Not that version…” Sweetie whispered, her cheeks tinted of burning red. Scootaloo’s eyes widened in realization of what she was going to say and gulped.

Applejack lifted an eyebrow, receiving only a goofy grin from the trio. This drew a smile from Babs as well. Her friends were still the usual and wonderful hilarious bunch. If somepony had changed, it was Babs herself and there was no need to flaunt the news around Ponyville. No need at all.

“Seriously, though. Ya got here jus’ in the nick of time! Is that train strike in Manehattan for real?!”

“At least for a couple o’ days, that was the last train.” The trio ganged up on her again, clinging on Babs like a rock in the middle of the ocean. “Not that my friends are complaining…”

“Neither am ah!” the farmpony chuckled and started fanning herself with a hand. “Pheew! Isn’t hot today?” the three nodded absentmindedly while Applejack unbuttoned her bright red blouse, giving Babs a partial glimpse of her cousin’s finely shaped bosom. Her heart stopped. Her cousin’s piquant chest was moved back and forth by her painfully slow breathing, letting her savor every inch of her golden brown orbs. A small, inconsequential drop of drool fell from the sides of her mouth while the big mistake in her pants started to grow and growl with need…

Please stop that, coz...Please stop it, you down there...

Her jeans pressed against her crotch, nearly choking the raging meat. Her hand clenched into a fist and started shaking as drops of cold sweat ran down her brow. Her rational mind tried to look away from the tantalizing sight but her id didn’t want a word of it. Her other hand trembled and raised slowly, thinking the unthinkable and and how it would feel like to...

“Come on, Coz! We’ve got to catch up, pronto!” Applebloom grabbed her by the shoulders and lead her, as the four of them headed out of the station and being an altogether angel of mercy. Her out of control instinct faded away once the breasts were out of sight, giving Babs the time to have one breath of relief.

“Oh, yeah. Totally! The catching up part! Almost forgot.”

“But first, there’s something we need to do.” Sweetie Belle said and winked to Scootaloo who winked back.

“One, two, three…” Applebloom counted on her fingers and her cousin and Scootaloo lowered their pants while Sweetie Belle lifted her long dress, showing their flanks with their gloriously embroidered Cutie Marks. Babs tried not to focus on Sweetie Belle’s pure white panties framing a finely toned pair of legs or Scootaloo’s perfectly shaped abs with a lucky glimpse of a tuft of wild purple pubic hair, but simply matched the gesture of her friends, showing off her Cutie Mark as well.

“Cutie Mark Former Crusaders, yay!” yelled the four like the four used to and with the same mirth. Applebloom sported a chemical chim with half of a red apple inside with a worm coming out of the bright yellow pulp. Sweetie Belle had a purple musical note next to an elegant purple rose while Scootaloo had a simple lightning bolt coming from a purple cloud. Babs sported purple as well, in the shape of a shield looking frame containing two slices of apple forming a smile.

“It seems like yesterday we got them.” Scootaloo said and pulled her shorts back up, snapping the elastic. “Though we’ve got to find a better name than Former Crusaders. It just hasn’t the same…”

“Panache?” Sweetie Belle suggested.

“I’m not hungry.” Scoots shrugged.

“Well, no matter the name we are still…” Babs quickly spread her arms and pulled the three in a collective hug. “Us.”

“That’s...That was adorable, coz!” Applebloom giggled after giving Babs a friendly poke on the shoulder.

“And it fits in a banner.” Sweetie Belle added. “Not a fancy banner but still. Now that is something with panache!”

“Is that a sauce, then?” Scootaloo asked.

“Ask Rarity for details. I don’t know if she spent too much time in Prance or too little. I don’t always have a dictionary on me.” Sweetie sighed.

“C'est fort regrettable…” Applebloom closed her eyes and shook her head with an impish smile.

“Now you two are just screwing with me.” Scoots said and pouted, crossing her arms over her chest. Sweetie Belle giggled sweetly and put her arm around Scoot’s shoulders, pulling her head toward hers.

Ponyville’s sun was shining brighter than Babs remembered, reflecting itself in the few puddles, leftovers of a previous storm that had quelled that very night. Probably the reason the air was so fresh even with such intense sunlight. The blue skies above were the crown jewel of the blue village, its brilliant colour right out of a painting.

“Impressive, huh?” Scootaloo patted her back.

“As always.” She put a hand on her face to protect her eyes like a salute as she gave a glance of the village coming back to life in the early morning, her nostrils being filled with the healthy country air. “Not even a cloud.” Babs said as she moved her head slowly from left to right as the life in the little village unfolded as usual. Fillies and colts playing catch outside, chatty mares with bags of groceries in their hands while a couple of barechested stallions pulled fruit carts with the mere strength of their arms, their pecs glistening in the sun for the sweat as they flexed and pumped with…

Unsexy thoughts! Unsexy thoughts! Babs almost felt the need to slap herself down there.

“Rainbow Dash’s doing. Having a Wonderbolt doing the daily cleanup is a privilege few villages have.”

“Uhm, Scoots? Mah cousin knows that. Ya tell her every time she gets here.”

“It bears repeating because of how awesome it is. You know, having Rainbow around. Cause she is awesome.“ she squealed and shook her fists side by side, flapping her wings like an excited schoolgirl.

“Glad you two are still friends. Did she teach you some new tricks, by the way?”

“Well, I’d need the scooter for some and a clean track but...check this out.” Scoots grinned and warned the girls to give her some space. The two complied with Babs following after being quickly dragged away by Applebloom.

The pegasus’ small wings went into a frantic beat while Scootaloo flexed her long legs, before jumping high in the air.

The pegasus mare’s flying muscles spread open and swelled as they welcomed the cold wind beneath, complete with extending the arms in front of her. Scootaloo gained more and more height and began a smooth twirl above her friends, flashing even a proud smirk to the three girls below...until a sharp pain stroke one wing, which fell limp.

Scootaloo realized that in mid flight and tried to flap the remaining one harder with the only result of spinning around herself and to plummet to the ground, right on top of her Manehattan friend with a loud thump.

The young athlete found herself face down in front of a more annoyed than injured red maned mare. “It needs some work.” Babs said completely deadpan, her look colder than a refrigerator at the North Pole.

Her cool was soon lost for the feeling of her jeans painfully tightening around her crotch. It was like a small tent being set in her pants and its weight poking right in the lines of Scootaloo’s naked and athletic abs. As awkward as it was, she couldn't deny that being so close to her friend, sharing her warmth, being so close with that impressive physique was too much. Just too much. Her body was far more receptive to that than her mind would and could admit.

They locked their gazes and the heat in her cheeks quickly spread to her chest and fell, drop by drop, to her crotch. Her ample thighs clenched around her burden as Scoots hand reached for her, her fingers brushing against her fingerless gloves while the thing expanded, trying to break free...

“Coz!” Applebloom hurried to her side, throwing away Scootaloo like a sheet of paper. “Are you alright? Does it hurt?”

“Just when I’m laughing.” Babs blinked as she was helped back on her hooves by her cousin and Sweetie. “Ah ah.”

Oh friggin’s Celestia, hope she didn’ notice ‘that’...

“Does it hurt, Scoots?” muttered Scootaloo dripping with venomous sarcasm as she massaged her purple head while sitting on the grass. “Are you injured Scoots?” She dropped the act when concern for her friend reared its face. “Sorry Babs…” The young pegasus’ and Babs’ gazes crossed again before wandering on the ground. “Looks like I got it wrong. Again…” The young pegasus sulked and Babs put a hand on her shoulder.

“Hey, don’t ya worry, Scoots. If I didn’t get whacked in the head at least once it wouldn’t be tha same.” she gave a friendly, weak poke to Scoots ribs. “Just like the old days!”

Scootaloo smiled back at her, obviously relieved. “I’ll practice some more, then. Just for you!”

“Oh, I almost forgot. Applebloom!” Applejack said running back to the girls, their antics gone right by her back. Again.

“Yes, sis?” Applebloom said while patting some dust out of her cousins’ clothes.

“Could you wait me up for a minute? Ah’ve got to take care of the last batch of Zap Apple Jam and ah’m waiting for mah client.” Applejack pointed at the cart parked near the station’s entrance behind her with her thumb, packed to the brim with rainbow colored jars.

“Mr. Rich as usual? Sure. Where is he?”

“Well…” Applejack chuckled weakly. “ It’s not Mr. Rich this time, it’s—”

“Just look who is it!”

That voice had the tone of somepony just breaking through a window to make an entrance.

Babs knew that shrill, mocking tone of voice emerging from distant memories. The owner of that voice arrived right next to the group with next to no sound, holding her arms on her hips in a triumphant pose and a proud smirk etched on her lilac face.”The three Blank F...Uuhmmm…” Diamond Tiara’s snide remark crashed and burned before taking flight from her cruel lips. “Stupid force of habit…”

Diamond Tiara tapped her index on her chin, thinking of what to say and searching with her eyes for an answer above them all. The mare at her side, wearing glasses and twirling nervously her ponytail in her fingers, just stood there, awkwardly, shifting her eyes left and right and obviously caught along in the faux pas.

“Spoony?” she poked at her friend with an elbow. “Help me with a nickname here!”

“What about ‘Us’?” Sweetie raised a finger and spoke with her usual candor.

“Yeah! Them! It’s the Them!” Diamond blinked. “Naaah...It just doesn’t have the same panache.”

“Hi, Sweetie Belle!” Silver Spoon waved her hand at the unicorn filly and sported a wide smile, completely ignoring her friend still grumbling over her lack of imagination.

“Hi, Spoon!” Sweetie waved back at her.

“Applebloom.” Silver gave a friendly, nearly imperceptible nod towards the young farmpony.

“Spoon.” Applebloom very courteously returned the nod.

Scootaloo and the Silver Spoon said nothing to each other. Instead, they exchanged an annoyed glare before giving a perfectly synchronized sigh before turning each other’s back. Sweetie sulked at that display and sighed sadly.

“Crud.” Diamond began to check the pockets of her light pink jacket. “ I had a list of nicknames just for you, but I forgot it at home. I bet you three got your Cutie Marks just to spite me!”

“Yup.” Scoots’ back said. “All that sweat and hard labor just to show you. You know, because you are at centre of the universe…”

“Morning, Diamond Tiara.” Applejack gave the spoiled mare a friendly pat on the shoulder, but strong enough to nearly push her to the ground. Her knees wobbled and let out a pained grunt. “How are ya?”

“Morning, Miss. I’ve been better...” she showed her tongue at a completely unimpressed Scootaloo. “And in better company, but hey.”

“Ah’m kinda surprised to see you here.”

“Daddy insisted. He said ‘if you want to take over the family business, you’ll have to start from the bottom, young missus!’” Tiara groaned as her fingers twitched up and down to draw snarky air quotes in the air. “I would’ve brought my butler but apparently he’s enjoying his retirement a little too much for that!” She picked up a bag of bits from the ground, huffing a little as she tried to lift it, and handed it to Applejack. “Here’s your...Nnghh...Share!”

That was when Diamond noticed among the three nuisances a fourth presence that curled her lips in a smile. She stepped towards and examined the orange mare carefully and without making a sound before lunging at her.

“Oh my gosh! It’s really you, Babs! “We haven’t seen in, like, forever!” Tiara lunged at Babs and squeezed her shoulders in a hug before the Manehattan mare could react. Needless to say she was surprised to see Diamond act like that. They hadn’t left exactly in good terms but one more pony happy to see her was just for the better.

“Are you still hanging out with these...These?”

“Uhmmm…Why shouldn’t I? It’s a...uhm…” Diamond Tiara squeezed her some more, making her ribs have some painful flashbacks. “It’s a pleasure to see youse guys as well. I guess.”

“Oh, we should totally catch up. Like, talking about old times, get a milkshake, the usual. Spoon! Look who is here!” She unlocked herself from Babs and presented the manehattan filly by waving her hands around like a magician.

“Oh, it’s been ages!” Silver Spoon joined the hug from the other side, making Babs start to wonder if all that very untimely physical contact while in her peculiar condition with pretty cute mares was some kind of punishment for a past life. Or her current life. Maybe for both. “I totally agree with that catching up! Maybe we’ll even get to the spa and get a mud bath.”

Ouch…

Silver’s little jab was confirmed by the snide grin and wink she flashed for a fleeting second. Babs rolled her eyes and bore with it. Somehow, the idea of antagonizing ponies for a second time felt stupid and foalish and left a bitter taste in her mouth. “Yeah, why not? I’d love that!”

“Well, she is already catching up with us! Wait your turn!” Scootaloo broke her silence and stepped right before SIlver Spoon, angrily stomping her hoof on the ground. Babs sighed, frustrated, realizing that her friend really hadn’t that same mindset.

“Please, Scoots. Not today…” Sweetie Belle grabbed Scootaloo by the shoulder but the young pegasus scoffed angrily and shook off the friendly gesture, her wings tanning as she confronted SIlver Spoon.

“I’m not seeing, like, a tag with your name on it on her.” Silver Spoon poked with a finger Scoots’ shirt. “What, you think you can tell her who she can hang out with or not?”

“If that means you...Yeah! I guess I can.”

“Why? What’s wrong with us?”

“Do you want the short version or the long one? Because I don’t have three thousands light years to spare to tell you!”

“Light years measure distance, you featherhead!”

The two nearly butted their heads together as they were making a growling noise, their eyes being set on each other and throwing a look sharper than a hundred knives. Applebloom and Diamond Tiara sighed simultaneously and gave each other a sad look that quite clearly said : Seriously, today I have no intention to fight and I hope my friends get that. Glad you understand.

“Spoony, please. If you frown that much you’ll get wrinkles and we certainly don’t want that.” Tiara rushed to Spoon’s side and gently hooked on her arm with her own, giving a gentle smile and putting her head on Spoon’s shoulder. The grey mare’s rage melted away like chocolate when her companion playfully pinched Spoon’s cheek.

“Oh, just because you’re asking it with that smile! Fine! You!” she pointed a Scootaloo. “You really need to chill.”

“I’d take a note but I have no pen.”

Applejack coughed a little. “If ya’ve finished with this…” Scootaloo stepped back and furled her wings, lowering her gaze to not meet the farmgirl‘s disapproving look.

“Now, let me think of a way to pull this thing without struggling too much.” Diamond Tiara took a glance at the cart brimming with polychromatic jars. She grimaced when she grasped the handle and didn’t budge, even with all her strength.

“Oh, there’s no need for that!” Applejack waved her hand. “ Applebloom! Could you take the Zap Apple Jam to Diamond Tiara’s place?”

“What?! Why me?”

“Because she is a client who needs helpin’. An’ before ya ask, I’d do it mahself but somepony has to go ta Sugarcube Corner ta get the order.”

“Well, why can’t ah go to Sugarcube Corner and you help Diamond Tiara?”

Applejack raised an eyebrow, blowing her sister’s sheepish grin into pieces.

“Fine…” Applebloom grumbled and hung her shoulders before starting to drag the cart.

“That’s right. You work for me...uhhmm...You!” Tiara pulled a pen and a piece of paper from her pocket, writing down Work on some new nicknames and underlining it several times. “So, hurry up and try not to smash them on the way!”

“Tiara!” Silver Spoon called and shook her head sternly. Tiara groaned and flashed a quick yet endearing smile to her before quitting with her complaints and following silently at Applebloom’s side. Sweetie Belle let out a girlish giggle that she quickly hid behind her hand.

“Seriously, though.” Diamond said to Babs. “You’ve always been a span above these losers…” she said through her teeth, uncaring if she was heard or not.

“Uumm...Thanks?”

“When you got some time, that milkshake is, like, a must.” Babs nodded and Diamond gave her one final hug before following her property. “Spoon? Would you hurry up, please?”

“I wish we had some time to talk.” Silver Spoon said, still playing with her braid and following Tiara with the corner of the eye.

“Next time!” Sweetie smiled and placed a caring hand on Silver’s shoulder. “Take care.”

“Sorry, Coz. Jus’ let me handle this and ah’ll be right back to ya, alright?” Applebloom said rushing with the cart back to her cousin with ease.

“Oh, don’t worry. I wanted to pass some time on my own anyway. If you girls are ok with that of course.” Babs said to Scoots and Sweetie who nodded.

“Of course. Where do you want to go?”

“There’s a place I wanted to check first…”

***

The smell of old pine boards still lingered among those four walls, filling Babs’ nostril. Funny how that of all the things that remained with her it was that smell.

The old treehouse was just as she saw it the last time. Perhaps even more in need of a cleaning than before.

It was terribly empty of strange contraptions, colorful drawings or schematics for the most inane things but still full of the best memories of her life. When she closed her eyes, she didn’t see an old box of wood standing on a tree but instead a glorious castle where they were queens of their little worlds, home of adventures and wonder.

She left her hoofprints on the dusty floor as voices from her memories echoed in her head. Her fingers danced on the surface of the old shelf, drawing lines in the dust as her hooves carefully tiptoed around the thinking spot, its marking lines still immaculate after all this time and wanting to preserve them that way. Their worn down but still comfortable looking armchair stood next to it.

Babs brushed her fingers against the red wavy curtains still hanging on the windows like the last time she saw them. The light of the Sun shone through them, painting the walls with a faint red hue. The light morning breeze made the crimson drapes dance up and down and the red hue started resembling the waves of a red sea, projected onto the walls. She shrugged and sat down of the old armchair to bask in those happy memories, at least for a while.

A smile lit up her face when she imagined four fillies on a small paper boat, wearing paper pirate hats and waving around wooden swords while sailing the imaginary red sea. A small part of them knew they wouldn’t get a Cutie Mark in piracy or sailing or even in paper mache, but did that simple fact ever spoil their fun?

Her older cousin would’ve answered with a resounding Nnoope.

There were too many pirates to fight and too many dreams to achieve for that kind of worry.

She guessed it was time to see how bad it looked down there, without anypony to interfere or to explain to. She felt kinda guilty for doing it there of all places, but it was the only spot she could have a moment of quiet, of peace and privacy for Celestia knows how long.

Babs took a deep breath and unzipped her pants, slipping her fingers in it to check out if that big, badass mistake was still there and—

“Hey, what’s up?!” The so sudden voice right next to her left ear startled her enough to fall off the chair and land painfully on her side with a dull sound. So much for privacy...

“Gaaah!!! I’m so sorry!” A pair of small wings loomed on Babs, flapping hard to keep in the air a slender, athletic form. Babs was curled on the floor in a fetal position, her hands unseen and quick to at least try to close her jeans’ zipper before something unexpected popped out of it. “You okay, Babs?”

“Y-Yeah...Just one question...Where did ya come from?!” she quickly sprung back on her hooves, fixing her red bangs.

“From the door…” Scootaloo pointed at it and began pushing her index fingers together, embarrassed to look Babs in the eyes. Her cheeks were flushed of the deepest red and Babs really, really, really hoped her friend didn’t move her eyes towards her crotch...

“No, I mean...What are you doing here?”

“I just wanted to apologize properly. You know, for crushing you...and for making that scene there...and for startling you—Gaaah!” Scootaloo threw her arms in the air. “I’m screwing up everything today!” Scootaloo leaned her back on a wall and slowly slid on the ground, hitting the floor with her butt. Scootaloo sulked and hugged her knees, resting her head on her hindlegs while a long, frustrated sigh escaped from her lips.

“You know, there was a chair and…” Babs shook her head and sat right next to Scootaloo. “Wanna talk ‘bout it?”

“Why?” Scoots sighed and stared absentmindedly at the ceiling.“It will never be enough.”

“Uh?”

“Training. No matter how much I train, my wings will never be on par.” she lifted one of her wings in front of Babs and presented its side to her. It barely went over her shoulder while the wings of most pegasi of her age would’ve been enough to cover one like a feathery cloak. Babs silently passed a finger among the web of feathers as she listened to her friend with solemnity.

“Rainbow Dash told me once she didn’t know how it would work out for me. If I could really fly or not. Didn’t stop her from giving me lessons, though. It turns out I can, but sometimes my own body betrays me, cheats on me when I need it the most. Everytime I fly is like…”

“The flip of a coin?” Babs said while grasping her gloved hand, bringing a smile to Scoots’ gentle lips.

“Yeah…” she held back a choked sob and clutched harder Babs’ hand to calm her nerves.

“Exactly. I don’t know if every time I get in the air I’ll stay there or I’ll end up with my snout on the ground...Or on top of my friend…I have no intention to whine about it all day, but...it gets hard after a while. Sorry.”

“Wassat why...You got angry with Silver Spoon? I mean, more than usual?”

“That and the fact that Sweetie and her are friends now. Could you believe it? Hay, even Applebloom and Diamond Tiara didn’t come to blows...Everypony grew up but me. When I fall...It’s like when I was a filly all over again. At the exact same spot.”

“And those two...remind ya of those times.”

“Wow. At least I didn’t fall on your head.” Scootaloo chuckled. “Got me figured out pretty well. Sorry to bother you with this. I mean, you just arrived and all...”

“Hey, I told ya...There’s nothing to worry about. Imma made of sturdy stuff!” Babs flexed a small bicep and gave a firm slap on it with her hand. “It’s understandable, ya know? But don’t think yohself as a lesser pony for it. In fact, I think y’are very brave, instead!”

“Uh?”

“Even if ya got no idea when and if your tricks are going to work, youse are still up there, daring gravity, never even thinking about giving up!” Babs stood up and grabbed both of Scoots’ hands, crossing her gaze with puzzled pegasus’. “Even if ya don’t believe in yohself...I do!”

“R-Really?”

“Yup. And I know exactly what we need! Ya said that it feels like flipping a coin: What if we just...rig the coin?” Babs flashed a sly grin as she hurried to help her friend back on her hooves. She turned Scootaloo to her back and locked her arms around her friend’s waist, still carefully trying not to get too close with her groin. Of all moments her friend choose to be that cute and vulnerable, of course she chose that. Still, no mistakes were going to hinder helping her friend.

“What you got in mind?” Scoots asked, slightly worried.

“Take off.” She said calmly as Scoots’ wings unfurled on a reflex and going under her armpits. She shifted her own weight and gave a little push upward, climbing on top of the young pegasus.

“What?! With you on my back?”

“Just trust me and do that maneuver from before. I got somethin’ in mind.”

“Something that isn’t going to end with us crashing, I hope?”

“Maybe. Trust me a little, awright?”

Babs gave a little kick near Scootaloo's calf, signaling her to start. Her wings began their frantic beating and the Manehattan mare squeezed harder her friend’s waist when her hindlegs gave a kick on the ground, pulling up the both of them out of the treehouse, gently pushed forward by the benign currents Scoots was riding. Babs manually placed her friend’s arms in front of her to get Scootaloo in the same pose as the two swooped outside the door.

“Now go up and don’t stop!”

Scootaloo wanted to object but found herself already elevating, beating her wings as hard as she could to drag both of their weights above, drawing a sharp pain from her shoulder blades. Her small wings pushed themselves to the brim to bring the two as high as possible, a small part of her wanting to see Babs’ crazy plan to completion. At maximum elevation, or at least safe enough in case of a fall, Babs locked her hindlegs around Scootaloo’s knees and shouted in her ear to overcome the raging wind pressing against her face. “When I say now, stop flappin’ those wings!”

“You crazy?!”

“Trust me!” She looked down and treehouse looked like a small blip standing out in a flat field of green. She gulped loudly and clenched her fists. Scootaloo was in the middle of the trick as her body was bending backwards and showing her belly to Celestia’s sun.

Babs yelled “Now!”and the beating stopped, a small prayer being whispered by the pegasus’ lips. The two stood perfectly still in midair for a long, excruciating instant until Babs sharply pulled back Scootaloo’s back, manually dragging back her friend with her own weight. Scootaloo yelled an expletive and spun on herself, dragged backwards by a powerful pair of limbs, and in the space of a blink was already falling headfirst. her twirl completed.

Her wings summoned back the little strength they had just in the nick of time and Scootaloo passed from falling to flying again, blades of grass flicking her belly just few, painful inches below. She threw upwards her weight and with a little kick of her wings returned in a vertical position as her hindlegs landed, leaving a small yet deep trail in the ground. A sharp pain grew in her calves when meeting the hard ground. Her hooves burrowed in two long grooves while rubble flew right in her face.

Scootaloo’s momentum ran out and her body wobbled back and forth before stopping firmly on her tracks. She blinked and turned around only to not find her friend anymore. Babs had closed her eyes and clinged harder on her friend with her hindlegs around her waist as well, hard enough to force a small grunt of pain out of Scoots when she realized about it.

“You...uh...You can get off my back.” she panted out. “Don’t spoil the moment.”

Babs obeyed and climbed off of Scootaloo one hoof at a time, breathing slowly and nervously as she did. She closed her eyes and bit her lip as if to expect a slap to the face for such a suicidally awesome plan, but instead, for the umpteenth time in a row, one of her friends lunged at her in a tight hug. Birds of a feather and all that...

“You are the craziest...dumbest...coolest friggin’ mare I’ve ever known in my life!” Babs’ heart raced and a smile lit up her face, that turned into a prickly yet joyous laughter as her friend snuggled harder, her robust yet slender arms grasping at her generous waist, her purple head nuzzling her generous chest. “Oh my gosh! I did it!” Her heart was still pumping and adrenaline clouded her senses as she shared triumphant laughter with the triumphant pegasus.

“Ya see? Who’s stuck in the same place now?”

“Not me!”

Babs whole body trembled with pleasure. The thrill of success, of being an earth pony and still meeting the sky, of having helped a friend, blended all together and filled her with glee. Scootaloo's smile was a reward in itself.

“But couldn’t you have told me the plan one moment before the near crash?” Scootaloo asked, struggling to keep a serious tone but still snickering like a filly.

“Where’s the fun in that?” The two laughed in sheer delight and hugged each other among the settling dust.

Seeing her so relieved and joyful after opening that can of worries she had made her look so radiant, beaming in such a beautiful way that it was impossible to not notice her femininity and beauty, even under litres of sweat and taut muscles.

A strange warmth took hold of her chest as she felt her back being weighted down by...

Oh, buck, no! Nononononono….

She looked down to her crotch.

Her massive, throbbing, completely hard dick threatened to rip and burst out of her pants. A look of pure astonishment possessed Scoots’ gaze, firmly locked on her tightening jeans, and turned her smile into jaw dropping surprise. Babs opened her mouth to explain herself, to say anything to get out the embarrassing situation, but her bulge did the talking, throbbing obscenely beneath.

Babs ran back up the ladder and into the treehouse with a sprint worthy of the Running of the Leaves before Scoots even babbled something. Her hand reached for Babs’ but grasped the empty air as her friend disappeared back in their foalhood hideout.

“Why now?” she said as she ground her teeth while lying on her knees on the floor, letting out panicked breaths at a startling pace. “Why...you had...to ruin it?!” The huge thing pressed on her belly, causing her to let out her rage by punching the floor. The very foundations of the building creaked.

A small, almost silent, buzzing of wing followed from behind.

“So...Uhm…” Scootaloo scratched her head and fidgeted on her hooves. Principles of a sob trembled in the air as Scoots licked her lips, carefully choosing her words. Babs trembled as she waited...

“When did you grow a dick?”

“Ppfffttt..”

Babs slapped a hand over her mouth to keep the roaring laughter still in her, to not spoil the dramatic mood...until the tree house resounded with a wild chortle and the mood ended up like milk. With Scootaloo being so brutally earnest and right to the point, it was impossible to react otherwise.

Scootaloo sighed in relief and joined in the laughter, while taking a few careful steps towards her friend who ended up rolling on the floor in sheer hilarity.

“I-I lost a bet!”

“R-Really?! How?” Scootaloo kneeled over to Babs, putting her hands on her knees. “What kind of bets you have in Manehattan?!”

“We were really drunk…” she guffawed. “Except this unicorn friend I got...She got angry...and let’s jus’ say never get an unicorn angry.”

“Ouch…You smash an open door with that...”

“Never thought she would really go through it. Imagine being me...waking up with the mother of all headaches and seeing this under yer sheets!” Babs threw a look at the ever expanding bulge in her pants and blushed hard, not helped by the fact that Scoots’ wings were stiffening…

“So...Uh…” Scoots’ hands reached behind her to lower those wings but they sprung back right up. “You sleep naked, then.”

“Only when it’s too hot…” Babs looked away and clenched her hindlegs together to hide her shame. She got up and turned away from Scootaloo, crossing her arms over her chest. “Well, now ya know.”

“That’s...quite a pickle you have. I mean problem! Problem!” Scootaloo’s cheeks were still burning when she shut her mouth closed with both her hands.

“I just hoped I could get rid of it before I went to Ponyville. But...things got in the way. You know…” Babs’ head moved slightly and caught the fidgeting pegasus with the tail of the eye. “I’m kinda happy you know it, now. It’s like lifting a burden.”

“Well, you did the same for me...Of course, I’d listen to you...”

There it was. That unexpected cuteness dwelling in that rough exterior...That timid smile, the girlish blush that seemed to have a guaranteed spot...New instincts prevailed, coming from her loins and her heart alike.

“You know, Babs…” Scootaloo hugged her from behind. Not the kind of hug a friend would give to another, but something far more tender and warming. The universal language for I’m here for you. A kind of physical contact so important and yet so heartwarming, something she’d never guessed her friend to have. Until now.

“You helped me...Let me help you.”

Babs’ hand brushed on Scootaloo’s firm forearms, grasping the tense muscles rippling beneath her skin. Her breasts rested on her back, delightfully warm. Babs turned towards her friend who leaned closer to her, close enough to make their snouts touch. “Helpin’...how?” Scootaloo brushed aside a lock of her mane. Babs’ ear twitched in excitement when her friend’s fingers brushed against her chin.

“To make you feel better with yourself.” The pegasus’ fingers were hovering mere inches away from Babs’ bulge.

“Would you...Would you do that?”

Her cheeks flushed.

A pair of wings spread right behind Scootaloo.

A shape of a smile mirrored her own.

“For you? Of course.”

Their lips met briefly and Babs closed her eyes to bask in her friend’s taste. She felt one hand moving upwards the soft skin of her belly and down her shirt as the warmth of their kiss pervaded her. Their lips parted for a quick moan before Scootaloo swallowed it with a rough kiss. “Ouch…” Her forehead bumped Babs’.

“Sorry…”

Her impatient hands moved to her waists and indulged on her pudgy sides, tickling them with the caring dance of her fingertips. Scootaloo’s fingers moved up and down to free her belly of her shirt, piling inch of cloth upon inch of cloth. “Lifts your arms a little.” Babs complied instantly and her friend slipped off the black shirt that slowly hit the floor.

Their lips met again and their respective softness slid on each other as the freshness of the morning air met her now naked chest, which jiggled up and down due to the sudden thrust.

Scootaloo grinned when she saw her friend’s auburn bosom, so plump and inviting, with a pair of perfectly pink nipples standing out. She showed off her breasts by squeezing the powerful mounds together and let them jiggle freely by letting them go. Babs was never a vain mare but she was fully aware she had blossomed into a voluptuous figure, her taut curves placed all in the right places like a mosaic. Her smirk was soon matched by Babs, who grabbed her wrist. It was time for that filly to acknowledge it as well...

“Like ‘em?” Babs pulled her hands towards her ripe fruit, daring to cup it in her hand. Her digits extended, trembling on the way to the prize.

“Whoa.” Scootaloo let out a small whistle of appreciation. “Not even wearing a bra?”

“Imma mare of few principles…” she purred as her friend’s fingertips pinched her pink bud, her eyes mesmerized. Scootaloo fell between her aroused peaks and Babs started to gently stroke her purple mane, a smile of amusement gracing her lips.

Her friend’s hungry tongue began to explore the bare mounds of flesh, lapping them vigorously to draw the first glimmers of pleasure from Babs’ body. She bit her lip to suppress a moan when Scootaloo’s lips captured her teased nipple to suckle on it gently making an uncouth, wonderful slurping sound. Babs’ breath turned hoarse when she felt her lover’s teeth grazing at her tender flesh while her rough hand was stroking at an even rougher pace the underside of her boob.

Scootaloo’s wings were beating wildly into wide arcs as her head flailed left and right, making very difficult for Babs to stroke them, but still managing to draw a satisfied moan from the mare buried between her teats, by rolling the soft feathers between her fingers. The rowdy pegasus answered by suckling harder pulling her nipple out of her mouth with a loud plop before assaulting the other one, aching for attention.

Punctuated gasps drawn by the thrill of the flesh stopped on their tracks when she found Scootaloo’s other hand going down in her jeans to cup her buttock, making her whole body shake with carnal glee.

“W-Wait…” A puzzled moan came from the purple mop attached to her breast, just when the curious fingers were grasping at her bottom. “I let ya see...I want to see ya as well…”

Her nipple popped out of the pegasus mouth who wiped the drool with a forearm. “Oh yeah! Sure! I mean, it seems about right.”

Scootaloo slid out with ease from her athletic attire and cast aside her sports bra and shorts, shedding them on the floor. “You see me, I see you. I-It’s normal, really…” Scootaloo’s cheek tinged of an adorable shade of crimson as her naked body was there for the world to see.

It was just as Babs already imagined. A solid, lean physique with perky muscles rippling under her thighs and arms, adorned by small, bouncy breasts with a refined contour.

Not as solidly built as Babs plump bosom but elegant and quick, reflecting the grace and speed of her friend. Her little pink peebles stood tall, poking erect from the orange skin, their color in perfect harmony with the pink apex of her legs. The tuft of wild purple hair stood above her snatch, shaped in the form of an asymmetrical triangle that she showed off proudly, no matter the size of Babs’ smarmy grin.

“What’s so funny? Not good enough for ya?” Scoots pouted.

“No, no...Gosh, no...You’re just so pretty…” They kissed again and this time Scootaloo slid her tongue in Babs’ mouth while firmly grabbing her breast. Their mouths opened slightly to allow their tongues tips to indulge over each other in a slow and passionate dance while Scootaloo’s palm passed on her breast, cupping it sweetly, before caressing her belly and sending bolts of anticipation down her system. Her lips trembled and tried to keep themselves pressed to Scoots’ when her lover's hand reached for her zipper, swiftly undoing it.

“Scoots…” she whispered giving a pair of quick kisses on the pegasus’ cheeks and chin. “I’m ready…”

“I know…I want to see it.” the orange pegasus finally pulled her pants down and her heart soared when she admired her friend’s new...addition.

Already unraveled from her sheath, the massive cylinder of flesh was blessed with length and girth and dangled half erect to nearly reach her knees. The light of the Sun reflected on its jet black surface that showed off a long, bulgy vein that ran up all its length to its head, whose contour bulged outwardly to frame a convex, bulbous head. Such a tantalizing sight brought a devious smile to Scootaloo’s lips while her groin already felt damp, especially when focusing on those juicy curves she had, from which sprung up the epitome of stallionhood.

“Oh, Babsy…” Scootaloo giggled. “Could you just...get on the floor?”

“What? Why?”

“Well, for what I have in mind I don’t want to get on my knees nor you to stand up.” Scootaloos said while gently guiding with her hands on the side her friend on the floor, her massive erection poking on the pegasus’ belly. “Just to be comfortable…”

“Truly a gentlemare…” Babs said while laying on the floor and receiving quick, hungry kisses on her neck and collarbone. She gave one more stroke of tongue of her nipples before Scootaloo focused on the thick member. She grinned as she grabbed her tiny breasts and started grinding them on Babs’ shaft while playing her tongue over its head. “No, really...I mean it…”

Babs moaned and reveled in this new sensation as the dampness of her rich tongue enveloped her aching bulge, which distended to its fullness and pointed at the ceiling, with Scootaloo grunting and planting her knees on the floor to reach it. Her tongue lashed around the meaty shaft, causing Babs to pump her hips forward and her nails to ground on the floor, maddened by the pleasure spearing her body.

The moment Scootaloo opened her mouth and enveloped her rock hard masculinity, Babs pitched a scream of delight, unfettered and free and her body jolted when the wet tongue of the horny pegasus squeezed out the first drops of pre. The pegasus’ jaw stretched accompanied by a throaty moan and allowed her to swallow the head of Babs’ cock with firm and slow thrusts, showering her shaft with a mix of her own precum and Scootaloo's saliva. Her chest felt warm, oddly stimulated by her partner’s rod and Babs surely appreciated the effort, reduced to a shameless, moaning wreck on the floor.

Scootaloo smirked, reveling in her possessive touch, in the sheer power of giving Babs pleasure. She was staking her claim on something that was going to be hers, to be so close to somepony else and to feel that pang of pain in her chest that made it seem her heart would burst from the emotions bottled inside.

The pegasus kept doing her magic with swift motions of her lips and with powerful strokes of tongue dangerously near Babs’ urethra, indulging over her cumhole like no tomorrow. Globs of precum slid in her mouth and down her throat at each pump of her breasts and its pungent taste and scent filled her to the brim with lust. Her balls swelled with need, cooking up delicious cumshots, no doubt aided by Scootaloo cupping and rubbing them with greed.

“Naaah...Ya’re awesome...Don’t stop!” Her moans filled the room, alternated with the obscene sucking noise of Scootaloo's lathering that wonderful cock in saliva, forcing inch after inch of the black obelisk in the back of her throat. Her hands reached for Scootaloo’s head and turned her gaze towards hers.

“Me too…” she whispered sweetly and Scoots grinned, even with a good third of her black beast shoved in her mouth. “Let me do it to you…”

Scootaloo lifted a hoof and pinned the other on the ground to use it as a lever as she turned her whole on the improvised axis and gave Babs Seed’s eager eyes full view of her exposed sex. Without thinking she stuck her tongue at the exposed flesh to gorge on it, lapping at the warmth between Scootaloo’s legs with desperate need. Her eyes were closed shut to fear that the excitement to see her snatch would be too much to bear and she would explode in Scootaloo’s mouth too soon.

That filly deserved a rutting worthy of its name. Deserved her sweet prize..

The thought of savoring her friend’s innermost spot, to feel her bitter juices flow down her throat while Scootaloo nursed on her dick, massaged and slathered by the warm depths of her mouth, was enough. At least for now. Babs’ slowly ran her lips on Scootaloo’s waiting pearly gates and eating her out like ice cream. Firmly, but not to hard to knock the ice cream from the scoop. She carefully delved in her wet folds with her snout until a flicking, beautiful nub of flesh poked in her face.

Babs took hold of her lover’s hardened clit between her lips, careful to not let one tooth graze it, and started suckling on it gently, circling it with her mouth with the utmost care as she rocked it back and forth. Scootaloo’s ambrosia dripped more copiously than ever and she gulped another section of her rod in her throat with a frenzied howl of appreciation.

Her hands were grasping at Scootaloo’s well defined buttocks while her tongue was buried in her snatch, whirling it around and around, stimulating the inner walls of her marehood. Scootaloo went mad with lust and bobbed her head up and down faster and faster until they finally reached together one roaring, simultaneous orgasm. The noise was just obscene as she took in her mouth the gargantuan sex and pulled it out, slurping on it like a lollipop brimming with sexual tension.

A fire screamed in Babs’ loins, her balls swelled until they ached and pressure, sweet and yet painful pressure built up in her turgid meat and clawed its way up her rod. Her whole stallionhood trembled, ready to give it all she could give...

Oh, if you do it like that...It’s too much...

Her balls swelled and churned out the heavy load that started to spill out on Scootaloo’s tiny breasts while Babs’ chin was showered by her liquid pleasure. Babs’ head spun around and an ocean of thick cum was released from her throbbing cock down Scootaloo’s throat, suffocating a yelp of surprise with thick globs of warm jizz. Babs howled in pleasure as every shot of her pearly wad ran through her length, pleasure and pain whirling together through her sensitive canal.

The pegasus’ body jotted up and down, wrecked by bliss from every angle but steeled herself to suck out every last drop of musky seed. Its scent, so manly and intoxicating...she couldn't’ believe it was her friend’s and yet there she was gulping it down while her snatch was worked out by that heavenly, smooth tongue of her friend.

Scootaloo threw her head up and swallowed Babs’ load loudly as her half erect cock popped out of her mouth and kept squirting on the floor its last drops. She closed her eyes as she enjoyed the last seconds of her Manehattan friend eating her out, before the lashings of her tongue stopped. Scootaloo rolled on her side on the floor, basking in the splendid afterglow and looking at her well endowed friend with a new fondness.

“Holy...Holy…” Babs gasped out, her hands searching for a handhold. Absolute, never experienced before bliss wrecked her body like a puppet in a storm.

“Holy...what? Holy Celestia? Holy shit? Holy great blowjob?” Scootaloo chuckled and threw a wet, noisy kiss at her friend who caught it with a swift motion of the hand.

“Little...of all three…” Babs chuckled out as she tried to get back but only managed to lean on her generous side. She sucked in quick breaths to regain some of her strength as she saw Scootaloo quickly getting on her hooves. Her athlete friend sprung up with no fatigue whatsoever. Of course, for that speed machine of her friend, such an orgasm would be just a warm up.

Not that I’m complaining...

Scootaloo got on her knees and raised her butt, waving seductively at Babs and drawing a sudden gasp from her. Her eyes followed her friend’s snatch glistening in the light, slightly parted by a pair of finger. Scootaloo turned her head towards Babs and purred. “Time for round two, Babsy?”

Her stallionhood twitched and a surge of energy ran through her veins. Breath rushed in and out of her mouth as warm blood pumped and her heart screamed at her ribcage. She crawled towards the puffy, wet prize with her member regaining its might, hardening further at each step. Mad lust clouded her senses and the unthinkable became not only a possibility but a vital need.

“Time to show you how you use that…” Scootaloo gasped when she felt the head of that unfathomably long shaft brushing against her still sensitive cunt. It was coated in the juices of her passion and made Babs’ shaft slip up and down before the Manehattan filly puffed her cheeks and stuck her tongue out, grabbing the disobeying organ and pushing it in front of Scootaloo’s hole.

“Scoots? You ready?”

“Yeah...Never been more ready…” The young pegasus face was flushed red, her tongue hanging at the side of her mouth as anticipation devoured her. She grabbed one breast and started playing with it as Babs eased more and more of the tip of her cock into her.

The tip of Babs’ hungry cock moved up and down, lubricating the mare’s snatch with its eager touch. A drop of cold sweat crossed Babs’ brow, thoughts of hurting her friend with such a massive endowment spiraled in her head. Scootaloo’s creamy center, waving left and right, challenging her to enter, swept everything away. Her friend was such a strong mare, after all. Worthy and able to take it like a champ.

Her firm flesh ached of exhaustion but throbbed with desire causing Babs to bit her lip and steel herself, thrusting her hips forward with a rough grunt. Scootaloo’s sopping wet hole jiggled and accepted her friend’s length, sending the young pegasus to the edge. “Oh...Oh, fuuuuck!” The mare’s arched in wild response and her heated core slammed against Babs’ hard cock. A lust induced blasphemy flew out of her lips.

Babs had filled her completely in one fell swoop, her stallionhood hitting her hidden spot and popping in with a moist slurp. Babs’ sides met Scoot’s butt with one wet, satisfying slap. She grunted again and pushed further, mounting Scootaloo down to the hilt. Babs’ throbbing shaft had filled her canal completely and it felt so hard she feared it had been split apart but the pleasure...it was so rough, so fulfilling and manly, especially when Babs moved back and forth, slapping her hips again and again onto her, she begged for more. “Do it! Do it mooore!”

Babs grabbed her lover’s breasts firmly and collapsed onto her back, making Scootaloo feel those massive, juicy tits rubbing onto her chest back and forth as Babs’ piston plunged in and out of her, beating an obscene noise at every blow. Her vaginal muscles clenched and accepted what she was giving her with gusto while their bodies were bucking and arching and colliding in perfect rhythm. The treehouse shook and creaked in time with the powerful thrusts as its floor was showered by the fluids of their passion.

Hope it doesn’t fall...Oh, Celestia, that would be so awkward...

Babs’ cock, buried deep into the coolest mare of the world, felt like in heaven. One part of her shoved into a warm, tight fitting and wet pony heaven. Every inch, every cell of Scoots joining hers felt like that and fueled the machine of her loins, prompting to buck harder and faster, to match the fluid movement of the pegasus’ heart shaped butt onto her belly. Scootaloo moved with such prowess to meet, in perfect harmony, every plunging of her stallionhood. Even reduced to a shaking, drooling mess of a mare. her instincts moved her athletic body to accommodate Babs rocking inside of her as best as she could.

And she was the best, alright...

Scootaloo’s fingers were digging into the treehouse’s walls and in the heat of the moment Babs grasped one with her own, squeezing it gently. Scootaloo reciprocated with a sweet moan and like the time they were soaring the sky, a warm wind blew through their manes, signifying a bond stronger than time. Her marehood winked around the thick shaft and her voice stilted, desperately needing to say something. Scootaloo received for her efforts, a tender kiss on the neck. A sappy gift that stood nicely against the savage rutting.

She felt Babs wide arms circling her belly, giving herself better footing to plunge herself deeper, increasing the tempo of their joining. Hot, bulgy flesh slid slowly and deliberately outside of her only to plunge back in at the mere whine of protest, shoving the embroidery of veins back against her soft inner flesh. A long strand of mixed fluids accompanied each parting and thrusting between their bodies, making them glisten in the sun by that strange, arousing mixture of sweat and cum that stained her fur. She wore it proudly, like a medal. A smelly medal that needed a hot shower and lots of soap after finishing.

”Baaa...Babsy…” Scootaloo exhaled that nickname, so pleasant and unexpected, between each moan with different intensity every time she wanted it at a certain pace. Babs compiled each and every time, making her flare swell and ache as she pumped deeper in her. She felt so close to release, her face turned into a grimace of maddening bliss and spurned to finish what she had started. Babs lifted herself from Scootaloo’s back and pressed harder on her flanks to beat a rhythm out of the purple headed mare's butt. A fire roared in Scootaloo’s stomach and a shudder climbed on top of her spine when she felt Babs’ plump balls dully slap again and again on her rear.

Babs’ bulky cock drilled in her and she could feel it buried it deep in her, like a part of her, throbbing obscenely inside and steamroll every pleasurable inch of flesh. Each time her body screamed, begged to be taken with vulgar winking and trickles of sopping excitement showering Babs’ member. Already worn down by round one the two begged for blessed release.

“Scoooots...Scooots! Ah f-fuuuck!” Babs roared and pulled up her lover’s torso by circling Scootaloo’s belly with her arms. In the heat of the passion she drove her teeth onto the pegasus’ stiff wing, yanking it left and right. Scootaloo cried of pain as she was shoved down on Babs’s shaft, the animalistic bliss drowning that pain out as Babs’ stallionhood claimed the last it could. Gravity did the sweet job for her, driving the thick, manly rod in her slender body and forming a small bulge twitching in her belly, as the orgasm knocked on her door. No, not knocking: outright smashing.

An earth shattering climax swallowed the two mares, rocking their bodies with the most violent, destructive orgasm it could’ve been conjured. Their copious liquids mingled together and showered on the floor as Babs shot spooge after spooge of powerful semen all the way inside the young pegasus’ love canal. From every time cum swirled in Babs’ balls, she pushed her mare back her on her dick, not wanting one drop to waste.

Seed gurgled and splashed inside Scootaloo and pumping her full of hot stallion cum, like a cozy furnace that spread inch by inch in her womb. The sheer power of that release made her body glow and quiver in a special way. Their fingers intertwined again and Scoots lost herself in that strange tenderness.

Babs loosened her grip and moved her arms to gently envelop Scootaloo’s shoulders, allowing the two to slump on the floor, exhausted and satisfied. Her turgid member was still deep inside her lover, still jerking and shooting small trickles of cum on Scootaloo’s cervix.

“You gotta lose more bets from now on…” Scoots wheezed out, her sweaty body still trembling from pleasure. “I mean, if they always end up like that…”

“Y-Yeah...Guess I have…”

“Thank you…” Scoots whispered, covering Babs’ Cutie Mark with her soft wing.

“Fo’ what?”

“For helping me, listening to me, for making me feel...real.” Scootaloo wriggled her hips away, unsheathing Babs’ cum stained stallionhood from her. Thick, pearly semen slid out of her as she stood on her knees and kept her sex opened with two fingers.

“I’m no philosopher but you seemed pretty real to me.” Babs gave a confident smirk and gave a sultry slap to Scootaloo’s Cutie Mark. Scoots yelped and nearly tripped face first on the floor.

“You know what I meant, idiot…” the pegasus lunged forward and planted a deep, wet kiss on the Manehattan filly’s mouth. Her tongue slid in and brushed on the side of her mouth, making Babs yelp of surprise. “You helped me out and just when I needed—”

“Yeah, doing it when somepony doesn’t need it, it’s rude.” Babs chuckled and a pout appeared framed between Scootaloo's searing red face cheeks.

“I felt awesome.” Scoots scratched the back of her head. “I felt like...Like Rainbow Dash. Like I always wanted to. I mean, she can do anything and I felt like that, as well.”

“Ya don’t need me for that.” Babs’ finger caressed Scoots’ cheek and the heat radiating from them was just adorable. “I mean, not just me...I bet Rainbow Dash has some awesome friends as well, right?” She extended her hand towards Scoots’, brushing it against her wrists to gently grab her fingers with her won. “But the thing is...Ya have me. Always.”

“Yeah...I guess I do...My friend...” Her smirk faltered for just a second and in her eyes dwelled a melancholy so unlike Scoots, a kind of sadness she already saw before, when talking of her worries. Just as suddenly as it came, the filly got lively again with lust. “Wanna have another round?”

“Sure…” Scootaloo jumped on her bones and pinned Babs’ wrists were to the ground by the rowdy pegasus. Their tongues met with hot intensity, reprising their dance.

Soon their bodies would be one again, their hearts beating as one, rutting without a care in the world...Nothing went wrong after all…

The very opposite, actually.

Being with ponies that appreciated, knew and loved her made it work.

Guess I didn’t lose that bad...

Chapter Two

“And guess what? We totally did it.” Scootaloo smirked and finished her milkshake with one last, loud slurp.

Sweetie Belle’s straw fell from her lips as a horrified expression slowly showed up on her face. “Woah…” the young unicorn whispered. “Just...Woah. You mean...did it? With Babs? Our Babs?”

“Ya did what…?!” Applebloom stood up and slammed her palms on the table, drawing a panicked yelp from Sweetie Belle. “With who?!”

“You heard me! And not just once. Three, four times...I don’t know.” Scootaloo slurped her glass clean and wiped her face with a forearm. “She was like...Uhn...Uhn…” she got up and started thrusting her pelvis back and forth, eyes closed, while bumping fists against thighs. “‘Oh, yes, take it all, Scoots!‘ and I was like ‘Oh, Babsy, Babsy take me now!’ and it was just so good.” The pegasus fell back on her chair and dug a handful of cookies from the bowl, noisily stuffing them in her mouth.

Babsy…? Where did that came from?

“I wonf buh b’lele…” Scoots coughed and beat on her chest to let the pastries go down with ease and washed it down with Applebloom’s milkshake. “I won’t be able to fly straight for a week!” Her friend was still standing up, nervously flaring her nostril and with a stern look on her face. She stared at the empty milkshake and let out a sheepish chuckle. “Well...Uh...The next one is on me…”

“That’s not tha point! It’s—”

“Pinkie!” Scootaloo raised a hand and yelled towards Sugarcube Corner’s door. “Another milkshake, please.”

“Just a moment, girls!” The bubbly pink mare leaned from the door and smiled gently. The three smiled back at Pinkie Pie like nothing happened until she was out of sight again, carrying a tray to the other part of the shop.

“That’s not tha point, Scootaloo! Ah mean...ya’re jus’ saying ya had…” she leaned forward on the table and ground her teeth, her snout poking her friend’s. “Sex. With mah. Cousin!” Applebloom spat out, more a low pitched growl than a whisper.

“Well, yes.” Scootaloo shrugged. “That’s what I’m telling you! Was that not clear?” she addressed Sweetie Belle who just shrugged. “Was that not clear?” Scoots repeated, genuinely confused. “AB, why are you so angry?”

Because…

“Ya...Ya can’t go around an’ have…” Applebloom looked left and right to make sure nopony could hear. “Ya know what with just anypony. Especially if she’s mah cousin!”

In the treehouse...Our treehouse! Have you no shame?

“Yer too forward for yer own good, ya know that? Darn pushy pegasus.” Applebloom let out an angry sigh and started massaging vigorously the bridge of her nose. “Ah bet ya couldn’t resist…”

“Why? I mean...what did I do wrong? If you are saying that I have coerced her or something—”

“No! Of course ah’m not saying it!”

“Good. Because, I didn’t. It was absolutely consensual, I swear!”

“Did you made a move on her or was it the other way around?” Sweetie asked while calmly taking a bit out of the pastry, her mouth dirty of powdered sugar.

“Actually...we both wanted it.” Scoots’s wings unfurled slowly, raising the general awkwardness by a good 20%. “I mean, she was so...so cute and she helped me out...It felt so natural, so sweet…” Red leaked on Scoots’ cheeks as her arms raised to hug her own chest. “It felt so right, like there wasn’t any way it could’ve ended differently.”

“Well, ah know for sure there was another way!” Applebloom sulked and felt her blood boiling with rage.

Of course you thought she was cute…

“Was she really...I mean that big down there?” Sweetie Belle held her palms in front of each other, snickering all the while.

“Bigger than that. Like...three times bigger than that!”

“Whoah! Did it...Like, did it hurt?” Sweetie leaned on her forearms closer to her friend, completely enthralled.

“A little.” Scootaloo grimaced and close an eye while massaging her flank. “But did that ever stop me? No, sir-ry!”

“Oh, speaking of Babs’...thingy...Shouldn’t that have been a secret?” Sweetie Belle sported an absent minded look and pointed a finger to her chin, her lips curled into a perfect o. “I mean, should we have known about it?”

“Oh, yeah. Sure!” Scootaloo smacked her forehead silly. “But it’s between us. I mean, none of us are going to plaster the news all over Ponyville, right?”

“Y-Yeah! Where tha hay did that came from?” Applebloom frowned.

“She said she lost a bet and one crazy friend of hers gave that to her. I don’t really want to think of what would’ve happened if she won...Or do I?” Scootaloo’s wings popped open again. Applebloom asked herself how much she could smack her and still not look like a jerk.

“Well, what are ya gonna do now?” Applebloom kept staring at her friend, drumming her fingers on the table.

Thoughts of her cousin and her friend locked into in a lustful embrace, moaning, kissing, writhing on the floor as they became one flashed before her eyes and seared in her loins. She crossed her legs under the table to keep her torrid femininity at bay while her stern eyes still looked imperturbable. Those images of sweaty, tangled bodies in their foalhood home didn’t make it any easier.

“Do...what?” The pegasus downed her second milkshake in one even louder slurp, the entire top of whipped cream falling lifeless at its bottom.

“Between you two. You and mah cousin. What are you gon’ do ‘bout it?” She stood up again and dangerously loomed her the young pegasus.

“Nothing.” Scoots just shrugged and the farmgirl’s eye twitched weakly.

“N-Nothin’...? What does that mean?”

“We are just friends…We haven’t talked about going further than than that and frankly, I’m okay with it.”

“Just...friends? Scootaloo, you had sex with her!” She slammed her hand on the table, this time drawing basically all of Sugarcube Corner’s clientele eyes on her. “Whatchu lookin’ at?!” One of the stallions sitting there gave an indignant umph and kept sipping his coffee with a snooty look.

“We haven’t discussed yet, not seriously at least, but…” Scootaloo sighed, a vacant, longing look in her eyes. “I know it’s nothing serious. We knew from the start it was just two dumb teens having a good time and nothing more.”

“Are you sure about this?” Sweetie Belle asked, her voice still calm.

“Pretty sure..” The pegasus’ eyes dwelt on the bottom of the glass, her fingers circling its brim slowly. “I just don’t feel ready. For a relationship, I mean. And I don’t want to force her into it, either.”

Applebloom eased up and gave a silent sigh of relief. Her limbs stopped trembling and the rage in her eyes, while not quelled, seemed to at least rear down its head. A measure of peace and order had returned to her little world.

Relieved? Why do I feel so relieved?

“Still, I don’t know why are you picking on me!”

“Ya still don’t get, do you?! Ah gotta spell it out? Call up the weather team to leave a message in the bucking sky?!”

That brief sensation of peace didn’t last much, quickly tainted by...jealousy?

No reason to fool herself further...

“Now hold on a sec!” Scootaloo stood up as well, smashing her hands on the table, nearly knocking it over. Sweetie Belle clinged to her seat and jumped an entire foott away from them with the whole chair. “What do you want me to do? A written apology? And for what? Nopony got hurt!”

“Ya featherhead…” Applebloom spat between her teeth and sulked back on her chair. “Ya think ya kin do anything you want, like ya’re the center of the world! You’re jus’ so...so...”

“Is she really going to say it…” Sweetie squeaked in fear.

“Lame!” Applebloom roared. While she wanted to say something far more effective, the intention was clear.

“Oh, now I get the Silver Spoon treatment from you?” Scootaloo rolled her eyes. “What the hay did I do wrong? Babs is my friend, she’s a very pretty mare and…”

Scootaloo stopped moving or talking like a wind up clock that finished its charge. Something clicked in her brain and even if in that thick skull of hers, the young pegasus refused to believe she was in the wrong...one tiny detail was screaming that she wasn’t that right either.

“Oh, I’m so stupid!” Scootaloo slumped down face first on the table making the tableware tingle. Pinkie Pie hopped right next to them and placed another milkshake on the table, humming a happy song. “It’s your cousin…” The table muffled her pained words.

“Oh! Is there a secret message carved somewhere on the table?” The pink mare chirped and looked on the table from Scootaloo’s shoulder.

“Nah…” The wooden surface with Scoots’ voice said. “I just found out I’m an idiot.”

“Oh, you’ll be fine. A lot of my best friends are idiots, too.” Scootaloo groaned. Pinkie placed a tray full of croissants near the sighing purple mop. “Here’s something to cheer you up. On the house!”

“Thanks, Pinkie.” Applebloom said with a somewhat tired smile. The pink mare giggled and skipped away while adjusting her apron.

“Of course you’d be upset and I get it just now! She is your cousin! Family! I mean, how do you think Sweetie Belle would feel if I made a pass at Rarity?”

“She would you eat you alive! I couldn’t stand that!” Scootaloo shot a rather...disappointed glare at Sweetie Belle while she firmly grasped her hand, genuine concern dwelling in her eyes.

“Oh, Applebloom…” Scootaloo squeezed her head between her gloved hands, ruffling her mane up. “Craaaaaap...Of course you think I’m a jerk! Why else would you be so angry?!”

“I was going to tell you, but I didn’t want to make you look like a fool!” Sweetie Belle said.

Because I do like...her… Applebloom gulped, her belly tingling with a strange warmth. The words echoed in her brain and she nodded slowly to her friend, masking surprise and confusion with a stern look.

“Tell what?” A sleepy voice intervened and its owner placed a pair of tired forearms on Applebloom’s chair. The farmgirl sucked in a startled breath.

“Babsy!” Scootaloo got on her hooves on the chair and lunged at the Manehattan filly, barely avoiding knocking her on the ground. She hugged her tight and kept flapping her wings to maintain herself in the air. Not even crossing Applebloom’s annoyed gaze stopped her from her snuggling quest. “Where were you until now?”

“Woz helpin’ Applejack with the preparations for the Apple Family Reunion. Ya know, settin’ up the tables and stuff.” Babs stifled a little yawn and glanced at the other crusaders. “Hi, girls! Whatcha doin’?”

“Not talking about you and Scootaloo!” Sweetie Belle gasped and slapped her own mouth closed. Applebloom’s hand met her forehead with brutal strength.

“About wh—”

“I was telling them about that awesome new trick you taught me!” Scootaloo shook her shoulders frenetically, causing Babs to see three or more pegasi in front of her.

“Oh, yeah. Right. That trick…” Babs rolled her eyes, sporting the look of a pony who definitely didn’t buy that.

“Yup. Turns out I just have to stop flapping at the right moment and I can make the trick without worrying about my wings. Just turn myself in the air and bam!” Scootaloo demonstrate her prowess by making a quick, perfectly smooth twirl in the air, faster than a blink.

“Woah!” Babs stood abashed, sporting a big, proud smile.

“I even showed it to Rainbow Dash. She called it, and I quote ‘suicidally awesome’."

“Huh. Deja vù...”

“Gesundheit. She also said that very few professional stunt ponies try that technique and wondered where a squirt like me would pick that up.”

“What did ya say to her, then?”

“That I had a friend crazy enough and awesome enough to show me!” Scootaloo jumped up and flew past Babs only to turn and to lock her into a friendly and energetic noogie.

“Oh, that’s a low blow,even for ya! Is this how you treat your mentor?”

“Oh, don’t you get so high and mighty, now!”

Babs laughed as the pegasus’ knuckles were ruffling her mane up. Under those complaint, she was having so much fun, being so receptive of Scootaloo’s brashness.

Maybe that’s what she liked, after all: being with somepony that allowed her to be true with herself. No half measures or half truths. Just two friends having fun and enjoying life. She spent so much of her foalhood being on her hooves for just who she was that when Babs found the three of them, must’ve been such a relief...

Maybe Scootaloo had a point. Maybe what happened wasn’t so serious. Maybe they had become mares…Except for Applebloom. Poor, jealous, insecure Applebloom.

“Well, before Scootaloo pops my head off I got news from youse girls.” The pegasus quickly let go of her head and Babs produced an envelope from her jean’s pocket. It had a fancy, already opened blue seal which sported a tree shaped icon.

“Could you give us the short version?”

“It’s from Manehattan University. Before the semester ended I asked my teacher about my work there and guess what?”

“What?” Scootaloo tilted her head.

“Oh, yes!” Applebloom said, taking a quick glance to the densely written letter. “Ya were working on that dissertation ‘bout prevention of tree diseases? If ah’m not mistaken.”

“You ain’t, coz. Turns out one of the ways I could learn about it and get some experience under my belt is working at a relevant farm and guess what? Sweet Apple Acres is a large orchard that would fit the bill, so yours truly is spending the summer with youse guys here in Ponyville!”

Sweetie Belle clapped her hands in joy while Babs did a very courteous and quick bow. Scootaloo didn’t need to be asked and just glomped her Manehattan friend for the umpeenth time as she sported a smirk that suggested quite lewd things, framed under those rebel purple bangs.

She is just happy, AB. Focus!

Applebloom blinked, squeezing her eyelids so hard that purple dots started to flicker, and trying to calm herself down. The two cousin’s gazes crossed and not wanting to disappoint Babs with her enigmatic pout, just babbled: “Ah’m...Ah’m glad you’re stayin’...”

“Ya don’t seem that happy, coz…” Babs leaned closer and placed a hand over her forehead. “Do ya feel well?” Applebloom blushed and gasped at how warmth her cousin’s hand felt.

“Y-Yeah, of course ah do! Ah feel great! Ya stayin! Ya stayin! Yastayinyastayin!” she led her cousin by her wrists and the two started dancing in a circle. “Yastayinyastayinyastayin all tha summer!”

“Well, guess I was wrong…” Babs stopped on her hooves and pulled her cousin into a hug. Applebloom closed her eyes and basked in her cousin’s strong touch. A gentle smile spread to her lips as she nuzzled her neck and everything was right.

“You know what would be great? A party!” Pinkie Pie popped from between the two, ruining the magic moment and making Applebloom’s heart skip a couple of beats. She jumped up just a couple of inches, though, thanks to her cousin’s strong grasp.

“W-We are already havin’ a party, Pinkie!”

“Oh, yeah, right! Your family reunion! The family reunion I’m invited to. The Apple family reunion.” Pinkie blinked. “That reunion?”

“Why is she explaining it to herself? I mean, she knows!” Babs whispered to Sweetie Belle.

“Don’t ask.” the young unicorn replied. “You’ll live better.”

“Yeah. That reunion. Glad ya got it. And be sure to come at the right time this year. It’s A.M! A. M!”

“Oh, geez, one time I fire some streamers at 11:00 PM and the cows and the chickens and Granny Smith goes crazy and…” Pinkie Pie stopped babbling and let out a nervous chuckle, patting Applebloom’s shoulder. “Alright, that time was really something to forget.” She tenderly hugged Applebloom and Pinkie went back serving her clients, all with a carefree smile always on her face. It was good to see those ponies had not freaked out and left after their little scene. It was nice that Pinkie hadn’t heard a thing of her bombastic friend’s escapades...

“Coz...How exactly are we related?” Babs pointed with her thumb towards the exuberant baker.

“It’s a riddle fer the ages. But ah guess that’s what family is, isn’t it?”

“Are ya implying something, coz?”

The group shared a quiet laughter, soured by those feelings dwelling in the young farmgirl’s stomach. She felt in her heart that during that Summer she would finally grow up as well...and the thought scared her and delighted her at the same time.

***

"What's wrong with me, anyway…” Applebloom mumbled to herself while stacking one hay bale at time, carefully putting one block next to the other like a castle made of sugarcubes. “Ah find out mah cousin’ got a…” she bit her lip and whispered low enough that only Winona could’ve heard her. “A dick...an’ suddenly ah got a crush on her…” She sank her pitchfork on the yellow cube and sighed, her hands trembling around the wooden handle. “Naw, be honest with yourself. That started waaaaay back…” she lifted the bale with all her strength and slammed it on top. “Stupid Scootaloo…”

Her best friend had her. Her best friend had her crush, fast in her conquests as she was in the sky. She couldn’t help but think it was a question of timing. If just a tiny detail was changed, maybe Applebloom would’ve been the one to open her heart to Babs, not Scootaloo. She could’ve been the one whom to share such a beautiful moment in their friendship and then, here in their treehouse she would’ve grasped her cousin’s hand, told her of the...joy she felt when they were together and then they would’ve gone one step further and Babs would’ve been the one to...make her a mare. Simply.

But Scoots was there.

Scoots and her rough charm and her roguish nonchalance, her fun loving personality and that strange, wonderful endearment she caused in ponies around her. A sweet, kind and surprisingly strong mare that hid a strangely cuddly and sweet core...No wonder Babs chose her!

“But...what does she have that ah don’t?!”

If there was a thing Applebloom was good at, was finding an answer to that.

Luckily, from the halfway closed barn door, she had a glance of the familiar shape of a pony that could have gave her an answer. She ran towards the exit and popped her head outside the door. Big Macintosh stood there, shirtless and quietly sipping from a bottle of water, while sitting on a barrel to catch his breath. He was taking a quiet moment for himself after setting up the sewing tent and she didn’t want to bother him, but that nagging feel really wouldn’t leave her alone.

“Big Mac?”

He glanced at her and wiped some sweat out of his brow. “Eeyup?”

“Do ya think ah’m pretty?”

Mac blinked. Oh..Oh, Celestia, what do I tell her? He thought. Where did that come from? Think something, think something. Is she pretty? Of course she is, I mean, she is my little sister and I think she is the prettiest little filly...but she’s not a little filly anymore...Crud, she is looking at you with those big, pleading eyes, say something, say something brotherly and convincing…”

“Eeyup…?” He shrugged.

Great, ‘that’ will convince her, Mac...

“Ya don’t seem that convinced.” she pouted.

“Ah am.”

“I mean...as a mare.” she stepped out of the barn and noticed that with those worn out out jeans, blades of hay in her disheveled mane and a big mudstain on her shirt she wasn’t exactly in her best conditions. Or passable conditions. “Ah mean...it’s a bit difficult ta say now…”

“Eeyup.” He chuckled.

You look like a tumbleweed but still adorable.

“Ya think ah’m prettier than, say, Scootaloo?” she said while picking up the hay from her mane and straightening her bow, miraculously clean.

Oh, you are treading on thin ice, Mac. If I say no, she would be destroyed. if I say yes she’ll probably think I don’t like her friend. Where did that come from by the way? The reasonable course of action would be finding a middle way.

“Why’s that?”

“There’s a...A pony...”

Of course there was. Funny she didn’t say a stallion...or a mare. Not that I care.

“Ya think...this pony likes Scootaloo?”

“Ah don’t know. Ah mean, it’s not very clear and even if it was, ah don’t want to get between mah friend and my coz..Ah mean this pony…If there’s somethin’’ serious”

Big Mac raised an eyebrow. Naaawww...It can’t be like that. Or is it?

“Ah don’t know how ta feel about that. Ah just feel...lost. Ya know what’s the worst part about that?”

“Nope.”

“Ah can’t be angry with Scootaloo and yet...ah am. So very much. Ah hate to feel like that. She hasn’t done anythin’ wrong and ah jus’ yelled at her and stuff, without explaining mahself…Ah looked like a buzzkill and a jerk…” she gave a little kick to the ground.

That’s bad. There are a few good things in this world and their friendship is one of them...

The older stallion cupped his chin between index and thumb, immersed in thought. Applebloom rubbed her hands together, her lips curled in trembling anticipation. “Have ya asked ‘em?”

“What?”

“If that pony likes ya. If he or she likes ya or Scoots. Makes yourself clear. Then act.”

“Well, no. Not yet. Ah haven’t.”

“Why don’t cha?”

“Ah-Ah dunno, what if— Her brother put a finger on her lips, shutting up her question.

Won't know till ya try."

Applebloom beamed at her brother and found her tiny little head buried into his chest, her arms hugging his waist. “Thanks, Big Bro. That’s exactly what ah wanted to hear. It won’t hurt to try.”

“Yer welcome.” He patted his sister on the head who went on her merry way, looking like a huge burden was lift from her mind.

“Ya did it again, Mac…” He wore a proud smirk and hopped off the barrell, stretching his arms over his head to prepare to resume his work.

***

“Coz, are you angry with me?” Babs’ gaze wandered away from her book and right on the ceiling. The Manehattan Mare was laying on Applebloom’s bed, asking a question she didn’t know the reason for. Or at least didn’t want to.

“Why should ah be?” Applebloom was giving her back, fitting one arm at time in her pajamas. Her cousin stood there, adjusting her bow in front of the mirror, carefully placing it on the right spot on her red head. Just in her panties. Very revealing pink panties...

She rolled her eyes out of the way, lest her male parts would make that night more awkward than it was going to be. It was a further proof of her cousin’s big heart to let the two of them sleep in the same bed like they always did, even with the very real possibility of a raging stiffie planted in her back.

Babs planned already to sleep with her back turned, though.

“For...somethin’. Ya seem so distant. I thought it was somethin’ I did.”

“Well, you didn’t do anything.” She bent over, showing off a firm pair of wide buttocks, making Babs seriously wonder if she was doing that on purpose or the universe had to give her some retribution for the awesome time with Scootaloo.

“You...don’t hate me, right?” She pulled her covers right at her chin’s height. Applebloom stopped moving altogether after pulling her pajama pants up.

“Why would you say that, coz?” Applebloom rapidly crawled on the bed, her eyes filled with concern, her palms firmly on the sheets at Babs’ sides.

“Scootaloo. Treehouse. Kinda self explanatory.”

“Oh, that.” Applebloom shrugged. “Why should ah?”

“Because I thought ya would be angry for that. I mean...I know, Scootaloo is totally the type to brag about that, but...it takes two to tango, as the saying goes.” Babs scooted down on her back, burrowing herself further down the blanket.

“Well, ah thought about it and ya know what? Nopony got hurt. Yer a grown mare and if ya wanted to do it with Scoots, how could ah blame ya?” Applebloom let out a totally phoney giggle. Babs raised an eyebrow, confused by her cousin. She knew there was something off with her, but couldn’t wrap her head around it. “And ya know what? With all this talking of canoodling and ruttin—”

“Coz!” Babs blushed furiously, hiding her muzzle under blankets in serious danger of catching fire. “Don’t call it like that!”

“What? It’s what it’s called. Anyhoo, nopony bothered to ask how ya feel about your...Urhm…”

“My dick?” Right on cue, her thighs clenched around her stallionhood. She felt like her appendage was some kind of mythical beast, ready to devour ponies who spoke its name in vain.

“Now who’s saying dirty stuff?” Applebloom chuckled, hiding her mouth with a hand. “Ah bet it feels really weird.” She pointed at Babs’ crotch.

“At first, yeah.” Babs slid on her rump, moving sideways and far from her cousin. “Feels kinda heavy. And when it gets hard my head spins.”

“Bet Scootaloo made ya feel more comfortable…” Applebloom flashed a sly grin as she slid under the covers, her deliciously round flanks burrowing under them. Babs laid on her side, keeping her crotch at bay at the first sign of it misbehaving.

“Ouch. Don’t be so mean, coz.”

“Ah’m not mean. Ah’m just...glad ya came to terms so quickly. Did I tell ya of that time ah got covered in Cutie Marks?” Applebloom’s arm tenderly grasped around Babs’ shoulders, pulling her close. Her mouth felt dry at her cousin’s gentle touch, her fingers quickly grasping her cousin’s as well, closing the distance. “At least ya didn’t involve the whole village! Just imagine, everypony’s got a dick!”

“Even the stallions?!” Babs turned to Applebloom, laying on her elbow with a relaxed smile on her face.

“Yup! And they’d have two!”

“That’s freaky!” Babs chuckled like crazy with her cousin. “And kinda hot, too. I guess it runs in the family messing around with weird magic.”

“Ah guess so. Did ya know ah’m pretty good at that mahself?”

Babs moved her hand and poked Applebloom on the forehead. “Nope. No horns have sprouted out your head yet.” she giggled.

“Ah meant with potions, you…” she stopped for a second, scrunching up her face, trying to think. “...silly pony.”

“Great remark, coz.”

“Ah could even help ya with your research. How about that?”

“Why not? Thanks, Coz.” Babs slightly turned towards Applebloom and moved her arm, landing a gentle caress on her cousin’s cheek. It drew from the young farmpony a smile so adorable to make Babs tremble with glee. Maybe it was her ‘accident’, but, somehow, she couldn’t help but see in her friends a kind of beauty like never before. Fresh, radiant and exciting beauty never suspected before.

“Speaking of...your…” Applebloom let out a forced giggle, twirling her finger in the direction of babs’ crotch. “How about Scootaloo?”

“W-What about her?” Babs mentally prepared herself. She knew that issue couldn’t stay swept under a rug for long.

“Coz, ya know ya kin tell me everythin’.” Applebloom gently stroked Babs’ cheek. Her tender touch filled her with a shame she had never known before. “Do ya like her?”

Babs bit her lower lip, her eyes rolling out of the way to avoid her cousin’s. Her hands grasped at the sheets, close to rip them in pieces.

“I don’t know.”

“Ya...don’t?” Applebloom raised an eyebrow. “W-what does that…”

“I mean, I like Scootaloo, she is my friend and, honestly, a very beautiful mare. I won’t lie on that. Even if I didn’t have this thing here...I would probably think the same. If it played out the same way, I’d still sleep with her.”

“Buuuuut…?” Applebloom pinned herself on her palms on the bed, standing over Babs with big, pleading eyes.

“What makes ya think there’s a but?”

“There’s always one when ya start a long, winded explanation.”

“Yeah, yer right. Especially after ya just tapped one.” Babs hid her smirk under the sheets, ashamed of herself, especially when Applebloom finally got on the joke.

“But...I don’t know. I don’t know if I’m ready for a relationship and I don’t want to ruin what I have with Scoots. Being friends with youse guys, it’s too important for me. She still wanted to do it with me and, quite frankly, I’m flattered!”

“Really?” Applebloom lowered her gaze, sitting on her rump on the bed. She looked like her very life hinged on Babs’ answer.

“She thought I was cute enough to do it with me, with no shame and fear! Not only that, even before she had trusted me with that crazy trick! That’s what a friend does...but...What if we got together?”

Applebloom gulped.”Ya think there’s even a…together?”

“I’d like it, I’d really like it, but If I can’t wrap my head around it, would it be for the best? Or for Scoots? For us? We haven’t been clear on that issue since then. What did she tell ya, coz? I mean, at the bakery?”

“Actually, she feels tha same. She’s okay with jus’ being yer friend. She doesn’t want to force ya on that.”

“Oh…”

That hurt. One tiny glimmer of hope snuffed out like a candle in a tsunami. She knew how it was, was perfectly okay with it and came to terms with that fact in every possible way, but her heart seldom followed what the head said. Basically never. Would asking Scoots herself hurt less? “That’s...That’s good. She deserves better.”

I had my chance…Babs felt tired all of a sudden after that thought. She felt the all consuming need to lay in bed and not think about it anymore. Not even dream it.

“Night, Coz.” She turned on her side and pulled her sheets over her head.

“W-wait!” Applebloom practically screamed, her arms tightening around Babs’ generous waists.

“What is it?”

“I’m just...Ah just want to say how how...happy ah am…” Her voice cracked slightly, as if it turned into a muffled sob. Her fingers clutched tightly Babs’ shirt. “You and me, having ya here all these months...How happy ya make me feel.” She hugged Babs tighter, closing the gap between one inch at time with slow, steady pulls of her arms.

“I...make you feel happy?”

“Ya do. Ah just can’t help to have some dumb, silly smile when ah’m thinking about ya. Ah always did.” Applebloom buried her crimson head into her cousin’s back, her arms clenched around her belly and stroking the underside of her breasts. Babs closed her eyes, half expecting her throbbing dick to ruin that tender moment. Her crotch didn’t budge one inch to her relief. “You and me, the Apple cousins...Ah just can’t imagine anything different than me stayin’ with you. Ah guess that even from a bad seed, can grow something good, somethin’ great even.” she chuckled weakly, probably expecting the old nickname to hurt.

Far from the truth.

Babs Seed finally turned, giving her cousin the mother of all hugs, strong yet tender, sinking Applebloom’s bow adorned head right next to her bosom. “Thank you, Coz. You have no idea how you make me with these words.”

“Do ya...Do ya think ah’m pretty, too?”

“You’re beautiful, Coz…” she landed a kiss on her cousin’s smooth forehead.

“Ah think ya would make a wonderful fillyfriend…”

“You too, Coz.” Babs heart soared high with joy at her cousin’s...and so did the bulge in her pants. “Coz? Ya don’t mind if I turn my back on ya? My thingy is poking through…”

“Uh? Oh, yeah, sure.” Applebloom got off her cousin and quietly scooted back on her side, allowing Babs to point her pole the other way. With some pride, she realized that while being so close with Applebloom it had gotten just a little hard, instead of escaping out of the sheat like a sex maniac searching for its prey.

She closed her eyes and went to sleep with a much lighter heart. Even if that little voice at the back of her head still said it wasn’t enough...she felt loved. Not in the way she wanted but it was enough. She made a difference in somepony’s life and she saw it in Scoots and Applebloom’s smile. Her conscience, while not fully clear, allowed her to rest with ease. Her eyelids fell like lead, the smell of her cousin still lingering around. Just like always, with her at her side, she would never feel alone...

A noise pierced the veil of the night.

A moan, muffled by a pillow right in front of its source. It was a voice, a pony voice, waking her up like a blow to the head. Her voice...it was Applebloom. No question about it.

Babs jumped awake from her brief sleep, immediately turning towards her cousin on her knees. She felt another moan, hoarse and drawn out. A...mass was raising and started writhing uncontrollably under the sheets, wobbling left and right as that terrible droning continued.

“Coz?! Are you alrigh—” Babs slapped a hand to close her mouth when the figure threw her head backwards, revealing a bow and an expression of pure bliss blessing a pair of familiar lips. The sudden movement caused the sheets to be thrown back to Babs’s side, revealing the cause of that ruckus in the dim light of the moon.

Her cousin was there with her knees firmly planted on the bed and her belly slithering back and forth on it. Her hand was grabbing the headstand, sending it into a creaking fit at every pull while the other was deep down in her pants, massaging with vigor the sweet spot between her legs. Babs gulped, the sheer horror and surprise in her eyes making sharp contrast with Applebloom’s enjoyment.

Her moans grew louder and dreamier at each stroke of her fingers, laying with one cheek touching the bed as her fingers no doubt burrowed deeper in herself. On her pink pajamas grew a wet stain at the junction of her legs, few drops of excitement falling down one at time. A small puddle of drool formed at the side of her mouth, forming just one, disjointed word that made Babs Seed tremble. “Cooozz…”

Halfway between a snore and a whisper fueled with lust, her cousin was calling for Babs. To be there for her. To be the one to touch her right there and making do with what she got...

A wet, continuous schlik filled the silence of the night, accompanied by the rustling of sheets. Babs stood there frozen, passing her nervous hand on her mouth. She tried to babble something but her mind was paralyzed with fear. She lifted on her rump taking a closer look to the obscene exhibition. She could see very clearly the contour of Applebloom’s hand under her pants, skillfully stroking her wet folds, pinching the small bud of her femininity. “Yeeesss…”

She wanted to call her, to make sure she wasn’t awake and was doing it as some sick game, but no sound came from her lips. No words with which to call her.

No, it can’t be...

Babs’s crotch quivered, a quick hand reaching for it. She pulled down her pants, making her finally erect member sprang up in the fresh air. Her boyaunt length throbbed obscenely in response at her her cousin’s moans, begging for her manly touch. Applebloom drew a sharp moan from her lips, even louder than the last, when she inserted three knuckles in her tender flesh and etching a relaxed, silly smile on her face.

“Coz...You’re so…” Even before looking her hand was already around her cock, sweetly stroking its head up and down. Lances of damp pleasure were unleashed up her length and drawing a small mewl of pleasure from her lips as well. Even if occupied in such a lewd act, Applebloom simply looked so cute. Babs stroked her phallus faster , which had already grown to full size, yearning to fill the gap between the two. Small drops of thick cum appeared on her tip, joining the puddle that Applebloom had formed.

Applebloom kept writhing on the bed, her damp sex so close to Babs’s rod, still throbbing obscenely. Their bodies were separated by mere inches and yet felt joined together, doing the unthinkable that their instincts yearned for only with few strokes of hand. Babs’s sex was burning with desire. Each stroke of her hand quaked her whole body with spasms, begging for release. Each inch of skin trembling at her own touch, aching for shooting its load out and revel in the most base of desires.

Each touch, each trembling of the flesh made her closer to abandon herself to the heart shattering pleasure she had tasted once already, spill her hot seed and know peace and relief in her loins. Such a forbidden fantasy being splayed in front of her, a cute mare baring her heart and begging to be taken...Just too good to be true.

While Applebloom laid there, pleasuring herself with a smile out of heaven itself, Babs steeled her teeth, nearly grinding them to dust. She grimaced with pain as her hand couldn’t stop stimulating herself, from the sensitive tip to her smooth medial ring, but she could not reach the climax, no matter how much her balls were pulsating with need.

How would she explain to her family the musky stench of semen, the sticky sheets and the very real possibility of covering her cousin with thick, pearly cum. Cue Applebloom waking up in disgust and having the mother of all fights with her. Her secret right in the open, Babs’ family disowning her and Equestria falling into a dark age, Changelings darkening the skies!

…

Maybe not the last one, but still a pretty horrible situation. Her ‘friend’, if she could still call her like that, really got to give her such a ruddy cannon between her legs...It was a miracle her load even managed to be squeezed inside Scootaloo.

Her fingers reached for Applebloom’s, gently grasping hers, holding her cousin’s warmth in her palm. The kind gesture somehow quelled the lust raging in her cousin, who focused her energies in holding Babs’s hand as tightly as possible. She bit her lip to keep inside a grunt of pain as Applebloom visibly relaxed.

“I’m with ya, Coz.” she whispered, trying to slow down the beating of her stallion meat. Applebloom’s hand still twirled inside her soft canal. but were softening their pace. With the other hand, she was tightening her hold on Babs’ hand, the corners of her mouth curled into a smile and a strange feeling of peace spreading to her face. Babs’ organ went down, the feelings of lust on which she had feasted her eyes until that moment were replaced by a far tender and stronger emotion.

Applebloom seemed to think the same, as that simple gesture of affection heeded the demands of the flesh, squeezing out the last few drops of liquid pleasure before stopping altogether. She slid out of herself with her muscles relaxing slowly, leaving only her fingertips in her panties. Babs gave a quiet smile and grabbed her gently by the wrist and put her arm to rest as comfortable as possible.

Once her shaft lost a few inches she shoved it back in her pants, putting into the back of her mind that nagging desire for relief. How stallions managed to do it and not go insane in the process was lost to Babs. Actually, she wasn’t so sure of it in the first place.

With her clean hand she wiped a lock of red mane out of Applebloom’s and landed one silent kiss on her cheek. “I’m with ya.” Her cousin fell asleep almost instantly, letting out a quiet giggle before going into a loud snore.

“Crud…” Babs whispered. The situation just got even more complicated.

***

I dreamed about flicking my bean…

If there was one thing Applebloom hated, it was looking around and being miserable, especially at an Apple Family Reunion. She sat in her table, sulking in her forearms, taking one sip of cider once in a while. It was her other cousins’ turn to take show their worth in the obstacle course. Compared to the last year, Applejack gave them a much easier time. Less moving obstacles and a much shorter track, without any false leads. Guess her sister had finally learned moderation...

To her disdain, the one cousin she wanted to talk to, was getting her cheeks pinched and squished without mercy by Granny Smith: “Just look at ya, young’un! Yer getting taller every year.”

“Fhanks Gwanny.” Babs said as her mouth was stretched into a forced smile like it was made of orange putty. “Ish so nife being h’ree.”

“An’ look at yer flanks. Those are some healthy flanks! Ah thought in Manehattan ya didn’t eat well enough. Ah used to be lean as a toothpick, ah tell ya! What stallion would’ve picked a skinny filly like me?”

“I gussh...Grandpa?”

“Never get old, yong’un. That’s all ah can say to you.” Granny Smith let go of Babs’ cheek and pulled her into a warm hug. Babs massaged her face all the while before hugging Granny back.

Pinkie Pie came as promised, and quite punctual, too. She was riding her party cannon and with a quick kick of her hooves, it unleashed a cascade of multi colored streamers, kicking the heavy artillery back a good deal as all the colors in the rainbow flew up in the air. “Wohoooo!” the party mare waved her hat in the air and everypony applauded. Funny how Applejack lent one of hers, but when one has a closet full of them, it’s an easy favor for a friend.

“How’s exactly are we related?” One stallion with a stetson asked a mare busy bobbing apples.

“It’s a riddle for the ages.” she answered, drawing a shrug from the other pony.

Applebloom took another full swig of liquid courage and gave herself a little slap to the face, gathering concentration. Her brother’s advice still ringed in her head and started to mentally review it, phase after phase.

Phase One: Make sure if Babs liked Scootaloo.
Result: Just friends. Applebloom still couldn’t get over the fact that two ponies having sex would still just remain friends but she trusted Babs about that. She still had plenty of room to grow up and accept this. It didn’t mean she had to live that way, too.

Phase Two: Make sure if Babs liked her.
Results: Not that clear, sadly. Didn’t mean there wasn’t hope. Applebloom felt confident of her charm. She was a pretty mare, strong and maybe Babs might be...interested.

I'm pretty good lookin', and, if it was just some canoodlin' that'd be alright...right?

Phase Three: Make sure that…

She had no idea what to make of phase three. Tell her that she liked her cousin that way, she always did and then...what? Sunshine, Rainbows, the two skipping hand in hand trough field of flowers? Couldn’t be that easy...But at least take this chance? One chance of happiness?

“Applejack!” The bright yellow stallion in a cowpony outfit grabbed from behind her sister in a tight hug, lifting her from the ground. “Oh, seeing you is a joy for the eyes.”

“Ah’m…” Applejack wheezed out, trying to breath in her cousin's powerful hold. “Ah’m so glad to see ya, too!” Even if she was turning blue, her smile was still genuine.”Glad ya came, Braeburn.”

What the hay...Those two are pretty close. It wouldn’t look so weird…

Of course, that weird dream just made it more awkward than it already was. So much for having a pure, heartwarming infatuation for one’s cousin when the space between her legs turned into a damp inferno whenever she thought about her. The mere thought of her touch, of her hot breath grazing her neck, of the feeling of her stallionhood pressing on her thigh, ready to claim its sweet prize…

“Hey, Coz.”

“Gaahahaaa!” Applebloom screamed and nearly fell off if only Babs hadn’t caught the chair nonchalantly with her cousin still on it. Applebloom wobbled left and right and calmed down once she found herself in Babs’ safe hold.

“Geez, Coz. Watch out.”

“Whoa. How did...How did ya catch me so quickly?”

“Kinda used to it, now.” she let go of her hand so that the other two legs of Applebloom’s chair could return to the ground. “Why so nervous, Coz? Did somethin’ happen? Ya look so tense.”

“N-No.” she gave her back to Babs, a faint blush painting her cheeks. “Did somethin’ happen to ya?”

“N-no.” Babs turned as well, shooting a timid, quick look to the yellow filly. On her cheeks dwelled that same, adorable shade of red. “Why should it?”

“Jus’ askin’.” Applebloom crossed her hindlegs, planting an elbow on the table to support her head. She averted her gaze off her cousin, lest uncomfortable images of her naked body being pressed against hers would pass by in her naughty mind. She couldn’t help but notice the beautiful young mare her cousin had grown into. A plump, boyaunt chest that put all the mares her age to shame, splendid flanks, dancing on the line between healthy and pudgy, gorgeous green eyes, cute nose, perfect freckles…

Oh, Goddess, I’m crushing badly...

“Ya know, Coz, call me Suspicious Owlowiscious, but there’s somethin’ not quite right in ya.”

“What do ya mean?”

Oh, please, tell me it isn’t what I think it means…

“Well, yous’ just standing there all gloomy. Every other Family Reunion you were already begging me to spin a plate over the head. Or just to talk.” She sat down at her side. Really close to her, enough to make Applebloom’s side feel the warmth inside Babs’ baggy jeans.

“Well, ah guess we’re talkin’.”

“Of you not talkin’.” Applebloom drummed her fingers on the table, her thighs squeezing so hard the warm mound between her legs to draw pain. Silence followed, uncomfortable silence amidst the noisiest party known to ponykind. The worst kind of silence imaginable, especially with her cousin. But how to tell her?

“Have we stopped talkin’ already?”

“Ya got a new subject?”

“Youse. One of my favourite subjects.” Babs’ beamed at her cousin while grasping her hand. That touch, so coveted and tender brought a hurricane of emotions, swirling like drunken butterflies in her stomach. There was fear, desire, anticipation, suspense...and loads of shame. The worst part was there wasn’t a reason for it she could understand, even though the thought of making such squalid fantasies about Babs would be enough.

“Well…” Applebloom chuckled nervously, desperately even. “Ah like that, too. Wonder why.” Her laugh was so forced to it drew a frantic cough out of her. Babs patted her back to help her make it stop.

“See? Ya look like a wreck, coz. No offense.” Babs puffed away a lock of her mane from her eyes. “Did somethin’ happen?”

“Yup. In the space of me going to bed and waking up and settin’ up the party ah had the worst of luck.” Applebloom said, dripping with sarcasm. Somepony says it’s the best form of defense, but in Applebloom’s hands it just looked a desperate move.

“Is it my fault?”

There they were. Those eyes...Those big, pleading eyes which she couldn’t refuse anything. She felt more at ease just looking at them.

“Coz...We’re both grown ups and I really need to unburden myself to ya. I know we haven’t had the best of starts. The first time we see each other and I jump on the jerk bandwagon, hanging out with Diamond Tiara and Silver Spoon. It was a dick move, I’ll admit it.”

“That was so long ago, coz. Why are ya bringin’ this up?”

“Because ya gave me another chance. Not only was I accepted by you, seeing me as part of your family, not even taking the chance to make me look like a fool at that silly race. Come a few months and…” Babs snapped her fingers. “You call me your favourite cousin. What did I do to deserve that? For you to be so kind to me?”

“Ya...Ya didn’t need to. Yar jus’...you.” she reached for Babs’ cheek, landing a slow caress. “Do ah need a reason ta love mah family?”

“Still...I know I have screwed up. With Scoots, I mean. I know you care about me and even more about your friends. I don’t know if you think it was wrong or you just don’t understand how and why it happened—”

“Ah don’t! Ah mean, ah get why and ah don’t think ya did...Ya did nothin’ wrong.”

Tell her why you are so upset. Tell her why you care so much. Tell her what she means for you…

The first chords hitting the air. Musicians taking stage. That was the moment. In all of her life, she has never been happier to see Fiddlesticks and her band. Was her presence, there and now, a sign? Well, probably not, because she had seen her every other reunion...Still, great timing.

“Still…” Babs held her hand between hers. She dragged her chair on the ground, using her rump to pull herself closer to Applebloom. Her heart was slamming against her ribcage, a strange heat was puffing up her cheeks, the drunk butterflies were striking back...Was it really happening? “Just give me another chance, Coz. Another chance to make ya smile. Just like ya did for me.”

“Coz…” she said, grasping Babs’ hands, leaning forward, so close to make her cousin’s breath tickle on her upper lip. Beautiful, perfect and kind, only wishing for her Applebloom to be the smiling, carefree filly she remembered. Bring some happiness whenever her little, dumb cousin felt blue. It just felt perfect...Why had she feared this so much?

...

No more fear. Not of her.

“Wanna dance?” The two cousins asked basically at the same time, drawing a relaxed and still simultaneous giggle from both of them.

“Wow. Ya know me too well, coz!” Babs stood up, gently pulling Applebloom’s hand to follow her. The young farmpony nodded with a smile, her worries dissipated.

“Favourite cousin, remember?” Applebloom winked at her, making Babs’ cheeks go into full blush again. She felt funny, surprised even, at how chipper she had suddenly became. A rational pony would think of the cider but she had just drunk one mug...Or maybe two...Or three…

Well, it’s all grist for the mill!

Two lines of ponies formed. Mares at one side and stallions at the other. Babs wiped a drop of sweat from her brow. “Haven’t thought of that…” she said.

“Oh, what’s wrong now?” Applebloom frowned, gently grasping her cousin’s arm with both her own. She rested her head on Babs’ shoulder, teasing her with a quick eye flutter and really wondering what was getting into her. And loving it so far.

“Isn’t it weird if two mares do it? I mean...Did it come out really wrong, did it?”

“A little. But ya shouldn’t worry, coz. First of all, ah think there’s more mares than stallions…” she pointed a finger to the forming couples, noticing indeed mares standing in front of the other rather awkwardly, both in the first and the second line. “Third...No wait…” she giggled. “Second o’ all...yer not a mare. Not completely.” she gave a sultry grin, caressing her cousin’s lower abdomen.

“You...You’re right.” she answered with an awkward grin as Babs’ hand quickly shooed Applebloom’s away. The two rushed off to the dance floor, getting into their respective lines. Applebloom steeled herself, trying not to hop in her place from the sheer joy.

Fiddlestick gave a small grin as she tapped her hoof rhythmically on the stage. At the third tap she started her magic. Her violin started slow, almost lethargic before her bow flew on the chords, lighting the air on fire with an energetic melody. The other band members followed shortly

Babs sprang and hopped towards her cousin, with Applebloom doing the same. The two grabbed each other’s forearm and spun around in place, locking their bodies and their gazes. Once in a while, new couples were formed, exchanging each partner for another pony. The two cousins always found each other, returning in each other’s lovely grasp the moment they found themselves close enough for the switch.

She craved for her touch. Her blood was boiling and adrenaline was pumping each time they pirouetted in each other’s grasp. Not just that sheer joy she felt when she was in Babs’ grasp flowed through her veins, not just the fear of screwing up left her heart and her mind, she was having fun. The pure and perfect feelings from the depths of her heart returned being so. The beating of her heart was never replaced by the beating in her loins.

Their motions were so finely matched and yet so different. Babs was confident in her movements, brimming with coltish conviction. Her grip was strong and yet gentle, devoted only to accompany each of her partner’s spins and twirls in place. It was such a simple dance, far from the fancy steps of Canterlot, but by no means uncouth. It was pure energy, energy that flowed through Applebloom’s very being, energy that finally gave her the courage to made phase three a thing.

Amidst the crowd they twirled and spun, always losing each other, always finding each other, Applebloom always returning to Babs and Babs always returning to Applebloom. Maybe it was the cider talking. Maybe it was the radiant heat of that wonderful moment. Maybe they were the years of faithful yearning for her cousin’s embrace or even a lucky combination of all those things. It didn’t matter for her. Right there. Right then.

She. Wanted. For Babs. To fuck her.

Screw it. Go for the broke, AB...

She gulped loudly.

“Let’s do it.” she whispered to Babs as she passed by near her while changing partner. Those few seconds of Babs’ bewildered look were just priceless and a bit scary.

“Do...what?”

“That thing...That thing ya did with Scoots…” She couldn’t look at her in the eyes but still had a smarmy grin etched on her face, framed by a rosy scarlet on her cheeks. They switched partners again, Applebloom not even looking in the eyes her relative she was dancing with.

“Ya mean it…?” Babs said, twirling with Applebloom once again, her stare distant and unknowable.

“Mah room. You and me. Now.” The two slowed down, still arm in arm, giving Applebloom plenty of of time to realize what she has said, the thought hitting her like a kick in the groin. Her mouth fell dry and time itself slowed down as she closed her eyes, preparing herself for the most embarrassing, loud and---

“Ok.” Babs said.

The music stopped and so did her heart. She twirled one last time, falling on Babs’ bosom. She laid her head on her cousin’s chest as her shoulders were hugged by her powerful caring arms. The thriving rhythm of her heart was the only thing to fill the brief silence before the crowd reprised its chatter. The young farmpony’s head was pulsating loudly, cooking up an apology that she quickly realized to be unneeded.

“Ya...wha…?” she said slowly, lifting the head and looking in her cousin’s eyes.

“Let’s do it. Here. Now.” Babs scratched her head with a gentle smile. “Well, maybe not here, but—”

“Ya...what?!” Applebloom shrieked, hopping a little in the air by grabbing her cousin’s shoulders, all while sporting an incredulous grin.

“Oh, for Celestia’s sake. Ya asked it! Unless...ya changed your mind.” Babs blinked. “Because if...If you were joking, I won’t—”

“No, no. Ah’m jus’ surprised. Ya were so...quick ta say it.”

Babs shrugged. “Why shouldn’t I?” she leaned over, giving a quick sweet kiss to Applebloom’s nose. Her head spun around, clouded in a sweet daze. She pinched her forearm unseen by her cousin, confirming that this moment was real. “I told ya I wanted to make ya happy. And besides—” Applebloom put her index finger on Babs’ lips.

“Later. Ya’ll tell me everythin’ later. Jus’ a question. What are ya gon’ tell to mah sister?”

“Well, I’ll say you don’t feel so good and I’ll go check up on ya. Nothing to worry about. Maybe ya just feel a little tired.”

“Well...Okay.” she patted her cousin’s shoulder, hoping to do a lot more. She skipped on her merry way back in the house while everypony else returned to the festivities, taking a drink or preparing for another round of dances. Babs was talking to Applejak, cooking up and excuse and ready to follow her. Her sister and her cousin looked relaxed enough while talking, adding further relief of not ruining her sister’s fun with fake worries.

Just a moment for herself.

The two of them.

***

It was perfectly normal to have second thoughts on something. Not that Applebloom was having any, of course. It was perfectly reasonable to feel a little nervous, since her often dreamed first time was just minutes, if not seconds, away. She walked up and down her room, beating a steady rhythm with her hooves on the wooden boards. She feared she was close to digging a groove in her room for how fast she was going.

Her curtains were shut, protecting the room from unwelcome eyes and she was ready to lock her door once Babs was there. She did that so rarely except for very important reasons and her family had grown to accept her desire for privacy, luckily.

Shame she hadn’t prepared a more romantic atmosphere. Maybe Sweetie Belle would have lent her some aromatic candles. Hay, Scootaloo herself could’ve given her some advice on what Babs liked and what not, if it was going to hurt as much as she said and maybe if she really was a biter, like Scootaloo said in her lewd tale.

Having said that little lie left a bitter taste, but it wasn’t time to worry about that.

What in Celestia's green earth got into me! Oh, Babs probably thinks I am some kind of crazy nut, or a pervert. What if she threw a prank on me?! Naw, she wouldn’tdo that...or wouldshe?

Babs timidly knocked at the door, leaning inside her scarlet head. “Coz? Can I come in?”

And holy nuts she actually came!

“O-Of course…” Babs entered, moving out of the way of a terribly fast young mare, who raced to the door to lock it with her key.

You wanted this. And you have it now. Enjoy it.

“Ah almost thought ya weren’t comin’.” she said.

“Why would I do that?” Babs chuckled, sitting on Applebloom’s bed and patting the spot next to her. Applebloom fidgeted on her hooves before complying, sharing a relaxed smile with her cousin. A warm, caring arm circled her shoulders and she felt at peace.

“So...What did ya want to tell me, coz?”

Babs sighed, looking down at her hooves scraping the floor. “Aw, nuts...How can I ask ya without looking like a jerk...Do ya like me, coz?”

Applebloom stifled a little laugh “Well, of course, coz.” she leaned her head over Babs’ smooth bosom. “Ah mean...ya wouldn’t be here if ah didn’t like ya at least a little. Ah’m not that kind of mare.” she giggled.

“Y-yeah…” Babs landed a small kiss on Applebloom’s mane. Her touch felt so comforting and soothing…”The thing is...I really like ya, too.”

“Y-Ya mean it? It’s not jus’ because...Because of Scoots?”

“We are talking about you, Coz. I want to make ya happy…and if this all that I can do, let’s do it.”

Babs’ fingers started unbuttoning Applebloom’s jacket slowly. She eased her cousin’s work by sliding out of it one arm at time before letting it fall on the floor. Her toned, muscular arms were uncovered, with Babs immediately cupping a feel to her strong biceps. The fur on her forearms stood up in a flash as the first part of her body felt her cousin’s coveted touch.

She was in a better shape than Scootaloo, of course. The pegasus had a lean, aerodynamic physique. A machine built for speed, not for strength. Applebloom was of a bulkier constitution, even as a filly, and like her cousin said the day she arrived she had worked out.

A lot.

Was it for her work at the farm or to impress her cousin, working on her strong points? No answer came as every nerve of her body was fully prepared to receive Babs’ lustful caresses.

Her cousin’s other hand gave a small caress to her cheek before turning the young farmpony’s chin with her index finger, gently. Their gazes locked and in that moment Applebloom saw Babs: all the sweetness thriving beneath her green orbs, the sincere and adorable smile framed among her freckles.

Their lips pressed against one another for the first time. Then a second. Then a third. In the space of a blink Babs started covering her cousin’s with small, butterfly kisses, moving on her face and her jawline smoothly. Her lips were warm and soft, feeling like the soothing caress of the first breezes of spring on the skin. A giggle of pure delight escaped her lips as she hugged her cousin’s head, pulling her closer.

Babs pressed her snout further against hers, trying to enter with her tongue into Applebloom’s mouth. At first her teeth closed like a barrier before her cousin’s hungry appendage, but relaxed instantly when the eager Manehattan mare grasped her hand. She felt safe in her gentle hold, easing her to let her cousin slid in. The tip of their tongues danced on each other in delicate circles as their lips stood glued together, leaving the two to revel in their respective softness.

After a loud smack, Babs popped out of Applebloom’s mouth, leaving a small strand of drool between their hanging tongues. Applebloom lunged forward, hugging tightly her cousin.

"Would you believe ah dreamed about flicking my bean while thinking about ya?" she let out a nervous yet happy giggle. She felt so at peace with Babs, confessing even the dumbest and filthiest details.

"Coz...You kinda did."

"Oh." She heard the sound of a cart crashing right into her brain.

"Would'ya believe I rubbed one out while watchin' ya?"

"Ya...ya did?"

"Maaaybe. Maybe I liked what I saw.” Bloom’s cheeks flushed, leaving her without a remark. She didn’t know to feel flustered or fluttered about it.

Babs’ hungry lips moved downward, tickling Applebloom’s neck as they all its length. The quiet smacking of her lips was coupled with the rustling of their entangled bodies on the sheets. Babs gave one wet, smack to the center of Applebloom’s collarbone before stopping and giving her a small lick on the chin.

“Lift your back a little.” Babs winked and Applebloom complied, complete with putting her arms in the air. Her shirt just...flew off before Babs dove right between her breasts, with only the thin surface of fabric of her bra separating their skins. Applebloom moaned as Babs’ hand ran up her sides, finding their way on her cousin’s back to unbutton her bra.

“Crud…”

“What’s that, coz? Havin’ problems?”

“No...no…It’s just that…” the hook of Applebloom’s bra was harder than rocks. “Dammit. It doesn’t come off!”

“Here, I’ll help ya.” Applebloom rolled her eyes and turned with her belly on the bed, allowing Babs to unbutton the bra with an easy snap.

“Heh, thanks.”

“No problem.”

She got a rush the moment fresh air hit her perky nipples, ready to show her bouncing mounds to the world and to Babsy. Her lush breasts lacked the sheer volume her cousin possessed but they were still firm and voluptuous. Her impertinent pink tips stood large and puffy in the middle of her breasts like two big cherries. Babs licked her lips, shivering of impatience, as her hands were already fondling her ripe fruits.

“Ya kin...Ya kin taste ‘em. If ya want.”

“Uh...Cool.” Babs smiled. “Always wanted to...try it on the other side.” Babs stuck out her tongue, titillating with a small, deliberate lick on Applebloom’s nipple. Her fingers burrowed on the blankets, biting her lip as maddening pleasure reared its head, ready to spread in the rest of her body. A wonderful warmth grew in her belly and dove to her groin the moment the soft seal of her lips enveloped Applebloom’s pink nub.

Babs suckled gently, massaging the other breasts with the other hand and with the utmost care, drowning her chest in wet delight. Her voice started to come out in throaty, quiet moans as her cousin's generous chest throbbed in her lap.

“Is it...Is it good?” Babs circled one nipple with her tongue before diving her snout on the other pink jem, instantly smothering it with her lips. She drew a high pitched moan from Applebloom, causing her to slap herself in the face. Who knew who could be wandering in her house and perhaps passing in front of her room, hearing strange noises…

This is so hot…

“Go on, Coz…” Applebloom grabbed Babs’ head, pushing her further on her breast. The obscene sucking noise grew louder, its rhythm went frantic and the dampness of the young farmpony’s sex grew with a vengeance. Her cousin’s lips felt so warm and soft and caring. Her touch thrived with the sheer love of life one could show only with the sensation of fur against fur, of sweaty bodies entangled with each other, of the basest desires and the purest of feelings hand in hand. Babs’ snout dove next to her belly, rubbing it on its smooth surface and taking a long, loud sniff followed by a hearty giggle.

“What’s so funny?”

“Ya smell of sweat, Coz...Like, a lot!” she pinched her nose with two fingers and waved her hand in front of her, all with a smarmy grin on her face.

“Jus’ go on…”

Babs move aside her panties with only a thumb, exposing one small fraction of pink flesh. Her hot breath got closer inch by inch and she felt ready. One small touch from her cousin, using the tip of the tip of her tongue sent her over the edge, opening a new world of senses. Her snout rubbed on the sensitive organ, accustoming itself to the lustful caresses of her tongue. Babs feasted on her cousin’s sex, slurping her tongue in wider circles as Applebloom’s powerful legs locked around her head. Her muscles, her very being was tense: her body was undecided if to revel in this new sensation or to shun it completely.

Her tail swished on Babs’ face as her hips bucked forward unrestrained by her will. She pleaded for more when she felt her cousin’ tongue starting to poke at her hole, breaching into her tender flesh as her juices were spilled on her face. If only she could’ve looked Babs in the eyes, at least to see if she was liking it, if she would’ve looked at her with kind eyes while giving her wave after wave of radiant bliss between her legs. Babs’ hands were firmly placed on her thighs, her fingers still keeping her panties in place so they wouldn’t slip in front of her tongue. For some reason she thought how would fabric taste…

“Gaahhaaa!” Babs’ tongue finally pierced the veil of tight flesh, tasting her cousin’s love canal for the first time. It felt like a wriggling, kinda cold...wriggling thing moving inside her. It lashed and stroke at her weakest spots, savouring every inch of her flesh, every shade of her musky scent and bittersweet taste of her juices, leaking over Babs’ chin. The Manehattan mare mewled in delight at their taste, delving deeper and deeper, pushing her snout against Applebloom’s clitoris.

“Coz…” she steeled her teeth while her sex was going overdrive with pleasure. The need to be filled. The need to be one with her crush. “That’s not so fair, is it?”

“Wassat?” Babs asked while starting to slip her panties over her flanks, her face a complete disaster of vaginal juices.

“Ah din't get ta see yers. Maybe..."

This is it Applebloom. No backin' out now.

"Maybe, you kin show it to me now?" her shoulders shrunk with embarrassment, an awkward smile possessed her lips. Babs nodded, calmly beaming at her cousin as she unzipped her pants.

Babs lifted her legs, keeping them on her shoulder as she slid out Applebloom’s worn out jeans, sending them flying on the floor. Her strong, apple bucking legs were exposed as well, prompting Babs to move a hungry hand up her thighs, gliding over the smooth fur and throbbing muscles. Her fingers went down her panties, pinching the delicate flesh burning with desire.

Something big, hard and totally pointed at her popped out of her pants, landing right between Applebloom’s legs. Bulging, veiny and throbbing with the primordial desire to penetrate something. Anything. It looked kind of scary, even...But it belonged to Babs and therefore was beautiful in its own way. Still, the sensation of it having something fundamentally wrong didn’t leave the back of her mind. Perhaps it was still the silly, scaredy virgin Applebloom to do the talking.

At least it will feel good.

“Coz, move it a little. Ah want to know how it feels.”

“What, like this?” she started moving her trembling phallus on her panties, grinding it slowly on her sex, their organ aching to be together separated by a small barrier of cotton. Babs’ hips moved back and forth, rubbing her stallionhood against her most secret place. It dripped of the dew of marehood mixed with the drops of her cousin’s saliva, still dwelling between her folds. The sheer heat and girth of that member, the member her best friend had tasted and was finally, finally going to be hers was making her marehood sing with joy at each thrust and started to look more and more attractive, a mere appetizer for her senses. Babs’ shaft bulged and a few drops of her virile semen started to leak from it, marking her as her territory.

Her thighs squeezed against the raging shaft, the muscles rippling in her legs enveloping Babs’ pulsating stallionhood tightly. Her cousin moved in voluptuous abandon, rocking back and forth to build delicious pressure in her loins. Babs grimaced and rolled her eyes at the back of her head, lost in the warm and tight space between her legs. Applebloom flashed a sly grin and licked one finger putting it against Babs’ tip. She started caressing Babs’ burning cumhole, stroking it with her wet finger at every thrust and tightening her hold further, jerking off her cousin by using her own motion.

A small trail of warm cum darted out of Babs’ shaft, showering Applebloom’s busy hand. She closed her eyes and, in the heat of the moment, she brought it to her mouth, swallowing the seed. It tasted just...foul. Too bitter and salty and terribly thick. Her mouth told her to spit out that stuffy concoction but that would’ve been just rude. It would’ve been like she didn’t like Babs’ taste.

And besides, she bet Scootaloo swallowed it all…

“Babs…” she forced a smile as a small drop of cum still run down her cheek. “Ah’m ready…” she wiggled her hips, moving left and right Babs’ sensitive staff, drawing pleasured moan from the mare with a stallion’s part. She writhed beneath her and closed her eyes, feeling her cousin’s lips on hers one more time. Babs’ hands grabbed her breasts again as the ravenous kisses moved downward to her neck and breasts, before her panties were ripped off of her. Literally.

“Whoops…”

“Whoops? What do ya mean by Whoops?” Babs flashed an embarrassed grin as she hid her face with the ashes of Applebloom’s panties, which fell further in pieces. “Aw, come one!”

“Sorry! I guess...I guess I got too eager and…” Another piece fell, leaving only the elastic band hanging between her index fingers. “Whoops.”

“Just hurry up...and do...your thing…” Her arms instinctively protected her breasts, trying to protect the last shreds of her modesty. Her naked body still felt so vulnerable and yet still so eager. She felt much safer and at ease with her nudity once Babs did the same, casting aside her shirt and jeans to reveal her plump figure in all its glory. It was weird for a strong athlete like Scootaloo and a devout farmpony like Applebloom to find themselves attracted to such a pudgy figure, but what was important was the heart that beat behind those two boyaunt, bouncing breasts. That and the fact she looked so soft and warm at touch, like hugging a comfy pillow in the middle of the night…

I wonder if I’ll get to hold her in my sleep...

“Ah’m ready, Coz…” she pinned her hindlegs around Babs’ waist, grabbing her member with one hand. Babs nodded, holding Applebloom’s free hand with hers while she eased her way, pushing her massive meat against her cousin’s tender entrance. She grunted and pushed, sending a squelching noise in the air, no doubt aided by Babs’ copious lubrication. Her tip slid in and Babs’ virility twitched through all its length. “What is it?” she asked.

“N-Nothin’. It’s just…” she pushed another inch inside, her warmth shared with her Babs, their hearts beating as one… “It’s so tight!” Babs arched forward shaking and planting her palms on the bed. She grunted again and thrust with all her strength, breaching inside the incredibly tight gash. Both mares winced of pain at their reciprocal contact, Applebloom’s terribly tight canal closing around the terribly thick mare shaft.

The farmpony felt an incredible, wonderful pressure inside of her as she felt her insides slowly filled, her inner walls massaging and slathering Babs’ huge dick. It was tight and firm, painful even to endure, and it spread around Babs’ stallionhood by making the Manehattan mare fight for every inch. The curvy mounds of her cousin bounced and swung back and forth on her chest, their sight mesmerizing and combined with Applebloom’s unrestrained moans of pleasure just fueled Babs’ lust more, just making her more eager to overcome the tortuous trial.

Babs squeezed herself more inside her cousin, pushing past her medial ring to feed more of her raging cock inside her narrow entrance. While Babs found the fact that her cousin having such strong muscles even in her most sacred hole, it was kind of grating. Not that she was deterred in her lascivious intent as she rocked her hips faster and faster and shoving a good half of her fat dick far up into her stomach. Applebloom loved it, of course: her rock hard vagina clamped the thing down, trying to milk out the cum out of Babs’ deliciously round balls.

Her head spun around, drowned into an ocean of pleasure like never before. She could feel their hearts beating as one as she had imagined so many times, the warmth of their sexes joining together and spreading to every fraction of her very being in uncontrollable, shuddering contractions. Babs’ generous breasts fell on top of hers while the the two were joined into a most caring embrace. She could feel the wet slap of their hips coming together as she could finally feel a good three quarters of Babs shoved inside her, throbbing, singing its joy as they were one.

She locked her arms around Babs’ back and gave her few small kisses on her neck, smacking her lips with foalish abandon and delight. Her cousin’s hands slid down to her bottom and pulled her, letting Applebloom’s hips and the helpful gravity do their work as she rode Babs’ cock with reckless desire. It hit her just in the right spot with a dull and wet noise and it plunged into Applebloom's sensitive, grateful pink depths.

The powerful rod worked its way down there while Applebloom assaulted her cousin’s mouth, shoving her tongue into into it and lashing at Babs’ as their breasts were lovingly pressed together, their hardened nipples dancing on top at each other and filling her with glee. She eased down onto her cousin s a symphony of lustful caresses and sloppy kisses took place just few inches above, the pain of the first time finally leaving for the passionate ecstasy two lovers could feel, even though Babs snuck out an annoyed grimace among her kisses.

“What’s wrong?” she asked, impaling her on Babs’ straining shaft, her hips defying her will.

“No-Nothin’...You’re just so…”

“Still tight…” Bloom sighed with a point of sadness.

“Didn’t tell ya could stop.” Babs pulled her into a wild kiss, sloughing her tongue against the underside of hers. Applebloom let out a pleasured moans in both of their mouths and kept doing so as she kept accepting Babs’ throbbing erection, sinking her cousin into her again and again and again. Her mind was fully focused into building a powerful, long lasting orgasm like the world had never saw. Wave after wave of rapture kept building up into her crotch and stomach, running up her spine as she felt Babs’ dick engorging and stiffening further, turning from rock hard to diamond.

She unlocked her lips from her cousin, holding her head with her hands on her freckled cheeks. She landed one last, small kiss on her nose. “Babs...I’m close.” She wriggled her hips, drilling herself further on the powerful shaft.

“So am I.” Babs grunted and thrust herself one final time. Applebloom could feel a cozy warmth in her belly and the start of a small, hard bulge showing up in there. Her walls clamped harder than ever against the fat, quaking shaft, so close to releasing its load that Applebloom could already taste it. Not that she liked it that much…

The blinding, pulsating moment of release came for both mares, holding hands one more time during the first, powerful wave. Applebloom started crying in bliss before her voice was swallowed by Babs’ hungry lips. She cried tears of joy as she cupped her cousin’s cheek, their lips trembling as the sheer power of the orgasm enveloped them both. It started slow but powerful, building up piece by piece. It wasn't mind blowing as she hoped and dreamed so often, but rather drawn out. Not a screaming, then pass out affair, but one of whimpers and moans, as she clenched tight her folds and held on as ripples of pleasure flowed through her.

And it lasted. She wasn’t sure of how much time had passed but it felt so long, so intimate, like she had passed half a lifetime of joy, locked in her cousin’s embrace and still had the mind of a young mare, still had a heart longing for love and adventures and still capable of desiring more.

Even Babs didn’t live up to her fantasy, but not in a negative way. Instead of the powerful, huge load being blasted right inside her womb, her well endowed lover shot slow spurts of warm cum, accustoming her canal to the weird yet incredible sensation of stallion semen sputtering for the first time in her wall. It filled her slowly and deliberately, allowing her to savour every last shade of the symphony of flesh. Far more intimate than any stallion blowing her load inside her and passing out, mere seconds separating the mundane from her romantic fantasy made flesh.

Babs’ discomfort had completely disappeared, losing herself into the kiss, finally accustomed to Applebloom’s depths and claiming them as hers with the slow, tender and yet virile rocking of her hips as she spread her thick essence inside her cousin. Huge globs of stallion cream spurted and kissed Applebloom’s cervix, the injection leaving a ticklish bliss sent to her very being. Her heart pumped faster and the sheer energy of live thrived in her veins, not wanting this to stop even for a second.

Her ‘stallion’ didn’t disappoint as she followed her in the blissful afterglow for all the time it took, still holding her hand and kissing her face and breasts as her cock was still giving out to the last, warm drop. Applebloom was trembling for the sheer power of that climax, reduced to a sweaty, whimpering mess. She delighted at the thought that her cousin didn’t find anything wrong with that kind of sweat and showed it by rubbing her wet bosom against Babs’ sharing a small giggle of udnerstanding.

Far more intimate and satisfying that she could’ve ever hoped the magic moment ended, leaving the two extremely and finally sated. She rested on her chest while the final waves of pleasure worked their magic inside of her, moving with her hand one lock of Babs’ mane to give a kiss on her forehead.

“Oh, Coz...That was...That was...That was so…” Applebloom slumped down, moving her fingers on Babs’ smooth back.

“Me too, coz. I loved that…”

Was I better than Scoots? She wanted to ask it but decided not to. It wasn’t a contest and she didn’t want to think badly of her friend anymore, not even bragging about this. It was too important, too magnificent, to waste it with petty rivalries with ponies who didn’t deserve it.

“Do ya think...we should clean up a little before going back?”

“I...think so? I could always say you were all sweaty for the dance and wanted to take a shower.”

“My cousin, master of little white lies…” Applebloom giggled and ruffled Babs’ mane playfully.

“Aaaawww…”

“Seriously, it’s suspicious enough to have stayed all this time in your room. But don’t ya worry...maybe tonight…” She gave a sultry grin followed by a sweet kiss, before unsheathing herself from her cousin.

“Wait, Co—” Before her warning hit the air, Babs’ cum poured out of Applebloom’s snatch to hit the blankets, spluttering with a wet noise on the once white sheets, replacing with a dirty, gelatinous white.

“Whoops…”

“Ya clean that up…”

Chapter Three

“Thank you! Thank you! I’ll be here all week!” Sweetie Belle happily skipped backstage at the sound of thunderous applauses, her microphone dropping and releasing a loud, buzzing echo in the bar. It looked like the whole of Canterlot showed up at her gig and it sounded like the whole of Canterlot had lost it’s goddamn mind while it was at it! Some ponies were still trying to climb on the stage in the hopes of getting her signature, others still drunkenly hummed her song, hoping for another performance.

“Whoooohooooo! Go, Sweetie B!” A small, energetic unicorn mare with a blond mane climbed on the stage and removed her shirt, showing her small breasts to the rowdy crowd, and start twirling it above her head with a hand. “Whooohooo!” she started jumping up and down, her perky breasts swinging on the way and mesmerizing the already ballistic crowd, until the bouncers jumped on her and carted her away, wrapped in a blanket to hide her modesty. “Buncha fascists!” she yelled to the disappointment of the crowd.

Sweetie Belle blushed as she took a peek at the embarrassing spectacle. Poor Derpy… She thought. Having to raise such a rebellious daughter all alone...

Silver Spoon’s jaw had to be picked up from the ground. “That was...That was frickin’ amazing!” she hopped on her hooves and gave a small clap of her own, with Sweetie Belle doing a quick bow. She blushed lightly, admitting to herself that she had really surpassed her own expectations.

“Oh, you’re too kind. No, wait, you’re not kind enough,” she said, a cheeky grin gracing her face.

“And you do this as a hobby? With that voice, you could get so many gigs, like, everywhere! Las Pegasus, Manehattan, Prance even!”

“Okay, now that really is being too kind.”

“Don’t be so modest, Sweetie B. Seriously, though, why aren’t you thinking about a serious career?”

“I’m not in a hurry. My big sister always says to enjoy being young and careless and not having to worry about being a successful fashionista at the height of her career and having a young and careless sister who keeps mooching off her money instead of finding her own place, enamoured of the illusion of a youth that’ll never—” Sweetie shook her head and slapped herself.

“You okay?”

“Sorry. Sometimes I end up channeling my big sister.” She gestured her friend to follow her to the counter and made a two sign to the barpony. “So, with the work out of the way, we can finally get with the hanging out part of the hang out. Is there something new, Silver Spoon?”

“Oh, yeah. Actually there is something. Sort of.” Spoon waved her hand, making a ‘more-or-less’ sign with it.

“Sort of?”

“It’s kinda of an old thing that I’m just telling you.”

“Oh, like a secret. I’m the best at keeping secrets!”

But…” Silver Spoon caught the sliding glass on the counter smoothly and passed a finger, pensive, on its border before bringing it to her lips. She gave a little grimace at the bitter taste of alcohol before trying to act like a tough pony again. Sweetie hid a small giggle behind her fingers.

“Oh, there is always a but!” Sweetie caught a glass of bright orange juice.

“You don’t drink?” Spoon pointed at the glass. “Actually I have never seen you drinking…”

“Nope. It's bad for the voice. Gotta protect my talent.”

Spoon shrugged, conceding to the point. “Anyway this is pretty big so I hope it remains between us. Sorry if it kinda looks out of nowhere, but I couldn’t wait anymore to tell you. Can I trust you, Sweetie?”

“It’s...It’s nothing serious, right? Are you in trouble? Maybe you owe money to gangsters?!” she leaned closer to her friend, nearly poking her with her horn. Some patrons gasped in worry and took a few steps back.

“No, no!” she waved her hands, very gently pushing the dangerous appendage away with a finger. “Nothing that serious! ‘Sides, you know I got plenty of money!”

“Sorry, sorry...I was just worrying for a friend.”

“It’s just something I need to tell somepony. You know, just for getting this thing off my chest.” she played a little with her braid. “Can I...Can I trust you on this, right?”

“Of course you can. I hate to state the obvious, but we are friends you and I. Whatever it is, you can be sure it won’t get past these walls. Just you and me. And maybe Vinyl Scratch over there.” she pointed at the DJ pony, busily switching the records around. She removed her headphones and gave a quick wave and a thumbs up to the young unicorn.

“Thank you, Sweetie B. So…” she downed the whole glass in one fell swoop, gulping loudly. “I guess you know Diamond Tiara…”

“Oh, I have a passing familiarity with her…” Sweetie Belle giggled. She wasn’t a perfect pony but Tiara was Spoon’s friend. “What about it?”

“The thing is…” Spoon bit her lip, passed a hand on her mane and whispered very close to her unicorn friend. “Alright, this is the big secret: We are a thing. Me and her.”

A lot more than a friend, now.

“You...You and her? You...and her? You…” Sweetie’s brain suddenly stopped, her mind filled with a buzzing, static noise. Not because of the fact it was weird but for how...sudden that news arrived. Especially after having known Spoon for so long.

“...And her. Yup.” Spoon smiled gently and giggled like a schoolfilly. “And have been for quite a while!”

“Quite a while? How long?!”

“Actually...a couple of years. It’s our anniversary in a month or so!”

“But...But why have you never told me? Why haven't I heard it from...anypony? Well, there was some mean gossip around but I never listened to it!”

“Sure...Gabby Gums…” Spoon muttered, hiding her smarmy grin behind her glass. Sweetie totally noticed that. “What kind of gossip exactly? Just for curiosity’s sake?”

“Well, the usual. That you and her were always so close and always being so nice with each other but not everypony else and the way you bump your butts together—”

“Oh, come on! That, too? It’s just cute!”

“Don’t look at me!” Sweetie placed a hand over her chest. “One thing about you two I never criticized.”

“Anyway, it’s Tiara, mostly. She...believes in privacy. She isn’t exactly keen on having our relationship public.”

“Why is that?”

“Reasons. Her social status and my reputation, as well as gossipy hens gathering around a wealthy heiress and her best friend and, most importantly, what her father may think.”

“Ouch.”

“I know, right? He’s, like, the most reasonable stallion ever! He’s crazy about Tiara and I don’t really think he would go berserk if he heard the news, but tell that to her! You would think he would be, like, old fashioned and grouchy but...he’s just not!”

“You should talk about it. With her, I mean. I think that the point of a relationship is being happy together. If she’s just worrying too much you should point this out to her. I’m not saying you should fight about it, but at least clear things out. Make it work!”

“Exactly!” Spoon grumbled and gestured the barpony again for another shot.

You…” Sweetie Belle rested her head on hand, leaning on the counter with an elbow. “She keeps it so secret you don’t even date I suppose? Like, she’s worried about being in seen in public?”

“Not officially. She counts it as ‘dating’ everytime we hang out together nowadays. She always tries to make me laugh and always treat me with something. Remember the other day? When Babs came into town?”

Sweetie nodded.

“One of those.” Spoon sulked. “I mean ‘a necessary and temporary deviation’ as she put it.” Spoon said complete with air quotes. “Sure, she bought me a pair of fancy earrings before, but still. To keep the illusion we still had to go and buy groceries, basically. Do you like them, by the way?”

Spoon leaned forward, showing off the emerald ladybugs gracing her ears. Sweetie gave a small whistle of approval. That was an expensive gift. She would’ve never thought Diamond Tiara could be this generous. The wonders of first love...

“Woah. Right under our snouts. Two hearts beating as one, two lovers that had to keep secret their love... “ Sweetie Belle held a hand over her chest, before giving a playful nudge with the elbow to her friend. “What did you two do after AB helped you with the jam?”

Spoon sighed, the playful mood spoiled. “Stayed at home. Listening to Florence and the Hayachine in her room. In the dark.”

“Sad.”

“Yeah. At least it’s a group we both love. Remember last Heart and Hooves day? We had this little prom night, just for the two of us. Just like the first time we kissed…” Spoon let out a dreamy sigh. The way a pony madly in love with somepony else sighs. Or at least like one would in romance novels. Not that far from the truth.

“Just once, though, I’d like to go in a nice restaurant, with candles and stuff, or even to a movie. Not a sappy, cliched romantic comedy but something good. I would even accept the old yawn and reach so you can hug your fillyfriend kind of stuff.”

“That’s cheesy, but still…”

“Cute. I know.” Spoon downed her second shot with hardly a sound. “At least the sex is interesting.”

Sweetie nearly spit her drink, instead swallowing it loudly and probably not in the right direction. “The…” she coughed, the bitter taste of orange climbing up her throat and passing by her lungs. “The what?”

“The sex, dear. I’m not so shallow as to remark on it, but the sex...whoooa!” she drummed her hooves on the floor, forcing a maniac chuckle as a wild shade of red assaulted her cheeks. “Loads and loads of awesome sex. S-E-X! You know what I’m talking about, right?”

“Y-Yes…” she tried to hide her blush with a hand and the unicorn mare started sweating profusely. Her cheeks started to feel as hot as a desert of Saddle Arabia. “Sex…Of course I know what sex is...” She and her mom had the talks years ago. She still had nightmares about it. Well, both of them.

“Yup! And believe when I say this, Sweetie: She’s an animal in bed! I mean, we may be having a rocky start but the sex...Woof! She knows how to be forgiven for sure.”

“She’s that…” Sweetie hiccuped out of pure nervousness. “She’s that good?”

“It’s like being in a friggin monsoon that reaches all of you at once.” She did an incredibly lewd gesture with her hands. Sweetie’s cheeks caught fire.

“How long you two have been…” Sweetie extended her index fingers and started pounding them together side by side. “You two?”

“A year or so. If you want to know, she was the one that wanted to wait.”

“Ah, the irony.”

“Totally. But as soon she started...Whoah!” Spoon slammed loudly her glass on the counter. “She rocked my world and is still doing so and I regret nothing! Well, except for the whole secret relationship thing.” Spoon sighed heavily, building a small pyramid with her leftover glasses. They came so fast Sweetie hadn’t even finished her drink yet.

“You two understand each better than anypony in Equestria. I may sound naive, but if you matter for her and she matters for you...Then I think you’ll be alright. I don’t know much about love. Basically zero. But if you give her a chance and you give one to yourself, then you two will be happy.” Spoon turned towards her friend, listening with a solemn look in her eyes. “You are young, you are in love and I think you have whole life ahead of you. If you feel so…” Sweetie grimaced, biting her lip. “ So intimate with each other what stops you from feeling at home? From admitting your love to the whole world?” She placed a hand on Spoon’s shoulder, which she grasped gently. “I’m sure she will understand.”

“Oh, thank you, Sweetie Belle.” Spoon literally fell in her embrace, squeezing her shoulder with a strength only a drunk could posses. “I always thought you were the dumbest of the three blank flanks but you’re alright.” Spoon slurred. “Really alright.”

“You’re alright, too, Spoon.”

“Scootaloo is still a bitch…”

“Sometimes.” Sweetie frowned but still held her friend, patting her mane.

“What was I thinking? Tiara is so nice with me, so comprehensive...I’m sure she’ll understand...I know I told you every time but she’s pretty alright herself. Even though...she has this fetish.”

“Fetish? For what? Why are you bringing this up anyway?”

Spoon looked left and right again, hoping to not be heard. Not that she had to worry, with the DJ already starting with her beats. “Futa.”

“Is...Is that a Neighponese word or something?”

“Yup. That one. It basically means…” Silver Spoon signaled her to come closer, lowering her voice to a sultry whisper. With all the naughty talks she had done by that point and the one the club surely had heard before, this was the one that worried her the most. “Dickmares.” The lewd word flew like mercury in Sweetie’s ear. The young unicorn gulped loudly.

“Oh…” She babbled.”Oh! Just like Babs!”

“Like who?!” Silver Spoon’s pupils widened, her grin growing to epic proportions. A pair of white hands slapped Sweetie’s mouth shut.

“Nothing!”

“Oh, come on. I totally heard that, Sweetie B. Are you telling me that Babs...is a futa? Our Babs?!”

“Nope. Not our Babs! Another Babs.”

“Really?” Spoon let out a drunken giggle. “Do you know another Babs who is a futa?!”

“Oooohhh...We promised we wouldn’t tell. Well, actually we didn’t. Not officially...Gaaah!”

“S’alright, Sweetie B.” she patted the young unicorn’s shoulders in a complacent manner. “I tell you a secret and you tell me yours, fair enough…” she giggled again, trying to get on her hooves. “Oh, I like this song!” Equestria Girls was blasting through the speaker at full force. Was that song still a thing? “Oh, I want to dance!” Spoon tried to stand up but her hindlegs wobbled like jelly until its owner fell into Sweetie’s sudden and safe grip, catching her one moment her snout hit the floor.

“Why don’t you rest a little bit?”

“Your right. Aaallllllright. Tell me some more about Babs, then.” Sweetie rolled her eyes, caught in a situation she really hadn't prepared for. “Was she...born that way or somethin’?”

“Nope. Crazy spell from a crazy friend.”

“Some friend...Why did she do that?”

“She lost a bet. At least that’s what I know.”

“What kind of bets they do in Manehattan?!” Silver Spoon was reduced to a wild chortle, banging her fist on the counter while muffling her laughter with the other arm around her mouth.

“Funny. Everypony is asking that.”

“Is she big?”

“And everypony is asking that, too. According to Scootaloo it’s…” Sweetie’s cheek started radiating from their sheer heat. She could’ve swore the liquors down the counter were starting to boil. “Huge.”

“Wow!” Spoon giggled. “You know, I’m not into cocks as much as Tiara is, but you got me curious. Aren’t you curious?”

“K-Kinda…”

Actually, a lot...She wanted to answer. A whole lot and more...Ever since Babs had returned to their lives, it felt like something was changing and not for the bad. New, splendid desires were making their way in the minds of the three now grown Crusaders...and as far as she knew they were liking it a lot...

“You know what? Maybe Tiara would like that…” Spoon leaned on her elbow, a sketchy grin appearing on her face as her eyes wandered in sultry territories. “Your friend, I mean. What if me...and her...and T…”

“You are…” Sweetie’s pupils shrunk with horror. Those new ideas just turned for the worse. “Suggesting what I think you’re suggesting?!”

“You could ask her...unless she’s seeing somepony else! In that case...she could join, too maybe!” Spoon exploded in another naughty laugh, drawing some glares and amused grins from the other patrons.

“Join…” Sweetie Belle gulped. “Join you two? In bed?!”

“Why not?” Spoon asked like asking for a threesome was the most innocent thing in the world, like she lived in a terrible future dystopia where sex was just as impersonal as a handshake. “I know it sounds weird but...maybe she could help our relationship.”

“Well, for starters I don’t think Applebloom would approve.”

“Oh, so she’s with Applebloom, then. That...Now that would make it awkward.”

Sweetie frowned, wondering if she was going to throw some of Scootaloo’s darker secrets in there, just for completion sake. “Yeah, just that…”

“Well…” A crazy plan started to form in her mind. A crazy plan that not only involved the two former bullies, but one dumb, curious unicorn who hadn't really considered it. She couldn’t even blame the fumes of alcohol on that. “I suppose I could ask her at least…”

“You would?! Thank you!” The grey pony got up and started smothering her friend with the squeakiest of hugs. Her ribs choked out a gurgle of pain. Sweetie’s face turned blue.

“I’m not...Gaaahh...Guaranteeing anything, but…”

“It’s enough for me. Thankyouthankyouthankyou…”

Applebloom is going to kill me.

***

Thunk.

“Nope, not good.” A quick flutter of wings and a cold air current hit Applebloom’s forehead. She blinked and saw just an orange flash were Scootaloo once was.

Scootaloo threw the ball and swung its racket, sending the small sphere against the wall.

Thunk.

“Nope, not fast enough.” Another blink, another gust of wind that blew her magazine right out of her hands.

“The hay are ya doing?” Applebloom said picking back her magazine from the ground, unfazed.

“Playing table tennis. With myself.” Scootaloo proudly grinned. “Or at least trying to. I can’t catch the ball on time once it’s on the other side.”

So, yer havin' trouble playing with yerself? Sounds like a personal problem, Scoots."

Scootaloo could feel that smarmy grin even hidden by the cover of “Apples Today.”

“Aren’t ya supposed ta work?” The farmpony pointed to the scattered pieces of a scooter, sporting a couple of fake wings on the side. “Didn’t Pound Cake bring that to ya a couple of weeks ago?”

“Yeeeeahhh...Perhaps I should do...something with it.” Scootaloo dropped the racket and grabbed the toolbox in the corner of the room.

“Perhaps…” Applebloom giggled and reprised her reading, with the sound of screws in the background.

“Applebloom!” The bell attached to the door was nearly slammed away by a crazed unicorn barging in the shop. “You need to lend me your cousin…”

“Ok.”

Sweetie stopped on her heels, blinking slowly in pure disbelief. “What?” she squeaked.

“What?” Applebloom said, completely unbothered. In fact, a little annoyed by that question.

“What?!” Scootaloo said, joining the conversation so she wouldn’t feel a jerk.

“Let’s start from the beginning. Lend Babs...fer what?”

“For sexy times!”

Silence impacted the room like a meteorite

Right there, right then, Sweetie Belle was utterly convinced her friend would murder her with a wrench to the skull. The full extent of tact wouldn’t be capable of saving her from this situation.

“What...do ya mean with ‘sexy times’?” Applebloom asked completely calm. Or at least it seemed Sweetie since her eyes were still shut tightly in fear.

“PleaseApplebloomdonotmurdermewiththatwrench!”

“Whoa, whoa, whoa!” Applebloom stood up immediately to shake Sweetie Belle out of her panic attack. “Ah’m not...Ah don’t have a wrench. Sweetie calm down!”

“S-sorry.” she wiped a small tear from her face. She was one step away from having a breakdown and there were no sofas or tables in sight on which to collapse. There was the floor but there was so much grease, even for a mechanic shop!

“Why dontcha start again?”

“Everypony’s got a fillyfriend, now. Spoon, you, even Rarity is seeing some stallions! What about me? I figured you could...lend me Babs, because I wanted to see what was all that fuss about. N-not that your cousin is just fuss. She’s…”

“Spoon has a fillyfriend? Who is she?” Scootaloo asked, and was completely ignored.

Sweetie stopped and opened her eyes, noticing that Applebloom was just listening to her and not ready to cave her skull in. “She is far more than a fuss! I know it’s a bit creepy but we are friends and...And all of us kind of had a pass with her and...I mean, you can’t blame me if I kind of like her, right?” She turned to Scootaloo who nodded while sporting a mischievous grin. “At least it would be with somepony I trust. No offense, girls.”

“None taken.” Scootaloo said.

“I...do like stallions and Babs is the closest thing I have. And trust.”

“Ok.”

“I can perfectly understand if you think I’m a pervert and you don’t want to be my friend any—Whaaaat?!”

“What?” Scootaloo joined in, her jaw falling on floor perfectly synchronized with Sweetie.”You...You…”

“Actually, ah can’t lend her to ya. Why don’t ya ask her yourself?”

“But...But aren’t you...together?”

Applebloom blushed. “Y-yeah...But...Ah’ve been yer friend longer than ah’ve been with Babs. Ah don’t think anything is important as our friendship.”

“Really?” The unicorn was absolutely giddy, jumping up and down in place before lunging to her farmpony friend in a tight hug.

“Really! If somethin’ or somepony makes us happy, why shouldn’t we have a try with it? Besides, at least ya asked me, unlike somepony that shall remain unnamed.”

“I said I was sorry!” Scootaloo whined.

“But what would you think Babs would say?”

“Babs approves, that’s for sure.” The Manehattan filly had taken the habit of popping up from behind everypony. Or in this case while leaning from the railing upstairs. Had the three mares planned it beforehand?

“Seriously, how do you do that?” Sweetie lifted her head towards her friend. “Not even a hoofstep!”

“Magic.” Babs wiggled her fingers around, snickering. “So, guess you want it to do it properly? Pick me up seven tomorrow?”

“Properly? O-Of course! I’ll pick you—”

“Wait! I’m the stallion...Kind of...So, I guess I’ll pick you up at seven tomorrow.”

“Fine either way Babsy!” Sweetie Belle giggled. “Where would you like to go?”

“I, uh...I’ll let you know later. Later is fine, right?”

“Sure thing!”

The unicorn singer was sure glad thing went so smoothly. Not only there was a fantastic evening in sight for her, maybe another pony could benefit from this. A pony with glasses and an annoying fillyfriend who, at least in Sweetie’s heart, deserved as much as anypony else to have a little fantasy fulfilled. Only one last thing to do: Their date had to be the best it could...and there was just one pony who knew what the best is.

***

"Rarity, what’s the best thing to do on a date?”

The grown, refined, unicorn mare wrapped inside a silk tailleur of splendid design whipped out her mirror and gave herself one last run of lipstick. “That’s a little generic, Sweetie. What do you mean by that?” She kept adjusting her mane in a hurry, her eyes firmly locked on her reflection.

“Well, I wanted to be generic. What would you say is the best thing to do on a date?” Sweetie Belle leaned on the door jamb, her lips scrunched up into a pout. She hated when her sister was so hasty, too much to pay the least bit of attention to her.

She wondered if she should tell her how her sweet, innocent sister is going to have a time Rarity couldn’t even imagine...

“What are you smiling at?”

“Oh, nothing.” Sweetie quickly swept her grin away. She was getting in the right mindset, alright. “So, what do you say?”

“ Well, you make them yours, Sweetie Belle. Bind their bodies and their hearts to yours. When you and your beau are having some, shall we say, ‘romantic time’, he should think about you and only about you.”

“Wow…” Sweetie blushed. Was Rarity suggesting what she thought she was suggesting? No, it couldn’t be...Her sister wasn’t a prude for sure, but even while talking with a curious little sister, a lady like her should have showed some modesty…

“Does this have to do with that box full of shackles and long rubbery things upstai-”

“Oh, so sorry but I must go!” Rarity basically flew out of the door, grabbing her purse on the way, much to Sweetie’s discontent. She quickly leaned her head outside the door for some parting words. “And it’s not polite to peek in somepony’s else room.”

“Isn’t it a bit...weird?”

“Of course not! Relationships, even the most fickle ones are demanding, they require focus and effort to make them work. What would my date think if I was, let’s say, thinking about the weather instead of him? Or at least an interesting argument that both of us would enjoy?”

“That would be rude. Besides, Thunderlane is in the weather team so you could ask him about it.”

“How did you…?”

“It’s not Thunderlane?”

“Well…” Rarity blushed. “I do have plenty of suitors, but—”

“But it's just Thunderlane.”

“The point is, the point of a relationship is creating a bond. Never forget that; Sweetie.” Rarity leaned over, giving a small peck on Sweetie’s forehead before trotting towards the door. “Make him the center of your world and he’ll do the same.” Rarity tittered a bit. “Even if you have to force him into shackles!” she said one last time before shutting the door behind her, but not before giving a wink that really threw off Sweetie Belle..

“Was she...Was she saying what I think she was saying?” Sweetie Belle shuddered. Rarity was always right to the point, but that wink...maybe it was just for effect...Or maybe...

“Saying what?!” Scootaloo shouted from the other room.

“She got right to the point! I can’t believe it!” Said Sweetie Belle while climbing the stairs to her room. Scootaloo was there, sitting on the floor playing cards. Sweetie Belle caught her looking at her cards while she was gone, but the unicorn had more serious matters ahead.

“Believe what?”

“Rarity just told me I had to shoot for...Uhmmm…” She put a finger over her lips, trying to think. “It sounds like candy and you need lots of leather and harnesses and things…”

“No way!” Scootaloo jumped up, flapping her wings to keep herself afloat. “S & M?!”

“Oh, is that the name? A bit silly...”

“And for your first time...ish, even? Your sister is straight to the point.”

“Ish? What do you mean by Ish?”

“Well, there was that time with you, Buttons, the movie theater and his grubby, little hands…”

Sweetie Belle grumbled. “I should’ve never told you that.”

“Anyway, I can help you with that.”

“With...what?”

“Well, do you expect Babs to bring what you need?”

“That would be...rude, right?”

Scoots nodded. “You’re lucky there’s a friend who knows where to get the stuff and knows what you need.”

“Really who is it?” For the second time in a row, one of her friends kicking her butt was in the list of her worries.

***

Babs raised her fist to knock but her knuckles hit the empty air. The door of Carousel Boutique opened well before then, revealing an absolutely giddy Sweetie Belle behind it. “Oh my gosh, you’re here and right on time.”

“Y-yeah, you too. How did ya know I was already here?”

“Well, the first two times there wasn’t anypony here and the third time Doctor Turner passed by and gave me a weird look. I really thought that, maybe, you know, you’d come early?”

“Oh.” Babs blinked. “Anyway I’m here. So I guess we are ready to go?”

“Sure!” Babs raised an eyebrow at seeing Sweetie’s dress. It was of a livelier shade of white than the usual, complementing perfectly her coat’s tone. It leaned closer to bone white and had fine gold colored embroideries around her waistline and shoulders. The gown draped near her knees, the faint floral design dancing around them in the low sunlight. The colors of the town were taking on an orange like tint, before settling into a soft blue as the sun dipped below the horizon. Her sister’s design, no doubt, designed to wrap her slender yet elegant figure right to the T.

Babs nearly felt ashamed of her outfit. Of course, not expecting in the least to be returning to Ponyville and having a date with a friend that deserved her best, she hadn’t exactly packed her fancier outfits. Not that she had any. Fortunately, Big Macintosh had some spares from when he was a younger (and thankfully shorter) colt. She wore a plain white shirt, her sleeves rolled up the elbows, and kept her black jacket resting over the shoulder. Her chest was partially unbuttoned, giving respite to her large breasts and showing a tiny, minimal glimpse of her black bra.

Ah bet you’d hate to see one of yer boobs pop out in front of everypony, right? Applebloom said and despite the itching, her cousin was right. Still, the use of a bra should be restricted to a minimum in the future. If Babs was the stallion, she had to look the part to the best of her ability. Not that any of this hindered the sight of Sweetie Belle’s gentle smile.

“Oh...my...gosh! You look beautiful? Or should it be handsome?”

“Whatever you like.” Babs giggled and offered her arm to her friend. Sweetie clung to it immediately.

“So, what are we doing?”

“Nothin’ too fancy. I got two tickets for a movie. How about it?”

“Cool. Did AB find it for you?”

“No…” Babs blinked, looking even a little offended by that question.”I bought them.”

“Oh, sorry. I still think of us as some kind of team, doing everything together. Doing everypony together…” Sweetie then realized what she had just said and expected, no, wanted a blow from a wrench.

Fortunately, Babs was just snickering her butt off. “Oh, so true!”

“Don’t you think it’s a little...weird? I mean, this thing between you, me, Scoots and AB?”

“Nope. I heard what ya said in Scoots’ shop and I think I agree with that. If ya want to, well…” Babs lowered her voice to a whisper when she saw a couple of ponies passing by, chatting. “...Sex, it got to be with somepony ya trust. Why not a friend? I’m kinda...kinda flattered.”

“Oh, don’t be.”

“I am.” Babs stopped, a blush spreading to her cheek as she kept frantically adjusting her mane. “I still can’t believe that.”

“What’s that?”

“How...lucky I got. With youse girls. Like I said to Applebloom, one day I’m a sad little filly with no friends in the big city and the other I got three awesome friends that love me...Not that kind of love, but you know what I mean.”

Sweetie nodded and grasped her hand tightly, savoring the moment. “I’m sure of it. Though, nopony said you won’t find that kind of love...whatever it is.” Sweetie Belle blinked. “Wait a minute. Aren’t you and AB…?”

“Oh, yeah...absolutely.” A warm smile spread to her face, fueled by the memory of her cousin’s gentle touch, of all the kisses they shared…”But…”

“Oh, I hate these buts!”

“It needs work. I need to make this work. I don’t want to have something so shallow, to base it only on sex and…” Babs blinked, looking at Sweetie Belle, and noticed maybe a tiny bit of hypocrisy in her words. Just a tea spoon. “Not that there’s anything wrong with that. With just sex I mean, I—”

“I know, I know. “ Sweetie shut her up with a finger on her lips. “Don’t overthink it and just have some fun. You’re too cute for that.” Sweetie blinked. Wasn’t that a Diamond Tiara thing to say? Well, it was quite appropriate for that evening, especially for what she had to ask Babs...

“Wonder what I got that made youse girls so interested, though. Well, I think I know.” Babs pointed at her crotch with a quick glance, drawing a little giggle from her date. “ I’d never thought I had to thank Alula for it!”

“Alula?”

“My crazy friend.”

“Uh, she finally got a name! And it’s Alula. Huh. But, it’s not like that. Even if you didn’t have that extra piece you’ll be rolling in mares. Or stallions. Ever tried stallions?”

“Not for lack of trying, that’s for sure.”

“Besides, what’s the need for stallions when you have that?”

“Who’s being shallow now?”

The two walked their way to the theater, a small crowd gathering in a line in front of it. Or at least its entrance since it was an open theater. Some pegasi simply settled down on some runaway clouds, gaining for themselves the best seats ever. The silver screen wobbled in the mild breeze and she felt Sweetie’s lovely arms lovely tightening around hers. Maybe a little too much, but still cute.

“Yeah, but that game simply doesn’t have a story.” A pony yelled, a youthful voice coming from behind the two. “What did you expect?!”

“First of all, it does have a story. Not good, yes, but at least there some memorable, recognizable characters. What’s the point of making a movie out of it if you take all the main characters and put them all in the sidelines in favor of the friggin’ directors’ wife?!”

“I guess you have a point…” Babs turned to see a young pegasus cozily scratching the back of his head. His friend, a smug looking earth pony with a dark brown coat, had, what else, a smug, proud smile on his face. If he wanted to look cool, at least he should have to remove that ridiculous beanie with a green propeller.

“Seriously, what are you: two?” Babs muttered. The other colt, though, noticed the couple and kept staring. A long, unnerving stare that spurred Babs to quickly cook an apology, fearing that he may have heard her. Instead, a warm smile appeared on his face.

“Oh my gosh, its...It’s you!” He said to Sweetie Belle.

“Oh, hi Button.” Sweetie sweetly waved at him, still clinging at Babs’s arm. “What’s up?”

“I...I haven’t seen you in a while. Which is...I don’t know, this village it’s so small and everypony kinda knows each other and I know you and...and…” Buttons blushed and started twiddling his fingers together, unsure of what to say and avoiding Sweetie’s gaze. Suddenly, Babs felt a little guilty for that little jab. Especially for such a cute colt. Such foalish innocence was just so endearing, like the one Sweetie Belle has.

“So, uh, you here to watch the movie? I mean, of course you are here. I’m here for that, too. Me and Rumble…” The pegasus with which Buttons was talking gave a quick wave to the two. Babs waved back at him.

“Well, yeah, of course.” Sweetie giggled. “Um? Babs? What movie are we watching, by the way?”

“The Expendacolts 2.”

“Rrrright...I just came here for the explosions and the fact I’m going to bitch about the video game doing the adaptations all wrong.”

“At least you’re honest about it.” Babs said. “Boy, I avoid them like plague. They’re never good.”

“Except for the Batmare games.” Babs said. “Still the only good ones.”

“Obviously.” Buttons nodded and so did his friend.”You like them, too? Oh man, the final boss in the second one is a thing of beauty! Especially when she gets the sword—”

“And she starts chopping Hayface down and he starts spawning those little creepy hay ponies?! Yeah! So awesome! How are they going to top that?”

“Two words.” Buttons made a two sign with his finger, closing them one at time as he said it. “Bat. Mobile.”

“No way!” Babs went all giddy with joy, nearly biting her fingers to contain her enthusiasm. Sweetie coughed and stepped in between the two, lest the whole evening went 16-bit.

“I don’t believe you two have been introduced. This is Babs Seed, Applebloom’s cousin and...currently my date!”

“D-date?!” Buttons jumped back like he was facing a Manticore.

Babs shrugged, a nervous smile on her face. “Yup. Nice to meet ya.” Babs extended her hand and Buttons nervously held it, his lips trembling weakly before forcing in a smile.

“So, uh, hope you have fun. N-Nice to meet you, too.”

“Wanna hang out after the movie?” Sweetie asked.

“Actually, we have to go to...that place. Right Rumble?” Buttons not so subtly winked. Both Babs and the young pegasus rolled their eyes.

Sweetie sighed nervously. “Why is he always so awkward?” she muttered. “Even while being so cute?”

Babs raised an eyebrow and hid a smarmy grin. And a hint of jealousy towards the cute colt, but she felt she understood Sweetie Belle a little more. Looked like she had a type “Wow, I’m so lousy of a date?”

“Oh, it’s not like that! It’s just that...Ever wished something could have gone better?”

“Oh, so many times!”

***

“That was awful!” Babs roared out a hoarse laughter, her arm around Sweetie Belle, who was giggling uncontrollably. “Like, a new world of awful!” The two stumbled back in Carousel Boutique almost drunkenly, their fit of laughter totally out of control.

“That’s why it was so gooood!” Sweetie bent in half, trying to hold her stomach that threatened to burst with laughter. “I mean, he wasn’t just going to stab him, no. He kicked the knife in the guy! So mean!”

“At least he suffered less than that manticore.” Babs cleared her voice and did her best Colt Norris impression. “Oh, I was bit by one. And after four days of horrible pain...the manticore died!”

The two burst out into laughter yet again. Quite a relief after having to hold them for a couple of hours. “I didn’t expect to see him!”

“Yeah! Neither did I! Buttons did though!”

“Really?”

“Yeah. The second he came on screen he was all smug and said ‘Called it.”

“Well, without him it wouldn’t have been the same, duh!”

“I never saw so many old stallions being so buff! Kind of creepy.”

“Hey, they’re not old. They’re mature. That’s quite a difference. Also kind of snazzy.”

“Ooooh!” Sweetie Belle giggled yet again, her pupils widening in perfect stupor. “Babsy has a type.”

“I do not!” she yelled, still in the midst of laughing. “I’m just giving credit where credit is due.”

“And how about young mares? Like those?” Sweetie fluttered her eyelashes, putting aside one rebel lock of mane from her forehead. Her half closed eyes fixed in a held, warm gaze.

“I...Well, of course I do…” Their eyes locked together, Babs’ arms circling Sweetie’s delicate waist.

“And what about me...stud?” Without a warning, Sweetie Belle grabbed Babs’ swelling manhood, starting to stiffen behind her pants. The unicorn swallowed her yelp with a kiss. A wet, sloppy kiss with no subtlety or restraint. Sweetie’s tongue slithered all the way in, swishing up and down on Babs’ own, intertwining their wet appendage in an oh so familiar dance.

Sweetie got carried in the sheer smoothness of their touch and literally climbed the inches Babs had over her, caressing her cheeks and pulling her closer into the kiss. Her hungry hands stroked and ruffled her crimson mane. It was so weird kissing her, kissing a mare. She had an overall sweeter and smoother taste than colts, like cinnamon. Her tongue was firm and pushed with delightful abandon but never exceeded its welcome. Babs’ hand moved where they wanted, gently stroking Sweetie’s buttocks but not grasping at them.

She stayed in her place. She loved that.

Their kiss broke, leaving a translucent strand of saliva between their mouths. “Let’s go upstairs.” Babs’ thing twitched one more time, as if nodding to the suggestion.

“Your sis isn’t home, right?”

“She’ll be away for a couple of days. Don’t worry.” She kissed her nose and skipped towards the stairs. “Will you...Will you give me a couple of minutes? I need to make preparations.”

“For what?”

“A surprise…” She purred, closing the door and slowly entering her room bit by bit, leaving her head last and without breaking eye contact with Babs and that lascivious look. She popped her head out one last time and asked: “Seriously, I’m not taking long.”

“I know, I know.” Goodbye, mood. It was nice knowing you. Babs shook her head and chuckled a bit, leaning her shoulders on a wall to wait.

“Come iiiiin!” Sweetie literally sang from the other side of the door. Babs found herself literally floating to her friend's room.

It was like nothing that Babs could have expected. Sweetie Belle was wearing a skimpy outfit of black leather. Most of her body was exposed, especially her perky, delicate and aroused breasts and the bright pink entrance of her femininity. Her parts stood so nicely against her alabaster colored coat, as if they were screaming to be locked and taken. She had a mall belt of black leather connected by a pair of straps to tight fishnets stockings. She stood there as a pure, unmoving icon of pure femininity, a look of pure sex etched in her eyes, one arm nonchalantly put on her hip…

Maybe a little too unmoving. She was as stiff as...a very stiff thing.

“Are you...Are you alright?”

“Y-Yeah!” Sweetie eased up, hanging her shoulders and giving a big sigh of relief. “I wanted to look good, but this thing is so tight!”

Like my pants…

“When...Did you have that thing all the time?”

“What? No. Scootaloo knew a place. A place of very, very dubious morality.”

“You don’t say.”

“They didn’t have even a dressing room! For shame. But at least the clerk was really nice and helped me...to get these babies!” Sweetie turned toward a table and swiftly lifted a cloth, hiding things the Manehattan filly thought existed only in porn movies. Granted, she also thought that all the sex she was having existed only in those movies as well.

On the table laid a pair of steel cuffs, a riding crop, leather strap, a leg harness, a ball gag, ropes of various colors and even a couple of green dildos. Not just average ones. Enormous.

“Is this...for me?” Babs’ blood abandoned her face.

“You serious?”

Sweetie nodded, a huge grin on her face.

“I, uh, I…” Babs took a few steps towards the door. “I don’t think it’s a good idea.”

“Oh, maybe...I guess it’s too much. At least for a first date.” Sweetie Belle slumped down, a frustrated sigh escaping her lips. She picked up the flamboyant riding crop and looked at it with disgust. Babs approached her, putting a hand on her shoulder but without being noticed. Her friend may have overdid it a bit, but still...she was looking forward to it. She was happy…

In her gut, she felt not only the need but a honest to Celestia duty she had towards her friends: to make them happy, to see them smile and to make them enjoy their time together at the best of her ability. No matter what, she would’ve brought a smile on the unicorn’s lips.

“Why we don’t find a compromise, uh?”

“Like what?” Sweetie sniffled.

“Baby steps. Let’s start slowly.”

“Maybe…” Sweetie Belle got up, her enthusiasm seeping beneath. “Maybe we just try something, not everything at once! How about that?”

“Uh, sure.”

“Oh, how about the cuffs?” Sweetie Belle grabbed the item in question, giggling and jumping around after giving an affectionate hug to Babs. “How about those? It’s a classic? I mean, at least that’s what Scoots said. Like them?” She showed them off to Babs, who had to admit they weren’t so bad to start. Very few possibilities of getting hurt and they were a cute shade of pink, too.

“Alright, but just the cuffs.” Sweetie nodded with joy as Babs climbed on the the bed and started undressing. She opened her shirt slowly, popping one button after the other, exposing one inch of her warm, inviting orange coat at time.

The bulk of her chest swung out, still impressive even after being compressed in that tiny strand of black cloth. Her fingers slipped behind her back and a small pop was heard. Two big, puffy and perfectly buoyant breasts were staring at her. Babs’ powerful mounds were making hers shrink out of shame, her nipples even tingling like they were retreating at the sight of those huge, golden brown masses…

Sweetie still let out a small whistle of appreciation.

“Yeah, everypony does that.”

“It just means they’re, well, ponies! I mean, those boobs are lovely!”

“And ya haven’t seen the best yet!” Babs grinned and stood on her knees, bending down slightly to slip out of her pants. There was no underwear to constrain her generous flanks and no more cloth stood in the way of the object of Sweetie’s friend’s desire. Babs’ nearly erect and gargantuan member stood in full view and the unicorn finally felt everything was right.

For the second time she had a deep, abiding sense of belonging and the bond that had joined stood between Babs’ legs. Her mouth slowly opened in awe at the sheer girth and length of her friend’s endowment, a small patch of drool formed at her mouth.

“Oh, I can’t stand it anymore! Let’s do it right now!” She pounced on Babs, diving into another wet kiss, shoving her tongue deep. Her hands slid all the way up, savouring slowly Babs’ mounds.

Her horn glowed and the handcuffs, straps, leather harnesses and riding crops all came into place, floating in the air and pointed right at the Manehattan filly, who gulped loudly in terror and arousal. Sweetie’s Belle horn sputtered, drowning the room in a blinding flash. The unicorn jerked a bit, looking back and forth, finding her hands cuffed to the bedposts.

“Aaaaaawww…” Sweetie Belle was on the verge of tears, making a sad face face that was both adorable and spurring anypony with a lick of heart to help her out. Babs let out a small laugh that really made her feel ashamed of herself.

“Come on, I’ll help ya.”

The hand cuff clicked open to Sweetie’s relief. It she hadn’t such an understanding friend, such an embarrassing failure would’ve drove her to exile. Rarity always said that Saddle Arabia is a good place for it, if one had the possibility to choose. Lots of veil with which to hide one’s face...

“Why we don’t put the thingies away? At least for now?” Babs said as Sweetie was checking her sore wrists. “I don’t want ya to hurt yourself, rushing it all.”

“Yeah...I guess it’s better that way. If you don’t like them and I don’t know how to use them, what’s the point?” Sweetie sighed. All that money for...well, not for nothing but still not something.

“But at least I wanted to at least try this…” Sweetie purred, dangling the cuffs from her index finger.

“Sure ya do.”

Sweetie quickly put all the tools in what seemed a toy box. Babs just knew in the tip of her brain that they would be seen again, but couldn’t wrap her head around it on why. The unicorn climbed on top on the bed and on her friend, deliberately rubbing her perky breasts on Babs’ soft fur. Her stallionhood twitched under the sheets as she adorably stuck out her tongue while cuffing Babs to the headstand.

“Now a safeword!” She said, clapping her hands.

“Safe what?”

“Safe word! You know, something you need to say if you want to stop or you don’t want it to stop...I think…”

“I don’t think it’s necessary…” Sweetie Belle stuck out her lower lip and her pupils widened. The beginnings of a sob could be heard. “But if you like it, I guess it’s fine.” Babs rolled her eyes when her unicorn friend went to pouting to a maniacal smile in less than a second.

“Alright, alright, alright! I guess the safeword is...Banana!”

“Really? Not ‘Apple’? Why not—”

Sweetie Belle sat on Babs's face, muffling any possible smartass reply. "I'll give you a, uh, treat if you make me cuuuuuu-whoa!" Babs started in, diving her tongue right between her creamy hips and poor Sweetie felt instantly overwhelmed. Between her prowess with Scootaloo and the no doubt gargantuan amounts of sex she got sharing a roof with Applebloom, Babs had become really good at eating out.

Her tongue swept out in large, sloppy arcs, picking the tender flesh, tormenting the sensitive surface with her hot breath. She bumped her crotch with her snout, making a weird slurping noise and drawing out uncontrollable pleasure, adding her lips to the mix to literally attack the tender door to her femininity, matching her mouth with her dripping folds.

“Gaaah…” Her nethers were screaming out in pleasure, waves of bliss wrecking her body. It was so simply...uncouth. Babs wasn’t perfect, hay, she was even crude but for a first time, her first time, it was the best she may have hoped. When her tongue plunged in, so rough and manly, she was in pony heaven. Her swipes grew faster and louder, Sweetie’s precious aroma leaking down Babs’ chin.

She could feel a new kind of energy spiraling in her crotch and slithering up her spine. Her head was spinning at the motions of Babs’ tongue. A rhythm, calculated and stirring, cold and yet passionate, every motion, every tingle in her cooch designed to bring her over the edge and boy, was it working. That wonderful, wet warmth spread to all her lower parts, her butt tingling and tightening as if her body was undecided if to like that intrusion. Waves of bliss grew and crashed into her belly, sending her voice into a coarse moan, her hips rocking slowly against Babs’ crimson head.

She could feel her lover not only using her tongue but even gently nibbling on her rpsy peak of her hips, gently rubbing her snout on her sensitive folds, preparing them for another tongue plunging, so unexpected and yet so exciting. Her hand moved on her own and started stroking at her teat, pinching her nipples while lost in a new world just opened to her. Her free hand completed the picture and simply rammed Babs’ head further, drawing a surprised moan from her and a much faster eating out.

Her juices were noisily squirting out, staining the sheets and Babs’ mane as well and at that lewd sight she simply lost control. Her hips moved faster, riding the thunder and shoving all of Babs’ tongue down there, allowing her to finally be tasted in her final depths.

“Whooohoooo!” she screamed as she kept rocking her hips. “This is...Naaah...Scoots...Could’ve told me it was this awesome...Naaahhh…”

It felt close, so close...That blinding, pulsing moment of release pervaded her senses and she came with intensity, crying out the powerful orgasm. She lasted barely a minute, but it was a lovely one, intense enough to feel like a frenzy of simultaneous explosion, her juices darting all over Babs’ face and chest. The Manehattan mare was stimulating further her erupting erogenous zones, lapping with haste to pick all the juices she could, drinking the precious ambrosia directly at the source. She hugged Babs’ head, pushing her further between her legs and felt her tongue reaching one last time her precious spot, whimpering as the climax pervaded.

She slumped down on her back on the bed, wheezing out to bask in that delightful moment, her legs spread open and squirting the last few drops. The whirlwind of sensation inside her had quelled, bringing with it all the leftover energies. She felt tired...So tired…Maybe just closing her eyes for a wh—

“Huum...Sweetie?” Babs said, prodding her a bit with a hoof. “Glad ya liked it, but I’m still kinda here.” She gave a sheepish smile, a small tent growing below the sheets at the base of her crotch.

Embarrassed, Sweetie tried to get back in her role.

"Oh! Sorry, eh-heh. Er, right, um, a reward!” She said with grandeur, popping back up on her knees and shooting a look of pure sex towards Babs’ turgid length. “So, what would you like?"

Babs looked at her,thinking, with Sweetie scooching down between Babs's legs. "Maybe a blowjob? I could do that!"

"Uh, sure, alright...But, uh, could ya maybe...use yer tits?"

"Huh? You mean like Scootaloo said she did?"

"Uh, huh. Loved that one"

"A-alright."

Sweetie nearly ripped the sheets out of the bed, giving full view again to Babs’ completely hard dick, pointing right at her. She grabbed it in one hand, marveling at its sheer warmth and thickness and started stroking up and down, a small drop of cum jotting out of its tip. Their eyes met while Sweetie extended her tongue, touching lightly and marveling at its salty taste.

Scoots did say it was weird...

Babs half yelled when her buttery mouth enveloped the tip of her penis. A weird, gobbling noise came from it as Sweetie bobbed her head up and down her phallus and the velvety sensation of her breasts circled it. They were like two small, firm pearls, incredibly soft against the rock hard appendage of her friend, She could feel it throbbing obscenely as she gobbled more and more of it, breathing from the nose as hard as she could to not lose her momentum. Its musky, pungent shape invaded her mouth and her nostrils but she couldn’t give up.

The tingling in her mare parts returned as strong as ever and it spurred her to continue, hoping to feel that wonderful appendage finally inside her…

“Uuhhmm…” Babs moaned, her hips moving back and forth, rocking her massive member in and out Sweetie’s mouth. She lifted her gaze to the ceiling, her eyes rolling at the back of the head as Sweetie worked her magic, sucking down like a lollipop her throbbing cock. Applebloom rarely did that, almost never, and having a nice, wet, if a little inexperienced, tongue on her cock was something she simply couldn’t give up. Sweetie moved with grace, stroking her pulsating vein and filling her cheeks with her engorged meat. Her delicate, soft lips around her dick made her flesh sing in delight while Sweetie’s tongue kissed her cumhole, making her nearly jump and grasp the sheets.

Suddenly, as Sweetie was pressing her chest against her rod to have a free hand with which to cup her balls she felt something weird. She felt like something was breaching her, spreading her apart and titillating a sensitive and warm part of—
“Oh my gosh!” Sweetie said, popping out Babs’ cock from her mouth, her chin dirty of precum. “Scoots didn’t say you still had a pussy!”

“I, uh, what? I do?”

“Sure you do! Look!” Sweetie spread her entrance with a couple of fingers, giving a small, sweet kiss to the tender flesh that looked forgotten. “Just below your balls””

“Well…” Babs moaned. “I guess nopony thought about it until now...Kinda of a relief.” Some of the old Babs was there at least.

“This changes everything!” Sweetie moaned enthusiastically and took a good third of Babs’ length back in her mouth, while using her fingers to rub and prod and Babs’ sweet spot. In perfect harmony, Sweetie Belle used all of her newfound talent to make both the mare and the stallion have the time of her life. Pleasure rippled across both of her ways, bringing her to the edge quickly and from two different fronts and just like a candle with two ends, she was burning twice as bright...and half as long. Her wad was on its way, scratching at her door and begging to be free, ready to reward Babs’ patience with an earth shattering climax soon to spread to her whole being.

"Um, I think you're supposed to beg for it right now, if I remember righ—"

"Oh Godly sisters, please, please, please, lemme cum Sweetie!" Babs roared, completely forgetting about the game. She felt so close she could taste it. The empowering, overwhelming orgasm was close to being in her grasp that it was driving her mad. “Banana! Banana!”

"No, no, no! You aren't supposed to just give in! You have to resist so I can break you!"

"Maybe we just skip that part? I kinda wanna get to the part where you let me jizz, please? You can break me next time." Babs bit her lip, a shade of red tinged her cheeks. The enormous pressure in her loins quaked and shook her body. Her member twitched away, threatening to burst.

“Are you sure you should? You don’t seem well and—”

"Oh fer Pete's sake Sweetie, just let me cum already!"

Sweetie Belle squeaked in surprise and grabbed her breasts again, grinding them away at Babs’ rod. Her touch was the final straw and she let herself go. Utterly and completely. The jarring, pulsing climax hit her like a freight train, molten juices erupting from her genitals. Her back arched and the bed creaked, staccato spasms abandoning her lips. A cloud of juicy and sticky cum exploded over Sweetie’s chest and mouth, splattering all over like cotton candy. Her jizz flowed so strong it nearly hurt, huge, wet globs making their way across her canal like bullets.

The huge nuggets spilled over Sweetie’s alabaster coat and the young unicorn swallowed all that she could, a small bulge forming in her throat. She didn’t care about the taste. It was actually quite pleasant, but the exhilarating sensation of Babs giving her a nice, huge mouthful of cum overwhelmed her. Scoots and AB never said anything about its taste, just bragging about the audacity of such an act. In fact, Sweetie noticed that that warm, piquant taste made her head spin and her loins quiver, even feeling the orgasm come at her door by just having a few drops on her tongue.

She gulped down all that she could, sucking her balls dry until her belly was full of warm cum and Babs’ balls were empty. It slid down her throat smoothly with Sweetie even sucking the powerful, intoxicating essence as hard as she could. She felt like she could’ve drank that magnificent liquid all day long. The still stiff appendage slid away from Sweetie’s mouth, still joined by a mixed strand of cum and saliva.

The unicorn coughed a little cum, licking her lips to taste the last. She looked at Babs, panting heavily and with her eyes closed. “Scoots and AB said you could last more than that…” she purred.

“Well, ya were good. So good.”

“Foreplay is over...Babsy. It’s time to get down to fuckin’.” Babs’ pupils widened at that vulgarity. “Heh. Sorry.” she giggled. Sweetie got on her knees and lifted her rump, grabbing Babs’ still sensitive dick. She lined it slowly, right in front of her entrance and plunged her hips downward. Babs’ tip slid upon it, retreating and spring back up like a pop up toy. She tried again and again, still sticking her tongue out to gather concentration, until she could feel a sweet pain down in her crotch. Her lower lips tightening and her cherry spreading out, ready to accommodate Babs’ hungry tip.

“R-Ready?” she steeled her tip looking at Babs. A look of solemn admiration was etched in her eyes. She nodded, moving her arms a bit and realizing to still being in cuff. Sweetie guessed her gesture and put a hand gently around her wrist, exchanging a smile

She grunted and slowly took it in, marveling the feeling, while Babs was struggling against the cuffs. Her dick hadn’t rested enough and the feeling of Sweetie’s delicate folds spreading around it was too much. Icy pleasure run down her length as Sweetie was rocking her hips to slowly take in more and more of her, the unicorn hissing and panting as she ground her crotch against Babs’. Thank Celestia she was far less tight than Applebloom, for the sake of both of them.

Her juices loosened Sweetie’s love canal and allowed her to mount Babs more quickly, her little boobs bouncing up and down as she rode her friend. Babs’s thick, black rod stood out against the elegant white coat and was crowned by the faint shade of delicate pink of Sweetie’s juicy folds, fully spread and ready to accept the full extent of her stallionhood. Her tongue rolled out as pain was supplanted by pleasure, the pleasure of plunging balls deep in a mare, slapping her crotch against Sweetie’s, her huge thing slamming her depths and being caressed by the rosy flesh.

Babs rod the wave, matching every blow with gusto. She grunted and pushed her hips against Sweetie’s, unleashing her row, primordial need to mate with savage, erratic thrusts inside her friend. Sweetie’s hand were pressing against her belly, making lever to plunge herself onto Babs with all her weight. Her slender hips were literally flying on top of Babs’ crotch and she was growing in prowess by the minute.

At every touch, Sweetie was becoming a mare and that, apart from the wonderful warmth emanating from her depths, was a massive turn on for Babs.

“Tell me when...Tell me when you’re about to cum.” she squeaked, crashing hips against Babs’ crotch at ludicrous speed.

“Oh, I’m so close...So close!” She steeled herself, preparing to be wrecked by another orgasm, for that final moment of culmination, keeping her eyes closed to bask in that glorious sensation...until Sweetie Belle stopped. Babs opened her eyes to see her friend not moving, half of her cock still lodged within her.

"What the hay, Sweetie Belle?!"

"No, it's…” She panted, a drop of sweat crossing her brow. “Okay, it's this trick I...read about. Trust me, you'll really like it, it should make your orgasm really good! Oh yeah..."

"Alright..."

She was bringing Babs to the brim, only stopping a second, a third, a fourth time, sliding her juicy rod out, only to slam it back in. She commanded her orgasm like a rising tide, always retreating before its awesome power could overwhelm them both. She took it at her own pace, setting it up like a true dominatrix. She mounted her like crazy, stopping only to slide Babs’ penis out of her and let the pleasure rippling in her lenght subside, to make her body forget it and immediately remind it afterward, slamming with force against her uterus.

It was amazing, exhilarating, sexy as hell…

She couldn’t take it anymore.

Not at these terms.

Babs roared and lunged forward, following a cold snap. Sweetie Belle fell impaled on Babs’ dick and with a mixture of horror and arousal, noticed that her friend’s hands were free.

Sweetie Belle got a crude reminder that Babs was an Earth Pony and those were cheap novelty fetish cuffs, not real police cuffs. In hindsight, she should have expected it.

Babs gave a growl, pushing Sweetie on her back, and started rutting her silly, her huge breasts pressing against Sweetie’s and her arms circling her back. She rocketed her hips forward, slamming herself in her, delighting in the warmth and tightness of her cunt at an even pace, allowing the pressure in her loins to give itself wild abandon. Her tongue was hanging out at the side of Babs’ mouth as her speech was replaced by incoherent, lust filled grunts.

Sweetie barely had time to realize the tables are turned, before getting swept up in how incredibly, unbelievably hot being fucked liked this is. She hugged her lover tightly, pressing her lips on Babs’ sweaty shoulder before moving to her neck, her chin and locking lips in not a kiss, but something more resembling a collision.

Their tongues danced on top of each other as she was was completely and utterly rutted. Her loins were on fire, her spine arched and the sweet promise of release approached with her lower lips squeezing Babs’ hard cock painfully so.

“Babs...Babs...Naaahhh! I’m c-close…”

“Me too…” Babs grunted and spread Sweetie’s legs further, slamming her crotch against hers and spilling her juices at each thrust of her gargantuan stallionhood. Her head spun and floated around, overwhelming pleasure sweeping her away. A powerful gush of her ambrosia erupted from her loins as a high pitched scream of pleasure left her lips.

The squeezing sent Babs over the edge as well and with a loud moan she blew a shot into Sweetie's pussy. Huge, sticky globs of stallion seed were sent flying splattering into her pussy, the two mares entangled and screaming in pure delight as the mingling of their juices happened, sending waves of pure pleasure crashing down their very core. She buried herself in the her mare’s heated core, filling her with rough, manly thrusts. She had enjoyed rediscover being a mare, now it was the time for the stallion to rut and pounce, to match Sweetie’s thrusts and pounding her, beating an obscene rhythm out of her body as her seed filled her belly..

Babs came so much it made Sweetie’s cunt all slippery, filling her with so much pearly cum to make her cock slid out and in the orgasmic haze, her hand moved between their sweaty, sex addled bodies to grab her cock and started jerking it off as she continued coming huge spurts. Babs regained some of her sanity and realized what was happening, finding it even more exciting than simple sex. She loved how the unicorn could improvise…

She closed her eyes and came one blow after the other, coating her friend with a sticky, wet cloud of semen with no end in sight. She blew her load over Sweetie’s face, covering her mane in her male jelly, her perky breasts, even her smooth belly. A few rogue shots landed on the sheets and a couple ones even on the floor. If Sweetie was as cranky as Applebloom about that stuff, she hoped they had at home some baking soda...It makes miracles to get rid of that stuff.
.
When she was finally done, her balls hurting for how much stuff they’ve been churning out. Babs looked at Sweetie Belle, who was staring at herself wide eyed. Now that her mind was clearer and her balls empty, she felt a little embarrassed about it. Sweetie Belle was just so dirty, her whole body was covered in semen from head to hooves.

Before she could apologize, Sweetie scooped some up on a finger, and put it in her mouth, moaning a bit at the taste. Babs stares wide eyed, as Sweetie sat up, giving Babs a long kiss, salty with her own semen.

“Let’s do it again…”Sweetie whispered and her dick jumped to attention, like a soldier saluting.

***

“So, uh, do you remember Diamond Tiara?” Sweetie Belle was clad in her nightgown, fresh from a bath and smelling of a nice floral shampoo. Babs was wearing a spare one and nonchalantly looked at the ceiling while on the bed, leaving a hindleg dangling out of it.

“Well, sure. Haven’t seen her in a while.” she sat up, grabbing a cup from the tray Sweetie was offering.

“Not that me and the girls hang out with her that much. But...yeah.”

“You and Spoon are friends, at least.

“Yup.” Sweetie took a sip of orange juice. “Anyway...Spoon asked me if you would...hang out with her. And Tiara.”

“Why not? The occasion hasn’t presented yet, but I would love to. Wanna know a secret?”

“What’s with everypony and secrets lately?” she mumbled.

“What?”

“Nothing.”

“Even if it didn’t end in a good way...I loved hanging out with them. Even if they are a bit mean. She looked so happy to see me again.” Babs sighed. “I can’t let her down this time. I’m a grownup. They’s grownup...Why should it go wrong?”

“Oh, if you do it properly they aren’t going to complain! Heck, they might beg for more?”

“Huh, what?” Babs raised an eyebrow.

“Was that an innuendo? Beg for what?”

“Nothing. I mean...They could...like you...a lot? As a friend?”

“Sweetie!”

“They...uh…” Sweetie blushed, her horn glowed weakly but she couldn’t conjure enough energy to make the earth swallow her and get her out of the embarrassing situation. “They kinda want to have a threesome.”

Babs blinked, finished her cup and very calmly put it on the nightstand. Was that the faux pas to end all faux pas? Was that the moment that all of Babs’ goodwill would be finally finished? Was that…

“They said...right now?”

Sweetie shook her head.

“Well, give me a moment to breath! My thing is risking falling off at this rate!” The two burst into a loud laughter and Sweetie Belle could finally relax, glad that the day had the best ending it could have. Even though...Silver had gave her an idea. After she and her fillyfriend were done with Babs...and all the girls, including Sweetie, had their turn...why not do it all together? She was sure AB and Scoots would give her an answer. Not sure of what kind but an answer nonetheless.

***

“Are you sure there isn’t anypony at home?” The shy, meek, turquoise maned mare leaned her head in Carousel Boutique. “I’d hate to wake up your sister.”

“Don’t worry, Coco my dear.” Rarity said, opening the door fully to let her friend in. “She’s at a sleepover or hangout or a midnight tea with her friends. That young mare is always away! I’m starting to miss her, but, alas. She’s growing up and growing up with her friends it’s part of a healthy mare life.

Coco nodded, searching for a lightswitch. “Now, where is that fabric you told me about?”

“Um, I’m not quite sure. One of the downsides of ordered chaos is that you need a little more time to find what you need.” Rarity raised an eyebrow, her eyes pointing at the staircase. “Oh, yes! I think it’s in my sister’s room.” she went up the stairs and pushed the door, which creaked in an ominous way. Rarity shrugged and light the switch on, finding the fabric roll lying indeed near her sister’s armoire. That was when her hoof bumped on a weird, plastic thing, making her nearly fall.

“Oh, that unconscionable filly! Just what the hay did she leave...on the…” Rarity bent over to grab the pesky item, only to find a big, green dildo in her hands. Blood left her face and her heartbeat went overboard.

“Miss Rarity? Is everything okay?” Coco followed her up the stairs and looked at the fashionista barely breathing.

“Coco, dear?”

“Y-yes?”

“I believe I may pass out. Would you be so kind to catch me before I fall on the floor?”

“Yes, of course!” Rarity promptly fell like a brick and Coco squeaked weakly while catching her. “The things one does to keep a job…”

Chapter Four

“Are ya sure about it, coz?” Babs strapped the protective goggles on her face.

“To-tal-ly.” Applebloom did the same, the sound of beakers bubbling and boiling filling the air. Such a sinister noise belonged more to a horror flick than an Apple Family’s barn. Babs put a handkerchief over her nose and mouth to not be overwhelmed by the foul stench of her cousin’s equipment. “‘Sides, do ya want me ta help with that thesis or not?”

“If we don’t blow up? Sure.”

“Don’t be a smartass. Ah did this plenty o’ times before. Besides, we did much more dangerous stuff when we were Crusaders.” Applebloom grabbed a phial and slowly poured two drops of a bright green concoction into a blue flask. The mere contact of the two liquids frizzled and shrieked, creating a diseased, evil purple cloud in the air.

“Yup. Usually it ended up with no Cutie Marks and burnt coats. Remember that time Scootaloo lost her eyebrows?”

“Yeah. At least ah found them pretty quickly. Now, don’t distract me…” The farmpony turned potion brewer grabbed another phial and poured half of it in the still sizzling blue potion. This time its surface glowed of that same purple, so bright to hurt the eyes, and bubbles formed and popped onto it, before calming down and setting for a dark cayenne paste. “Ready?”

“I think I need to go to the bathroom…”

“Ah’ll take that as a yes.” Appleploom grabbed the dark paste with a pair of iron clamps and poured its content onto a small apple tree in a vase. The soil glowed of that same colour and for a brief second it violently flashed, filling the whole barn of that bright light. Babs reopened her eyes to find its leaves shone greener with small, healthy flowers sprouting all over its branches.

“Guess it worked!” Applebloom said, triumphant.

“Awesome, coz!”

“Guess ah deserve a reward?” Applebloom leaned forward and puckered her lips, waiting for a kiss. Babs rolled her eyes and chuckled before softly brushing her lips against Applebloom’s.

“Ah wouldn’t kiss mah Granny like that!” She grabbed Babs by her wide hips, put her in a casquè and shoved her tongue down her cousin’s throat. Hard.Babs let out a long, suprised and aroused moan in Applebloom’s mouth, her eyes staring wide at the ceiling. After Applebloom’s wet muscle had done its job and savoured her cousin deeply, the kiss broke. “That’s how ya kiss.”

“W-wow...Sorry.” Babs hadn’t felt that post kiss haze in a while. Was she getting so accustomed to such a wonderful thing?
“No problem.”

Suddenly, a knock was heard coming from the barn door. “Applebloom? Babs? Is everythin’ alright?” Applejack said.

“Sure, sis.”

“Ah jus’ saw that big, bright flash comin’ from the door and forgive me for bein’ old fashioned fer thinking somethin’ was going on.”

Babs covered her mouth with a hand, a small chuckle escaping her lips. “Oh, there was somethin’ going on, awright…”

“Shush, ya sexy thing.” Applebloom muttered while placing a finger on Babs’ lips. “We were jus’ making some potions, sis.”

“...Ah stand by mah statement. Anyway, yer friends are here and guess what? Rainbow Dash passed by!”

“Really? Let’s go and say hi.” AB nudged her cousin with an elbow and threw her protective goggles on the ground.

The two went out the barn, finally taking a breath of fresh air as they saw a multicolored streak dashing across the sky above the farm. A bright orange one next to it, nearly matching it in speed. The two figures zigzagged and pirouetted, avoiding the few sparse clouds above before one of the two nonchalantly settled down on one of them, assuming the form of a polychromatic maned pegasus leaning on an elbow.

“Not bad, squirt. Still not Rainbow Dash good, but you’re getting there.”

“Really? I wouldn’t say that…” Rainbow Dash blinked and turned on her cloud to see Scootaloo standing few inches near her and mirroring her nonchalant position, a smarmy grin etched on her face.

“Not bad. At all.” She chuckled and patted the younger pegasus’ mane, ruffing it playfully. “Yo, AJ!”

“Hi, Rainbow! What brings ya here?”

“Oh, I have such a good news. And your sister is here, too. Just in time.” The mare waved at the two cousins just arriving. She jumped down the cloud and floated gently to the ground, swiping some dust over her light blue tank top. “Is Sweetie Belle with you?”

“Ah think she’s grounded.” Applebloom said.

“Really? For what?” Babs asked.

“Last time ah checked she said she’s been, and I quote Rarity, ‘unconscionable’. Dunno what that means.”

“Pppfff. Well, we should go unground her, then. Because guess what? The Wonderbolts are coming to town!”

“Well, yer already here, Rainbow.” Applejack chuckled.

“Very funny. Anyway, of course I got some tickets for squirt here.” Rainbow patted Scootaloo head and hugged her tight with a wing, pulling her close. “And of course she would have wanted her friends to come with her and their sisters.”

“Really? Aren’t the others coming, too?”

“Twilight is busy doing Princessy things, Fluttershy is out of town and Pinkie Pie is visiting her parents.”

“Shucks.”

“So, anyway at least I got these five tickets for us!” Rainbow did swipe out five tickets from her pocket.

“Just five?” Scootaloo asked. “Rainbow, are you sure you haven’t forgotten somepony?”

“What do you mean, Scoots? I don’t need the ticket.”

“No, I mean...You sure you haven’t forgotten one of us?”

“Well, there’s you, Sweetie Belle, Applebloom, Applejack, Rarity and…” Rainbow pointed a finger to Babs. Her puzzled expression soon morphed into a grimace of embarrassment. “You’re...uh...You’re AJ’s cousin.”

“Yup. Babs Seed. Pleased to meet ya.” she said, as dry as a desert.

“I, uh, so you’re staying at AJ’s place?” she gave a sheepish smile.

“Yup.”

“I, um…Didn’t expect you’d tag along. Sorry.”

“Don’t worry. It’s not like I wanted to have fun.”

“Can’t ya jus’ get another one?” Applejack asked. “How difficult is that?”

“Hey, it’s not that I have unlimited tickets privilege, you know? These things are expensive and they could, I dunno, take them from my paycheck.”

“Oh, I can’t stand this.” Scootaloo said, jumping and flapping weakly her wings. “You can have mine, if you want.”

“Scoots…” Babs put a hand over her friend’s shoulder, still completely calm. “Look into my eyes and ask yourself, if you truly believe in your heart that I’d be capable of asking you to give up on seeing the Wonderbolts. And Rainbow Dash.”

Scootaloo stared blankly and blinked a couple of times. “I guess...you have a point.”

“No worries, girls. I’ll just stay here. Keep some company to Granny and Big Mac.”

“Sorry, Coz…” Applebloom stepped up and hugged her cousin tight, snuggling on her chest like a wounded puppy. Babs started stroking her mane gently as Scootaloo joined the hug as well, going the extra mile and clinging on top of the taller mare, her calves crossed around her back.

“We’ll, uh, we’ll bring ya somethin’.” Applebloom said while carefully removing the clingy pegasus like a mussel from a rock.

“Don’t worry. Suppose I could be working on my research or somethin’, too.”

“Oh, I can’t hear this!” Rainbow grasped the bridge of her nose, giving out a long, exasperated sigh. “I hope it’s just the pain to make you talk. Next show, you’re definitely coming. In the meantime, as a consolation prize…” Rainbow whipped out from her pockets a piece of paper and signed it swiftly, before handing it to Babs. It was a signed photo of the pegasus herself, clad in her uniform and giving out a victory sign with a proud smirk.

“Well...Thanks.”

“You’re welcome. Any friend of Scoots is my friend.” She patted Babs’ head, a little to her annoyance but she had to admit the flyer had been really kind. She had never been a great fan of the Wonderbolts but a gift is a gift.

“Oh my gosh! That is awesome! I mean, I have like dozens of them but one is already awesome enough!” Scootaloo ranted as she buzzed through the air as a bright orange flash. Just following her with the eyes caused her friends a mild headache for how fast she went.

“Yeaaah…” Rainbow said, a bit creeped out. She gently grabbed Scootaloo shirt’s collar to stop the rampaging pegasus. She hung on her fingers like a drying cloth, her arms wobbling weakly. “Maybe we should just get going. I mean, they really can’t start without me but it’s no reason to waste time.”

“Sounds pretty responsible for ya, Rainbow.”

“Besides, there might be more adoring fans on the way.”

“Of course…”

***

“Babs? There’s a letter for ya!” Big Macintosh yelled from the other side of the room. Babs had dozed off for a few minutes, her book lying on her face. She flailed her hooves around, nearly falling off from the couch as she tried to reach the voice's source.

“I, uh…” She slapped herself lightly, waking herself up completely. “Thanks, Coz.” The red stallion had walked to her side and handed her the letter.

“Sleep well.” He said with an imperceptible smirk as he left. The name on the envelope made a shiver ran up her back.

“Is it...from Alula?” She quickly ripped the envelope and dragged the letter out.

Dear Babs,

Oh my gosh, I’m so, so, sorry! I was so angry with you and I really wanted to get back on you for that evening. When I heard of the bet, Oh Celestia, it seemed such a good idea at the time!!!!!!!

“I’m no writer, but that’s more exclamation marks than needed.”

Anyway, I could say sorry a million times and it still won’t be enough. I know I’ve been a lousy friend, but once you get back from Ponyville, I hope I can get you back to normal. You told us about your family reunion and I hope you didn’t get in trouble with anypony.

“Kinda late for that…”

I hope you can forgive me for my repellent behaviour. If you wonder where I picked up the spell…

“No, I don’t…The wondering part, I mean.”

Remember that time I said Princess Twilight came to our Magic Class to give a brief lecture about body modifications? She told us of that one time she grew her friend a pair of butterfly wings and I always wanted to try something like that? Add alcohol, a dirty mind and a very pissed off Alula and voilà!

“Well, if the Princess saw how you are using it…” A smile blessed her face. She had never hated Alula for that little...Actually enormous comeuppance she had gotten. It was the least it could’ve happened with a bunch of frisky, completely drunken mares with nothing better to do, a lousy bet and an almost complete mastery of the rules of reality.

More importantly...Did Babs ever need to complain about it? Even more importantly...did she ever want to go back to normal?

…

Uncomfortable questions for an uncomfortable situation. At least, she thought, Babs ought to write her back. She went upstairs in Applebloom’s room looking for pen and paper, all the while wondering about the direction her life was going to take.

***

“What do you think about it? Isn’t Rainbow Dash awesome? Of course she is! Why am I asking this? Do you like my shirt?” Scootaloo was absolutely exploding with energy, her legs crossed and trembling like spastic jelly during a hurricane. Her wings were flapping like crazy, to the annoyance of a couple of unlucky spectators just behind her. The young pegasus looked like she was going to take off and join the stuntponies in mere moments.

“Hum, Scoots? They haven’t really started yet…” Sweetie Belle squeaked timidly, slightly creeped out by her friend’s...not unusual enthusiasms but still out of place. She turned to her left and saw Rarity and when the two sisters’ gazes crossed the two mares turned their backs to each other, a hint of a blush appearing on their cheeks. In the stadium’s field a parade was taking place, cheerleaders squad dancing and carrying the Wonderbolts’ Banner, heating up the crowd for their glorious entrance.

Scootaloo tapped her hooves nervously on the bleachers, trying to calm her nerves and think only about the awesome tricks Rainbow Dash was going to show her.

“Well, ah bet she’s jus’ assuming, right Scoots?” Applebloom chuckled and gave a friendly path to her friend.

“Youch!” The mere touch of her friends on her wings felt like a stab wound. Her wings were so sensitive to make her nerves feel utterly wrecked.

“Sorry, Scoots! Did ah hurt ya?!”

“No, Its just…” A strange warmth dwelt in her belly spreading to her crotch. Her thighs clenched around her crotch as overwhelming desire wracked her very self. It was like her own body was begging to be held and touched, social norms be damned. It had never happened before, not this way. Or maybe…? “My stomach?”

“Ya know, those hayburgers didn’t seem that good ta me…” Applejack’s stomach grumbled and she started massaging her belly. A spot of sickly green dwelt among her freckles.

“Yeah, it may be it. You two look awful!” Sweetie said.

“Should we head back home, dear?” Rarity said, visibly concerned for the young pegasus.

“What? No! The show hasn’t even started yet! I haven’t even seen Rainbow yet!”

“Geez, Scoots. Calm down. Why are ya yellin’?”

“I always talk like this! This is my normal tone of voice!”

Applebloom rolled her eyes and gave a light tap to Scootaloo’s back of her head.

“I’m sorry. What was I saying?” she said, noticeably calmer. her head had even stopped spinning and the furnace between her legs had quelled.She could finally take a breath of relief and calm down, allowing her stiff wing to hung at the sides of her body, completely relaxed. Still, she had no idea what just happened and the thought was very distressing.

Applejack’s stomach grumbled like thunder. “Well, glad ya feel better, Scootaloo...But ah’m still not okay!” The farmgirl ran away, hoping to make quick way to the bathroom.

“Applejack, darling! Wait for me!” Rarity said while following the clearly in need farmpony.

The three Crusaders stood there wide eyed, realizing they were not under adult supervision anymore. Sweetie Belle wiped a drop of cold sweat out of her brow, glad that she finally didn’t have to look in her sister’s eyes, not without feeling embarrassed. “So...I guess I can finally tell you about my plan.”

“Plan?” Scootaloo asked, still holding her belly.

“So, after my date with Babs—”

“By the way, how did that go?” Applebloom smirked and blinked at her friend, nudging her with the elbow. Maybe a little too strong, since Sweetie Belle wobbled dangerously close to Rarity’s seat and dangerously near to another spectator, threatening the entire stadium with a domino effect of disaster.

“Oh, good. Really good.” Sweetie regained her balance and nudged back. “The movie was nice, Babs was a true gentlecolt, we had so much fun...I even met Buttons!”

“Buttons?!” Applebloom spat out. “He’s such a creep…”

“He’s not a creep.” Sweetie pouted, her mind wandering into a sad place. “Alright, he made a mistake but can you honestly say you never made one?”

“Heh...right…” Scootaloo sighed sadly. “Still, I don’t like him that much.”

“Anyway, I think we should…” Her horn generated a small spark and the noise of the crowd was softened considerably, like the heads of the trio were inside a balloon. Nopony else could’ve heard the three, nor their noise could be heard. “Do it all together!” she said. “With Babs, I mean.” Sweetie said, blushing.

“Ah don’t understand. Doin’ what...Ohooooooo!” Applebloom’s eyes shrunk with lustful realization.

“You mean, all of us together?!” Scoots wings stiffened instantly at the mere thought of it. A small patch of drool formed at the corner of her mouth. “All of us...With her...In one bed.”

“Well,a big bed would be better. Like, very big! But yeah, that’s the point.”

“All of us...Wow…” Applebloom pursued her lips, shrinking in her shoulders. “That would be somethin’...And exactly when do you think we should...?”

“Well, not now!” Scootaloo chuckled nervously. “I mean, I’d like that but Babs has a life, you know? It’s not like she’s our personal toy. We can’t go there and say ‘pants, off! Now!’ and she’s all like ‘But I can’t! I have to make fondue!” and we are like ‘We don’t care! Now pants off!’And besides, don’t you think there is more to being with her than just stupid rutting? I mean, we aren’t animals, right?” During her rant, a blushing Scootaloo had even managed to float a few inches above her seat and was still beating her small wings with a loud buzz.

“That was, uh…” Applebloom gulped. “Ah was goin’ ta say that those very words. Well, maybe not all of ‘em.”

“Why fondue?” Sweetie said.

Gotta talk with Rainbow...Scootaloo thought. If she was right on what was happening to her body, the Wonderbolt recruit was the the only pony on the planet she felt comfortable even guessing about it.

***

“You sure about it, T?”

“Sure I am.” Diamond Tiara whipped out a small mirror out of her pocket and checked if her lipstick was smeared. “Your friend did say she was okay with it, right?”

“Still, going to her door, without even a warning beforehand... A bit impolite if you ask me.”

“It’s because of our evening plans?” Tiara gave a cheeky grin.

“Especially because of our evening plans.” Spoon giggled.

“Well, last time we saw each other, she was okay with us. As far as everypony knows, we are just two friends, asking one more to hang out after just passing by her place.” She raised an eyebrow, sporting a devilish grin. “What’s the problem with that?”

“Oh, you’re so clever! That’s why I love you.” Silver Spoon leaned down and gave a small kiss on Tiara’s cheek.

“And don’t you forget that.” She hummed a little song and knocked on the door. “Love you, too. “ she whispered and quickly kissed her fillyfriend back. Big Macintosh arrived and opened the door, towering over the two mares.

“Good morning, Big Mac!” Tiara chirped.

“Mornin’, Miss Tiara.” He said in his usual, inscrutable monotone. “How you doin’.” He smiled ever so slightly.

“We are fine. Is Babs at home? We’d like to see her.”

“I’ll go call her, if she’s not asleep.” He took a step back in the house before turning his head towards the two while on the way. “Make yourself comfortable.”

“Thank you!” Tiara singsonged and stepped in the house, all the while basically devouring the stallion’s chiseled rear with her eyes. “Goddess, he’s so hot…”

“Isn’t a bit early?”

“So, what? She’s, like, free to sleep whenever she pleases. I sleep in the afternoon sometimes.”

“I meant for ogling somepony else.” Spoon whistled and put on a whimsical grin, crossing her hands behind her back and standing on her hooves. “And when I’m with you, we do everything but sleeping…”

“Oh, you are one nasty little mare.” Tiara pinched Spoon’s cheek sweetly.

“Hey, girls!” Diamond lifted her gaze to see Babs Seed greeting them while skipping down the stairs. She quickly passed her tongue on her lips as her gaze wandered on her friend’s really generous bosom. Not that she hadn’t noticed the first time Tiara saw her but now it was right there and was even jiggling at every step. Silver Spoon gave her a small tap on the wrist, distracting her from the tantalizing gaze, and threw her a look that basically said Jeez, girl! Just wait some more, alright?

The best part of a relationship this close was giving away with unnecessary words.

“Slept well?” Spoon giggled, pointing at the Manehattan mare’s ruffled mane.

“When did he get so cheeky?” Babs muttered as she fixed her mane. “‘Sup, girls?”

“Oh, nothing new. Just passing by to say hi to a friend.” Tiara looked around with a curious look. “Just you and your cousin? Well, your male cousin?”

“Well, there’s Granny too but she’s kind of asleep right now. Insert joke in three, two, one…”

“Seriously, is this some kind of cur—” Silver Spoon said in the exact moment Babs snapped her fingers, expecting the joke with uncanny precision. The grey mare slapped her hands upon her mouth in stupor.

“That was a good one, Babs.” Tiara chuckled and gave a small, congratulatory pat on Babs’ shoulder. “Anyway, we had some free time and we were wondering if you could finally join us for that milkshake.”

“What, right now?”

“Well, unless you had something better to do…” Tiara shrugged and pointed at the nearly empty household.

“I wanted to study some more and I, dunno, Big Mac may need me for somethin’ and—”

“Go. Have fun.” Mac said from the other side of the room, completely deadpan. His voice calm but still able to be heard clearly.

“Well...If he is okay with that, why not?”

“Awesome! Let’s get going, like, right now!” Tiara slipped behind Babs and started pushing her outside, all with a happy smile on her face. She exchanged a brief smirk and a wink with Silver Spoon. A sultry, dirty and incredibly unsubtle smirk that made Sweetie’s word ring in her head even louder.

***

“Knock, Knock.” Scootaloo said as she timidly leaned her head inside the Wonderbolts’ lockers room.

“Gaaaah!” Soarin let out a high pitched scream, covering his bare chest with a towel and blushing like crazy. “Who let her in?!”

“It’s okay, Soarin. She’s my friend.” Rainbow said while slipping out of her uniform and putting on her sports bra. “What’s up, squirt? Care to see some behind the scenes?”

“First of all, great show, you guys.”

“Thanks!” Rainbow and Soarin said at the same time as the stallion was still hiding his modesty.

“Second of all…” Scootaloo shrugged, a small blush staining her cheeks. “Rainbow, I kinda need to tell you something. You don’t mind, right?”

“Well, of course, squirt. Wait up for second, guys.” The others answered with a grunt as the two headed out of the lockers room. Rainbow nonchalantly closed the door behind her with a hoof as she finished wiping her mane with a towel. “So, what’s happened, Scoots? Is there a problem?”

“Kinda...Sorta. Yeah, there is problem. Lots of problems.” The young pegasus hugged her own shoulders as that dangerous, all consuming heat started to ripple again under her skin.

“Woah, you don’t even look good, squirt.” Rainbow put a hand on Scootaloo’s forehead to check on her temperature. “And you’re way hotter than normal. Did you catch a cold or something?”

“Oh, I wish...Look, could we go into a more private place? It’s pretty personal and I feel like I can only talk about it with you.”

“Well, sure.” Rainbow spread her wings and pointed at a nearby door in the same hallway of the lockers room. She flew off and unlocked it, holding it open for Scoots as she flew outside. The two found themselves taking a small flight circling the stadium’s parking lot, floating slowly above some big shot’s luxury carriage. Scoots’ small wings were buzzing loudly but steadily as her arms were still around her shoulders, shaking lightly. “So, uh...What’s up, squirt?”

“I feel funny down there…” She muttered hastily, trying even to muddle the words as much as possible due to shame.

“You...what?”

“It’s like my body is screaming at me how much it wants to be...Oh, I need to be straightforward with you, Rainbow! It’s that time…”

“Is it that time…” Rainbow’s pupils popped with surprise as she stopped in mid air as she started circling around Scootaloo like a maniac fly. “No way! The E word? Now of all times?!”

“Yup.” Scootaloo held her belly in midflight. “It’s like my whole body is screaming ‘Make babies! Make babies like no tomorrow! You know how it is! My loins are on fire and I hate it!”

“Ohhhooo...That is…” Rainbow tried with all herself to hold an embarrassed chuckle. “That’s a real pickle you got, squirt.”

“How the hay do you manage...How the hay do you manage to hold up when you get it?” Scoots’ wings buzzed some more before a sharp pain hit one of them. “I mean, you are older than me…And this feels so strong compared to the other times!”

“Well, you got some options. The first one that I don’t recommend at all, is letting some random stallion to knock you up. That would fix it.”

“No way!”

“Good. Because I would be an awful big sister if I let you do that. The second one is more painful: You’d just have to grin and bear it until it goes away.”

“Oh, that’s even worse! It’s just a couple of days and I want to…” Scoots blinked. “I don’t know what I want!”

“Tell you what. I’ll ask Twilight when she comes back from the Crystal Empire. Maybe she knows some spell to somehow make it more bearable.”

“Is that how she helped you?”

“I’ll tell you when you’re older.” Rainbow chuckled and patted the head of an adorably pouting Scootaloo. “Or else…”

“Else? There’s something else? Maybe a quicker else?”

“I dunno. You find somepony with magical spooge that won’t be able to knock you up, just to give your body some breath. But I dunno...Where would you find somepony like that?”

“Heh…” Scoots chuckled, realizing that maybe, just maybe she knew a pony like that. With some horror she had realized they had never clarified that particular thing, but there was a ray of light at the end of that tunnel. A ray of light that once again would have been there for her, helped love her...Maybe? In that sea of emotions wrecking her body and her mind like a small lifeboat in the middle of a storm there was a feeling she couldn't ignore anymore. Maybe she never could.

“Rainbow...There’s another thing I want to talk about.”

“Again? Sure. Hope it’s something, well, easier to solve.”

“Actually, it might be even harder…” Scootaloo’s cheeks flushed red and rubbed her mane with a nervous chuckle.

“Ouch.” Rainbow stopped in mid flight and settled on the ground with Scoots following her, their hooves tapping on the worn out asphalt. “Well, I’ll do my best to help. What is it?”

Scoots gulped. Her heartbeat grew louder and more frantic. “There is...There is somepony.”

“Somepony you like, right?”

“Yeah, of course. It’s always like that, right?”

Rainbow gave a little nod.

“Maybe it’s just the fact that my hormones are going cuckoo but...But I think I really love this pony.” Her heart was slamming quicker than before against her ribcage as a drop of cold sweat crossed her brow. Drunken butterflies raged in her stomach as she finally said it.

“With the capital L?”

“I...I’m not sure. But it’s the closest thing I ever felt.”

“Yeah, sounds like love. Nopony is quite sure of what it is but they still feel it.” Rainbow’s gaze wandered away, a nearly nostalgic look etched in her purple eyes. “When did you, you know, noticed that?”

“A couple of days by now. Maybe even longer than that, but only now I’m quite sure of it.”

“So what’s the problem? Want some advice on how to woo your beau?”

“The thing is...I think that pony, no, that pony does love somepony else.”

Rainbow took a deep breath and raised her index finger, before emanating a long, exasperated sigh. “Ouch. I really...I don’t know what to say to you on this…Are you sure about it?”

“Yeah. And they are quite happy, too. I had my chance once, but guess what? I blew it! I friendzoned her when we...When we were so close!”

“You did...what?!” Dash raised an eyebrow, her voice cracking slightly but still betraying a hint of anger in it.

“Yeah! I, dunno, could have insisted, realize it was serious, buck up and came open on it earlier but that’s what I did. And not even in person! I thought...I thought it was okay and she, I mean that pony, was okay with being just friends but when I thought about it, I realized that...I realized that I loved her!”

“Scoots?”

“Yeah?”

Rainbow Dash gave a light but still painful slap on Scootaloo’s head, making a dull noise out of her thick skull.

“Ouch! What was that for?!”

“You friendzoned her?! Really?! Who does that?”

“What was I supposed to do? I wasn’t ready for it and—”

“Wake up, Scoots!” Rainbow grabbed her by the shoulders, shaking the smaller mare back and forth. “Nopony is ready for it! It’s like when you put your head down in the sand to escape the rising tide!”

Scoots blinked.”Wait, couldn’t we just fly away?”

“It’s a metaphor, for Pete’s sake! The point is you hide something from yourself, something that matters and you will regret it.”

“I already do…” She moved her gaze to the ground, her head giving way to gravity before Rainbow’s gentle fingers pulled her back up.

“Just tell me something. Is that pony one of your friends?”

“Yeah…Was it that obvious?”

“And I bet she’s in love with another of your friends.”

“How did you…?”

“Hey, you said it wasn’t easy.”

“What do I do now?” Scoots gently removed Rainbow’s hand from her shoulders and hugged her own again, turning her back to the Wonderbolt. “I know I’ll have to deal with it, but what do I do with my friends?”

“I think...I think your gonna have to just buck up and tell them.”

Scootaloo’s eyes went wide with panic. “No way, I can’t! Ba- er, they would hate me if I did that! They wouldn’t want anything to do with me…” Scootaloo’s wings and ears drooped down, as she slumped forward. “I don’t think I could stand that.”

Rainbow gave her not-so-little-anymore sister a pat on the head. “Hey now, give your friends a little credit. Surely they would prefer you be honest with them than just bottle it up until you burst, right? I am not saying you should go up to Bloom and say you are taking Babs yourself, just, make sure the air is cleared, ya know?”

Scoots looked up at Rainbow with her head tilted to the side. “How did you…?”

Rainbow grinned. “Yeah, they aren’t near as subtle as they think they are. Neither are you, squirt.”

“Rainbow?”

“Yeah?”

“You are my hero.”

***

“So, I say to her that she’s just, like, totally wrong and she has never ever even saw Prance in picture! Right, Spoony?”

Silver Spoon nodded several times as she slurped loudly from her straw.

“Uh, uh…” Babs said, equally captivated by Diamond Tiara’s story. “And what did you do, then?”

“I had my daddy give a call to Photo Phinish herself directly from Prance to make her say she had never ever even met that pompous little brat! Ah!” The two former bullies gave themselves a high five as a mean chortle escaped Babs’ lips. At the end of the day, Diamond Tiara was just as she remembered. A bit mean but so inexplicably fun to be around. At least she wasn’t being mean to her friends this time…

“That’s cool, Tiara. What you’ve been up these years, besides, ya know, putting brats in their places?”

“Enjoying my best years, Babsy. I can call you, Babsy, right?”

“Please do. Everypony is kinda doin’ it already.”

“Cool. It sounds just so swell, doesn’t it, Spoony?”

“Hu uh…” Spoon nodded while playing with her straw. Her gaze was darting rapidly between Tiara and Babs, undecided on who to focus.

“Right. So, anyway, I’m enjoying my youth until my daddy is absolutely sure he can entrust the family business to me.”

“Cool. How about ya, Spoon?” Babs said.

“Me? Oh, I work as an intern for Tiara’s father.”

“Ah...Keeping the business in the family. Cool.”

Tiara slurped noisily the rest of her milkshake. “Can you believe how good these are? I tell you, there are few good things about Ponyville and this is one of them!”

“True ‘dat.”

“You know what? I’m kinda glad your cousin wasn’t there! I mean Applebloom, of course. Who knows what tantrum she might have thrown when we showed up at her door?”

“Actually I told her I was totally okay with hanging out with youse guys. And to Sweetie as well. Give them more credit, T.” Babs said.

“I suppose I could. I mean, time has passed and our skirmishes kinda lost some of their panache. I mean, I couldn’t even come up with a few new nicknames! Look at this, frankly it’s embarrassing!” Tiara whipped out from her purse a small notebook and put it on the table for Babs to see.

“Uh.” Babs raised an eyebrow, blushing a little as a collection of truly vile things stood before her eyes. “Isn’t it a bit...vulgar?”

“Yeah, I know. I just kind of gave up halfway through. Vulgarity is the death of wit, after all.”

“I told her to just give up.” Spoon said. “She could do so much better with her time.” The grey mare giggled and gave an affectionate pinch to Tiara’s cheek, who cooed in delight.

“Aaaawwww…” Babs giggled. “Careful girls. With all the sugar youse guys are throwing around we are risking cavities…”

“Actually those are a new recipe. Sugar free but not any less yummy!” Pinkie Pie passed by while serving at the tables.

“Huh, okay.” Babs eyed intensely the empty glass. “Couldn't tell the difference…”

“It means I did a good job, then!” Pinkie Pie giggled and started flapping her arms in place, before realizing she couldn’t fly away like a superhero ready to go and save somepony else. The pink mare shrugged and happily proceeded with her work, the three friends staring at her with a bewildered look.

“How exactly are you two related?” Tiara asked.

“I dunno. I seriously dunno.”

“So, anyway…” Tiara rolled her eyes and looked around her, grasping Spoon’s hand in the process.”We are together. Me and Spoon.” Tiara leaned over and basically whispered the words.

“What?”

“I said we are together.” Tiara said again, this time lowering her voice so much to leave only her lip movements.

“What?”

Spoon grunted and whipped out a piece of paper, scribbling down on it ‘We are together’, and passing it to Babs.

“Cool.” Babs said simply and returned at scooping down the bottom of her glass, scooping down the leftover cream with her straw and licking it off. “Wait, what?”

“Just cool? Couldn’t you, like, say something else?”

Babs stared at the two for a moment, still processing what she had just found out. Then suddenly her eyes went wide with realization, and she exclaimed,“Oh, what a wonderful occurrence! Truly Equestria is blessed with being made participant of your love! A new star is up there in Luna’s night and—”

“Alright, alright, we get the picture. Sheesh.”

“Seriously, girls, I’m happy for both of ya. I think it’s cute. But, uh, what does that have to do with me?”

“Oh, nothing. I mean, not that it’s nothing. Just to make some small talk. I mean, there are so few ponies that know.” Spoon wore a smarmy grin while Tiara puffed up her cheeks and stuck out her lower lip, pouting like nopony’s business; it was such an endearing look, any sense of seriousness was simply sucked out of the room.. Spoon just giggled at her.

“So...is this like a secret?”

“Uh, uh.”

“And I’m one of the few ponies to know?”

“Kinda.” Spoon said.

“Huh. I’m kinda flattered. This means that youse girls...trust me for that?”

“Y-Yeah! Why we shouldn’t?” Tiara sighed. “I missed you.”

“You...You did?” A morsel caught Babs’ stomach.

“Yeah. I missed having friends. Anypony willing to be friends. I had Spoony, but…” She reached for her fillyfriend’s hand, grasping it gently. A faint smile graced her lips. “It’s not quite the same thing.”

Babs leaned forward, planting her elbows on the table, and listening with the utmost attention to Tiara’s words.

“When you grow up...You feel the need to find something else. Something new.” She said with a somehow bitter smile. “I was afraid that because of how I behaved back then, everypony would turn their back on me.”

“I did not.”

Tiara chuckled. “Yeah...and more importantly, even your cousin didn't. Maybe we both saw there was something more in life...Or perhaps she had come to think I wasn’t worth the effort.”

“Nah. I think it’s the former. Coz’ isn’t perfect but—”

“But she’s not as bad as me. I know. Still, even if we have a long road ahead of us, nothing stops us from being civil, right?”

You really do have a long road ahead of you, that’s for sure. Even so, Babs still thought this with a smile. “Yeah, I guess.”

“Thank you.”

“Uh? For what?”

“For not giving up on me. Anypony else would have left me in that mud...”

“Hey, we are friends right? I’m not that filly anymore.” Babs blinked, reaching for Diamond Tiara's hand to grasp. “Well, okay I am, but that doesn’t mean that filly can’t make it up for it.”

“It’s enough for us.” Spoon said before giving out an embarrassed sigh. “Sorry for that gibe last time we met. You know, the mud thing.”

“Tell you what. We’ll stop talking about it all starting…” Babs counted to three with her free hand. “Now!”

“Cool! That’s, like, a new start for us.”

“Ya know...Maybe you want to continue this in private?”

“How about a sleepover? Our first sleepover as friends?”

“Sleepover...You sure? Maybe I should have told Big Mac I was going to be gone for so long...”

“Hey, we are adults, aren’t we? ‘Sides, He totally knows us. I’m sure he won’t think we have kidnapped you or something.” Tiara chuckled.

“I kinda...You’re kinda right?”

What was the harm, after all? Babs had really wanted to spend some more time with them? What was the worst that could’ve happened at a sleepover?

“I’ll bring the wine…” Spoon winked and lifted a small bag containing a clearly expensive bottle of red wine. The label read ‘Susiebeeca’. Diamond Tiara got up and left some bits on the table and stretched her arms.

“By the way, Sweetie Belle told me about…” Spoon coughed a little and adjusted her glasses as a faint shade of red tinged her cheeks.”Ya know…” She pointed down right at the spot where everypony else had been interested in Babs’ body and she made it quite clear, crystal clear even, her idea for the evening.

“Dammit Sweetie Belle…” Babs’ hand struck her forehead, drawing a small pain. “The thing one does to keep a friend…”

Author's Note

What's this? A chapter without awesome sex? Surely the author will do everything to be forgiven in the next...Before you asked, yes: I asked Susiebeeca permission first. Susiebeeca found it hilarious.

Chapter Five

“So, I said to her ‘Well, bring it on!’ and she had, like, that terryfying look.” Babs opened her eyes wide and frowned, staring with intense hatred at her two friends. Her eye twitched as she breathed loudly from the mouth before slumping down the floor and collapsing in drunken laughter.

“Oh my gosh! That’s just...Wow, what a creep!”

“In my drunk, I was pretty defense.” Babs slurred. She shook her head and started thinking more clearly, enough to finally realize the flimsy underwear she was wearing. At least she liked the color red. It went well with her mane. “Say girls, aren’t you a little cold?”

“Seems fine to me.” Spoon sighed content while sitting on the floor and pouring herself some more wine. The daisy patterned bra and panties enhanced her slender figure. She had nice, well toned thighs and finely shaped arms that she was stretching idly to show off the rippling muscles beneath. She wore her mane loose and it was the first time Babs had seen her without her famous ponytail. Her locks were growing wild and went nearly halfway on her back.

“It’s just not a sleepover without panties, alcoholics and talking about colts. Or mares. Or whatever we like.” Tiara chuckled as she held her glass in front of Spoon for her to fill it with more wine. “And looks like we are two thirds of the way.” She wore a simple violet bra and panties combo that completed her lilac coat rather well. Compared to the other two girls she had grown rather small and thin, but she was still attractive, with a delicate figure sweetened by a lovely pair of breasts.

“It’s kinda...Kinda unfair.” Babs hiccuped out. Her cheeks were on fire as the potent liquor was making her head spin wildly. “Youse girls basically told me everythin’ I needed to know about youse two and I didn’t say anything.”

“Well, we weren’t going to ask so soon unless you said it first, so…” Tiara giggled and took a small sip of wine as a smarmy grin etched itself on her face. “Especially considering your, um…”

“My dick?”

Tiara choked on her drink and punched on her chest to swallow it. “Oh my gosh! You’re like, so blunt!”

“Yeah! I mean, Sweetie B told me that you were getting busy.”

“Oh, I totally would too if I grew one!” Tiara guffawed noisily. A few drops of wine spilled onto her bosom.

“And I know you would, T.” Spoon purred and proceeded to suckle on Tiara’s chest, picking the few drops of liquor with smooth motions of her tongue.

“So, uh…” Tiara composed herself and passed a loving hand through Spoon’s mane, stroking it gently as the grey mare kept moving her tongue. “Tell us everything.”

“First there was Scoots. So cute, so awesome and totally in need of my help. I helped her out and she helped me out. With this, I mean.” She pointed down at her crotch and let out a drunken, vulgar chortle. “Thanks to her I felt that maybe it was going to be ok. We had a real connection and when I think about all we did there...Woah. Still get goosebumps.”

“Huh.” Spoon stopped in her dirty endeavor and looked at Babs, befuddled. “So she is good at one thing.”

“Then there was Coz’. Applebloom, I mean. I felt like...I felt that connection with her but that time it was different. Scoots was already quite expert while Coz...Coz was a bit awkward but turned out just fine. So I did everything I could to make her feel comfortable. Just like she did with me when we were fillies.”

“Wow! Your cousin?”

“If youse saying it’s weird—”

“Heck, no! No, I’m not saying it’s weird. It’s just so...modern.” Tiara giggled.

“Yeah! First you surpass the borders between sexes and then familial bonds. What’s next?” Spoon said.

“Sssssshpaaace!” Babs rolled onto her back and went into another laughing fit, with her friends joining in yet again. Her breasts bounced up and down in perfect rhythm with her wild chortle.

“Then, finally we get to Sweetie Belle. Sweetie had no idea on what to do but her heart was in the right place. And it turned out pretty hot. With with that skimpy dress she had...That’s the only thing that matters.”

“Whoah! All three of them!”

“She should win a prize or something. Like, when you score with the three blank flanks."

“Well, what do I win if I get to score with youse girls?”

“How the...How the hay did you figure that out?!” Tiara’s eye went in a twitching fit. “Spoony? Did we tell her something about it?”

“You girls aren’t exactly the subtlest bunch…” Babs giggled, her inhibitions disappearing in the smokes of alcohol, any reservation she had before drowned in red.

“She kinda has a point.”

“What was it? The winking? The double meaning? The sleepover in skimpy underwear?” Spoon asked.

“Little bit of all three.”

“Well, since you read us like a book, I guess we can be more honest about it. Of your conquests, who was the best? I mean in bed?” Tiara asked, leaning forward with her hands around her knees.

“Scoots.”

“Wow. You are so blunt.” She chuckled.

“She was just so...good at it. Just giving credit where credit is due. Even so, Applebloom is getting better and better. On Scoots’ level maybe.”

“Oh my gosh! How many times did you and her…?”

“Basically every night. The blessing and curse of sharing a bed.”

“Tell me about it…” Spoon purred still straddling Diamond Tiara. “You can’t keep this filly still. Even when she comes to my place.”

“You aren’t complaining, sweetheart.”

“No, I really don’t. But you at least wait the days your dad is working out late!” Spoon turned towards Babs. “Can you believe the time she insisted on doing it with my dad just in the other room?”

“And did you...do it?” Babs asked with a grin.

“Well, yeah." Spoon shrugged. But still, if he found out he would’ve killed me! And disowned me!”

“Wouldn't be better if you just...came out?”

Spoon lifted her index to talk when Tiara simply barged in the conversation. “What, are you crazy? It’s supposed to be a forbidden fruit, a terrible secret!”

“Wait, does that mean I’m terrible?”

“No, not you, Spoony dear.”

“Sweetie mentioned…” Babs took her glass from the floor to take another swig. “She told me you had some problems.”

“Sweetie talks too much.”

Silver Spoon rolled her eyes and shot a rather disappointed look at her fillyfriend.

Babs wanted to say something more but Diamond Tiara’s glare shut down any further attempt from her brain to make a serious effort. She knew it deep inside her that it was time for her second head to do the talking as the painfully constricting underwear on her crotch was telling her. It was a miracle how the beast would keep itself confined in that skimpy red cloth, stained already with a few drops of precum.

“Uhuu...Our stud here can’t wait. Right, Spoony?” Tiara purred as she was already crawling on the bed and slowly removing her bra.

“True. That.” Spoon giggled mischievously. “Do you want to be the first, Tiara?”

“Why not?”

With a grin she pushed Babs on the bed, which creaked slightly, and her her expert fingers slid behind her back to unhook her bra while her hungry lips went on for a surprise kiss. It was swift, voracious and strong as steel enveloping flesh. The sheer, intoxicating warmth of her tongue hit her own like a freight train. She yelped and a moan of pure pleasure in their joined mouths as an army of drunken butterflies went to war in her stomach. A chill went up her spine as with a swift, elegant stroke of Tiara’s fingers, her bra flew away.

“Cooool…” Tiara chuckled as her gaze was firmly fixated on Babs’ funbags. “Care to join me, Spoony?”

“Well, duh!”

Babs’ friends tender lips smothered her nipples, suckling on them gently and twirling it with their tongues. Silver Spoon wore a foalish, satisfied moan with her mouth full of Babs’ goodness while Diamond Tiara moved her hand below, stroking the delicate fur on Babs’ belly all the while maintaining an awkward, provocative eye contact with the Manehattan mare. The gauntlet was thrown and Babs laid down to let the pleasure flow through her very being.

Her hands raised to stroke both of their silky manes, drawing a splendid moan of appreciation from her two lovers, shown in physical form with a delicate brushing and licking around her areola in perfect synchrony, before taking her pink blossoms in one more time, rolling and pulling them with their skilled wet muscles.

The air filled with obscene slurping noises as Babs’ body was utterly vulnerable, the proofs of her femininity being subjected to the whims of the two goddesses with her. The two grabbed her juicy mounds and shoved more of Babs’ tender flesh to suck harder and faster. Waves of sexual relief crashed down onto her body and made her virility finally break from its boundaries.

Her rod slipped out of her skimpy underwear and grew to full size, throbbing as it pointed at the ceiling. The two ponies let out a squeal of surprise as they saw Babs’ hot, swollen erection.

“Oh my!” Tiara practically squealed. “That’s...That’s…” she reached for the throbbing rod, daring not to touch it as if to break an illusion. When she finally found the strength to grasp it with her delicate fingers she marveled at its warmth and its tautness and a ferocious blush assaulted her cheeks. “This is the greatest cock I have ever seen!”

“Wow.” Spoon couldn’t ake her eyes off the monolith. “Just wow. I have a new appreciation for cock…”

“I always told you were missing out on something big.” Tiara chuckled as she passed a finger over Babs’ twitching erection. It looked so stiff one could’ve thought it was going to burst. “Pun totally intended.”

Their soft hands moved up and down Babs’ shaft, stroking at the delicate, throbbing veins in delicate strokes, their fingers stroking up and down the organ brimming with desire. At each jerk it trembled, threatening to spill at any moment and coat the three mares with boiling baby batter. It wasn’t the time for that, not so soon…

They moved up and down her length, bringing her so close to the brim before starting the tantalizing process once again, not unlike Sweetie Belle did with the infinite pleasures of her pussy. She couldn’t wait to taste one or both of their marehoods without restraints and move at her own pace once balls deep into them.

Tiara and Spoon mixed in tender nibbles at her boobs while messing around with her tool, until Tiara stopped to finally remove the few clothes she was wearing. Her perky breasts bounced around finally free while the perfect pink of her slit stood out in her lilac coat. Diamond Tiara was kind of slim. She licked her lips and flicked her bud of femininity, her fingers dancing to keep her lower lips slightly apart, as she watched Spoon doing the same.

The grey mare possessed a more voluptuous figure, only empathized by the sinuous curves of her breasts and hips. The lively, juicy pink of her erect nipples stood out among the grey mounds of marvelous flesh. “Oh, T…” Tiara started twisting one of her rosy buds. “Teasing already?”

“I’m always teasing. Could you keep up for me?” Tiara assaulted Spoon’s breast as the mare continued to jack off Babs with the same pace as before. Spoon moaned as Tiara’s delicate lips pulled at her nipple while her inquisitive fingers slid down her belly and reached her warm treasure. She brushed against her juicy pink lips before sticking one finger in Spoon’s mouth to coat it in saliva.

“Good, Spoony…” She pulled her hand away from her moaning filly friend before jamming her middle finger inside Spoon’s pussy, drawing a sharp, throaty moan from her. She rolled it inside down to her knuckles while Babs’ cock was getting ravaged and the Manehattan mare could already feel her sweet semen churning in her balls. She clawed her fingers at the sheets and steeled herself, stiffening her whole length rock hard and letting only one miniscule drop of semen dangle dangerously out of her cumhole.

“Whooo!” Tiara guffawed. “Just in time, Babsy. If you came all over us so soon I would’ve been...Well, not angry, but kind of disappointed.”

“Just a little.” Spoon added.

“Well…” Babs sucked some air through her teeth and bit her lip, her breasts rhythmically going up and down with her frantic breath. “I wouldn't want to be a lousy friend, would I?”

“Oh, she’s so sweet. Right, Spoony?”

“Totally.”

“She deserves a prize.” Tiara closed her eyes and brushed away a lock of her mane as she slowly leaned, opening her mouth. Babs’ heart skipped a beat as she felt her hot, tantalizing breath on the tip of her member as Spoon bent slightly to match the powerful contour of her cock head to Tiara’s soft lips. Her tongue first brushed lightly against her skin, deliberately indulging on the dripping, lonely drop of semen. With a sharp lick she rolled down her tongue for the first time of many and her velvet like mouth encircled her tip with eagernesses, smothering her slobbering cumhole with her hole. Babs moaned and Tiara shoved further of the massive stallionhood down her mouth, nearly spraining her jaw to do so. She bobbed her head up and down, massaging the rock hard shaft with the soft innards of her mouth, the flat tip gaining more inches in her throat with ease. She was such an expert, being able to fit such a monster in her mouth with hardly a murmur.

In the rough seal of ips there were tales of lust and pride and of many nights of sweet debauchery. It was foalish to think that Babs was the first to have been invited in that boudoir to share pleasures common mares weren’t allowed to even dream.
…

Or perhaps she was really just good at it. Babs had a little internal laugh when she realized she was starting to think like a cheap erotic novel.

Spoon flashed a mischievous grin and crawled on her knees behind Diamond Tiara, passing her hand on the lilac mare perfectly round and soft butt. With half of Babs’ cock shoved in her mouth, Spoon leaned down and placed her head between Tiara’s nethers. She whipped out her tongue and landed a small, drawn out lick to her taint. Tiara giggled with Babs’ shaft tickling her uvula as she felt her wet folds being teased and caressed by Spoon’s quite able tongue. Spoon’s hand grabbed firmly around Tiara’s buttocks as she delved her snout deeper in her lover to make her juices squirt right in her face. The two shared a moan as Babs went deeper in Tiara’s throat and Spoon drilled with her tongue to taste her fillyfriend’s unknowable depths.

Diamond Tiara had found her pace and was going slow and steady but with a firm determination. Her mouth felt like Babs’ cock was draped in the most expensive velvet for how soft and warm and comforting it was. Her lips pressed with just enough strength around her bulging veins and kept on sucking without skipping a beat as her cock was bathed in hot, nearly burning saliva by swift, powerful brushes of Tiara’s hungry tongue.

With great skill she moved her tongue just at the center of Babs’ tip, indulging on the opening of her urethra and sending spears of sheer pleasure up Babs’ spine. Her hands grasped at the sheets with enough force to nearly rip them off as she let out a squeal of carnal glee. Her balls were swelling and ready to churn out delicious cum as the fire in her belly that preceded every orgasm started as a mere spark. Diamond Tiara crawled forward and took another couple of inches of Babs inside her with great aplomb. SIlver Spoon had already inserted her tongue inside Tiara’s slit and gave quick up and down strokes inside her fillyfriend’s tender flesh. Diamond Tiara lilac cheeks were burning in embarrassment as she increased her pace while blowing Babs the very moment that Silver Spoon started inserting one finger in her anus.

“Mmmghhh…” She gave a dreamy moan when everything she had given off was a quiet breathing from her nose. Her lips moved into half of a smile, still feasting on Babs’ cock with glee, when Silver Spoon’s licking had hit its stride, reaching deep down inside her, her folds squeezing around Spoon’s warm tongue and releasing in utter joy the first of many trickles of girl cum, showering the grey mare’s chin.

In her dimples lay almost a ray of light, of shining innocence that only the sinful touch of a loved one could awaken. Spoon spoke hardly a word and was already reeling her Tiara up with such skill and enthusiasm...Just like her and Bloom...

She dived in deeper, aided by her overflowing ambrosia, reached to her hot cherry. Diamond Tiara moaned and her head spun around in ecstasy as she assaulted Babs’ cock, driving it faster and faster in her throat. The sudden friction, the sheer enthusiasm Diamond Tiara was showing, fueled Babs’ loins of desire and made her shiver of anticipation, of sweet, sweet release.

Her head spun and her body shook to the core. Her virility twitched and rippled of unfulfilled desire as she tried to keep her swirling stallion chowder still in for just a few seconds of pure bliss. She grinned and shook as raw pleasure rocked her world to the core while Diamond Tiara let out a muffled laugh and sucked even harder, ravaging her cock with slow movements of the tongue and obscene slurping noise as she gobbled it harder and faster. Her lips ran all over her length and teased, no, bullied the bulky veins around her shaft, daring it to come.

She let herself go and cummed to her heart’s content, finally giving in. Like shackles breaking, her balls wheezed and churned out liters of boiling cocksauce right in Tiara’s throat. She came and came in huge, glowing spurts that the spoilled mare swallowed with gusto. Her throat bulged briefly in trying to accommodate each wad before sucking it down with enough force to tickle at Babs’ erupting cumhole. Silver Spoon’s head followed Tiara’s jiggling rear as she kept herself lodged in her filly friend, rotating her tongue on her folds, savoring her tender flesh to give her beloved the kind of orgasm only a mare could give to another. One last frantic hurricane of wet strokes and Tiara came, the same fire growing in her belly and spreading through her body like a healing wave, manifested through squirts of her precious liquids rolling down Spoon’s throat.

The long, powerful shaft kept jizzing until Diamond Tiara’s belly was full of warm seed and she let it slid out of her mouth inch by inch, her lips still wrapped around the tip to suck out any last trickle. She let out a loud moan and licked her lips to savor the last of her friend’s milk. Silver Spoon suckled at Tiara’s sex and gave a small kiss to it as the last of her bittersweet juice was swallowed, some of it still staining her grey fur.

“Mhhwaaaaaa…” Tiara stared at the ceiling with empty eyes, completely wrecked by the blissful afterglow. Her head spun around as every cell of her body trembled with glee and a cozy warmth gained hold of her belly. “That was...That was so filling…”

Babs chuckled, still trying to not doze off. “Yeah...I really give my best.”

“Hey! You’re not forgetting about somepony else, right?” Spoon said wiping with her arm Tiara’s juice from her mouth.

“Oh, you were fantastic, too, Spoony Woony!” She pounced forward and hugged Silver Spoon, her back hitting the bed with a loud thumf. “How could I ever forget you?” she said as kept on snuggling on Spoon’s bosom.

“Gee...I was just messing around.”

“Oh, of course you were great, too, Babsy.” Tiara giggled while planting a few small kisses on Spoon’s chest.

“Thanks…” Babs said blushing and putting herself more comfortable on the bed. She glanced at her still rock hard member and a shiver went up her spine. She had finally realized the blessed afterglow was sapping her strength, and yet she needed more. Thankfully, her two friends were still so eager and full of energy…”I, uh, kinda gave my best.”

“Not that the fun is over, of course.” Tiara chuckled. “Spoony? Be a dear and go get a glass of water for us, please.”

“Water?” Spoon raised an eyebrow.

“The wine is kinda finished and we need, neigh, it is vital to regain some liquids. We’re going to lose a lot more of them, right?” She winked at Babs, sending the other two mares in a laughing fit.

“Oh, T. You’re such a rascal. I’ll be right back.” She kissed Tiara on the cheek and headed to the kitchen downstairs, making sure that Tiara had a nice, slow view of her derriere swaying along the way.

“Celestia, she’s so hot…”

“Hope it’s not the only reason…”

“Shut up. I bet the first thing you look for in a mare is her boobs.”

“W-well...Not always. Unless the boobs are really fantastic…”

“I know my guys. Or at least ponies that are just half guy. But no need to worry.” She patted Babs’ back. “In fact, once she comes back we’ll be having a surprise.”

“Surprise? What kind of surprise?”

“Oh, you’ll see…”

“Ya know, you’re really talking like somethin’ out a cheap porn.”

“Tiara shrugged. “What the hay, it’s true. I’ll tell you anyways.” She leaned over and whispered in Babs’ ears, giving a raise to something else between her legs…

***

“Could ya...Could ya repeat that, Sweetie Belle? Ah don’t think ah heard ya well…” Applebloom’s face was completely pale. She brought the trembling glass near her mouth and spilled a few drops over her shirt.

“Uhm…” Her unicorn friend grabbed a napkin and frantically tried to remove the stains. “I said that maybe, just maybe, Diamond Tiara and SIlver Spoon might have...come over to your place.

“Yeah, that's not the problem. The problem is that maybe, just maybe ya said, they and Babs might...hang out.

“What’s the problem with hanging out?”

“Oh, there isn’t. Coz can hang out with anypony she likes...But this is not hanging out we’re talkin’ about.”

“Nope. It’s kind of a metaphor.” Sweetie blushed.

“A metaphor fer somethin’ we can’t really discuss ‘cause we’re in public.”

“Yeah…” Sweetie Belle took a glance around inside the bar. Rainbow Dash had offered the girls a drink in celebration for the show and invited Scootaloo to sit with her and some Wonderbolts. She was hugging her younger friend tightly while tipsy out of her feathers, all the while the orange pegasus tried to desperately escape her clutches and grasping for air. “When did we get to the point that our conversations can’t be done in public anymore?”

“Why exactly did ya tell them they could do…” Applebloom nearly gagged. “What the hay?”

“You know, you were pretty okay with me asking and then agreeing on the whole sharing things.”

“One: You two are mah friends. Ah never did have any problems with it. Two: Ya asked.”

"Silver Spoon asked, too! Well, sorta. Kinda."

"And Babs agreed...Totally agreed..."

***

“Alright, T. I’m here. I got the wat—” Spoon’s eyes fell to an empty room. “Alright. Just let me put this here just to avoid a disaster…” Spoon rolled her eyes and sighed, placing the tray with three glasses on the nearby dressing table. Just as she did she got pounced on the ground by a lilac flash of pure lustful madness and her lips locked themselves with another pair that never tasted sweeter. It was powerful, rough and so fulfilling it actually hurt. The kind of kiss that makes one’s heart soar and sets one’s loins on fire.

Spoon grabbed her mare with a powerful hug and forced her mouth strongly against hers. She wanted to savor and bask in the absolute power of the lips, to feel her fur against her own fur and be one with the one she loved.

“Hey, don’t you forget about me, girls.” Babs slapped her hands on Tiara’s hips, drawing a moan in the shared mouths of the two. She grunted and pushed forward and let her meat lance brush against Tiara’s puffy, wet prize. Both mares yelped as Babs’ powerful meat made its way slowly through the lilac mare’s folds. She gave another push with her hips and spread Tiara’s flower, inserting slow inch after slow inch of warm stallionmeat. Babs pushed past her medial ring and buried herself halfway inside her friend as she break the kiss to let out a brief, mad howl of desire.

“Oh...F-fuuuck…” Tears of joy riled her cheeks as her tongue dangled at the side of her mouth. Silver Spoon pinned her elbows on the floor and reached Tiara again for another kiss. She shoved her tongue in her beloved’s mouth, penetrating her maw in a swift motion just as Babs’ hips were slapping with a dull, wet noise against her lilac butt.

Diamond Tiara was even tighter that Babs already experienced. Even tighter than Applebloom’s strong muscles. Every inch of her length was engulfed in a damp inferno, each part of her being squeezed and struggling to penetrate her friend further, her efforts being thwarted by a tunnel of meat as strong as inviting. She gritted her teeth and pushed further, beating a rhythm out of Diamond Tiara’s tender folds, finally managing to stuff her rod in and out of her friend. Wet, dull slaps of Babs’ rod going in and out Diamond Tiara filled the air together with the sound of the desperate, rough smooching Diamond Tiara and Silver Spoon were making, coating their faces and necks with saliva.

Babs rocketed her hips faster and circled Tiara’s belly with her arms, gaining a better angle to plow her with. Her balls swung back and forth and slapped against Tiara’s rear as her own slit was squirting with glee. Her cock was already seeping from the pleasure given before and Tiara’s folds were so strong and yet so soft that her mind was already becoming addled with pleasure. Her male parts quivered and went rock hard still buried all the way into Diamond Tiara. Her head spun around and Diamond Tiara collapsed between Spoon’s breasts with her tongue hanging out of her mouth, her eyes rolling at the back of her head.

“Oh, fuck yeah, Babsy!” Tiara’s hands slipped behind Spoon’s back, reaching her buttocks and grasping them strongly.

“Crap, I’m going to cum already.” Babs was panting and shaking, shivers of maddening pleasure crawling up her spine. The promise of sweet release felt closer and closer as the tip of her cockhead was quaking with incredible bliss. All of her discipline was for nought in the sheer warmth of Tiara’s depths. She had tasted the (kind of) forbidden fruit and just wanted for more.

“Do it! Fill Tiara with your baby cream!” Spoon giggled almost inebriated. Well, she probably was...

Her already sensitive muscles snapped as her appendage swelled up once more and spooge after spooge after spooge of hot cum was released from Babs’ rock hard dick, washing her womb with her thick cream. It hit with such force as to send Tiara into a laughing fit as she could feel her belly tickling while being stuffed with the boiling seed. Her vaginal muscles contracted even harder than before and milked every drop of bubbling cum that still wasn’t emptied inside the spoiled mare. Her creampie dropped on the floor and her pussy was so full of warm, sticky jelly to let Babs’ cock to naturally pop out of it as it was losing just a sliver of its hardness. She kinda reprimanded herself for not lasting enough (at least for her tastes) but it was all so sudden and so bonkers...She still had the rest of the night to make up for it. Possibly even while making out.

“Aaawww…” Tiara pouted as she scooped a bit of cream dripping out of her slit. “So soon?”

“Well, uh...Ya felt so good after all…” Babs blushed and hugged her breasts, resting on the side as she clutched her legs around her halfway flaccid rod. “Just...good.”

“Well, uh, thanks.”

“How was she inside? Did she feel warm? Or soft? Or both?!”

“You’ll have to forgive Spoony. She is adorable and awesome and no matter how much she denies it she’d really want to have a dick herself.”

“I’m...I don’t!” Spoon pouted and blushed furiously. “I was just curious.”

“Yes to both. She is.” Babs’s cheeks flushed so hard she believed they were going to emit steam. Especially when she crossed her gaze with her still quite pleased friend. “And really tight, too.”

“Cooool. I know rather well the tight part, actually. First time I tried to fist my wrist got so swollen it looked like a sm—”

“Anyways!” Tiara straddled her fillyfriend, planting a soft kiss on her cheek. ”We know what we should do now.”

“We do?”

Tiara released Spoon from her affectionate grasp and rolled on the back on the floor, closing her eyes. “I want you to sit on my face. I’ll take good care of you while Babs plows me.”

“Oh yes, I will.” Babs’ licked her lips and stared hypnotized at Tara’s slit, still glistening with cum. A small patch of drool formed at the corner of her mouth as she was literally crawling to get to her prize. She was stopped by a gentle poke on Tiara’s hoof, resting on her lips.

“Ah ah ah. Not there, Babsy. You had your share. There’s another hole you really have to think.” Tiara passed her fingers on top of her slit before moving down between her creamy buttocks. She stuck her tongue out and delicately spread them to see let her anus winking in full view.

“Whoah. Won’t that hurt?”

“Not if you do that properly, dear.” Babs rolled her eyes and kneeled over and stuck her tongue out, preparing for her work. “Not like that!” Tiara pouted while Silver Spoon was ready to shove her sex on Tiara’s face. The lilac mare pointed at her nightstand. Babs opened the small wooden drawer and saw a small bottle inside it.

“Is this what we need?”

Tiara whipped out her tongue and gave a long, drawn out lick to Spoon’s slit who was sitting on her knees and playing with one breasts. “Yeah, t-that’s the onnnnaaaaahhh!” Spoon moaned sharply.

“I’ll take that as a yes.” Babs bent down and opened the bottle before putting a drop of the viscous fluid on her fingertips.

“Yes, like that…” Silver Spoon moaned some more, her fillyfriend’s tongue buried in her nethers. It swirled around and around, stroking her inner walls with care and passion combined. Babs jammed her two fingers covered in lube in Tiara’s butthole and spread the jelly like substance over her winking entrance. Tiara grabbed at Spoon’s thighs, overwhelmed by the cold, squishy thing in her anus and drove her tongue further inside, feasting on the tender pink folds of her lover. Her muscles tightened around Babs’ finger jamming inside her, her hooves banging on the floor out of sheer pleasure.

Tiara’s lips in the heat of the moment wrapped around Spoon’s clit with tender excitement as the tip of her Manehattan friend was starting to breach in her now moist and defenseless rear. It spread inside her, filling her tight hole slowly and steadily of a warm, raging erection. A sharp pain followed mixed by bright, tiny slivers of pleasure that grew and danced in the raging, winking muscles of her strong anus, moving out of the way to welcome the powerful, pulsating member that started to plunge and stuff its girth inside with steady rhythm. She rocked her hips slowly to allow both her and Tiara to grow accustomed of their situation, to feel Tiara and for Tiara to feel her. She pinned her hooves on the floor and lifted her rear a little bit, giving better angle for Babs to sink in and take her and take her good.

Babs’ hips flexed as she grunted and pushed while Tiara burrowed her fingers into Silver Spoon’s juicy folds to aid her tongue. As Babs rocked her hips back and forth, claiming her prize one inch at time as her cock was delightfully squeezed in and out of Tiara’s anus she had never felt so...male before. She had finally found her pace and was steadily pounding the filly, filling the air with squishy noises of raw fucking.

Utterly dominant like never before and enjoying every second of it. Tiara’s hindlegs crossed around Babs’ pudgy waist and pushed her further inside with a wet plop, Babs’ thick rod lovingly framed between Tiara’s perfectly round buttocks. She grunted and rammed in deep, finally drawing a high pitched moan slightly muffled by Spoon’s folds. Her throbbing shaft rustled back and forth against the sensitive flesh coating her inside and it was an alien yet exhilarating sensation. For both of them.

“Whoah...You like it so much, T?” Spoon asked playing with her nipple between index and thumb.

“Mmmhhh-Mmhhh!” The face stuck between Spoon’s legs moaned in approval.

“Gotta give credit to, uhn, to you, too, Babs!”

“Yer...Nuuuhuu..." Babs bent forward and rested her head on Spoon's bosom. "Yer welcome, girls…”

She was taking Tiara in such an intimate and secret spot and with such strength, too. The slickness of the lubricant had finally kicked in, allowing her to slid in and out of that wonderful grip and slamming her flat, wanting tip inside Tiara, rolling it on the juicy meat inside her friend. Spoon stood in front of her being eaten out by Diamond Tiara with such a fast and passionate pace she was just standing there drooling and throwing her head backwards , squeezing both of her breasts in an almost drunken haze. Each stroke and rolling of her expert tongue was perfectly timed with each of Babs’ thrusting inside out her tight butthole. She had never fucked a hole so invitingly tight and yet so welcoming, so fantastically fitting despite its choking down on her medial ring. The greatest pleasures had to be earned after all.

Her first time with Applebloom wasn’t so different...Just in experience...She could feel every vibration, every little wink of her little pucker around her cock, making her shiver and struggle with dominance, asserting her might with faster, more powerful thrusts in Tiara's tiny hole. It was incredible how much a mare could be so demanding, so into it and so. Bucking. Tight.

Diamond Tiara was completely and utterly lost between the bodies of her friend and her lover. Their warm fur stroking hers, their sensitive flesh being tasted gently or stuffed inside her with rough enthusiasm...It was a magic moment in which to lose herself, even if for just one measly night. An occasion of finally being on her back and being on the receiving end for once. An amusing distraction from drilling a plastic tube in Silver Spoon’s rear every night. Not that she hadn't enjoyed every single time, of course. Just an occasion of giving and receiving pleasure in a different way.

The massive, throbbing meat slammed deep inside her, her muscles clenching and trying to milk Babs’ penis with increasing strength. Her whole body felt wrecked, smashed and utterly crushed by the waves of pleasure spreading from her tiny, utterly fucked rear to every cell of her lilac body. All of this while Silver Spoon had started orgasming and the bittersweet juice of her femininity slid down her throat. Her lips were gently wrapped around Spoon’s pink, juicy folds, suckling with the utmost care as to not waste one drop of her love on the floor. Spoon had never been a squirter, to use such a vulgar term, but this time she was giving her all.

“Gaah...Tiara…” Silver Spoon’s loins burned as she could feel her lover’s tongue swirling inside her, playing with her clitoris and sucking out all that she was giving as Babs was finally balls deep into her, her thick dick sliding in and out with maddening pace. In the heat of the passion she grabbed the red haired filly and kissed her so hard to make her flinch. She let out a deep moan of surprise in the shared space of their mouths as their tongues met with hot intensity, struggling for dominance in their wet dance. Babs was caught completely off guard and her pupils shrunk to comical size while Silver Spoon remained calm and focused on passionately sucking her face. Babs composed herself and got into the kiss with much more calmness and tenderness, even cupping Spoon's cheek gently with her hands.

While she had hoped to last a little longer, the time for sweet release came with a vengeance, lashing at every nook and cranny of her body as she felt her rod stiffening and enlarging further in Tiara’s rough seal. The kiss with Spoon broke as swiftly as it began with a thin strand of saliva still joining their mouths together. Orgasmic bliss swept the two of them as their fluids went loose and washed respectively Diamond Tiara’s face and bottom with Babs’ struggling to last as long as possible, to let her body savor the earth shattering power of that climax that just started thrashing her around. Cum oozed out of her in huge, wet spurts inside Diamond Tiara’s B side while Babs, in her maddening bliss, still rammed her erupting cock with all her remaining strength. Pearly white semen squirted all over the place when Tiara’s delicate rear was filled to the brim. It slightly hurt as she released herself again, her body shaking.

A strong external finisher followed as Babs slipped her still erupting organ out and coated the two mares in cum, still wrecked by the orgasmic bliss. Warm spurt after spurt hit the two with considerable force, enough for Babs to lose control and squirt on the floor and a couple on the ceiling. Pleasure right from the deepest part of the soul hit her like a punch right in the belly and made her collapse on the ground. Her body was shaking with pleasure and riddled with sharp pains around her back and loins but it was such a worthy, worthy prize for that. It wasn't just a question of physical enjoyment but also the simple, even vulgar fact to have tapped that ass.

She dozed off for what felt like a few seconds, but probably lasted a lot more than that. Babs woke up laying on the side on Tiara’s bed. Her two friends, still covered in cum were cuddling and sweet talking like what had just happened was a little less lewd they wanted or cared to admit.

“Did ya like that, Spoony? Did ya like me having such a big cock deep inside me?” She kissed the bridge of Spoon’s nose and pinched her cheek.

“It was so hooot…”

“I’m so glad you said yes. I thought you were going to be jealous or something.” she sighed and pouted. “Are you jealous?”

“‘'Course not!” Spoon leaned over and kissed Tiara back on the lips. “I love you more than that. Weird fetishes and all.”

“Oh, thank you so much, Spoony Woony!” She hugged her fillyfriend tightly, landing her tongue on Spoon’s cheek to pick some cum from it.

“Now I’d like to close my eyes for a few minutes, can I?” she yawned. "My back kinda hurts, too."

“Of course! Sleep well.” Tiara landed a sweet kiss on Spoon’s forehead. “If you’d like some more sex later I'm here…” she whispered softly.

“Maybe…” Silver Spoon turned on her side and started to doze off, with Diamond Tiara holding her until she started snoring.

“She’s the world to me, you know?” Tiara said.

“It was kinda obvious:” Babs giggled.

“She’s the only thing I haven’t screwed up. And just here. It’s like I’m ashamed of the best thing that happened to me. I should’ve at least treated her with a real date. Not just getting drunk and fucking like animals.” Tiara blinked. “No offense.”

“None taken.” Babs got up, leaning on her elbow. “You’ve still got time for that date, ya know?”

“Yeah, I know, but...I dunno. I don't know if I should, that is.”

“Is this because of what other ponies may think? Last time I checked it wasn’t such a bad thing.”

“Screw the other ponies. I’ll eat them whole!” Tiara roared and Spoon flinched, making an annoyed moan. Tiara’s pupils comically widened as she rushed to her side to gently coo her fillyfriend back to sleep. Babs stifled a little laugh.

“Well, ponies are not the problem. How about, well, one pony?”

“Did Sweetie Belle mention that, too?”

“Yup.”

“Dammit, Sweetie Belle.” Tiara pinched her nose. “Do you think I should…?”

“Yup.”

“Wow. You are blunt.”

“Sometimes we need to be. Stop lying to yourself. Especially on what makes you happy. You owe it to yourself. And to Spoon. Your dad loves you. He’ll understand.”

“Did you...Did Applejack know about you and Applebloom?” Tiara raised an eyebrow.

“I’ll tell her tomorrow. And not tomorrow meaning I won’t ever do it. It’s the first thing I’ll do when I get back to Sweet Apple Acres."

“Wow. Guess you are serious about it.”

“ I would be a real hypocrite if I didn’t, wouldn’t I?” Babs flashed a warm smile, quickly matched by her friend.

“Then let’s make a promise. We both stop lying to ourselves tomorrow morning!”

“Deal!”

“And not a simple promise. It’s something silly that Spoon picked up from Sweetie and Sweetie picked up by that crazy baker but it just fits too well.”

“Oh…” Babs giggled and held her palm over her forehead. “I think I know what it is.”

“Ready?” Tiara put a finger over her chest. Babs nodded and did the same.

Cross my heart I hope to fly, stick a cupcake in my eye!

With perfect synchrony the two poked their eyes a little too hard and let out a little Ouch, followed by a perfect little laughter.

***

“Alright, Tiara. You can do it…” Tiara whipped out her mirror and frantically fixed her mane, walking up and down in one corridor of her home. Then she realized that her father wasn’t going to care about it and scoffed.The sun had set and both Spoon and Babs went back home. Not that she would've asked for some emotional support. It was a family matter. She took a deep breath and knocked at her father’s study door.

“Come in!”

Diamond gulped and entered, looking at her hooves while doing it. She then bumped her head on the door.

“Ouch!”

“Watch out, darling.” Filthy Rich stifled a small chuckle as he kept signing on some documents. His tie was loosened and his blue jacket laid hung to a nearby chair. He kept the window opened to let some hair but Tiara was so nervous she just felt suffocating heat.

“Dad, can we...Can we talk?”

“Of course, dear.” He said and put away his papers. “Is there something wrong, Tiara?”

“I, uhm...It’s not something wrong, but...It’s kinda big.”

“Oh. Did something happen? You don’t feel well?” He got up, noticeably worried, and put a hand on his daughter’s forehead.

“No, nothing like that. It’s that...I have somepony.”

“Could you repeat?”

“I have somepony…”

“What?”

“I HAVE SOMEPONY! A SPECIAL SOMEPONY! VERY SPECIAL! LIKE, A LOT!” Tiara slammed her mouth shut with both her hands.

“Well, uh...I guess they know it down in Ponyville as well.” He chuckled. “Who is it?”

“It’s…” Tiara’s heart nearly stopped and her head spun. She couldn’t bear to look her father in the eyes as fears she had known so well just were unable to leave her along. Feeling even more justified by the minute, too. “It’s...Silver Spoon…”

“I see.” Tiara gulped. One cold drop of sweat crossed her brow for a second that seemed to last forever. “Allow me to say just one thing: BUCKING FINALLY!”

“Wh...WHAT?!”

“Oh, pardon my language. I shouldn’t talk like this with you, but...It was so obvious!”

“It was...How was it obvious?!”

“Well, with the cutesy things, the bumping your rumps together and the fact you care about her more than anything else in the world, how happy you are with her and she with you…” Tiara stood there in silence and shock when her father lovingly patted her head and ruffled her mane as a joke. “I would have been surprised if it wasn’t her.”

“Then...You knew?”

“I was pretty sure of it. Frankly, I couldn’t think of a better pony for you.”

“You…” Warm tears of joy were riling her cheeks before she realized. “You mean it?” She threw herself at her father who hugged her tightly. “You really mean it?”

“I wouldn’t lie to you. Not about this.”

“I guess I could...I could bring her to you.” she sniffled. Filthy took a small handkerchief out of his pocket which Tiara used to blow her nose loudly. The handkerchief didn’t survive. “I mean, you do know her already, but…”

“It’s different actually. I want to know your special somepony.”

Tiara laughed and her heart felt at ease. No need to be scared anymore. No need to be ashamed.

“I know it’s a bit out of nowhere, but...What exactly is that stain on your ceiling?”

…

Maybe a little ashamed.

"The maids got no idea of what it is."

"Have they tried baking soda?"

***

“Well, look who is it!” Applejack frowned and tapped Babs’ forehead with her index finger. “Ya made me worry, ya know that?!”

“I, uh, I thought Big Mac told you I was with my friends.” Babs let out a forced chuckle and blushed.

“Yeah. But that couple o’ minutes ah didn’t find ya mah heart nearly stopped!” she sighed. “Well, at least ya weren’t messing around with the wrong crowd or ya were hurt or lost. Not sure if Diamond Tiara is the right crowd either…”

“Sorry, Coz. It’s jus that when Big Mac told me it was okay, I—”

“At least you’re here and nothin’ bad happened. Jus’ tell me next time if you plan on goin’ somewhere.”

“I didn’t plan it.”

Applebloom was behind her sister, having said not a word the whole time. Her eyes were cold and distant.

“We need to talk.”

“Is this about—”

“Yup.”

“Did Sweetie—”

“Yup.”

“Dammit, Sweetie Belle…”

Chapter Six

“So, let’s talk.” Applebloom sat down on her bed with eerie calm. Her cold, stern gaze scrutinized Babs from head to hooves. She held her hands planted firmly on her knees, not betraying any emotion.

“I, uuhhh...I’m sorry.” Babs took a step forward, trying to sit next to her cousin, before the pouting farmpony scooted sideways and occupied her place. Babs squeaked of fear as her ample chest heaved up and down from the frantic breath. She steeled herself and stood firm, closing her eyes to face her justly deserved punishment.

Bloom let out a hoarse sigh and held her head between her knees. “Oh, this is so hard to do…” Applebloom lifted her gaze to look at Babs’ standing there barely breathing and her eyes shut tight. “Uh...What are ya doin’?”

“Waiting for ya to punch me in the face.”

“Wh...Why? Ah mean, I’m angry but not angry enough to punch ya in the face.” she blinked. “Or am ah?”

“Just be quick ‘cause I’m so scared and you punch really hard…” Her left eye briefly opened, taking a glimpse of a puzzled looked cousin.

“Coz’, what does that mean? Ah don’t want to punch ya!”

“I swear I was totally drunk and horny and I know it’s not an excuse!” Babs grit her teeth and steeled herself. They said the idea of pain made the pain itself stronger for a pony. She tried to not have any ideas about it, and to just bear it. Like a real stallion. Or a real mare. In her case, both. “So just punch me and get on with it!”

“Coz...There’s no need to punch ya. Why would ah want to punch ya?”

“Well, remember when I said I wanted to give another chance to Tiara and Spoon? To be friends again?”

“Oh, you three were pretty ‘friendly’...” Applebloom did some airquotes with her fingers, that stung Babs in a deep, special place in her chest cavity.

“Ya really had to do that, right Coz?” Babs rolled her eyes.

Applebloom nodded rapidly with a cheeky smile.

“It was just like Sweetie said. They passed by, we hung out for a while, went to Tiara’s place, a few drinks later…” Babs blinked. “I swear it didn’t seem like that much.”

“I still don’t get why ah should punch ya.”

“Because...Because I slept around.” Babs hung her head and clenched her fists. It was quite silly and foalish to realize her conduct so late but that’s how it was.

"So, you had sex with Diamond Tiara huh?"

"Um...It was what I was trying to say, yeah."

"Did ya bend her over, and take her hard? Or maybe it was a surprisingly tender lovemakin’?"

"Coz, I know you're prolly upset but—"

"Upset? UPSET?!” She threw her arms in the air and planted her knees on the bed, leaning towards Babs and poking her snout with her own. “Yeah ah’m upset! I just found out ya gave Diamond fucking Tiara a dickin', and ya won't even give me the juicy details! C'mon Babs, did she holler? Is she quiet? Did ya do it in the butt? Tell me!"

Babs’ gave an abject stare to her cousin that was just waving her tail like an expecting puppy, rustling the sheets. Of all the reactions her cousin could have had that was the last...second to last Babs expected. “You are...You are okay with this?!”

“Yeah.” Bloom shrugged. “Why ya askin’?”

“I’m...I’m...Aren’t you jealous?” Babs titled her head, confused.

“Nope. Why would ah?” Her cousin tilted her head in response, mirroring her gesture.

Babs’ special place in her chest felt like it was hit by a buffallo stampede. “Because, well, because...isn’t she your worst enemy or something?”

“They’re your friends, Coz! ‘Sides, I got something better to think about than Diamond Tiara! Did ya three get together or somethin’?” She wiggled her eyebrows.

“N-no! It was a one time thing!”

“Oh, that’s good. Because it’s already hard with two ponies, can ya imagine three? I mean, there was that one time that DJ got together with that other DJ while havin’ that cellist…”

“Coz!”

“It didn’t work out. He got the boot.” Applebloom mimicked a little kick with her hoof and then shook her head. “Damn shame.”

Aren’t we together? The question stuck in Babs’ chest and stopped there to burn, right there in that wound. Her left hand trembled at the mere thought of asking the simple question. Was it obvious? Was it not? Wasn’t something else entirely? “C...Coz…”

“Yeah?”

It was not something that could be answered in a clear cut way. It was like one of those hidden mechanisms of the world that kept working until somepony looked at it too closely. Babs felt that if she asked the dreaded question something would break simply.

“Aren’t ya askin’ me why I did it?”

“Well, ya could ask Twilight if ya want a more philosophical approach on that question but ah know why ponies have sex. We’ve been gettin’ pretty good at it lately, right?” She nudged Babs with an elbow, forcing out of her a fake, throaty laugh.

“Heh. Y-Yeah…”

“Wait, ah get it!” Applebloom lunged forward, squeezing Babs’ cheek between her palms. “Ya think you somehow...wronged me or somethin’?”

“Oh, thank you!” Babs practically screamed of liberation. “I mean...Didn’t I?”

“Of course ya didn’t! Everypony deserves a good dickin’ from you!” She hugged Babs, holding her head strongly against her chest. So close to her warm, supple breasts...No reactions from the lower floors, though.

“A...A dickin’?”

“Yeah! Look at Sweetie for example. She felt so nervous an’ lonely at first and she jes’ wanted somepony she could trust. Especially after that creep…” Her sweet face darkened as she spat out that word. “Ya did a wonderful thing for her!”

“Did I?” Something in her chest felt pleasantly warm this time. Sweetie Belle was so adorable and caring and was just so joyous in their evening together.

“An’ what about Scoots? Ya helped her out. Ah never saw her so at peace, so confident! Even though…”

“Even though what?”

“Ah dunno. At the Wonderbolts show she was really weird. And not Scootaloo weird, but the kind of mental institution weird!”

“Was she? What happened?” She gently unlocked herself from her cousin’s embrace, her eyes filled with concern.

“Mostly she was really nervous, ranting and flapped around like crazy talking ‘bout your fondue. Then she flew all around without even noticin’. We got to pull her out on our own ‘cause she was blockin’ the view to everypony.” She flapped her arms around, imitating at best as she could her friend.

“Why fondue?” Babs raised an eyebrow. “I don’t even like cheese.”

“Yeah, that was pretty weird. Maybe you could go and see her? She could use somepony to talk to.”

“Yeah. I guess…I guess I could talk to her but I don’t think it’s anything serious.” Babs sighed, puffing away one rebel lock of mane from her eyes. She then realized she hasn’t been doing that in ages. “Coz, do ya care about me?”

Applebloom visibly flinched. “What’s that about? Of course ah care about ya.”

“I mean…”

Enough to be my fillyfriend? Enough to be a little jealous of me? Enough to…

“Forget it.” She went to the door when she felt a powerful force grabbing her wrist. She turned to see Applebloom was keeping her from leaving with pleading eyes and a really strong grip. Perhaps a little too strong, maybe...

“Ah care a lot about ya.” Applebloom got up and planted a small, silent kiss on Babs’ cheek. “Ah’ll never forget what ya did for me. Ever.” She hugged her cousin again, this time clinging around her shoulders and gently resting on her bosom. She hugged her back, feeling a little more at ease but still not totally so. “Yer my favourite cousin. The bestest, hottest cousin in the world.”

“And by the way she is totally a screamer.” Babs flashed a proud smirk. Well, at least she thought Tiara was. Most of the time her mouth was very busy with Silver Spoon.

“Really?!”

“And yes!” She leaned over, whispering in Applebloom’s attentive ear. “I totally did her in the butt.”

“Oh mah gosh! Am ah wizard?” She looked at her hands in abject awe. “How did ah guess?”

“Nope. Ya just got a dirty mind and an equally dirty cousin.” She smirked and bumped her fist on her cousin’s forearm. Her boasting felt so empty, though. Something was clearly missing and she didn’t know how to express it.

“Oh, ah’m so proud of ya, coz.” Applebloom sprung forward and planted a deep, wet kiss on Babs’ lips. It felt so sweet and fulfilling and yet something was still missing. Applebloom even snuck out a little bit of tongue, meeting Babs’ tongue with fervor.

“Wait a minute…” Babs said breaking the kiss. “Who is the creep?”

“Which creep?”

“The one ya said about Sweetie belle.”

“Button. Button Mash.”

“Wait...Isn’t he that pony I met at the theater?”

“Yup. Sweetie told us you saw him. ”

“What did he do?”

“Would you believe he groped poor Sweetie?”

“No!”

“Ya mean ‘No, ah don’t believe’ or ‘No, ah can’t believe he did’?”

“B-Both. He seemed so nice.”

“So do Cockathingies and they turn ya into stone.” She patted Babs’ back. “This time warn sis before ya get lost. “

“It won’t happen this time.”

“Coz…” Babs got down the stairs, timidly leaning over the busy farmpony, carrying a basket full of apples. “You don’t mind if I disappear again?” She chuckled. “I’m going to Scoots’ place.”

“Well, at least ya told us in advance. This time the search team will be ready.” She chuckled and playfully ruffled her red mane. Big Macintosh was sitting in the room, catching his breath for a while and crossed Babs’ gaze. His little nod seemed to say ‘I perfectly understand and approve your purpose and I know we don’t have to worry. I hope you always feel at home with us and your friends.’

Babs nodded back with a smile.

YOU DIED!

In a normal day those words would make him mad. Make him curse and scream at the sheer unfairness Pony Souls was before kicking the dust off himself and continue the journey, knowing what was ahead and getting stronger from that experience. Slicing every demon and undead on his way until the final victory. This time it wasn’t like that. His virtual self exploded into her red dust and this time he simply felt defeated.

He just stared at the loading screen and turned the console off, sighing, not even trying to get back into this one. “Sweetie…” Button whispered before hugging his own knees and letting go the controller. He glanced at the window and the gray clouds gathering and hovering just above Ponyville. “Mom still isn’t back…”

She had probably took more time than anticipated and stayed at Grandma’s house to take shelter from the rain. Last time he checked it wasn’t scheduled to last this long. “Oh, look at me! Talking to the weather...with myself! Lame!” He picked up the controller and started playing again, knowing he had no other way to pass time. The other controller just lied there, gathering dust. He missed his player two more than anything else in the world...

“Wait, let me get this straight...He’s a Raccoon!”

“He’s not just a Raccoon. He’s a genetic experiment that looks like a raccoon, feeds like a raccoon, got the habits of a raccoon but talks.”

“So, he’s a Raccoon that talks?”

“No, he’s not. He’s…” Button slumped down on his chair, eyes wide open at the revelation that a movie about five space heroes blowing up random shit just became philosophical. “Wait, even if he’s not a raccoon but acts like a raccoon...What’s the difference?”

“You were right. This movie is deep!” Sweetie rested her curly head onto Button’s chest. “Button, are you okay?”

“W-Why do you ask?” He said, gritting his teeth and trying his best to hide the ferocious red shade of his cheeks.

“It’s like there’s a drummer here in your chest! Is it because of me?” In fact, Buttons’ heartbeat was going overboard with his heart threatening to smash open his ribcage with a magic hammer.

“I, uh, yeah…” He squeezed himself in the chair while on the silver screen he saw the hero of the movie and the heroine leaning towards each other for the big, damn kiss. “No need to hide it, I guess...

“Thank you.” She made herself more comfortable, slowly closing her eyes to bask in Button’s warmth. “It means you like me, right? That, or you really need to have Nurse Redheart check your heartbeat, ‘cause I’m getting a little worried!”

He reached for her hand for his own, holding his breath all the while. He couldn’t get his eyes out of Sweetie’s face, enraptured by the movie and with a happy, sincere smile that went ear to ear. His fingertips twitched as he felt the satine of her dress, her body warmth oozing through it. He just wanted to hold her hand, nothing more innocent than that...Then he felt something soft, quite large and without any finger to grasp. He turned and saw his hand down Sweetie’s dress and grabbing onto her…

“Oh crap…” He just whispered. His whole body paralyzed with he crossed his gaze with Sweetie’s wide pupils. He could feel the scorching heat of her blush right from her chest and Button wanted the earth to swallow him right there. “I’m so so sor—”

She slapped him and bolted out of the theater and he lost everything.

***

Babs suddenly was left just standing there soaking wet, and not in a good way. Her mane was sticking on her forehead as thick, cold drops of water showered her without warning or mercy. She sighed angrily, filled with murderous intent and a sudden hate for the world, as a cold river slithered down her shirt from her collar. “Yes, Scoots. The weather team always does a good job. Never an unscheduled change, suuuuure... ”

She hugged her sides and started to run for shelter as her clothes sloshed around, slapping cold water on her warm fur. She sneezed and nearly tripped face first on the ground but managed to regain her balance, splashing mud over her jeans. She tried to keep her eyes open but the soggy rain kept stinging at her face and her soaking mane didn’t help. She was running half blind in the cold rain and with the very high risk of tripping headfirst, this time for real. Babs hollered and zigzagged, trying to keep herself warm and not bump into anything as Ponyville turned into a stinging, icy, blurry landscape, right before her eyes . Suddenly, light came. True light from the heavens itself and for that she thought it was a miracle.

“Babs!” The familiar voice seemed just few meters above her. “The hay are you doing down there?!”

She moved aside her wet mane like a curtain to see the familiar silhouette of a pegasus pony framed in heavenly light. “Would ya believe I was looking for ya?!”

“Wait, I’m coming there!” Scootaloo swooped down right next to Babs sporting a yellow raincoat with the hood pulled onto her purple bangs. She handed a similar one to Babs. “Here, put this on.”

“Thank you…” She shoved herself headfirst in the oilcloth as the wind was still slapping it onto her clothes. The wind roared and turned the raincoat inside out, painfully slapping her face with wet clothes. She grumbled and started to run while fixing the rebel outfit on the way.

“Well, we’ll talk later! Come on, my shop is near!”

“Is it?!”

“Follow my voice!”

Babs followed the orange trail of light amidst the blurry fog, dragged by Scootaloo’s hand and after a few cold, painful seconds she heard the slamming of a door behind her. She was warm and safe again with the smell of grease and rust filled her nostrils. In the center of the room was a pristine clean scooter that stood out between the stains of oil on the floor and walls and the tools still scattered around.

“The bathroom is over there.” She pointed in the direction of the room.The wet mare became a lightning fast blur and closed the door behind her, slapping the floor with her dripping hooves as she bolted inside.

“You did finish that scooter!” Babs said from behind the door. The sound of wet clothes hitting the floor followed and a shiver, a tiny, almost unperceivable shiver ran down Scootaloo’s spine. “Took ya long enough.”

“Yeah. Poor Pound.” Scoots leaned her back against the door, crossing her arms over her chest. “I wanted to bring it at his place personally but with this friggin’ storm, you know…”

“Yeah. Where did that come from?”

“Dunno. It’s started earlier and is going on far longer than scheduled. I was thinking of going up there to ask Rainbow or somepony else once the storm gets calmer.”

“Yup, you should. Slap her on part of all the earth ponies that felt betrayed down here.”

Scoots chuckled. “Soooo...Why did you wanted to talk?”

“Coz asked me. She said ya were acting strange.”

Scootaloo blinked. “Was she a little more specific? I mean, she always says that.”

“The Wonderbolts show.”

“Oh, that…” Scootaloo facepalmed. Of course her best friends would be just a little worried of her estrus fueled antics. She had finally managed to push in the back of her mind that pulsating biological need only because she had seen Babs and wanted to help her out.

“Mind if I use the shower first?”

Then Scootaloo’s dirty mind spelled something out very clearly. The pony whom she had a very clear affection and loved was naked in her home and under the shower. Her wings stiffened and rose slowly behind her back as she felt a glow slowly expanding at the center of her crotch. Her knees shook slightly and she wobbled left and right, sliding down slowly towards the floor with her back still on the door.

“Scoots?”

“Y-Yeah?”

“Would you mind joining me here so I could rut you hard and good for hours?” Her clothes fall to the floor like a snake shedding her skin. Their lips meet with hot intensity, their fingers clutched together as their breasts are squeezed together. Babs penetrated her in one fell swoop and...

“I beg your pardon?” The pegasus squeaked with all the blood having left her face for more unsavory places.

“I asked why your shampoo bottle looked like the bad guy from Hayraiser.”

“Oh, y-yeah, that! There’s a shop in Cloudsdale that sells those things.” She chuckled nervously, fixing her sweaty bangs. The shaking of her knees was reduced by it, but it was her mind that worried her the most. It was so vivid, so real and so frigging tempting.

“Cool.” She cleared her voice. “We have such sights to show you…” The bathroom made her voice booming and metallic enough to make Scootaloo shiver a little.

“Heh, that was good.”

“Thanks.”

She heard the sound of the old shower faucet gurgling and the myriad of droplets pouring over Babs, rolling down her warm fur, down her curves, maybe forming a small puddle between her creamy breasts as she washed them with soap in slow, ample movement of her hands...Maybe she would pass it on her ample, voluptuous flanks and squeeze those wonderful buttcheeks to…

“Gaaah!!!” Scootaloo woke up from her own fantasy and tumbled on the floor, her bottom making a dull noise. Again, it looked like it was right in front of her eyes, ripe for the taking. Her shorts got a little moist in her crotch area, right between her legs even. “I could...Oh, Celestia, I could ask...It may not be such a big deal…”

“Scoots?”

“Y-yeah?!” The pegasus squirmed, hugging her knees, hoping that Babs hadn’t hear a thing...

“You got some clothes I can borrow? Mine are soggy. I don’t want to bother you, but…”

“No, no!” she got up quickly with a strong kick from her wings. “Of course you can borrow something. I think I have something your size.

It was obvious now. Inevitable even. Tonight Scootaloo would confess how she feels. Without even talking to Applebloom first, but tell that to her body. And get laid so hard she would walk funny for another week.

***

“S-S-Sweetie?!”

“Yeah, I’m glad to see you, too. Can I come in or…?” Sweetie Belle tilted her head genuinely confused, clad in a bright yellow raincoat and holding an umbrella with a blue flower motif. She let out a little sneeze as the rain violently poured down her cute little head.

“Oh, uh, yeah, of course!” Button moved himself out of the way to let the unicorn mare in.

“Oh, thank Celestia!” She closed her umbrella and left it to dry in Button’s porch. She then unbuttoned her dripping coat and left it on the coat hanger in the house’s entrance. She was wearing her usual white dress, somehow immaculate despitethe rain and mud outside.

“I, uh…” Button blushed, his gaze darting to the floor. “Want something to drink?”

“I would love it! Thank you.” She chirped.

“I was making some chocolate, so…” He twirled his thumbs, keeping his chin attached to his chest. “You still like chocolate, right?”

“Who doesn’t, really?” Sweetie chuckled, crossing her fingers behind her back and wobbling back and forth as if she had tiny springs on her hooves.

“Yeah, you’re right. Chocolate is my power up!” It sounded better in his head, until…

“Strength, Speed or Charisma?” Sweetie’s head popped out from behind the kitchen’s door, wearing the most adorable smile.

“S-speed. Definitely speed. The third one is a dump stat…”

“Don’t be so hard on yourself. You are cute...” She walked over to him and gave a little pat to his belly. “And you got a little thinner. You used to have such a cute little gut!”

“I did?” He inhaled sharply and kept his breath, steeling his belly harder than he ever thought. Sweetie rolled her eyes and raised his shirt, tickling on his belly.

“Oooh, you are so mean…” Buttons shut his eyes and bit his lip as the torturous pressure built up inside him. Sweetie’s fingertips worked like hot knives delving into his defenses, making his whole body shake with crazy laughter and his belly return to roundish normalcy.

“There, much better!

“Heh…” he chuckled weakly, his voice cracking some in confusion, as he adjusted his shirt back in his underwear. Was she the same Sweetie Belle or had she fallen victim to a mind alteration spell? The same Sweetie Belle that would have every right of kick his sorry butt? He always thought unicorns had a +3 against it.

“I knew you didn’t do it on purpose.”

Critical hit to a broken heart.

Buttons stopped moving completely right as he finished pouring the drink in his cup. A long, frustrated sigh escaped his lips as he pinched the bridge of his nose. It was obvious she wouldn’t have forgotten, that the elephant in the room had to be noticed and stampede all over. No, not just an elephant: an Oliphant from Tartarus! “You do?” He handed the cup to Sweetie still refusing to look at her. A face too pretty to be looked at….

“Yeah. I do.” She took a big sniff of the drink before chugging it now without even waiting for it to cool down. “Gosh, it’s so gooood…”

“I was happy to see you again, you know?” He turned his back and scratched his head. He nearly felt naked without his beanie. “At the movies?”

“You...were?” Sweetie looked at him with big, pleading eyes. Was this the one? His extra life? A better chance?

“Yeah. I, uh...I really did. I wasn’t expecting you. And with company, no less.”

“I haven’t been seeing you that often, either. Don’t tell me you’ve been playing videogames all alo—Of course you were, right?” Sweetie cocked an eyebrow, stabbing poor Button’s very soul with inquisitor wit.

“Not more than usual. Just not with you. It’s not the same thing without you.” He closed his eyes, half expecting a slap, a punishment for such a whiny behavior, but instead he only got a little laugh out of her.

“Here, do it.” Sweetie Belle scooted at his side and rested her head on his shoulder. He gulped loudly as his heart was again hammering in his chest. Her fingers brushed gently against his, clutching around his hand with the grace of a spring rain.“Is this what you wanted to do back then?”

“Y-Yeah…” Just that. The simplest thing in the world. The simplest way ever to show just a sliver of affection and he had managed to mess it up. That was, like, the tutorial of the easy mode of relationships and he had managed to mess it up! But be it in relationships or co-op there’s always another pony to trust and rely on. Maybe a pony that can see beyond these mistakes...and maybe show that affection in return, despite everything.

“It feels nice.” Button clenched all his muscles and closed his eyes, stiffening like a fossilized tree. His hand twitched and threw some papers on the floor, crushing the magic moment with the sound of rustling cheatcodes.

“Oh, I’ll pick them up!” Sweetie Belle let go of Button hand and hopped on her way to the papers. gracefully bowing down to pick them up.

Then Button realized she wasn’t wearing any underwear and the perfectly round, alabaster looking and finely shaped rear of Sweetie was in full view. She wiggled those perfectly round spheres in front of him, without realizing maybe…

Or maybe Button had just reached God Mode...

***

“So, Rainbow Dash was all like ‘Whooosh’ and we were like ‘Damnn!’. Rarity was even a little turned on…” Scootaloo was beating her small wings and moved her arms around, her knees planted deeply on the creaking mattress.

“You don’t say.” Babs nodded with a small smile. She pulled her shirt down to better cover her midriff. The two were the same height, yes, but Scoots didn’t take those generous breasts of hers into account.

“And guess what? She does it! The maneuver! Our maneuver!”

“No!”

“Yeah! You are getting famous!” Scootaloo hugged Babs and started jumping up and down on the bed on her knees, the mattress protesting outright and threatening to break in half.

“Oh, please.” Babs chuckled, putting an arm over her pegasus friend’s shoulder and pulling her closer, nearly butting heads. “Who’s got the wings between us?”

“All right. We are getting famous?” She flashed a goofy, expecting smile.

Babs’ palm met her forehead with a loud, dull noise. “Yeah, let’s go with that.”

“Seriously, though: It was really a surprise. And then she got me at the Wonderbolts table, would you believe that?”

“No!”

“Why?” She scrunched her face in an adorable pout. “I was totally there and—”

“No, I mean ‘Come on, you at the Wonderbolts, that’s awesome’ kind of way.”

“Oh. Because we totally had a photo and everything.” Scootaloo took from her headstand the photo in question and showed it to Babs. There was, in fact, Scootaloo with a visibly tipsy Rainbow Dash hugging her. Her poor friend was gasping for air and flailing her arms around in the photo, making stark contrast to the excited smile she had while holding the picture.

“Is it too hard to understand? I mean, first Coz’ and then you! Is it a conspiracy.”

“Could be.” Scoots chuckled. “So, what did you want to tell me?”

“Is...Is everything alright, Scoots? If there’s anything you wanted to say I’m here.” She sported a soft smile and gently held Scootaloo’s hand. The pegasus gulped unseen as her wings were rustling weakly behind her back. What could she say to her, after all? That she indeed needed a good rutting? Scootaloo still believed her hormone filled rant, that Babs wasn’t just a means to sexy ends.

“It’s kind of a hard time, you know? I finally realized that things used to be so simple and now they are just...not.”

“Oh, I get it.” She patted on Scoots’ shoulder. “I really, really get it. I miss the time when our only concern was getting a Cutie Mark, trying to not screw up and not getting lost in the river?”

“The what now?”

“Remember that time we wanted that Cutie Mark in Piracy? We had that ridiculous little boat and we wanted to plunder other little boats on the way.”

“Except that none of knew what plunder meant.” Babs chuckled and hugged Scootaloo with one arm, pulling her closer. The pegasus scrunched up her face and tried to be unseen, her wings fluttering wildly as the sheer hot in her belly grew even more.

“And then we get lost. In the river. A straight river.”

Scootaloo giggled and passed the palm of her hand over her face. “How did we do that?”

“It kinda was my fault.” Babs blushed. “That was the last time ever I trusted a compass coming from a pack of chips. It didn’t even point north!”

“Then the troubles started when we saw the waterfall…”

“Man, I still dream about that roar in the distance.”

“I still can’t believe how we made it…” Scootaloo held her chin between thumb and index finger, lost in thought.

“We did thanks to you.”

“We did?”

“Yup. You really don’t remember?” Babs got up from the bed and grinned. “You grabbed the ship's bow and flapped those tiny wings of yours to drag all of us to the shore!” That day Babs couldn’t believe her eyes. Scootaloo was far cooler than she ever thought she could be...and she already thought Scoots was pretty cool. “You were a friggin’ hero and ya don’t remember?”

“I, uh...I kinda do but it happened so long ago.” Scootaloo blushed and slumped down on the bed, belly down, leaving an arm hanging from the side. “Was it that cool?”

“Beyond cool.” Babs kneeled over and gave a friendly poke on Scootaloo’s shoulder. Maybe a bit stronger than a friendly poke but Scootaloo hid the pain well. “So don’t ya ever talk about hard times. You are way beyond ‘hard times’.” She kneeled over and put her hand on Scoots’ shoulders, gently butting her forehead against the pegasus’. She looked in her eyes with a gentle smile and Scootaloo felt peaceful. Completely peaceful like she never had thought possible. Her raging hormones didn’t cloud her judgement as she looked in her beloved’s eyes. She always had a nice word for her, always stood by her side and asked nothing in return, even if the pegasus would’ve given the world to her. Her feelings felt crystal clear for the first time; made of pure, vibrant light, and were absolutely enticing.

“I, uh...It’s all thanks to you.”

“Oh, ya flatterer!”

“No, I mean, every time I was so cool you were there with me. Perhaps...Perhaps that’s what it is. Do you think it’s a coincidence?”

“Yes.”

“I still feel that just now I truly met you. And I like what I see…Where have you been all this time?”

"I’ve always been here, duh?!"

"What about before?"

"Somewhere else…?"

"I wish I’d always been there with you, here and now..."

The gears of the universe worked their way. The two closed their eyes, leaning ever so slowly one against the other, their lips longing, aching to be together, The rain drummed on the windows outside, filling the silence with only the quiet sound of their breath alongside it. Babs couldn’t believe what was happening. Neither could Scoots for that matter. It was just them. Without worries. Without thoughts. Without fear. Like their first time, when it was so simple...When one couldn’t fathom the thought of being hurt...

“I miss when it was so simple between us…” Babs hung her head and her face darkened, breaking the kiss before it even came to be. She tightened her grasp around Scootaloo, holding her head close to hers, bumping her forehead against her friend’s. Close enough so that Scootaloo could feel her breath and gaze right in the sadness of the Manehattan mare’s eyes. “Oh, look at me…” She quickly wiped a solitary tear from her eyes. Scootaloo almost wanted to kiss it away, like in the movies…”I was supposed to make you feel better…”

“Well, you kinda did.” Scootaloo pouted and hugged her knees. “I kinda guess it’s my turn?”

“I bet you heard the news, too.”

“News? What news?”

“The one about me, Diamond Tiara and Silver Spoon.”

“Oh, that one! Good one, Babs!” Scootaloo gave a strong congratulatory pat on her friend's back. It bounced on it like on a brick wall, drawing a saddened, even annoyed sigh from her. “What’s wrong?”

“I’m not proud of that one.”

“Huh?”

“Not because of Tiara and Spoon. Because of Coz…”

“Now I’m really getting confused.”

“I...I thought there was something for us…” Babs sobbed, breaking Scootaloo’s heart in half. “I thought that the Sweetie Belle thing was just a thing, that she’s one of my best friends, our friend and it was a one time thing. I was happy with her. Then when I hung out with those two...I wish I could say I was just drunk. I wanted it and nothing can’t change it. But the worst part...The worst part was that Coz didn’t even get jealous! I wasn’t hoping for that, I wasn’t doing some kind of twisted test for our relationship, but…” Babs hugged her knees, using them to muffle her increasing sobs. “Oh, relationship! Just look at me! I thought there was something...But not what I wanted…”

Babs put her head gently of Scootaloo’s shoulder, who draped her in one wing. “Are you sure about it? Have...told her what you feel about it?”

Babs cooed and snuggled harder on Scootaloo’s shoulder. “Heh. That would be so awkward. I even promised Tiara I would tell Applejack. About the two of us...I’m not even sure there’s a two of us…” A stream of tears fell down her pretty face. Scootaloo had never seen her this cute, this vulnerable, this hurt...Scootaloo gathered all of her courage and held her close, squeezing her into a hug. She swiped a tear off from her face, determined to be there for her, like she did on that special day.

At that point, Scootaloo’s body had stopped its moaning. Seeing a friend, a friend she loved so much, being so vulnerable...The idea of taking advantage for sex, the mere idea of asking , of thinking about it, was downright repellent.

“Just talk to her. Make it all clear. If you think there is something between you two, then you have to make it clear.”

She knew what she meant by those words. Even if it meant losing Babs to her best friend, it was worth it to see her smile.

“I really wish we made it clearer before…” Babs snuggled in Scootaloo’s arms, brushing a lock of her her mane with fingers while the pegasus gently made herself comfortable on her bosom. Babs lay down on the bed, still holding tight Scootaloo, who covered the both of them with the sheets.

“Are those your drums?” Babs took a small glance at the instruments lying near there, one step close to the land of sleep.

“Yup.” Scootaloo extended an arm and picked them up, knowing immediately what she had to do.

“Could you play them for me? Just one more time?”

“Of course.”

Scootaloo started beating her palms on the drums, slowly and steadily, drawing a calm, soothing rhythm as Babs drifted off to sleep with a gentle smile on her lips, still stroking her purple mane as she held Scootaloo close.

“I wish I didn’t feel this lost…”

“Lost?” Scootaloo cuddled closer, still playing slowly with her drums on the side of the bed.

“Lost like...Like at sea…”

“Maybe you could put an anchor down…” Scootaloo brushed one of Babs’ lock and tried, no, dared to land a small, silent kiss on her forehead. “I could be your anchor…” She snuggled up in her embrace and for a while, everything was good.

The bathroom door slammed shut. Button stood against it, chest heaving as he took in large gulps of air. He couldn’t believe it, he couldn’t. There just was no way. He walked over to commode, still slightly dazed, closed the lid, and sat down. Button then took a second to glance downward at the large bulge in his pants. And he thought on what had caused it.

“Sweetie Belle, she wasn’t wearing any panties. Any at all! And then she just bends over like that. I could see everything! B-but why? Did she, just forget? Or did she want me to…”

Button snorted, quelling that thought before it could finish. “Don’t be stupid, man...” he muttered to himself. “That’s just your dick talking, that kind of thing never happens in real life. And even if it did, no way Sweetie would do it to you.” Button leaned back with a sigh, “Still, now I gotta deal with this…” He glanced back down. The tent in his pants had not reduced in the slightest, and even worse, no matter how hard he tried, he could not get the image of Sweetie Belle’s lips excised from his mind. The image might as well have been burned in.

“I guess there is no way this will go away on it’s own, and I sure as hay can’t go back outside with it. Even if I could hide it, if I keep thinking about it I would eventually say or do something stupid. It would be the movie theatre all over again. I’m lucky Sweetie still talks to me after that, no way I am messing it up again. But that just leaves one option.”

Button took a glance at the door, and then unzipped his pants. Pulling them down to the floor, he then grabbed the hem of his boxers, and they soon joined the pair of pants. His cock, now free, stood proudly, just waiting for something to give it relief. He grasped it with a hand, and took a breath. “Here goes nothing.”

He began stroking, firmly and quickly, and the sensations quickly filled his mind. He could see Sweetie’s pussy, oh so clearly. Just as it was before, right in front of him, glistening, just waiting for him.

He imagined it settling down over him, his flare pushing in, the tight warmth enveloping him. A small grunt escaped him, as he imagined the wonderful cunt sliding all over his cock, in his mind matching the pace of his hand.

He wasn’t really one for vocalising while masturbating, but his normal composure had been weakened by his close call with the real deal. It just felt so good this time. Button could already feel his balls churning, building pressure as he neared release. It was going to be a quick one. He let his head fall back as he continued to give himself over to his own pleasure.

Lost as he was in the haze of his own ministrations, he utterly failed to notice when the door slid opened. He absolutely missed the sound of hoofsteps on the carpet, and he even managed to no pick up the sound of somepony setting on their knees in front of him. However, he most certainly noticed the breath of air that ran over the tip of his rod. His eyes snapped open, and he looked down, only to see Sweetie Belle smiling up with an expression that could only be described as smouldering. So close as he was to the end, the shock of seeing her there drove him over the edge. With a gasp, his cock throbbed, but before it could spray it’s load, Sweetie Belle grasped it at the base and squeezed.

A sensation like a mix of pain and pleasure shot through him as he felt his balls try to push his load out, only to be blocked by Sweetie’s grasping hand. It was maddening, and he gasped, and whimpered; his hips moved on their own as his release was denied.

And then Sweetie spoke, her voice a soft purr to his ears. “That wasn’t very nice you know.”

After exercising a degree of effort that could only be described as “titanic,” Button managed to squeak out a tiny, “W-what?”

“You left me hanging, Button Mash. I mean, I couldn’t have been any clearer I wanted you to fuck me, could I? I wasn’t even wearing any panties! And then you come in here and start rubbing one out? I hope you were at least thinking of me. You were thinking of me, yes?” Button nodded frantically. “Well, anyway, I think you need to be punished.” She placed her finger on her lips, appearing to be thinking hard. After a few seconds, she grinned in a most diabolical way. Button shivered. “How about this, you don’t get to cum until I do.”

Button couldn’t stop the whimper that escaped him, but he nodded anyway. Anything to get to cum. Sweetie sat still for a moment, taking stock of her position, before attempting to move up into Button’s lap. She managed to get herself halfway up when she lost her grip, just ever so slightly. It was enough, however.

The pressure had been building, and even the slightest release on the grip that had dammed it up is enough to allow it to surge through. Button’s penis goes very stiff, and throbs. Sweetie can’t help but gasp at the sensation, as the cum surges past her fingers, up through Button’s rod, and shoots out with enough force to impact Sweetie’s crotch with an audible smack. Button can’t hold it in, and he lets out a long moan as three more spurts of sperm fire right at Sweetie’s pussy, each shot making a greater mess of her.

Finally, Button’s ejaculation ceased. He leaned back, gulping down breath, seemingly oblivious to everything around him. He even forgot about the, now rather frustrated, mare sitting right above him. Not for long however. Sweetie Belle stared at the slowly softening cock, took a deep breath, and a loud shout reverberated throughout the small room.

“OH COME OOOOON!” Button jolted back to full awareness. All of him. “I can’t, I mean, seriously? I was just about to….ARGH!” She looked down at Button’s face, and noticed his sudden look of terror.

“Oh my god, I’m so sorry! I didn’t mean to, I mean, your hand just felt so good, and I was just about to cum and I couldn’t hold it anymore! Please don’t hate me!”

Sweetie leaned forward, until their snouts were nearly touching. “Now now, I don’t hate you. I suppose it was kinda my fault anyway. Still, you’re going to have to make it up to me. I was really looking forward to all that,” she gestures down to her thighs, “going somewhere else. Now I’m all messy. And still horny.” She leaned back, and shuffled forward, so her crotch was directly in front of his face. “What are you going to do about it, hm?”

Button looked at the mess he made. He couldn’t help but feel a small bit of pride at the mess he made. Her pussy was dripping with his spunk, and it was running down her thighs in thick globs. It was then he got a flash of inspiration.

Rather than answer her, Button leaned forward, and began kissing the inside of her thighs, just below one of his splatters of cum. He began kissing and licking upward, gathering up his own mess in his mouth. “Holy crap, I’m eating my own….stuff. This is so, woah. It tastes weird but, I guess it isn’t that bad.” He heard a low moan from above as he approached the juncture between Sweetie’s legs. Already he could smell it. It was a heady scent, musky, and overpowering. And he could smell himself in it as well. It was utterly intoxicating.

Just as he reached her slit, he stopped, and moved over to the other leg, beginning to give it the same treatment. His hands reached behind her, grabbing on to her firm rear. Sweetie let out a throaty groan at that, beginning to lose herself in the contact. It was so, erotic. Sure it was exactly what she hoped he would do but, she had to admit she was still surprised he was doing this so willingly. And he was so gentle, like she was some kind of treasure. She loved it, this feeling, almost as much as the little jolts his tongue was giving her as he approached her pussy again.

Finally, Button had managed to get her legs cleaned up. He felt like he should have felt repulsed by himself for what he just did, yet all he felt was aroused. He was already stiff as a board again, but he knew he had to finish up.

He tried to think back to those porno stories he sometimes read. What should he do next?

It’s not like he had ever been staring right at a pussy before. Well, not one that wasn’t in a picture or video. Swallowing nervously, he reached out with his tongue again, and ran it along her lips. Her hips bucked forward, just a little, and Button guessed that meant she liked that. He did it again, trying to run across the whole length of her. Another groan, and he pressed his snout in closer. Her felt his nose brush up against something.

A little nub, right at the end, that felt harder than the rest of her. Sweetie gasped, and jerked in surprise, and Button pulled his head back, his tongue flicking across the little nub. Sweetie Belle squealed, and grabbed his head, pushing it back where it was. Button began licking again, trying to find the little bud with his nose.

He felt it, pressing into his snout and mouth, but he couldn’t reach it with his tongue. Sweetie’s grip made sure he couldn’t move his head back enough. Still, all the rubbing he was doing with his face seemed to be having a positive effect on Sweetie, if her moaning and thrusting was any indication. Button instead began licking her vagina in earnest, and began pushing his tongue past her lips, which had begun winking in time with her thrusts. As his tongue began thrusting inside her in earnest, Button tried swirling it around. Sweetie was panting hard, very much caught up in her own pleasure, and Button simply did the best he could to please her.

Soon enough, after several minutes, the movement of her hips suddenly became frantic, and Sweetie’s moans increased in tempo and volume. It didn’t take long for her to clench suddenly, several short, stuttered squeaks coming from her. Button felt a small deluge of juices coming from her pussy, running down his tongue, and splashing across his face. Not really knowing what to do, he just kept licking, trying to get as much as he could. Then her grip relaxed, and a long sigh escaped from her mouth. She let go, and sat back on Button’s lap, just in front of his still rock hard erection.

“Ahhh, yeah. That’s better. You could use a little work, but it’s nothing a little practice won’t fix. Mmm, but I’m still not quite satisfied, and from the feel of it, you’re ready to go again too. So, the question is, do you want to give me your creampie here? Or move to your room first?”

“Just wait! Wait just a second!” Button shielded himself with his hands, stopped the slowly leaning forward unicorn, her lips puckered into a kiss. “It is imperative I ask you this first!”

“What? What?!”

“Weren’t you with that friend of yours...what is she called?”

“Babs?”

“Yeah, her! Weren’t you and her a thing?”

“Really?” Sweetie hung her shoulders and sighed, eyes half opened and dripping with sarcasm. “You are giving up on sex to ask that question?”

“Just answer this. I...I don’t want to get in between you two. I mean, she seemed nice and I don’t want you to make a mist—”

“We are not a couple.”

Button blinked.

“Do you remember where my room is, don’t y—” Sweetie Belle bolted leaving a thin silhouette made of dust and her white dress hitting the floor. “Oh, I guess she did.” Buttons removed his shirt over the head and hurried to join the mare, who was snuggling up below his ‘Bronylands’ sheets. She held the covers just below her breasts, bulging out with grace down below and giving a slight derp face on the image of Handsome Coltjack embroidered on the sheets. For once, the urge to tell another pony to be careful because it was a limited edition didn’t occur. His little soldier between his legs was thinking of another urge altogether…

“Come in here, tiger…” She purred with a sultry grin as she slowly sunk beneath the covers. “Come here and get your high score…”

“Oh, frickin’ yes…” He threw the shirt on the ground, mesmerized, and started crawling stark naked, on his own bed, towards his mare. Their gazes crossed and virginal candor met experienced lust. Their lips glazed onto each other as Sweetie pulled Button’s head into a fierce kiss, drawing a yelp that resounded in their shared mouth. His stallionhood twitched and beat on the cold sheets as Sweetie Belle wrestled her tongue against his, stroking his mane to keep that kiss, never wanting it to end. His hands swished under the sheets, waiting for the touch of her alabaster skin. He opened his eyes, still smooching the mare with enthusiasm, to see his hands paralyzed and trembling, daring not to lay on her.

“Oh, for pity’s sake…” Sweetie rolled her eyes and broke the kiss, leaving a messy strand of saliva between their lips. She grabbed his hands firmly and kicked the sheets away giving him a full view of her naked, milky white body. She pulled his hands onto her firm breast, squeezing them firmly and flashed a sultry grin. “Alright, now you have my permission…”

In total awe he started massaging her breasts, drawing cute moans from the unicorn kissing his forehead and neck, her lips gently brushing his skin. He opened his mouth and took her precious pink bud between his lips, suckling on it like a baby. “Oooh yeah…” He enveloped it with his tongue as he pounced and rubbed his body against hers, passing from a nipple to the other as his rock hard erection brushed between Sweetie’s thighs. She squeezed his member suddenly, moving her potent muscles back and forth, stroking his already excited stallionhood.

“Gaah...Sweetie…” He took a deep breath and struggled to play with Sweetie’s nipples as she kept teasing with the warmth of her sex, slick by his leftovers juices and just begging for more. She had a firm hold, grazing over his medial ring and squeezing, not so hard is hurt his cock, but o keep a wild ejaculation at bay. She didn't want for the fun to end that way...She had earned it and so did Button. “Please, let me…”

“Not yet…” Sweetie grunted and pushed Button on his back, coating his chest and face with quick butterfly kisses, rubbing her snout all over his brown fur. She prodded his twitching member with a hoof and started stroking on it slowly, playing it with it and passing it from one hoof to the other. Button bit his lip and tried to bear withit, spasms of pleasure surfaced from his extremely sensitive organ. Sweetie’s hooves were so smooth and far softer than he had ever thought. They possessed an immaculate contour, not chipped and rough to the touch like some other ponies that had a more active life. Every bulging vein of his stallionhood knew that well and he focused on that sensation while steeling himself to keep his raging balls from exploding and churning out his load, lest he would ruin those perfect appendages. Her hindlegs were opened slightly and he could see her perfectly, as Sweetie was bobbing her slit up and down over his dick, which stood out among the sea of white that was her fur. His glans was throbbing enthusiastically, full of delicious semen gurgling in the pink mound of flesh.

“There, now you look ready…” Sweetie Belle got up and planted her hands on the bed at the sides of his head, her crotch hovering above his tip, her folds swollen and being a mere inch away from him. Both sexes were literally aching to be united, just as their lips and their tongues. Neither one of the two was ever sure on who initiated that kiss and neither one seemed to care. An unstoppable, animalistic force was moving their wills and was fixated on joining their loins. Sweetie Belle wobbled her crotch back and forth, pressing it on Button’s stallionhood, ready to burst. “Inside me...Do it inside me!”

“Oh, yes…” Unfathomable warmth enveloped his tip as Sweetie Belle crouched and closed her eyes, getting a cute pout out of it. He stifled a little laugh while fighting the pressure building in his loins. A good third of his member was engulfed and squeezed into a warm, velvety hold, her juicy pink inner walls were hugging him to his very core. Button lifted an arm and embraced Sweetie Belle, easing her lower, and finally sat her crotch onto his, easing himself inside her. A small scream was drawn by the two at the contact of their sexes. Button went down smoothly, with barely a squeal or any semblance of pain. He always thought a girl’s first time with a boy was supposed to be painful and awkward but apart for some strange faces and grunts, Sweetie Belle was enjoying it deeply. Then again, Babs...To his embarrassment, he felt his rod expanding at the thought of the two mares joined in bed, their bodies sweating, their sexes touching...

His hands slid onto her flanks as she straightened herself up, going into the cowgirl position and humping him smoothly, her cute breasts going up and down in an almost hypnotic fashion, here hips driving his stallionhood inside her. Sweetie Belle snorted out an ecstatic laugh and mounted his stallionhood with a faster pace, guiding herself down to the hilt. He matched her movements, gliding himself up and slapping crotch against crotch and felt such a rush, he felt so empowered, so satisfied and most of all forgiven. He was there, doing it with the mare he always loved, thrusting deep inside her and seeing Sweetie Belle so pleased, so simply joyous as she was riding his meat that his heart sang with delight. He prodded her lily moving subtly his crotch inside her, thrusting, lashing out with all his strength as he was enveloped in her grasp. Their bodies, joined as one, danced the age old dance and pleasure built up and spread across their bodies.

Sweetie Belle heaved and mixed her moans of delight with laughter, genuine laughter derived from that so long desired pleasure. No pain, no shame and no fear of screwing it up. Well, maybe a bit of shame, as she thought of Babs and realizing that her friend was kind of a test drive for that position. It was so comfortable having a cock slide inside at her own pace, thrusting just as much of it’s length as she wanted, and making her sweet weight tease and push hard on his engorged phallus. Her juices were oozing out of her flower, sweet release approaching in intensity. She grasped his hand and leaned forward kissing him one more time as dazzling undulation started to erupt, waves of wonder crashing down of her. Her muscles squeezed violently around his rod as she was sent over the edge. “Button...Gahh…”

Her voice reached her pinnacle as she let out a great cry, ripples of pure ecstasy flooding her. He matched her with a loud cry of his own as their orgasms exploded in the same moment with heavenly coordination. Button groaned in blissful agony as he spilled his seed inside her, longing to be with her to the last. He shot more frantic spurts, unloading all that he had in strong and short spasms of cum. Sweetie Belle felt wonderfully filled, her crotch being on fire as she felt his wad hitting her cervix, shaking her whole. He came and came, almost painfully, unloading all the teasing he had suffered and all the longing he had for his mare. He shot all of his energy until his rod was flaccid and pulsating with pain, rocked back and forth in Sweetie Belle’s tender folds, enclosing him like a flower. He didn’t last very long, he had to admit, but at least he made it count. Seeing as how Sweetie Belle had collapsed on top of him, her warm, soft breasts grazing his chest, a relaxed smile on her face, it seemed to have been a quite fruitful co.op session.

“He He…” He chuckled. “Session…”

“What?” She whispered, getting more comfortable and pulling the cover over the two.

“Nothing. Just a dumb joke…”

“I like your dumb jokes…”

“Does this mean…” Button closed his eyes, grasping the sheets. “Does this mean we are a...thing?”

“We are not things. We are ponies!” He giggled and ruffled his mane up. He had to admit that the first thing nearly stopped his heart. “Hey, is that a joypad?” She pointed at the thing lying on the floor. “What were you playing?”

“Oh, Pony Souls…” Sweetie picked the joypad and turned the console on. “It’s really hard and—”

Sweetie Belle loaded the save and to his absolute surprise she moved the character with incredible speed. Her blows fell every enemy before her in a breeze and the Dragon Knight and the brutal Executioner fell one after the other, disappearing in an explosion of energy and leaving Button’s jaw on the floor.

“Your build sucks, though…” She kissed him on the cheek. “But you're still cute…”

***

“So, I was coming back to Ponyville from my farm but guess what? The show had started just when I was on the way and what’s the point of seeing less than half of a show.” Pinkie sighed and felt the fresh clouds touching her skin, rumbling with thunder and rain inches away from her naked buttocks. The sky was so clear up there, even though the storm was at its climax. She felt a fresh breeze between her buttcheeks and Rainbow Dash’s tongue was hitting just the right spot. “But I really would’ve loved to come…” She purred as she quietly came on the pegasus’ muzzle.

“And you went back to work almost immediately?” Rainbow wiped her face from Pinkie’s juices and lifted her head, landing a few small kisses on her pink tights. “I don’t know if you’re a great worker or you are losing your sense of fun.”

“Probably both!” She chirped and giggled before throwing a look at the grey cloud banks. “Wasn’t the storm supposed to end long ago?”

“Weren’t you supposed to sex me bad?”

“Yup!”

Author's Note

What most people don't know is that Guardians of the Galaxy had a worldwide release...Except we in Italy had to wait for the 22 of October. Since I'm crazy about Marvel movies and I was waiting for that one the day they announced I felt a little...cross when they delayed it that much. I saw it 5 times to compensate, though. Hope you enjoyed the chapter and remember to have sex after you took care of work. The ButtonBelle part was cooked up by the amazing and lovely Bluepaladin42 for the most part. Needless to say I learned to like that ship, too. Button is such a fun character to write, especially for an avid gamer like me.

Chapter Seven

“Oh, this time I’m gonna getcha!” Babs pressed on the controller, sticking her tongue out as she was deeply focused on pushing the commands hard enough to break the joystick. Every gamer ever knows, intellectually, that pushing too hard doesn’t help their play...but dammit if it doesn’t feel like it works!

“Oh, we will see…” Button got up and left his tongue hanging at the side of his mouth, while his character launched Babs’ warrior in the air, landing a brutal ten hit combo and finishing him off with a sphere of fire, that filled the whole screen with a yellow golden explosion.

ASTRAL FINISH!!!

“Yessss!!!” Button jumped on place and shook his fists in victory.

“Really? You won’t let a girl win?” Babs said trying to recollect her jaw from off the floor. That combo was brutal...

“That girl had been kicking my ass the whole day! Let me savour a little victory!” He flashed an awkward grin. “Please?”

“Oh, alright.” Babs chuckled and patted Button’s orange bangs. “You deserve it. But only because I botched that special canceling.”

“Yeah, just cause of that…”

“Anypony’s thirsty?” Sweetie Belle said, holding a tray of orange juice.

“Oh, thank you. You are the best, Sweetie.” Button said grabbing a glass and planting a soft kiss on her cheek.

“I’m so glad that my friend/fling and my fling/friend became friends themselves!” The unicorn chirped and quickly hugged the two ponies with both arms, nearly butting their heads together like a couple of eggs.

“I’m just a fling?” Button said dripping fake indignation, holding a dramatic hand over his chest.

“You know what I’m saying, you drama queen!” Sweetie planted a quick kiss on his forehead, drawing a giggle out of him. “Have another go you guys, I’m challenging the winner.” The two picked up their controllers and selected their new characters. Sweetie Belle went back to the kitchen to get some sweets for the two.

“I think I’ll let you win this time.” Button whispered to Babs. “She’s going to destroy me!”

“She’s that good?” The match started and Babs threw some fireballs around, keeping away Button’s ridiculously well endowed character. He matched every blow, deflecting a fireball or two back at Babs.

“I told you about Pony Souls.” They both shuddered, clutching their controllers harder than before, a drop of sweat crossing their brows in perfect unison. She tried to land a combo but was thrown off by a forcefield pushing her away. “That’s just...Not normal! I still think that beating it so quick is nothing but sourcery.”

“Ya know, Button…” Babs shrugged and scratched the back of her neck. “You’re a pretty fun guy.”

“Huh...Thanks?” Buttons looked legitimately confused, like he was completely unaccustomed to receiving praise.

“No grudges, right?” She offered her hand for the colt to shake. “I mean, the thing between Sweetie and I…I hope that it won’t turn anything sour.”

“What? Naaww!” He grabbed her hand without hesitation and shook it vigorously. “You are, like, her best friend and it was just a one time thing...” He blinked. “Right?”

“Heh, right.” At least Babs hoped so.

“I’m not jealous of you. Hay, you could totally be giving me some advice!”

“Advice on what—Oohhoooo…” Babs blushed furiously while Button abandoned himself to a wild, shameless chortle. “Yeah…” She pouted, finally landing a combo that slammed Button’s character halfway across the screen. “Bet you won’t laugh when she brings out the chains.” She muttered.

“The what?”

“Nothing…Boy, things happen fast around here by the way.”

“You mean about us? Sweetie and I?”

“Yup. Last time I checked you were scared of her shadow.”

“What can I say?” He smirked. “It was the right time and the right place. Like, everything got into place for Sweetie coming over to my place and me being here. Like, some kind of cheat code that drops everything you need from the sky. Know what I mean?”

“Yup. Like a tank.”

Button shot a bewildered look. “I was thinking about just some ammo but, yeah. You know what I’m saying.”

With some regret, Babs thought back on that storm and just like in a game, what she needed came from the sky…”Scoots…” She whispered that name, hanging her head to hide a gentle smile. It was such a nice, sweet moment...when she woke up it was indistinguishable from a dream and twice as pleasant. “You really know what you want from life…”

ASTRAL FINISH!!!

“Whoah, I said I would let you win but that was brutal!” Babs blinked and noticed that in the time she was lost in her thoughts, she had utterly creamed poor Button. With a move she had never tried even!

“I’m...I’m sorry?”

“Oh, my turn!” Sweetie Belle come closer and shoved a pastry up Button’s mouth while pushing him away and snatching his controller.

***

“Oh yes...Fffuck yes!” Ruby Pinch yelled while feeling the turgid length shoved up her bottom. She felt utterly filled up and overwhelmed by that weird feeling. Her lover’s rod quaked and shook, while she slapped her crotch on her bottom with reckless abandon. Dinky Hooves grunted like an animal as she mounted Ruby, her hands firmly squeezing her lover’s cutie marks.

“Yeah, take it! Take it all!” DInky Hooves screamed, pushing further her virility in her friend’s bottom. She grunted and came in her butt, releasing half a gallon of warm seed inside the violet mare. Ruby collapsed on the bed with her bottom still up in the air, oozing out cum as her face rubbed back and forth on the sheet, her body quaking with delight.

“W-Whoa…” Ruby sunk her head on the pillow, like in a daze. “That was spectacular…”

“As usual.” Dinky chuckled. She stood on the bed proudly, sucking some breath in and putting her arms over her sides, admiring her dick imbibed with her own pale juices. She wiped some cold of sweat off of her brow as she felt her cock twitching, begging for more. “So, are you 100% positive on what Diamond Tiara said?”

“Yup.” Ruby said, hugging her hard pillow. “Still can’t believe how nice she got. Well, for her standards anyway.”

“Are you totally sure of what they said?”

“Yup. Her name is Babs Seed and she’s got the...” Ruby stopped talking like she had forgotten how to speak and idly pointed at Dinky’s hanging virility. “Yeah, that one…”

“Babs Seed, uh? We will see who is the best of Equestria, then!”

“You know, I’d really liked if you took our relationship seriously.”

“Don’t be a buzzkill!”

***

“Now, you just need to open your mouth…” Scootaloo complied and closed her eyes, breathing heavily from both nose and mouth as Twilight stuck a small leaf just above her tongue. “Now chew it slowly but don’t swallow.

“Crap, if it’s bitter.” Scootaloo chewed some more, enduring that awful taste. “What happens if I swallow it?”

“Hours and hours of diarrhea!” Rainbow Dash chuckled from the other side, dangling her forelegs off the balcony while sitting on the railing. She blinked and shrugged when she noticed Twilight raising her eyebrow and flashing a smarmy grin. “Or so I would assume…”

“Yeah…” Twilight rolled her eyes. “Assume…” She leaned closer towards Scootaloo. “Like it’s the first time she does the opposite I say on purpose.” She whispered to the young pegasus. The two shared a quiet laugh11.

“Thanks, Twilight!” Scootaloo said. “You won't believe how much it was killing me.”

“Oh, I can! We are both mares, right?” Twilight chuckled and playfully ruffled her mane.

“Poor squirt!” Rainbow said. “She was so much in pain I was about to rush right to the Crystal Empire and drag you back home to help her.”

“Well, I could resist a couple days more, couldn’t I?” Scootaloo threw a look at Twilight who nodded happily. “It’s not like I did something crazy all the while.”

Not for the lack of trying. But then again...I gotta talk to Babs, at least. See if she feels better. Scootaloo thought.

“Yes, but you still needed help.” Rainbow gave a pat on Scootaloo’s head of her own, ruining what little order her purple bangs had left. “Anyways, always listen to Twilight on these matters. The smart stuff. Leave the cool stuff to me, right?”

“Even better, why not letting her decide on her own?” Twilight asked.

“Uh. That is even better. But seriously though: you can always use a second opinion on something. Or somepony.” Rainbow winked as unsubtle as possible.

“You mean about that…?” Scootaloo described two ample circles with her arms in front of her chest.

“Seriously, that’s your way of talking about you know who? Anyway, only if you want. ‘Sides, talking with Twilight won’t hurt, right?”

“I...suppose so.” Scootaloo really meant that. Although, she would have preferred if Rainbow had found a less roundabout way of suggesting that to their friend.

“Talking? About what?” Twilight said.

Rainbow took a glance at the clock behind the two. “Crap, I gotta go. I promised Pinkie I would take her out. She really wanted to see that movie Sweetie Belle told her about it.”

Scootaloo raised an eyebrow. “The frigging Expendacolts?”

Rainbow shrugged. “She’s curious. What can I say?”

“Aaww, I hoped we could have some girl talk!” Twilight was even already clutching a pillow between her arms for an impromptu sleepover.

“Scoots is here, right?” Rainbow Dash winked again and climbed on the railing, before giving a pat on Scootaloo's shoulder. “You can join us later if you want. Bye!” Before she could answer Rainbow took off and disappeared in a polychromatic trail in the sky. She left fast enough to cause a sonic boom on the balcony, that messed up both Twilight and Scootaloo’s manes and raising a whole maelstrom of loose papers.

Scootaloo sighed. “I really wish she didn’t do that…”

“What? Taking off so rudely? Yeah…” Twilight lit her horn and stopped, one by one, the papers from floating out from the balcony, enveloping into a glowing, magical net. “But that’s Rainbow for you.” Twilight recollected her formulae and notes into a neat block before noticing Scootaloo sadly looking into the horizon. “So... “ Twilight sidestepped towards Scoots, her hands crossed behind her back. “The herb that I just gave you also has a contraceptive action. Just letting you know...”

“A...what now?” Scootaloo had to admit that was the strangest start of a conversation ever.

“Even if you have sex, the chances of getting pregnant are minimum, negligible even.”

“They...what?!” Scoots’ pupils widened in surprise. After whole days of not having to endure them, the sexy thought returned with a vengeance. “They...They…” Thoughts, memories, tactile sensations hit her body like a tidal wave. No fear of unwanted pregnancies, no fear of leaving Dash feeling like an inadequate big sister, just desire and fulfillment...

“Yeah, Rainbow had the same reaction. She doesn’t ask for them anymore since she got together with Pinkie but next heat...Oooh boy. She’s going to need it, probably the both of them.” Twilight looked at her younger friend, hugging her sides and trembling, wings fluttering in a haze.

“Can we have that girl talk now?”

“Uh, sure.” Twilight placed a hand on her forehead to check her temperature. “Do you feel well or is it just the heat? Would you like for me to call Nurse Redheart?!”

“No, no! Celestia, no! I was just surprised at that and…” Scootaloo sighed, chewing some more the bitter leaves. “I can’t lie to you, Twilight. It was exactly what I wanted to hear.” Her cheeks were basically on fire. She turned away so as to not let her friend see her face as she rested her arms on the railing outside.

“Why is that? Is there somepony?”

“Yeah…” She rested the leaf, at that point chewed into a gooey paste, in the inside of her cheek.

“You don’t look happy, though.” Twilight leaned closer, placing a friendly hand on her shoulder. Scoots wouldn’t and couldn’t turn it away. “This should make you happy, right?”

“Basically, I’m in love with my friend and I think my best friend is also in love with her.” Scootaloo hung her head and hid it between her arms. She could feel Twilight’s grip around her shoulders becoming stronger. “This would make anypony a little blue.” She left out a weak, defeated chuckle.

Twilight didn’t show the slightest change in her expression and clasped her fingers, resting her elbows on the railing. “Who is it?” She asked.

“It’s...It’s Babs…You know? Applebloom’s cousin?.”

“I do know her.” Twilight patted her shoulder. “Go on.”

“I...I don’t even know how serious it is between them. I’m not even sure if what I feel is something serious or just my crazy heat that goes over my head, but I feel...something for her. Something that it’s driving me mad, not because of what it is, but because it involves my friends! Rainbow told me to be open about it, to buck up and tell them and, while I think I should do it…” Scootaloo sighed angrily and started massaging the sides of her head.

“You don’t know what will happen.”

“Yeah. I don’t know…” Scootaloo turned and leaned her back against the railing. She lifted her gaze to the sky and noticed there was not even a cloud above her, just an endless blue in which to lose oneself. “Do you think it’s selfish?”

“What is it?”

“The thing another pony makes you feel. When I’m with her, with Babs I just feel happy. I feel like I can succeed anywhere and everywhere, just by looking at her smile. I feel at peace and...I don’t know, I don’t think it’s right treating a pony like a lucky charm, some kind of blanket you can hug when you want to feel better.” Scootaloo blinked. “Oh, goddess, now I was thinking on how good it is to hug her and how warm she is…”

“In an ideal world, this feeling goes both ways.”

“So, that’s just what love is?” Scootaloo pulled herself up with her arms and sat on the railing. “Mutual self gratification? Nothing else?”

“Sometimes it’s enough. Sometimes it’s just the start of something wonderful. You look at a pony you like and you discover that she likes you the same way, you spend time together, you learn things and she learns from you…You reach for each other and you become far more than you were before. What’s the problem in that?”

“There...There isn’t...Maybe I should talk with her...Just talk.”

“Just one question, though, now that you mention it: Does Babs know how you feel for her?”

“We had a moment…”

“Huh?”

“She passed by my shop the other day. I was this close…” Scootaloo held a sad smile and showed her thumb and index finger so close that only a millimeter of air separated them. “...On telling her how I felt. We almost kissed, like really kissed...and before that we did basically everything else.”

“You...what?!” Twilight blushed. “You and her did...When?”

“Basically the day she arrived at Ponyville. Like, a hour or so after she arrived in Ponyville.”

“Oh.”

“That’s it? Just oh?”

“That...That complicates things. It complicates everything...or maybe not?” Twilight seriously started to ponder on that, holding her chin between thumb and index finger. She let out a girlish snicker and her cheeks were tinged with the brightest red. “You are, uh, pretty forward about this, that’s for sure.”

“Y-Yeah…” Scootaloo chuckled. “I’m not doing it for the bragging…” She blinked. “Ok, at first I totally was but now…”

“I don’t think you should be that blunt when dealing with this. True, your feelings are important and if you feel you have something with her, keeping it bottled up is simply unhealthy. For you and everypony involved. Deal with Applebloom first. ”

“Heh.”

“What’s so funny?”

“Rainbow told me the same thing. She said to just come out and tell them.”

“Maybe not be that blunt. You shouldn’t shout it over the rooftops, but instead try to be civil. Also, you should probably include the most important pony in this discussion.”

“Who is it? Babs?”

Twilight nodded. “And before you ask, no: Don’t force her to choose. Let your hearts decide and think of the friendships you have forged and everything will turn out just fine.”

“Are you sure will this work?”

“I have always lived by that creed and look at me.”

Without warning Scootaloo lunged forward and hugged her teacher and friend, deeply and for what felt like hours. Twilight held a soft smile and started stroking her mane gently. Some melancholy made its way in her heart: Little Scootaloo wasn’t so little anymore. She had given all the advice she could to the filly. In her embrace there was now a mare and she would’ve been at her side. Always.

***

“Dashie?” Pinkie Pie glanced at the ever growing line of ponies entering the movie theatre. Couples laughing and embracing, preparing themselves to spend two hours with each other and a dumb movie in order to have some laughs together. Absolutely normal. Except she and her date weren’t in that line. The two were just outside, waiting for a pony that really was starting to worry the two. Pinkie took a step sideways towards Rainbow, hands crossed between her back, and leaned her poofy head on her shoulder.

“Yeah?” Rainbow was standing there, blinking as little as possible and searching the crowd with relentless care. Her wing moved on her own, pulling Pinkie closer.

“You did tell Scoots to join us when she felt like it, right?”

“Yeah.” Rainbow craned her neck and stood on her hooves. Her wings started to beat with rage when she thought she saw her surrogate little sister...only to have just seen a colt with the same mane colour and of about the same height.

“Maybe she’s just late?”

“Three hours late?!” Rainbow pointed dramatically at the clock tower, the moment it stroke six. “Scoots isn’t perfect, alright, but...Three hours?”

“Should we be worried?!”

“Yeah!” Pinkie Pie climbed on top of her fillyfriend and sat on her back, clutching her hindlegs strongly around her waist.

“To the rescue!” She shouted as poor Rainbow’s ankles felt weak as jelly. “Let’s go look for her!”

“Did you put on some weight?” Dash wheezed out as she nearly slumped on the ground, her wings working to the bone to carry both of their quite considerable weight.

“Yes! But now it’s not important! Let’s go the castle! Maybe she’s still at Twilight's!”

“Good idea! Let’s go there!” Rainbow Dash took off and even though she was holding the weight of two ponies, her wings moved fast and steady, moving at the speed her friend deserved.

***

“No, she’s not here! She’s left about an hour after you, Rainbow!” Twilight shouted from her balcony, wearing a bathrobe and still holding curlers in her mane. Pinkie stifled a little laugh at seeing her dignified friend in such casual attire, but the thought of Scootaloo possibly being in danger killed any mirth.

“Then make a spell! Track her!” The pink mare pony shouted, flailing her arms around and messing with the precarious equilibrium Rainbow was trying to keep with her weight on her shoulders. “Use a photo or a vial of blood or whatever crazy spell you need!”

Twilight blinked.”I don’t use those methods!” She nearly roared as she tried to adjust her towel to not let her graces slip out of it.

“What did she tell you, Twi? Last time you saw her, I mean.” Rainbow said, trying not to glance at Twilight’s barely contained graces.

“Sweet Apple Acres! She wanted to, huh, talk to her friends there. Maybe that’s where she is!”

“Could be! Let’s fly!” Pinkie kicked Dash in the ribs with both hooves, spurring her to move and making the pegasus wince of pain.

“I’ll just say it once, Pinks: Don’t kick your fillyfriend. It’s rude.”

“Oh, sorry.”

***

“What do you mean disappeared?” Sweetie Belle literally shrieked and started shaking Diamond Tiara by her blouse, raising her hooves a few good inches from the ground. “How could she disappear?!”

“I haven’t said that!” Diamond Tiara said, resembling more and more of a ragdoll as the shaking increased. “ I didn’t even seen her! Why would Applejack send you lot here?!”

“We really didn’t!” SIlver Spoon said, separating her fillyfriend and the crazed unicorn. “Why do you think she would be here?”

“Because if she’s not at the farm, not with me or Sweetie Belle, or even Rainbow Dash, where could she be?!” Applebloom, without losing a beat, started shaking Silver Spoon like a sack full of pennies. She collapsed on the ground, her eyes spinning as if she were following happy colorful bird singing in circle around her head.

“Youse girls sure ya haven’t got anything?”

“I told you, Babs.” Tiara pinched the bridge of her nose, letting out a frustrated sigh. “Where was she was going the last time you heard from her?”

“To...me.” Babs hugged her shoulders. The thoughts of that previous night wouldn’t and couldn’t leave her mind. “She wanted to see me. I think so, at least. Twilight said she wanted to go to the farm.”

“She could have wanted to see anyone of us!” Applebloom

“Maybe...Maybe I think I have a lead…Maybe Babs is right.” Silver Soon said, letting a short, nervous chuckle. “I mean it’s probably nothing but if you think it may help you I—”

“Speak!” Sweetie Belle screamed, raising every hair in Silver Spoon’s mane.

“Dinky Hooves!” Silver practically screamed as she adjusted her braid.

“Who?”

“Oh...Her…” Sweetie Belle facepalmed hard at the mention of that name. “It does kinda make sense, and yet it kind of doesn’t. Why her of all ponies?”

“Whoever she is, where exactly does she fit?” Bab s asked.

Spoon crossed her hands behind her back, letting out a nervous chuckle.

“Spoon…” Babs rolled her eyes and placed a friendly hand on Silver’s shoulder. At least that was how Babs meant it: the grey mare winced at the mere contact.

“Please, don’t punch me in the face.”

“Oh, is this becoming a thing? What did you tell her?”

“About your...uh…” Quicker than thought, Spoon pointed at Babs’ crotch and pulled her finger behind her back like a foal that hides their hand after throwing a stone.

“Oh, Spoon…” Babs threw a puzzled glance. “I’m not angry, just kind of disappointed. But what’s this got to do with Scootaloo?”

“Actually…” She searched from her pockets. “She scribbled this when I met her at the club and it fell from her pocket and I, uh...Was kinda worried.” Spoon produced a napkin from a nightclub, upon which was crudely drawn, a mare with big boobs and a huge...organ, something that barely resembled Scootaloo flying around, a doodle with a bow possibly resembling Applebloom and Sweetie Belle on a stage. Near it was written: “One of them? Let’s see who’s the best! I’ll show her! She will definitely come!”

“The hay does this mean?” Applebloom scratching her head.

“It’s incredible how she fit all of that on a napkin.” Diamond Tiara said poking her head among the three friends, examining the terrible drawing’s every nook and cranny.

“I look terrible!” Sweetie Belle said, passing her hands on her face. “Is it my complexion? Is it the stage lights?”

“There aren’t stage lights in there!” Tiara said.

“So...One of them, uh?” Babs put all the gears in her head in action. “Could it mean one of us? Maybe she needed one of us for...for...”

“Ah guess you’re the target, coz. Ah mean…” Applebloom blushed looking at the crude drawing of that erection. She had seen the original, sure, but it was the principle of the thing itself that was objectionable. “Ah mean, look!”

“For what? To lure me out?! That’s friggin’ insane!

“Well, ya gotta save her, Coz. I...I think that…” Babs wandered away, turning her shoulders from the group and stumbling into a near alley. The cold grip of fear and guilt clutched at her stomach as Applebloom followed her silently.

“Pssst! Babs!” The trashcan whispered.

“Gaah!” Babs jumped a few feets into the hair and clang to a wall like a spider. She then realized she couldn’t hold onto it for long before slipping down slowly, with the screechy sound of her fingers burrowing in the bricks, and being caught, quick as lightning, by Pinkie Pie before she hit the ground.

“Pinkie Pie? The hay?” Babs asked with one eye open. The others were still recovering from the scare.

“I’m here to help you! To help you save Scoots!” She grabbed Babs’ shoulder and squeezed her snout onto hers. “I know where she is!”

“You do?!”

“Probably.”

Babs rolled her eyes. “Well, still better than nothing. Where is she?”

“Her mother once rented a tiny house at the edge of town for last Nightmare Night. Dinky wanted her to turn it into a haunted house and guess who she called for the preparations?”

“You?”

“You really are smart! But to save her you’ll need much more. You’ll need…” She gently put Babs down and opened her saddlebag. A purple costume was in her hands with a dark blue mask and a snazzy hat on top of it. It radiated an aura of mystery, secrets, power...It was like a divisive entity in itself. It was something that if it showed up it could ruin or save the day. “...To look the part.”

***

“Hey, Dinky...You’re not that bad, you know that?” Scootaloo really meant those words. She wasn’t the kind of pony to hold a grudge for long. She was also the kind of pony to take in, and examine, the current circumstances before judging. Sure, that was a skill that took its time to develop, but better late than never. Besides, Scootaloo certainly had the time to think about that: she had to do something after being kidnapped and brought to some random basement.

“Thank you!” The young purple unicorn said as she kept dragging a simple folding bed around before setting it up in the center of the room. “Don’t you think it’s a bit small?” She said after stopping to catch her breath. She was wearing a white tank top and simple tracking shorts.

Could you please at least get me off the ceiling?” Scootaloo said hanging upside down, with a crude rope wrapped around her hindlegs. She was swinging left and right as her wings thrashed around, trying to get free. “The blood is going straight to my head.”

“Oh, I know that. But could you please at least wait a few more minutes?”

“I will. Not that I have anything better to do. You could’ve at least left a magazine or something.”

“Oh, I didn’t think about that!”

“Also, you have magic. Could you have used that to drag the bed around?”

“True!”

“At least you can explain to me. . .why?”

“Why what?”

Scootaloo raised an eyebrow.

“Oh...thaaat…” Dinky blushed and chuckled. “It would’ve been sooo awkward if I went there, took my pants off and challenged her!” She pouted. “I mean, it’s not like flashing at a concert!”

Scootaloo mouthed a silent and well earned What the hay, but decided to keep silent about that last part. Not to mention the fact she really would have liked seeing her flashing. “And what, kidnapping me is not awkward?”

“Hey, I didn't kidnap you. I asked.”

“I wasn’t exactly expecting to be thrown in a sack and then tied upside down to a ceiling after saying yes, that’s for sure.”

“Yeah, I bet if Babs did it you would have loved it!”

“Well...Only if she bought me dinner first…” Scootaloo blushed and danced her gaze around the room, avoiding Dinky’s own smarmy look, and knowing giggle. “What?”

“I was right. You do like her!”

“I...I…” Dinky kneeled over near Scootaloo, putting her hands on her knees. “Yeah, can’t lie on that one. I’ve been telling it to everypony except her.” Scootaloo shrugged

“I don’t think that’s how you do it.” Dinky chuckled. “Does she like you as well?”

“Enough for her to kick your butt if she finds this out.”

“Oh…” Dinky gulped loudly. “Didn’t...Didn’t think about that. Do you think she would be angry about this?”

“Quite.”

“Does that mean she likes you?”

“I hope so.”

A fake, rubber spider fell from the ceiling, followed by the swooshing of a cape and a cloaked figure descending into the room. The very well endowed masked pony landed on the ground in a crouching position, hooves wide apart and supporting her weight with one hand on the floor while the other hand was outstretched away from their body, pointed diagonally upwards.

“How did you…?” Dinky took a step backwards, her lower lip shaking. “I put a lock and everything out there!”

The figure opened her hand and let a crumpled lock drop on the floor, which fell into small, metallic pieces on the ground.

Scootaloo had never felt so turned on in her life.

“Gaaahh!” Dinky fell on her knees, groveling before the masked figure with tears in her eyes. “Please don’t kick me in the face, Batmare! I’ll be good!” The figure raised from the ground and looked at the terrified unicorn with a particular air that her strangely expressive mask gave, one that could only be described as utterly baffled. She took a step towards Dinky only to have her throw herself on the ground and show her belly like a wounded animal. “I surrender! Take her! I regret everything! Everything I did in the last three hours! Waaahhh!”

The figure shrugged. “Well, that was anticlimactic…” She said, her voice muffled by the black mask.

“”It’s not Batmare! It’s...It’s…” Scootaloo squinted to look better at the figure and her cheeks flushed red once she recognized those perfect, generous breasts. “Who are you?”

“The hero you deserve.” She removed the mask, revealing some familiar and lovely red bangs. “And also the one you need.”

“I don’t what that means, but who cares!” She threw her weight forward and hugged Babs’ lower part.

“Are you ok, Scoots?” Babs broke the hug and took a step forward, studying the messy knots to try and divine which way to start on untying them. She threw a glance behind her at the still groveling unicorn which hid herself between her arms the moment their gazes crossed.

“Yeah. I wasn’t really in danger, after all. See?” Scootaloo moved her hands around, free as any pony could be. “She didn’t even tie my hands.”

“Oh, I knew I forgot something.” Dinky grunted and slapped her forehead hard enough to make her lose balance and fall on one side on the floor. “Why didn’t you run away the moment I turned my back?”

“I wanted to understand why. Also, you were pretty pathetic and I didn't want to hurt your feelings.”

“Aaahhhh…” Dinky buried her face between her hands and started sobbing. Even though Babs was absolutely furious at her she couldn’t help but pity her a little.

“Scoots, she kidnapped you. I would be a little more angry.”

“Please don’t tell Mom…” Dinky squeaked. Scootaloo threw an amused look at Babs, who just scoffed and rolled her eyes, letting out an annoyed grumble.

“Fine…” Babs said. “At least I want to know what the hay were you thinking when you kidnapped my friend.”

“For... For you.” DInky bushed, pushing one index finger against the other. “I needed to lure you out.”

“Lure me out?” Babs pointed at her chest. “The hay does that even mean?”

“This is starting to look exactly like a superhero story. Now we just need a messy retcon!” Scootaloo chuckled, crossing her arms behind her head. She was even starting to get used on the whole upside down thing.

“Yeah. Actually, I was reading some comics when I got the idea. See, I wanted to challenge you, and I thought this would be the best way to get your attention! You know, like that issue of the Power Ponies, where Pharaoh Phetlock kidnapped Humdrum to lure out the team?” Dinky sprung back on her knees and pointed a dramatic finger at Babs.

“What?”

“The plot thickens!” Scootaloo would have done anything for some popcorn.

“Yes! At this!” Dinky got up and pulled down her pants, revealing an already semi erect and quite large penis dangling just above her girl parts. She put her hands on her sides and smiled proudly as her glans glistened in the dim light of the basement, coming from the small windows above. Babs and Scootaloo looked at it with with wide eyes, unsure whether to laugh, cry, throw their arms in the air in a sign of surrender at the madness, or jump out of the windows.

“And here it is the messy retcon. Straight out of nowhere yet explains so much...” Scootaloo tilted her head, trying to better study Dinky’s unexpected rod. While her standard about cocks was sky high after seeing (and tasting) Babs’ she had to admit it was a reasonable size and width, and it possessed a pleasant smoothness around its contour. Not a friggin’ mare ruiner like Babs, but something reasonably above average. Enticing in its own way.

“Take a picture. It will last longer.” Babs grinned.

“Oh, come on, you are staring at it, too…”

“This day is just getting weirder and weirder.” Babs facepalmed. “And this is Ponyville we are talking about!” It was a bold thing to say after the third time Cerberus escaped.

“Wow...Did you lose a bet, too?”

“No, I was born this way. And I just can’t stand the fact that ponies prefer your magic thingy instead of my bona fide natural cock!”

“That’s a sentence you don’t expect to hear often.” Scootaloo said.

“You, uh...Was it difficult for you? I mean, I’m not saying it was difficult for me, but—” Babs blushed a little and twirled her fingers.

“Nothing and nopony has ever complaining about it.” Scootaloo said under her breath, looking at her fingers with perfect nonchalance.

“What? No! I even found a fillyfriend! Well, not a real fillyfriend. More like a pony that I greatly care about, that I go on dates together with and, occasionally, even have some wild sex. Toootally different.”

“Yeah, bet she’s probably not okay with this.”

“How do you know? Well, okay, she’s not 100%, totally, absolutely supportive but I think she must have had some support for it. Buried somewhere. Maybe.” Dinky shrugged.

“Toootally buried.” Scootaloo chuckled and let out an innocent whistle, before trying to reach for her ankles to untie the knots. It was downright rude, the fact nopony was helping her at this point, in her opinion. “You know...Could you actually save me now? My head is spinning and I my legs feel numb!”

“Oh, right, sorry…” Babs promptly untied her friend and carried her in her arms, one under Scootaloo’s legs and the other supporting her back. The pegasus promptly hugged her friend hard, burying her head in Babs’ fragrant bosom.

“I thought you weren’t scared.”

“I’m just happy to see you…Like, really, really happy.”

“I know, I know already…” Dinky sighed. “You save the girl and you punish the bad guy. I suppose you’ll call the guards or something. It’s fine. I’ll send you a postcard from the moon.” Dinky searched the pockets of her shorts and handed a small sack to Scootaloo. “Here.”

“What is it?” Babs asked.

Scootaloo took a quick glance in the bag, then turned back to Babs and Dinky. “Uh...Just medicine. And no guards, don’t worry.”

“Huh?!” Both Babs and Dinky shot her a bewildered look. “You mean it?” The two mares asked the same question even though Dinky’s was dripping of joyful disbelief while Babs sounded of just plain ol’ regular disbelief.

“I wasn’t really in danger and, really, we have done much dumber stuff. Besides, Dinky wouldn’t know how to properly kidnap a pony if her life depended on it. How the hay you can hold a grudge?”

“I...suppose I have no right to complain.” Dinky sighed. “But seriously, you mean it?”

“Yeah…” Scootaloo said, her snout still burrowed in Babs’ breasts. “Let us never speak of this again.”

“Oh, thank youthankyouthankyouthankyou!” Dinky lunged forward and hugged the pair, squeezing Babs’ shoulders and nearly knocking her on the floor. Scootaloo winced and clung even harder on her friend’s breasts, so hard that the Manehattan mare yelped and tripped on her own cape, dragging the others on the floor with a three, filling the silence of that basement with a dull, noisy thud.

“Why is that with you I always get hurt?”

“Uuhmmm...Because it’s not fun until somepony gets hurt?” Scootaloo flashed a toothy grin, still hugging her friend and undeterred by gravity.

“Will you stop that?” Said Babs not without stifling a little laugh.

“Or what, you’re going to tie me up?”

“Oh, she would love it if you did, Babsy…” Dinky chuckled, still holding the couple. “Didn’t she tell you?” Scootaloo abandoned the pillowy comfort of her friend and threw a death glare at her former captor.

“Tell me what?” Babs’ heart skipped a beat.

“Oh Celestia, you were serious. You never told her.” Dinky giggled like crazy before her mouth was closed shut by Scootaloo’s hand. Her voice came muffled but undeterred.

“Girls, it’s fun and everything but I’m starting to get really worried—”

“She’s got the hots for you!” Dinky all but yelled in Babs’ ear after basically trampling on Scootaloo to free herself from her grip, throwing the pegasus away like a sheet of paper.

“She...what?! The what? For whom?”

“Ok, first you kidnap me, then you spill out my secrets. What’s next? Are you going to kill my dog?” Scootaloo crawled back to the two, helped by a weak but constant flutter of her wings, pulsing with rage.

“You have a dog?”

“No! But you will buy one and then kill it!”

“That would be so mean! Why would I do that?!”

“What do you mean the hots?” Scootaloo returned to reality in the form of Babs’ snout pushed against her own. A faint shade of red was kissing her cheeks as her eyes wandered around, trying not to look in the pegasus’ eyes.

“You...You know…” Her eyes wandered on the floor, before her gaze fell again on Babs, dwelling rather strongly on her wide hips resting on one side on the floor. With chagrin she admit one thing: it was really difficult to talk with a mare so pretty and that meant so much to her.

“No. I don’t know. I...have some ideas but I’m really confused.” Her gloved hand brushed Scootaloo’s cheek. Why, she asked herself, the mere touch of her was sending her over the edge.

“After last night?”

“Y-Yeah...Are you...Did you really think those things about me?”

“Each and every one of them. I don’t know what is it, even if I should say it, but...I like you. A lot. More than I thought possible. Just seeing you, hearing your voice, just the thought of being with you makes me happy. I just hoped you would feel the same.” Scootaloo broke down and tears rolled along her cheeks. That fire in her belly had come back with a vengeance, but this time it wasn’t her hormones that were to blame.

“I...I do.” She smiled with such warmth that the old, dank basement became the brightest place in the world. “I really do. Celestia, I wished I told you sooner.”

“I wish I hadn’t missed one day with you. Not one second.”

“You can have everything that happens next.”

“Are you sure?”

“Shut up and kiss me!” Babs shouted and grabbed Scootaloo from her shirt, pulling her open mouth onto hers. Her taste overwhelmed her like a flood as she felt her warm lips embracing hers, her tongue swishing onto her own. She abandoned everything in that much awaited moment, tasting her beloved in the full, letting every second permeate her entire being. She lunged forward and knocked Babs on the floor, pushing more of her tongue in her mouth, hugging her shoulders with unparalleled strength. Her wings stiffened and opened fully in the space of a blink, dropping some feathers off the floor after a loud pomf. Scootaloo broke the kiss, leaving a strand of fluid between their tongues. Scootaloo removed her shirt and threw it on the floor. Babs started unbuttoning her costume...

“Oh...My...Gosh...Are you girls going to do it on the floor?!”

“Uhhhh….” The two mares bodies stiffened so quickly they were like iron in sheer embarrassment. Babs, especially, felt to have really sunk to a new low. Her feelings for Scoots were strong and beautiful, but was it justified to behave like unthinking animals in hea—?”

“Cause I’m down for it!” Dinky went one step further and slithered out of her simple clothes like a snake changing its skin. A bright violet flash jumped in the fray between the two, groping and kissing her way in.

“Woah woah woah!” Scootaloo tried to shield herself with her hands from the rowdy unicorn, while Dinky’s hands were already beneath her pants, grasping at her thighs. “We never agreed to this!”

“We didn’t?” Babs was paralyzed with doubt as Dinky’s other hand was inside her clothes, feeling up her boob. Their gazes crossed and Dinky glanced first at Babs and then at her own hand.

“Uuhhh...Please? I mean, what’s the harm?”

Babs held her hand in front of her and sniffed her breath. “Have ya eaten something funny, Scoots?”

“Well, the medicine…”

“What, the thing you needed to not get pregnant?”

“Uhhh? The hay?”

Scootaloo threw a brief death glare at the mouthy unicorn.

"Well, you were going to say it to her!" said Dinky in a defensive tone.

"Just one question..." Babs calmly raised a finger. "Does it work?"

"Well, I got it at Twilight's and, yeah, pretty sure that—"

Babs jumped on Scootaloo, drawing a small squeak that echoed in their kiss. Their tongues wrestled for sweet dominance as Dinky was pulling down her pants, eager to take a glance at that feisty bottom. Babs’ ample bosom pushed against Scoots’ graces, their nipples dancing and circling each other, so sensitive at each other’s touch that it made both mares shiver. Dinky had finally succeeded in her task, and in front of her Babs’ already half erect stallionhood was dangling. The big, throbbing thing made her squeak in excitement and made her feel terribly inadequate.

“Holy…” She passed a finger on its length, moving along the large vein on the side before cupping the golden brown, plump balls in the palm on her hand. As Babs’ lips glided onto Scootaloo’s, she felt Dinky’s tongue dancing on her folds. Her virility twitched in excitement as warm pleasure started to spread from her crotch. Scootaloo had already removed her costume’s upper part, feeling up her warm, pillowy breasts.

With an almost foalish glee she started suckling on them gently as Babs’ drew closer to her chest her lover’s purple head. Her tongue moved in circles around her nipples before smothering one of them with her lips, suckling without a care in the world, while Babs already could feel Dinky’s tongue caressing her inner walls. Her sensitive flesh twitched and stiffened around the slimy appendage, and she let out a small moan of pleasure.

She threw another noisy moan when she felt Scootaloo’s hand around her cock, stroking it up and down. She caught a glimpse of Scootaloo’s own shorts already thrown on the floor and her mind was flooded with desire. Dinky’s hands were grasping at juicy buttocks as she burrowed her tongue further in, moving it up and down to savour every inch of her canal, drawing small but copious drops of her ambrosia as Scootaloo's movement turned more frantic, beating her meat with a steady rhythm.

“I want to...I want to do it to you, too..” Babs purred and Scootaloo already knew. She turned backwards and crawled with her back on the floor, brushing her lips against Babs’ sex as she opened her hindlegs, exposing her slit to her. Scootaloo brushed her lips on Babs’ soft belly, purring with desire before going in for the prize, landing her hot breath on Babs’ glistening manhood. Babs dived in with mouth open onto Scootaloo’s own glistening slit as the pegasus closed her hindlegs gently around the back of her head, soft enough to just support herself and not harm her.

Babs felt a little awkward with that weight around her neck, but the fragrant scent of Scoots’ sex made it up for it. Dinky whipped out her dick and dangled it above Scootaloo’s head while the pegasus was busy licking and sucking Babs’ pulsating glans. Without thinking she grabbed Dinky’s penis as well and grabbed it, sucking it briefly before passing onto Babs, alternating the oral action as the Manehattan mare’s tongue was finely burrowed into her, drilling her to the core. Babs’ playfully inserted her fingers into Scootaloo’s anus, causing the pegasus to reward her with a long deepthroating for Babs. A small bulge grew in her throat as Babs’ pulsating tip was pleasantly tickled by the warmth of her breath and the tightness of her throat. Scootaloo’s tongue worked her magic and pushed tightly on her cumhole, slushing up and down as Babs’ forced more of her meat inside her hungry mouth.

Dinky pouted, not wanting to be left out and snuck her tongue inside Babs’ asshole. Babs let out a very heartfelt, “what the f—”, somewhat muffled by her tongue still stuck inside Scootaloo, rotating it around and around in her pink depths. The pegasus was moaning with joy as Babs’ rod was throbbing in her mouth, filling her throat and cheeks wonderfully with its musky scent and dazzling thickness. Her neck was straining to bob her head up and down, taking the gargantuan appendage further in and at a somewhat regular pace. Scootaloo slobbered her way, licking and tasting every inch of flesh that Babs was giving her with glee. She grasped at her soft hips and couldn’t be more happy.

Wonderful pressure started to build in her crotch, with Scootaloo enjoying her male parts while Dinky was feasting on her soft, feminine flesh. Her tongue moved with frantic excitement, poking with her snout at Scootaloo’s clitoris while every inch of sensitive flesh was stimulated, sending icicles of pure pleasure at her mind. Scootaloo’s tongue indulged on her cumhole while her own tongue had reached her critical spot. Her lover’s bitter, musky scents filled her nose and mouth as she massaged Scoots’ inner folds. Squelching noises filled her air as the sweet, tangy fluids from Scoots slid down her throat.

The pegasus tightened her grip around her lover’s head, while Dinky wiggled her tongue inside with increased speed. Scootaloo’s head spun and the thought of Babs’ tongue inside her finally hit, the thought of being with her, of feeling her body and sweet scent made her tremble with glee, quaking her to the very core. Her crotch erupted with passion and showered Babs’ chin and mouth with a gush of female ambrosia. She let out a throaty moan of surprise before giving one last furious flurry of licking to finish her off, riding the final waves of pleasure wracking her body. She planted her knees in the floor and fucked Scootaloo’s tongue with brutal speed, pushing down her throat and past the tonsil. Scootaloo moaned in delight despite the mild difficulty in breathing, wrapping her lips harder around it and working with her tongue, indulging more on the entrance of the urethra.

Meanwhile, Dinky pulled her tongue out of Babs’ slit and gave an annoyed grumble.

“Oh, everypony is having fun but me...Until now!” Dinky let out a sinister chuckle before Babs could finish her thing and turn around and complain. She started to slid her tongue slowly out of Scootaloo until something hard and long was slammed inside her. Dinky had shoved her horn inside her and, for reasons unknown to anypony, she was enjoying it deeply.

She moved her hips faster, facefucking Scootaloo while her folds wrapped around the hard appendage. Dinky charged some magic through her horn and Babs’ whole body trembled, her folds being stimulated in impossible ways. Raw magic felt wonderfully warm, like an injection of pure euphoria. It was like an itch being perfectly scratched and her pussy sang, reaching a quick but intense orgasm. Her semen spurted out and hit the back of Scootaloo’s throat with huge, noisy spurts. She came and came with no intention of stopping, feeding the pegasus her brutally thick milk. The magical discharge still prodded at her insides, spurring her to continue and heightening the sweet sensation of release. Dinky didn’t think it would feel so good, having such a concentration of pure, raw sex so close to her brain and totally lost control of herself, drooling with her mouth fully opened as she felt something like the power of a little sun fueling her horn intercourse.

Babs slumped down on the floor, totally spent, right next to Scootaloo, with her belly full of healthy cum. Dinky shot some more little sparks from her horn before succumbing to the sweet afterglow. Her body was still trembling but, just in her special place, she could feel a wonderful warmth. The unicorn's magic still crawled her way up in Babs' pussy, making every hair of her fur stand up, her sides trembling with pleasure

“Fuuuucckk...That was awesome…” Dinky said, her voice coming out in sticky, panting globs. Her hips were still shuddering and her cock was completely hard, its side brushing against the floor from its twitching. The feeling of Scootaloo’s tongue on it still felt as vivid as before and she just wished for more. A lot more. So much for the lesser unicorn stamina she always heard yap about...

“You...Uh…” Babs grasped Scootaloo’s hand and her cheeks tinged of red. “I guess you are forgiven. For...For now…Do all superhero stories end like that?” She chuckled asking Scoots.

“Only the very raunchy ones the fans write.” She leaned forward and kissed Babs on her cheek, before moving on her collarbone and the space between her breasts. “Oh...I feel so fucking ready…” Scootaloo grabbed Babs by the shoulders and rolled her on top of herself. Their snouts pushed against each other, allowing Scoots to give her another quick yet hungry kiss. With Scootaloo there was no time to think nor the need. It was a ride to be enjoyed. Blood pumped in her veins and her head spun around. The promise of imminent sex with Scootaloo was absolutely maddening.

“Oh, same here…” Scootaloo’s hand wrapped around Babs’ member, pushing it gently against her folds. Her hips trembled, daring not to push forward until she heard her permission. Not because Scootaloo wasn’t capable of taking it, quite the opposite, but because she wanted to hear it from her. Truly.

“Please do it…” She pushed slowly but firmly, parting Scootaloo’s folds with her bulk. Not in one fell swoop like their first time but, slow enough to make them feel the weight of what was happening, to feel their bodies become one. Her tip was soon enveloped by Scootaloo’s folds, warm to the touch and so enticing for the heart as she finally started to rock her hips slowly, pushing more of her inside, Their fingers intertwined as they shared one more kiss, tongues wrapped around each other in a sultry and familiar dance. Their crotches touched as Babs slid into her mare with so much ease, making a small bulge in Scootaloo’s belly each time she thrusted herself in her, grinding her massive shaft on her inner walls.

“Oh, you are not leaving me behind again!”

“Oh, come on! We didn’t even think—Gaaaahhh!” Babs felt something turgid and warm pushing right between her buttocks. “Ya’re doin’ me dry?! Are ya nuts?!”

“Oh, you’re right!” Dinky stuck her finger in her tongue, licking it thoroughly. “There that should do it.” She stuck it in Babs’ asshole, jerking her hips forward and going further inside Scootaloo. The pegasus let out a scream of pure pleasure as she felt her lover slam on her heated core, driving her nails into Babs’ back.

“Aaarghh!” Scootaloo was left tongue lolling out of her mouth, her expression a mask of pleasure. It felt so warm and hot, beyond even her wildest dreams or raunchiest memories.

“Crud...Scoots, you okay?”

“Better than okay!” She chuckled madly, drunk with absolute pleasure. “Move those hips now and do me haaard!” She kissed passionately Babs and pulled her onto her, the floor creaking under their weight. Babs started slapping her hips onto Scoots’, lunging and thrusting deeper and deeper in her as her warm folds massaged her cock and her tongue was grasping at hers. Dinky pushed forward and her stallionhood slid into the tight hole, struggling to enter but unfaltering. Babs threw a loud moan of pain in the kiss shared with Scoots, while the uncomfortable sensation grew, her muscles squeezing around Dinky.

"Crap, can't go further...Unless..." Dinky eyed a small cabinet nearby, stuffed with all the supplies she would have needed for the challenge. She openedit with her magic, dragging a bottle of lubricant out of it. She rocked her hips, making her penis wobble while stuck between Babs' buttock and poured some of it on the entrance.

"Gah!" Babs winced at the cold, slimy feeling in her rear. "You could've done it earlier, ya know?"

"Oh, you're not going to complain anymore. Trust me!"

Precum oozed from Dinky’s tip, making Babs’ rear entrance slicker and wet. Slow inch by slow inch she sneaked inside, right between Babs’ pillowy buttocks which she grasped avidly, reveling in their softness. She grunted and started moving her hips, thrusting in and out of Babs’ anus as she was fucking Scootaloo. The thought of being right in between this sandwich of sex nearly drove her crazy. She moved faster and with a brutal pace, driving her thick stallionhood in Scootaloo, thrusting wildly into her softness. Her movements were accompanied by Dinky’s, who thrusted in her with the some abandon, reveling in her tightness.

It felt uncomfortable to say the least, but Babs was taking it with pride, enjoying that queer sensation of fullness she was experiencing. Her mind went to Diamond Tiara and how pleasantly tight she was...It wasn’t hard to imagine how she had come to like it so much. She started to feel a glimmer of pleasure that slowly grew in a blazing inferno as Dinky was mounting her so fast that her small, cute balls bounced off of her bottom. In return she mounted Scootaloo with that same rough joy, her vaginal muscles winking and yearning every time she pulled out, only to thrust back in and let her aching tip kiss the entrance of Scoots’ womb. Electrical tingle climbed on top the pegasus’ spine as she closed her legs onto Babs’ back, never wanting to let her get away. The sensation of her fur brushing against her own, their tongues still tied and struggling in their kiss, and lastly, the powerful rod lodged inside her were her vision of heaven.

“Girls...I’m so close…” Dinky’s shaft felt like it was in a vise. Babs’ tightness was really too much for her. She never had any endurance problems before but the sheer kinkyness of these circumstances were too much for her. It was utterly dirty, her heart was beating fast and the realization of having done such a dumb thing and haven gotten away with it (although she didn’t feel any pride and even in a haze of sex promised to herself to make amends.) sent her over the edge, utterly ecstatic. Her whole body tingled with joy, tense like a violin and overwhelmed by pleasure as she turned short, quick thrusts into long, drawn out ones, savouring every inch of Babs’ canal, trying to resist and not shoot her load in those sweet back muscles of her. She rammed further, overcoming any resistance just like Babs, who was sinking in Scootaloo’s creamy depths.

Teamwork!

“Scootaloo…” Babs whispered, landing a small kiss on her cheek. “I’m so close…” Scootaloo’s walls slathered and massaged her rod, framed by the gentle joining of her curves between her legs. Babs’ brutally thick appendage jerked in and out, steeling herself to not explode there and then. The sheer joy she was feeling by simply fucking Scootaloo was immeasurable. “I love you…” She finally said that as her whole body relaxed and felt her rod enlarging and stiffening. Her balls gurgled and Babs churned out shot after shot of her load right to the entrance of her womb. Scootaloo’s vision went white and fragmented into a field of stars at the sheer, warm pressure she felt splashing on her insides. Both her body and Babs’ shuddered together, united as one in a level of passion unheard of, a sex so hot it would’ve melted an entire ice cream factory.

As if not wanting to be left behind Dinky came as well, reaching a quiet but powerful orgasm inside Babs’ tight asshole, shooting her warm load between her orange mounds. She jerked her hips violently, staying inside to let as much of her jelly spray inside as possible, while going wild while still lodged in Babs’ hole, ejaculating multiple times and spreading her erupting seed before succumbing to the inevitable drowsiness, her body feeling totally spent. Babs felt that, too. Really felt it: she let out a filthy howl of pleasure while still rutting and being rutted, feeling both mare and stallion truly for the first time. Penetrated and penetrator at the edge of two worlds and yet still remaining herself. Remaining with Scoots…

She was so glad to have experienced that with her…

“I love you, too…” Scootaloo finally said, stroking Babs’ red mane. The three laid collapsed in a pool of sweat and bodily fluids. “ I always did…”

“I...Somehow I always knew it. It was how it had to be…” Babs answered, letting out a weak giggle and kissing Scoots on the lips. Her still half erected member was still lodged in Scootaloo’s cunt, her seed still spurting out slowly.

“Next time she should do it in the pool…” Dinky said, playfully pinching Babs’ butt. “And I’ll call Ruby, too…”

“Heh...We’ll see…”

“Why the pool?” Scootaloo said.

“Well, because if you’re lucky warm water goes right in your c—”

“I immediately regret asking this…”

Suddenly, a door slamming was heard just upstairs, making the fake spiderwebs on the ceiling tremble. Heavy, dreary steps made the whole house creak and tremble. “Dinky! I know you are here! We really need to talk, young lady!”

“Shit, it’s Mom!”

“Your mom?!”

Chapter Eight

“I’m not bothering you, right?” Scootaloo was clinging onto her purple garbed friend, her legs clutching around her waist as she walked slow and steady back in town. She was hugging Babs tightly and her head was once again buried in her purple bosom. The smell of sweat and victory didn’t bother her at all. In fact, it enhanced that precious moment and she wouldn’t want to smell anything else after that danky sex dungeon of Dinky’s.

“Naaah…” A loving hand brushed Scootaloo’s bangs while using the other to fan herself with the hat. “I’m a bit hot, though. Do superheroes ever complain about that?”

“A lot, actually.”

“Is that so?”

“Yes. You are very hot.” Scoots giggled, a smile of total bliss engraved on her face, drifting into happiness in Babs’ pillowy bosom.

“Scoots, I want to confess something: I love your jokes.” She chuckled, caressing the pegasus' purple bangs.

“I love my jokes, too.”

“I swear, I wouldn’t love you half as much if you weren’t such a wise ass.”

“There they are!” Rainbow Dash shouted from up above. Babs lifted her head to see a rainbow colored trail of light flying straight down to the ground. A moment of eerie silence followed before the sound of thundering hooves roared in the air and started to come closer and closer and closer…

“Oh, boy…” Babs whispered as she braced herself.

“SCOOOOOOTAAAAAALOOOOOOOOO!!!” Pinkie Pie ran like a freight train towards the pair, lifting an enormous cloud of dust in her wake. Babs closed her eyes and sighed as the thunderous party pony was mere moments from crashing into them, streaming tears flying from her eyes. She tackled the two to the ground and hugged them like she had never hugged anypony before, her powerful biceps skirting the line between showing affection and crushing a pony’s back. “I THOOOUGHT YOU WERE GOOOOONE!”

“I will be...In a few minutes…” Scootaloo bit her lip and actually let out a small tear out of pain. Babs was just standing there with the most deadpan look on her eyes, just staring at the sky while being crushed alongside Scoots. “Know that I loved you…”

“I know.” Babs said solemnly.

“I thought....I thought I would never see you agaaaain! It’s like you are my little sister, too! You’re everypony’s little sister! At least you were saved by your fillyfriend!”

"My...My what?"

"I mean, everypony knows! This just makes it off—"

“Alright, I think that’s enough hugs.” Rainbow Dash said swooping down and separating her fillyfriend from the couple. “And I think Babs has had her share as well.”

“Oh, uh…” Scootaloo got up and let go slowly of Babs as she lifted herself from the ground, her fingertips being the last things leaving the purple cloth enveloping her flanks.

“Scooooooots!!!” Rainbow Dash cried out while squeezing the poor orange pegasus to her chest. She let out an agonized wail and gave a light slap to the back of Scootaloo’s head. “I hope there was at least an army to kidnap you!”

“Actually, it was only one...”

“One enormous monstrosity of a pony? Three meters tall and two wide?”

“Yeaaah…” Scootaloo rolled her eyes. “Let’s just go with it.”

“Yup. We were lucky to escape.” said Babs playing along and dusting her cape after getting back on her hooves. “But it turned out there was something far more terrible than her.”

“What was up with that?!” Scootaloo said, her voice muffled by Rainbow’s perky chest. “Too convenient!”

“Ah believe ah was responsible for that.” Applejack said , stepping out of the shadows. “Ah used the greatest superpower there is: Calling her mom!” She said proudly, holding a smirk and her hands over her wide hips.

“Well, that explains it.” Babs had thought it was really too convenient. WIth a tinge of horror she valued the possibility she would show up just in the middle of their conga line...

“Really, AJ?” Rainbow said letting go of Scoots. The young pegasus stood there trying to regain the capacity to breath. “That’s how you solve conflict?”

“It did work, didn’t it?”

“Yeah…” Rainbow rolled her eyes. “But it still was kinda boring.”

“Heh, we got Scootaloo back. That’s a win in mah book. Applebloom told me about that Dinky fella and ah thought, what the hay, why don’t we handle it like adults for once. And speaking of...”

“Scoots!” Like right on cue, Applebloom stepped out from behind her sister and lunged forward towards Scootaloo with extended arms. Scootaloo squealed in fear and ducked, leaving Applebloom to crash onto Babs, knocking them both to ground.

“Hey, Coz.” Applebloom let out a small, nervous giggle.

“‘Sup.” Babs was getting increasingly accustomed with contusion and body crashes with her friends. Uncannily so.

“Ah, uhm, ah’m goin’ ta get up now.” Applebloom said with her cheeks of the brightest red.

“Naaah. I’m getting used to the ground by now.” Applebloom got back on her hooves as she helped her cousin up. A big stain of dirt had stained the center of Babs’ cape.

“Don’t worry. Ah’ll help ya.” She spit on it and started scrubbing at it with her elbow. “Ya saved Scoots!” Applebloom said like trying to convince herself of the fact.

“Yup.” Babs simply srugged and saw the stain on her cape just getting bigger despite her cousin's best efforts.

“How?!”

“It was easier than I thought.”

“Well, questions for later! Let’s go back to the bakery! Treats for everypony! On the house!” Pinkie Pie said, lifting Scootaloo up and placing her on her strong shoulders.

“Ummm...Shouldn’t we call somepony? I mean, there was a ponynapping and—” Applejack tried to point out before being shushed by Pinkie’s glare.

“I said treats! On the house!” She pushed her snout onto Applejack’s own, her eyes filled with sugar powered rage. “You can’t say no to that!”

“Ok…” The farmpony squeaked out.

Applebloom gingerly took a step closer, towards her cousin, holding a cheeky smile as the group went back to lead on with their lives. Babs couldn’t help but let out a big, long sigh of relief. In her heart, even if she did comparatively little, she knew she had done the right thing. She had Scootaloo again with her and that filled her heart with joy. “What was Pinkie Pie goin’ ta say?”

***

Dear Sweetie Belle,

How are you doing? In the words of my mom, I’m still grounded till the end of time. Or possibly next month. I wrote to you because, well, I’m a big fan of yours...And I feel really awkward about writing to Scootaloo. Don’t get me wrong, if she wasn’t that cool about the...let's call it accident...I would be in a much worse position, but I would really prefer to speak to her face to face. I owe her and Babs a lot. If you ever answer to me I owe you a lot too. Hope you can say that to them for me. I really, really would like to hear you sing another time. This time I’ll behave, I promise.

XOXO,

Your crazy fan, Dinky Hooves.

P.S.

Tell Babs not to worry. I kind of omitted some details out of the story I told mom ^^

“Uh…” Sweetie Belle said, staring at the void as she still clutched the letter. “Come to think of it, I never asked those two how did they got out of there.”

“My guess is a secret passage.” said Button, stretching his arms and letting out a long, satisfied moan as he rustled the sheets with his hooves. “There’s always one.”

“Like the ones you never find in Pony Souls?” She let out a small titter, hiding her catlike smile with a hand.

“Oh, come on! Either you press the button or hit it with the sword! That’s just unfair!”

“It's cute when you whine…” Sweetie Belle giggled and started fiddling with her nightgown waistband, twirling into her fingers as she slowly slid it off.

“I’m not whining! I’m just expressing a sensible critique over…” Sweetie’s Belle nightgown fell on the floor, exposing her perfect naked body. Button’s rant stopped in its track. His mouth went dry and a small bulge started to grow under the sheets, resembling more and more a little white tent. “I’m totally whining. Please, mend my ways, oh sexy one…”

“We have some time before the party…” She purred, as she slipped down the sheets, which started to rustle and throb as the two ponies wrapped their bodies together under them...

***

“Can we try that one more time?” Scootaloo smacked her lips as she and Babs were sitting on top of a tree branch. The warmth of the sun on her shoulders and Babs being at her side made her positively giddy, making her wings beat in excitement.

“Again?” Babs shrugged, the corner of her mouth curling in a coy grin. “Sure.” She circled Scootaloo’s shoulders with her arms and brought her closer to her bosom, pushing her lips gently against hers. She started slipping just the tip of her tongue between Babs’ slowly parting lips, brushing softly against her tongue as the kiss went quiet and smooth, barely producing a low smacking noise. Scootaloo felt a pleasant tingle crawling up her spine, making her wings pop up and go stiff. Babs’ fingers crawled and teased her feathers, pinching them lightly as the kiss broke. “So...How was it this time?”

“Still awesome. Loved it.” The pegasus giggled. “But we should do it for like, three, four more times before we can be completely sure of how awesome it is. Unless you want to do something else, later.”

“Nah. Got plenty of time to just stay here and smooch ya.” Babs leaned forward and planted a quick kiss on Scootaloo’s lips.

“Fine by me.” Scootaloo smooched her back and caressed her shoulders, noticing they were trembling with unease. “What’s wrong?”

“I was thinking about Coz…” The taste of that newfound happiness was quickly soured.

“Oh, don’t worry. I was thinking about Princess Luna. Raawwr…I mean, just look at those boobs!” Scootaloo exploded in a throaty laugh that stopped dead at the sight of Babs’ disapproving frown. “Whaaat? I bet you found it funny, too.”

Babs stoically kept her frown, unblinking, before she cracked a little, nervous smile. She fought to keep her stoic demeanour as it got broken up constantly before turning into a sneaky giggle that metamorphosed in a fit of laughter. “Oh, you’re awful!” Babs said pulling Scootaloo in a bone crushing embrace. “Totally awful!”

“I still got my beauty! But seriously, though: You haven’t told her yet?”

“I sorta...Kinda sent some mixed messages about ya.” Walking back into town, dressed as a superhero and carrying a damsel out of distress bridal style really gave ponies strange ideas. Completely accurate but still strange. The hot sex was left, out but anypony with two brain cells working and a somewhat dirty mind could have predicted it with a fair degree of the accuracy.

“Come on!” Scootaloo threw a light punch to Babs’ forearm. She ended up bruising her knuckles, but she bit her lip and bore it. “Do you think she’ll get that angry?”

“Yes. Maybe. I don’t know. Maybe not?”

“That’s a clear answer if I ever heard one. Anyway, I don’t care. And you know why? I love you!” Scootaloo just looked adorably nervous, her ears dropping with a loud flop. “Oh, my heartbeat goes crazy just at saying it but that’s how it is. I feel so much more than boring old me when I’m with you!”

“You are not boring.”

“And you are not...Not adorable.” She brushed Babs’ flanks with her wings as she pulled herself up, reaching her lips with her own. Each time Scootaloo kissed her it felt impossibly sweet and soothing, like a warm fire after a whole night out in the cold. “I can’t hide it. I can’t go around it. I. Love. You. And it makes me so happy and I’m not afraid of it.”

Babs hugged her fillyfriend tight, burying her head in her ample bosom. Scootaloo did nothing but appreciate this with a throaty moan as she reciprocated the hug tightly. “I love ya too, Scoots.”

“And you know one thing?” Scoots’ head poked between Babs’ breasts. “I finally get it why she was so angry back then. I wasn’t...I just wasn’t serious about you.”

“Neither was I for that matter. But, can you blame us?”

“I mean it! You deserved better. You deserved a pony that you could come back home with, hold hands and snuggle, all that stuff. We thought we wanted just a fling!”

“Boy, were we wrong.” Babs chuckled.

“Yeah! Like, so wrong! I don’t know about you but I wasn’t so wrong during that time I thought that months old liquorice was still tasty. Spoilers: it wasn’t.”

“Ouch.”

“But I’m right about this! I know what I want, now: You! I want to stay with you, laugh with you, make love with you…” Scootaloo noticed some warm tears of joy riling her cheeks. “Even grow old with you one day.” Babs gently placed a finger on her lips. stopping her words.

“It’s a little too early to talk about that, right? We are still much tastier than old liquorice, if you know what I mean.” She waggled her eyebrows and the temperature of Scootaloo’s cheeks skyrocketed.

“Oh...I can...I can vouch for that.” She chuckled before her laugh was cut short by Babs’ lips pressing against hers.

“Let’s not rush things.” Babs leaned forward and smooched the pegasus’ nose. “But I love everything else ya listed so far.” She pulled Scootaloo by her cheeks and pressed her lips against the pegasus. “Especially the makin’ love part.”

“I know what you like.” Scootaloo chuckled.

“We can stay here for a little more if ya want. Snuggling, talking, canoodling, whatever you like. Just the two of us and to Tartarus with the rest.”

“You, uh…” Scootaloo scratched the back of her head and rolled her eyes, holding a timid smile.” You can choose what to do this time.”

“I want to see your moves, then.” Babs leaned back and made herself comfortable on the tree, crossing her arms behind her head. “You promised that to me the day I arrived, remember?”

“Oh, come on! You really want me to stay here and show off?” Scootaloo blushed and turned away, holding a smarmy yet embarrassed grin. She crossed her arms and turned away, beating her wings to keep herself steady in mid air. “Because I totally would…For you, I mean.”

“I like watching you show off. ‘Sides, I really want to just relax, even for just a while.”

“Ah, alright!” Scootaloo started flapping her wings, taking off and pirouetting in the air gracefully. She gained some speed and turned upside down with a strong kick of her wings, not losing her balance in the slightest. “Last time you just got kidnapped by a crazed futanari: You have a point. But, then again, what’s the worst that could—

“Don’t say that! You know what happens when you say that!

“You’re right.” Scootaloo straightened herself up in mid flight, stretching her arms with nonchalance. “Especially with the party so close by now!”

“Party? What party?”

“It’s, uh, it's for you. And for me. For the whole saving me stuff.”

Babs’ eyes widened in glee. “Whoa. And to think I just defeated some fake spiders and made Dinky cry.” She blinked. “It sounds awful now that I think about it…”

“It’s the thought that counts.” Scootaloo described a half circle in the air. “You should really continue with that superhero stuff if you got the time.”

“Just because I defeated Dinky? I don’t think I’m suited for that.”

“Every first foe is kinda pathetic.” Scootaloo was flying on her back and kept her eyes closed, her hands crossed behind the head as her tiny wings carried her around. “Think of Stilt Mare.”

“Who?”

“Her superpower is having stilts. Looong stilts.” She flew on top of the tree. “Like, from here to the ground.”

“That’s beyond lame.” Babs said. “A normal pegasus like you can kick her butt by just flying up. Or just placing a rope while she doesn’t notice it!”

“Yup. That’s how Maredevil did it the first time. And the second and third. Did I mention her enemies are earth ponies most of the time?”

“I hope the writers weren’t serious.”

“Nothing and nopony takes her seriously. It’s part of the fun.”

“Anyway, I think I’ll just...pretend to be surprised at the party.” Babs chuckled. “Seriously, even Dinky was cooler than that Stilt Mare! At least she has magic! And she’s a riot if you are in the right mood and ya like crazy.”

“Well, you have all things every superhero should have.” Scootaloo buzzed around Babs’ treebranch, that enthusiastic smile of hers making her even more beautiful. ‘You are strong, you’re cool, you look dazzling in a cape, you’re hot and you’re funny and—

“And I got an awesome fillyfriend.”

“And no matter what…” Scootaloo paused to wipe a small tear of joy from her eye and Babs saw her standing right in the middle of a giant heart, made by the strands of some lonely clouds. She held a hand over her chest in amazement as a bright smile curled up her lips. “You’ll always be my hero.”

“Scoots, I need to kiss you now...”

“Wha―” A bright orange flash with a reddish mane jumped from the tree and attached itself to Scootaloo. She locked her lips with Scootaloo’s with all her great strength, Babs’ legs clutching around her waist to support itself. The initial scare melted away as her lover’s sweet taste was shared in her mouth. Her wings were beating faster to support their combined weight and she hugged Babs tightly, basking in the moment as the sun warmed her shoulders.

***

“SURPRISE!!!”

Babs’ ears and heart thanked Pinkie Pie as usual as her sort of cousin blew the party cannon the moment she entered with Scootaloo into the bakery. Among the shower of streamers all her friends were there, clapping and cheering for the unlikely hero and her damsel out of distress hand in hand. Sweetie Belle with Button, Rarity, Applejack, Twilight and Fluttershy, even Diamond Tiara and Silver Spoon and…

Applebloom, of course. The fact that she was smiling as usual didn’t help at all. Or maybe it was just Babs’ paranoia acting out. She still clutched harder at Scootaloo’s hand just for good measure.

“A party?! I really wasn’t expecting that!” She drily remarked while nudging at Scootaloo. The pegasus hid her snicker with a hand.

“Oh, it always gets them! Always! Right, Dashie?” She sneaked behind the cyan pegasus’ back and squeezed her in a tight hug, lifting her from the ground like a sack of potatoes.

“S-Sure, anything you say if you let me go…” Rainbow kept a fake smile and grit her teeth to bear it as Pinkie kept snuggling her with increasing force. Her face started to turn a darker blue.

“Guess we know who wears the pants in this relationship!” Applejack snickered as she gave a nice, strong pat on Rainbow’s back.

“Those are shorts, actually!” Pinkie said, shaking Rainbow Dash left and right like a foal with piggybank that held no money but kept doing so in the hopes of finding even a bit, showing off her short jeans. “Do you like them? They're new!"

“Very funny, AJ.” Rainbow rolled her eyes and kept a lazy smile, steeling herself from the pain and tried to turn around, at least trying to hug Pinkie back.

“Oh, Scoots!” Twilight swooped in, a purple blight flash from the crowd and hugged at Scootaloo tightly. “I was so worried about you! I thought I would never see you again!”

“Oh, it wasn’t anything serious in the end.” Scootaloo exchanged a knowing look of understanding with Rainbow Dash, still trapped in Pinkie’s affectionate but iron forged grasp. “Just the usual craziness…”

“I should at least have you accompanied back home!” Twilight wailed, burrowing further Scootaloo’s purple mane in her purple chest. “Or assign some guards to you! Or a tracking spells of some sort or—”

“Or just stop worrying for once.” Fluttershy approached the young Princess and offering a tray of sweets with a gentle, calm smile. “Cupcake?” Twilight calmed down and, still holding Scootaloo, sniffled and accepted a pastry.

“I just knew that costume would be useful one more time!” Pinkie said, finally letting Rainbow out of her grasp. The pegasus stood there, trying to relearn how to breath and holding her chest, one heavy pant after the other. “I always kept it and it was always at hand.”

“Y-Yeah…” Rainbow said, completely exhausted. “That was a good idea.”

“Ah don’t even remember where ah left mine, now that ah think about it.” Applejack said.

“Mine definitely blew up with the old library. What about you, Fluttershy?” Twilight said still holding poor Scootaloo in a hug, which slowly turned into a headlock. The yellow pegasus simply shrugged.

“I really don’t know.” She said shaking her head. “I would have found it in a heartbeat if needed, though.”

“Same as mine but I simply didn’t have the time to search for it.” said Rarity. “I would never throw away such a refined piece, especially one I worked so hard to make!”

“With so much modesty I might add.” Rainbow Dash said, poking Twilight's shoulder. The young princess caught the hint and finally let go of poor Scootaloo. She grasped at her neck and took in some deep breaths.

“For the first time in the history of ever...I’m happy to see you, Scoots.” Silver Spoon leaned forward and her arms opened into an embrace for Scootaloo. Her whole being shook and her arms froze. Her face contorted in a grimace as she decided to settle for a simple handshake. “Seriously, though...It’s nice to have you back.”

“Uh...Thanks?” Her wings went limp in disappointment.

“It’s the best you are going to get, Scoots. Accept it and move on.” Babs said discreetly putting Scootaloo’s wings up.

“Eh, alright.” Scootaloo grabbed Spoon’ hand and shook it. “Does this mean we are kind of friends?”

“Kinda! We are not that friendly but it’s enough for now. We’d have to establish some terms.”

“Can I wave at you from the other side of the street without you frowning?” Scootaloo rolled her eyes as she saw Spoon seriously thinking about it, holding her chin between index and thumb.

“Babsy! I can’t believe you actually pulled that off!” Diamond Tiara said giving Babs a strong hug.

“It was nothing, really…Easier than I thought, sillier than everypony thought...”

“Stop being so modest!” She chuckled. “Enjoy things more! Even though…” She circled her shoulders with her arms and smoothly dragged her away, reducing her voice to just a whisper. “I thought you and your cousin…”

“Oh? Uh...Things change. I was ready for a relationship but...Not her. Not the one I wanted…Sometimes things don’t go the way you want at first.” Babs looked sadly at her cousin’s back. She felt that maybe they should have talked about this. Discuss their feelings like mature ponies but everything happened so fast, and no matter how much she could deny it, Scoots was still in her heart…

Tiara shrugged. “Hey, anypony is free to change her mind! And technically everypony knows about you and Scoots so you kept your promise. Kinda.”

“They do?”

Tiara pointed her finger up to the banner that said ‘Welcome back safe and sound, Scoots!’. Under it was placed another, smaller, upon which was hastily tackled on ‘It’s so cute that your fillyfriend saved you!’ “Just a hunch...”

“Dammit, Pinkie Pie…” Babs muttered. “It’s not that secret, but come on!”

“I’m noticing you are neither denying nor confirming it. I’ll take that as a yes.”

“Oh. Just like gossip, is it?.”

“I like you. You are smart. Speaking of, I told my dad about me and Spoon.”

“And?”

“He was ecstatic! Not only he didn’t make a scene or something, he basically knew all along! And he just wanted to see me happy and he was totally cool with it! In fact, he gave us his blessing! Isn’t that great?!”

“Cool! He, of all ponies, had to catch up sooner or later.”

“Oh, don’t you start! It wasn’t that obvious!”

Babs raised an eyebrow and tilted her head, her expression summing up hours of deadpan snarkery without a single word being necessary.

Tiara hung her head and sighed in gracious defeat. “Well, obvious or not, everypony is going to know from now on. I’m not ashamed of this anymore. Not that I ever was! But I really wanted to talk with you about this.”

“About what?”

“This puppy...” Tiara reached for her pocket and produced a small, neat box covered in blue velvet.

“Is that what I think it is?” She pointed at the object in Tiara’s hand.

“Indeed…” Tiara nodded with a sly smile. “Now that will shake up things a little!”

“Well…” Babs hid an obvious chuckle. “ I’m flattered but I’d prefer we just stayed friends.”

“You are spending too much time with those three.” She sighed, lamenting at high hopes she once had that were now lost forever. “But anyway…” She opened the box a little, allowing the two a brief glance of a beautiful hunk of a diamond inside. “What do you think?”

“Spoon is going to love this.” In that tiny box, there were probably more bits than Babs would ever see in ten lifetimes. Eleven maybe with inflation. “What’s the problem, though?”

“Do you think I’m rushing into things?”

“Actually...No.” Babs thought about that answer for less than a second. “You’ve known her since youse two were in diapers, you’re in love and more than capable of providing for the both of ya. Why not do it? I fully support this.”

Diamond Tiara blinked and kept staring in astonishment at her friend while putting the ring back in her pocket. “Are you serious?”

“Totally am. Hey, last time she was complaining you didn’t to go public. Now you’re going to do it in style. Never said you were pulling any punches. But can I ask you one question?”

“Sure.”

“Why are ya asking me? It’s not like you need my permission or something.”

“Weeell...I don’t have many ponies to ask. I usually tell Spony the important things. Except I couldn’t discuss this with her. I mean, it should have been a surprise and everything and...Uhm…”

“I’m basically a second choice?”

“But the best second choice one could possibly have!” Babs had noticed that both Tiara and Spoon were quite inclined to give compliments that weren’t really compliments. “‘Sides, the only second choice I would trust is that of a friend.”

“Well, ya got my blessing for this, anyway.” She patted on Tiara’s shoulder. “Be happy, have a nice honey moon, adopt a lot of foals.

“Oh my gosh, thank you!” She threw herself at Babs in a bonecrushing hug. “We will! And, if you want to have fun one day, our door is always open. Bring Scootaloo if you want. Bring everypony!” She clicked her tongue and winked at her along with an uncomfortable elbow jab.

“Uhhh...I’ll think about it.” Tiara gave one last hug to her confused friend and skipped on her merry way to rejoin Spoon.

“Hey, Coz!” She got hugged from behind and that familiar voice made her shiver. It was the moment of truth.

“H-Hey…” She forced a fake smile as she turned to meet her gaze.

“So...You and her…” Applebloom said, pushing her indexes together and staring intently at the couple but not with menacing intent, her eyelids half closed as if she was in deep thought.

“Please don’t kill us!” Scootaloo shouted from out of nowhere and jumped in the air, shielding herself with arms and legs as she kept her wings beating to keep her off the ground.

“W-why?!” Applebloom’s serious expression was quickly thrown off by her friend’s scream. “Why would ya think that?! Why does everypony think that?!” Applebloom looked at her cousin and Scootaloo looked at Babs in turn.

“Don’t look at me. We’ve already been through that. Also, where did you even—”

“What I wanted to say is that, yes: The rumors are true!” Scootaloo circled Babs’ waist with her arm and quickly pulled her close, her pupils comically enlarging with a small pop. Scootaloo put a determined face on but her lower lip was trembling in fear, oscillating between determination and constipation. “100% true! It’s not a one time thing! I’m serious! With your cousin! What are you going to do about that?”

Applebloom pointed at that same banner. “Ah know that. Kinda hard to miss. And ah was there the other day!”

“I know you are probably angry, but—”

“Angry? Ah’m happy!”

“Hap-Hap-Happy?!” Scootaloo sputtered like an old stove. “You’re...happy?!”

“What? Ya’ll thought ah would throw a tantrum like before?”

“Yes! I mean, you chewed me out like crazy for sleeping with Babs and now you’re okay with it? What’s changed?

“You.” Applebloom pointed at Scootaloo’s chest. “Let’s jus’ say a little bird without any wings told me.”

“Who? Who is it?”

Babs tittered nervously, crossing her arms behind her head. “W-What? Ya thought I would just keep things until the party?”

“You...You...You kissed me with that lying mouth of yours? I mean, I was there, worrying—”

“Actually, I was the one more worried.”

“Weirdly enough.” Applebloom shrugged.

“It doesn’t matter! I thought we would have ruined our friendship forever, sparked a rivalry, misunderstandings and all of this would have culminated in a centuries long war that would have annihilated Equestria as we know it!”

“You buckin’ thought all of that?” Applebloom yelled.

“It was a possibility…”

“Oh, the two lovebirds and their quarrels!” Pinkie Pie, again, surprised both Babs and Scoots and affectionately put her arms around both their necks, bringing their heads close and dangerously close to butting them together. “This was the best thing we could have! Well, after recovering Scoots safe and sound.”

“Yeah, just a quarrell…” Scootaloo rolled her eyes and made an adorable pout towards Babs. “A quarrell for which she’ll make up for it.”

“Oh, just like me and Rainbow Dash! Whenever we fight and she wants to make up, she takes that huge strapon and shoves it right up my b—”

“Gaaah! Too much information!” Babs screamed trying to break free from the pink grasps.

“I could bear to listen a little more…” Scootaloo wiggled her eyebrows at Babs, her cheeks flushing red like a toilet seat full of tomato juice.

“Urrr...Look! Rainbow Dash is going to dip in the sauce again after biting the cracker!” Applebloom pointed at Rainbow Dash just a few feet behind her, about to violate about one thousand sanitary rules.

“She is! Dashie stooooppppp!” Se dived in to the rescue, launching herself in the air and snatching the cursed cracker with her teeth, right from Rainbow’s hand. She made a flip on the air and landed on her knees, sliding all of the way as she threw the horns and her head in the air. Rainbow Dash shook her head and opened her eyes wide, mouthing: “What the hay was that?”

“So...Uh…” Applebloom felt threw off by the madness around her and coughed, trying to recompose herself. While she expected it in some form, no plans survive contact with Pinkie Pie. “What was ah sayin’?”

“That you weren’t angry?”

“Oh, yeah. Ah thought it was what ah wanted...and ah got it.” She exchanged a knowing look with Babs. But ah never thought about what ya wanted, coz.” She grasped Babs’ hand gently in hers. “Or what mah friend wanted for that matter.” She grasped Scootaloo’s hand as well and joined it with Babs. “If ya’ll want to be happy together, who am ah to stop ya?”

“Coz, I…” She reached with her hand for her cousin’s face, landing a small caress.

“AB, you are the best friend ever…” Scootaloo sobbed loudly as she hugged the two cousins tight.

“But know one thing…” Applebloom leaned forward, moving away Babs’ mane from around her ear, her voice reduced to a sultry, velvet like purr. “We are definitely doing that.”

“Um, sorry the what?” Babs asked compeltely at lost.

“The foursome Sweetie Belle suggested at the Wonderbolts show?!” Scootaloo said, her eyes wide open and wings raised stiff.

“Waaaay, ta keep the ambiguity, Scoots…”

And suddenly, everything became complicated again. But in a sexy way.

***

Rainbow Dash chuckled as she went outside, looking with amused pride at Scootaloo being safe and sound and with her friends. The natural order of things was restored. She took a long breath of fresh air and stretched her arms and wings, flexing her ankles on place. With all the food Pinkie Pie made Rainbow felt a little guilty and needed to do some exercise at last, just to ease her mind and burn a calorie or two. Speaking of which, she heard the sound of adorable hooves hopping to her direction. A smile lit her face as she associated that sound with some of her happiest memories.

“Enjoying the party, Dashie?”

“You know the answer.” Rainbow chuckled.

Pinkie Pie handed her a small cake with blue frosting, a small ten and a heart being drawn with chocolate droplets in an elegant pattern. A small candle was lodged in the perfect center of the zero.

“Ten?” Rainbow said eyeing the pastry. “Why ten? As in ten out of ten? Aaawww, you’re too kind, Pinks.”

“Oh, that’s just one of its meanings. It’s for a special occasion, actually. It’s been ten years we have known each other. I mean really known each other, when we became besties.”

“Oh, right. Shouldn’t that be at the Summer Sun Celebration, though?”

“I thought so but have you tried, like, celebrating a birthday on Heartwarming’s Eve? Nopony remembers it when there’s a party this big!”

“Heh. Makes sense.” Somehow, telling that to herself after meeting Pinkie Pie after so long wasn’t such a wild thought.

“It’s so different when you know a pony for ten years, you know? You feel more ready, readier than the you from before may have felt, a little wiser and even more...Uhmmm…”

“Adult?”

“Let’s not exaggerate it, but kind of. In a way, I’m happy to have waited. And when you realize you have loved that pony for ten years it becomes sooo much sweeter. Like when you wait for the hot chocolate to cool off so you can feel the taste better.” She threw one arm around Rainbow’s shoulders and the pegasus lifted her gently from the ground, planting a small kiss on her nose.

“I feel the same for you.” Rainbow’s cheek tinged of the faintest shade of red as she nuzzled her fillyfriend. “Look at me, I never thought I would be all sappy and mushy with you but I love feeling like that. It’s been so fun and I don’t want it to stop.”

“We have so much behind us. Why should it stop, Dashie?”

“And so much after.” Rainbow blew the candle out, wishing only to blow many other more.

“To another ten years!” Pinkie said as she shoved a piece of cake in Rainbow’s mouth.

“Make that a hundred!” She said as she tried to munch it, making a chocolate mess out of her face.

***

“Nice party, isn’t it?” Diamond Tiara circled Silver Spoon’s waist with her arms, coating her cheeks with soft kisses from behind. The two had gone outside to take a breath of fresh air and respite from the loud music and Pinkie Pie antics. Or better, Spoon had gone outside and Tiara followed. She hated the thought of leaving her alone at a party, after all.

“Well, Pinkie Pie is always good for a laugh. Would you believe that not even Scootaloo is that bad once you get to know her?”

“Really?! I was thinking on a double date one of these days, how about that?”

“Well, I said not bad but still not that good either.” Tiara tightened her embrace, taking a deep breath of Spoon’s shampoo. “What’s wrong?”

“I can’t wait anymore…”

“Wow! Right here and there? With everypony watching? I can’t wait for—”

“No, not that! I can’t do that, not with everypony watching!”

“Oh…” Spoon looked slightly disappointed by that. Tiara made a mental note of it, organizing some public sex for later. “Then what is it?

“Something I should have long ago.” She blinked. “Well, not that long ago...You know what? It’s the perfect moment to do it!” Tiara got on her knees and Spoon’s heart bounced in her chest.

“Could it be…?” She held both her hands on her chest, steeling every inch of herself not to jump in place like an excited schoolfilly. She decided it wasn’t worth it and squeaked in joy the moment she saw the diamond ring that Tiara held in that tiny box.

“Spoony...You’ve been at my side my whole life, asking nothing but my smile. Would you allow me to be with you for the rest of it?”

“Oh my...Yes!” Tiara placed the ring on Spoon’s finger with care. “I do! I do! Like, a lot!” She got Tiara back on her hooves and kissed her deeply and passionately, forcing her mouth onto hers with a strength unheard for. She basked in the absolute that kiss was, reveling in the warmth of her lips and her body pressed against Spoon’s, of that the taste of chocolate of her tongue and the fact that mare was hers, now and forever.

“Holy crap!” He magic moment was instantly ruined by Scootaloo walking out of the door. “So...you two?!”

“What the hay are you doing here?!” Tiara screamed while breaking the kiss and leaving Silver Spoon’s lips hanging in a perfect O.

Spoon’s passed from bliss to abject horror as she adjusted her glasses as she slowly realized what was going on. “What the…? How long you’ve been there?”

“I...uh, I wanted to pee.”

“You pee outside?!”

Scootaloo hung her head in shame and defeat. “My secret is no more.”

“Ewwww…”

“Hey, Scoots! What’s happening?” Pinkie Pie passed by from behind the ashamed pegasus and Tiara knew there was no more peaceful moment.

“These two are getting married.” Scoots stated as a matter of fact.

“OH...MY...GOSH! SOMEPONY WILL HAVE TO DO THE CATERING! CAN I DO THAT?!” Pinkie Pie just went berserk, in pure party planning mode, smothering poor Scootaloo with a crushing, completely misdirected hug.

“Heh, sure.” Tiara gently put an arm around Spoon’s neck and pulled her close. “Just the best for my Spoony. Or the currently available best.”

“You sure this is a good idea?” Spoon asked, her heart full of love and maybe a little tinge of worry for her pegasus kinda friend.

“As long as I have you? Everything is good.”

***

Dinky Hooves sat in her room. She then decided she hated to stay still and got up, walking up and down her room, the floor creaking menacingly under her weight. Considering it wasn’t that much, it was time to change the boards and quick. She let out a sigh of frustration and cleared out her desk with a fell swoop of her arm. She then realized she just had broken her favourite glass paperweight. The pieces on the floor reflected the rays of Sun like a spiderweb.

“Aaargghhh...I just can’t figure it out, that’s all!” She opened a drawer and produced a small vial. In it was conserved one small drop of Babs’...essence. Maybe DInky should have asked before taking it but there was no way she wouldn’t have sounded creepy...She may have asked at the party in honor of Scootaloo but being grounded and being the ponynapper she had just escaped, well...There was no need to make it more awkward as it already was.

“I really should have asked her who did that spell to her! I would’ve needed a couple of inches more…" She looked down in her shorts and mentally compared her stallionhood with Babs', still fresh in her memory. She lost that struggle again. "But wait, what would Ruby think of this?!”

You are perfect just the way you are! Stop doing this crazy bullshit! Her fillyfriend’s voice echoed perfectly clear in her mind.

“Naaah! I’m sure she would be fine.” Dinky scoffed, waving a hand to dissipate the imaginary nagging. With that, she concentrated on her horn and produced a small tendril of light from its tip, enveloping the vial. She formed a small ball of purple light around it and focused her intent, emptying her mind of everything else but what she wanted while the sample bubbled and gurgled: Cocks...Big cocks...The biggest cock she could find...Big cocks everywhere and anywhere...

With that, the vial enveloped in the sphere trembled and shook, shooting an enormous ray of light in the sky, shattering her window. She threw a scream and ducked and crawled under her desk to avoid the glass shards showering the room. “Aaaah! Stupid Ruby! Why didn’t you warn me about that?!”

She crawled out, gulping in fear as she approached the window and noticed the clouds above were gathering in a dark, rumbling mass. A phallic shaped rumbling mass all over Ponyville.

She then realized she had two cocks in her pants.

Author's Note

Yup. Raise your hand if yous aw this coming. For anyone not getting the joke, Stiltman is a Marvel Comics character and is utterly pathetic. A foe of Daredevil and other superheroes. Probably even worse than Slyde and we are talking about a guy with a slippery suit. It was fun and all until during Civil War he met The Punisher and a rocket to the crotch...The Tagline for Civil War itself was 'This is way we can't have nice things." Now there's a Lady Stiltman in the comics and she was defeated with a manhole. We need more silly supervillains.

Chapter Nine

“That was a terrible idea…” Drops of cold water slid down her forehead, stinging her fur like needles. Her back was on fire from the fall. To add insult to injury the shower cabinet wasn’t large enough to accommodate her height, further stressing her back. The Hayraiser bottle of shampoo fell on its side, mocking her with cruel eyes and a face adorned with needles. Or quite possibly Q-tips spraypainted in silver.

“I swear it looked sexier in my head.” Scootaloo massaged her head and her bare bottom. “It really did!”

“You tell me! In movies it always look so sexy!” Babs tried to pull herself up, only to find her arm locked under her side. “They never show them slipping and falling, for example!”

“Or the water that gets into your eyes and you can’t see anything and you end up kissing the faucet!” Scootaloo smacked her lips as she disengaged herself from Babs, finally standing on her own two hooves. “Tastes like dirt…” While Babs was trying to get herself up as well, Scootaloo’s gaze fell right between her legs. She couldn’t help to take a look at Babs’ virility and noticing it was only just half erect. Or at least three quarters erect… “Having problems?” She said with a cute smirk.

“Oh, don’t you start...It’s a little hard to get in the mood while nearly breaking your back and mine.”

“Heh. You said hard.”

“I love ya ‘cause you’re stupid…” Babs rested her hands on Scootaloo’s shoulders and pressed her lips gently against hers. “Also, for many other reasons. Glad you’re not hurt.” She pulled Scootaloo close in a tight embrace. Her wings trembled slightly as she felt her warm, juicy boobs pressed against her tiny grapes.

Scoots stood on her hooves and kissed her on the nose. “Only because you caught me.”

“It’s a knack. Saving you and all.” Babs chuckled. “Maybe I should turn it into a full time job.”

“Always told you! Well, it wouldn't be a job, unless you got paid.”

“I could ask Rarity to make a costume my size. The last one was a bit tight around the chest and waist. Not to mention the cape.”

“What’s wrong with the cape?” Scootaloo asked while drying her mane with a towel.

“It drags on the ground and then becomes all dirty. Also, somepony could grab it and make me trip. Or it could get stuck in a door.”

“Well, cape or no cape, at least the costume it should be a proper size for your boobs!” She playfully grabbed one of her breasts, much to Babs’ amusement. "Where could you confine those things?"

“Oh, I’ll leave them uncovered.”

“Yooooouuu…” Scootaloo droned for a few seconds before her ears dropped in disbelief. “What?”

“Everypony can’t help but look at them. The second they stare, pow!” She mimicked a small, quick punch. “ I’ll sucker punch them.”

“What if they’re not into mares?”

She flashed a coy grin and grabbed Scootaloo’s hand, placing it just between her thighs. She felt up something that now was really hard and throbbing. “I got a plan B right there…Or have you forgotten?”

“I, uh…” Scootaloo’s whole body froze while flames of embarrassment danced upon her cheeks. “You are twisted, girl! I like it!”

“Eh, it’s part of my charm.”

She pulled Babs closer in for a quick kiss on her lips. “We should try it on the bed next time. Bed is safer.”

“Or floors. Those are good.” Babs let out a small chuckle as she wrapped her body in a towel. “Can’t believe how many times I have done it on them.”

“Yeah, it’s weird. I mean, with me, with me and Dinky, kind of Tiara and Spoon…Did I forget anypony?”

“ I’m that kind of girl. Too wild to wait to get on a bed. We’re doin’ it here and now and, filly, yer goin' ta like it!”

“Do you want to do it here and now?” Scootaloo’s wings went pomf behind her back. Babs really couldn’t resist that earnest, adorable smile of hers.

“Well, duh! I thought you would never ask!”

“Should we break the chain now?” Her wings quickly buzzed, carrying her slender body from out the bathroom and jumping belly up onto her bed right in the next room. She lifted her butt a little and crawled on all fours, shaking her cute rear at the dumbfounded, and horny once again, Babs. “Was I fast enough for you, Babsy?” She whispered the nickname, tasting every syllable as Babs’ towel dropped on the floor in shock. Her rock hard erection came in full force and she walked toward her mare in erotic daze.

She went on her knees and closed her eyes, letting her mare’s musky scent fill her nostrils. Her fingers delicately spread open Scootaloo’s slit, exposing the juicy pink flesh of her marehood. “Oh yes...Right there...Aaahhh!” She flinched when she felt Babs’ hot breath on her nethers and her warm tongue slowly drawing the outline of her pussy. Babs sampled her hole in a slow circle, rotating her tongue outside of Scootaloo’s outer labia, tasting her with utter calm. Scootaloo grasped at the sheets, her wings fluttering wildly as she felt her loins filled with delightful warmth. She felt Babs’ warm lips closing around her hole, cupping it with care, and her tongue flicking playfully at her clitoris. “Oh...Yeah…” She started playing with her own nipple on a reflex as she felt Babs’ tongue slid inside her.

“Ohohh...I love you…”

Just you wait and you’ll love me even more… Babs thought, giving a tender stroke to Scoots’ cutie marks.

She moaned as she felt the warm appendage rotating inside her, hitting every sweet spot of her pink canal. Babs’ hands firmly grasped at her buttocks and lifted them up a little. Scootaloo yelped in excitement, flapping her wings to help herself. Babs’ tongue was now fully inserted in her, slurping obscenely inside. Her adorable nose bopped at her still sensitive flesh as she felt one of her lover’s fingers poke at her anus. “Oh...Not there...Wait, totally do that…”

She grasped at the sheets again, hard enough to rip them apart as she felt Babs’s tongue hitting her sweetest part. Her tongue lolled at the side of her mouth as blinding pleasure hit her like a solar flare. She felt herself floating away and her knees falling weak, expelling her from that fantasy with a loud thumf of her belly on the bed. She felt a burning need between her thighs and there was only one thing that could sate it. Only one liquid capable of extinguish that fire... “Babs…” She mustered some strength up, lifting her butt once again and spreading her legs as her juices started coating her legs and dripping on the sheets. “I’m ready…”

One quick thrust and she was in. Rough, fast and utterly fulfilling. She felt herself slowly spread over as her canal was completely filled with hard, throbbing meat. Their crotches slapped together, celebrating their union with increasing speed. She grabbed at Scootaloo’s sides firmly, sliding in and out of her. The pegasus felt her body tremble with glee as Babs’ mighty shaft filled her with quick, powerful thrusts, pounding so far inside she could feel it in her tummy. Scootaloo was ecstatic, enjoying that thick, meaty cock being inside of her and fucking her hard and good. Her insides felt turned inside out as Babs kept fucking her silly, riding her like an inebriated goddess of sex. Her knees felt grew weak at each thrust, maddening pleasure building up in her loins. The two lovers’ fingers intertwined as she collapsed gently under Babs’ weight.

Her pillowy bosom rubbed on her back as she embraced gently Scootaloo’s waist, penetrating her from a narrower angle. She slowed her pace, entering her with care and turning the tide of that wild sex, transforming it into a much more tender affair. Scootaloo could feel it to the very last inch, slowly parting her lips at Babs’ passage, stimulating her juicy tunnel of love. Every nerve was caressed by Babs’ potent shaft, her clitoris tingled with pleasure as it rubbed on Babs’ thick organ. Her wings were beating savagely during the amplexus, her whole body was thrashing violently under the coming orgasm’s throes. “Babs, I...I…” They grasped each other’s hands and Babs finally came, filling Scootalo’s insides in thick, creamy juice. Scootaloo was in Paradise: gallons of thick, creamy stuff was swelling her belly. Her stomach felt a wonderful warmth grow inch by inch inside her. Her head spun around as the delightful release clouded her senses. She rode the wild and wonderful waves of true passion without fears and regrets.

The sweet climax left her drained of strength and happy beyond belief. The two were one for one glorious yet brief instant and nothing was ugly or sad. Their two bodies stayed intertwined for a while, exhausted, and languid with love, only the quiet sound of their breath to keep them company. Babs’ breath on Scootaloo’s was pleasantly warm, a cute complement to her strong embrace. She was still hard and still lodged inside her, her virility brushing Scootaloo’s love canal at every breath.

“Stay with me…” Babs' warm semen weakly dripped on her inner thighs.

“Always.” Babs started coating her neck in quick, affectionate kisses.

“I mean...Don’t go back to Manehattan…”

“W-what?” She stopped on her tracks, her heart skipping a beat.

“Stay here. With me...I don’t want to say goodbye one day.”

“Scoots, I…” Before she could answer, Babs noticed that Scootaloo fell in a deep sleep. She kissed her cheek sweetly before closing her eyes and trying to join her in the land of dreams. “You worry too much…”

***

"Huh...That's weird..." Scootaloo shrugged, her wings unfurling nervously. The pegasus scratched her head, perplexed, and turned towards Babs. She was still naked and her face noticeably pale.

"What's wrong?" She said, still half asleep and rolling her generous weight in the sheets to face Scoots.

"Either that cloud is really happy to see me or this is the most vulgar prank ever..." Scootaloo turned towards the window again and a grim purple light briefly lit her face and the rest of the room.

Babs got up from the bed, still completely naked as well and hugged Scoots from behind in reflex. What she saw up in the sky made her clutch her lover even harder, like a teddybear. Something straight out of her nightmares, or perhaps a really bad black comedy. There was no doubt about that...That was an enormous, throbbing, glowing purple cloud in the shape of cock!

“Is that...Is that what I think it is?” She pointed at the abominable thing in the sky. Part of her just wanted to scream that all was lost like the pessimist prophets of old.

“Yes!” Scootaloo simply lost control of her voice like a broken radio. Her eyes still glared the thing, unmoving. “It is! No mistakes about that!”

“Are you sure that—?”

“YES!” She screamed even louder than before, her eyes unmoving from the obscene formation in the sky. Scootaloo’s wings fluttered nervously, enough to lift her whole body a couple of inches from the ground. “Never been that sure of anything!”

“But why? Why? Why in pluperfect Tartarus would that cloud be...What the hay?! Who did this?! A bad joke? A lost bet? An attempt at World Domination?! A threat to everypony’s sexuality?! A way of overcompensating?!”

Babs wasn’t a mare quick to anger but that...Abomination struck a nerve. She liked vulgar jokes as much as the next pony but everything had a limit! There were foals watching, after all, and whoever did that had a considerable amount of power, power that they could use to do something far worse. She wasn’t a real superhero but this was Ponyville. She had family and friends here...

“There is a sick mind behind this! A sick, sick, sick mind!” Scootaloo said without being able not to look at the abominable spectacle. "Oh, we will not stand for this!"

“Let’s go to Twilight! Right now!” Babs ran from the window and started gathering her clothes still scattered on the floor. She hopped around on one leg while trying to get the other inside her jeans. “She can blast it out of the sky and maybe do the same with whoever thought of this!" While putting on her shirt, she realized that Scoots had gone from righteous fury to eerie silence. "Scoots, what’s wrong?”

And then Scootaloo grew a dick.

***

“Go away!”

In Button's opinion, it was bad enough to have a mare locked in his bathroom without rhyme or reason. On the other hand, having no mare at all was way worse...

“Why? What happened? I don’t want to sound insensitive but I gotta pee!” He kept knocking at the door and tried to look in the keyhole futilely, noticing that Sweetie Belle had hung her dress over the door to block any view. "I really gotta!"

“Use a bottle!”

“Wha’? I can't use a bottle!”

“Sure you can! You got a penis, don’t you?! It’s always the penis with you! You do everything with it!”

“Well, not everything…” Button blinked. “Sweetie, are you okay? Are you hurt?! Is there anything I can do to help?”

An entire minute of unsettling silence followed, leaving poor Button to ponder the imponderable. He shaked the pommel again, trying to open the door only to find it still locked. He pushed against the door with his shoulder, using all of his strength, but only managed to hurt himself.

“L-Look out of the window first…”

Button complied and what he saw froze his blood right in his veins. The glowing purple light filled the sky with utterly frightening images and his mind with dread. “The flying fuuuu—”

“Exactly!” Button came back at the bathroom’s door, trying to not think about it and pretend the whole world would fix itself. He would’ve given anything for a save point, to be used to return to the day before! “And that’s not the only thing!”

“What?! How could it be something worse than...That?! Are you hurt?!” Button flattened himself on the door, trying to push it out of the way but to no avail.

“Button, do you think I’m a bad pony?”

“What? Why? Where did this came out from?”

“Just...Just answer me…I need to know this.”

“Why would you think that?”

“Because...Because you were my second choice…”

“Wh...What? What does this have to with—”

“I could have...I shouldn’t have waited that much. I knew you just made a mistake and yet, I just wasn’t ready. I...I slept with Babs and I even rubbed it in your face at the movies…” Button could hear some bona fide sobbing from the other side of the door. His stomach felt like a morsel caught by an ogre as he listened in silence. “I just didn’t feel ready to see you again and I slept with somepony else. Part of me was still afraid…”

“Afraid of me?”

“Yeah...And while you felt miserable I messed around with Babs...And I loved it. Oh, you can’t imagine how I loved it! I loved it over and over and over again! I feel like I used you. And her.”

“I love you.” Button finally said, without hesitation or further thought. A small tear crossed his cheek, so warm it stung.

“But..But...Don’t you think that—”

“I love you!”

“I...I was confused...I didn’t know who to trust and—”

“I love you! Why is so difficult to understand? This is not some kind...psychedelic indie game with a weird ending for the sake of being weird! There’s a mare and a colt and that colt loves the mare. He always loved her. I don’t have some kind of claim on you. What you did before is…” That clutch named jealousy tightened its grasp around his stomach. “Is not important! You chose me at the end, right?”

“I…Aren’t you jealous?”

“I don’t care what happened before. All that matters is you and me from now on...This is our game, after all...And I want to see it to the end with you. So please, tell me what’s wrong…Tell me what I can do to help, to make you smile again...”

Silence again. He just hoped to reach her and the only thing he had was only his love for her...

“I love you, too!” Sweetie Belle burst from the door and hugged him tight and relentlessly. She started sobbing quietly on his shoulder, riling his shirt with warm tears of joy. He just hugged her with just as much warmth, happy that the little he had was enough. “I love you so much!”

“Oh, you had me so worried!”

“I know, I know..." She snuggled onto his chest, staining his shirt with warm tears. "I hope I can be a better fillyfriend for you!”

“You already are, silly…Now, I really want to know what's gotten into you!”

Button felt something long, hard and turgid pushing on his belly and poking from below Sweetie’s white dress and knew what fear was.

“I think I know what’s the problem…”

“Oh...Sorry...I mean, you are so cute and…I don’t know how it works...”

“I...I...I find this, kinda terrifying, but also strangely arousing.”

***

“I’ll never get that filly…” Alula muttered still half asleep.The old train was slowing down, rattling and clanking on the old rails. She reached for her pocket and read Babs’ response for the umpeenth time. “I mean...Really?” In her heart, she knew that the situation was getting waaay out of hand. It was bad enough having abused Princess Twilight’s metamorphosis lesson but the wronged party of that silly old affair having come to like it?

Dear Alula,

I’m good!

“Really? Nothing else?” Alula had thought to simply go to Ponyville and clear things once and for all. When did Babs become so cheeky? Still, it was a cop out just writing a letter and Alula simply had to apologise in person. Her friend deserved better than that! They had to settle their differences like two (mostly) mature mares.

She pocketed back the letter and tried to get some more sleep before the arrival, until a violent flash of violet flashed before her closed eyelids. All of the passengers got up, sticking on the windows like flies to see what the deal was about. Alula managed to squeeze herself into a place and knew what fear was.

“Oohhh...I take back everything nice I ever said or thought about you, Babs! Everything!”

***

“Awwww...Mah head…” Applebloom woke up far later than usual and with a splitting headache. “The hay…” She rolled in her bed only to find herself at its margin, falling on the floor like a sack of potatoes and still wrapped in her sheets. “Ouch…” It had never happened before. Usually, there was Babs at that side and good luck rolling over those hips...Still, she was happy for Babs doing a normal thing like sleeping over with her fillyfriend.

She wanted her happiness above everything else and Scootaloo was her best friend. Seeing them together made her genuinely happy but she missed something...Something more physical, raw, carnal......Something that had started that way and Celestia knows how far she was driven by it! She still had dreams about those rolls in the hay! She couldn't help but being a little jealous. The thought of Scootaloo and Babs’ bodies wrapped together in their bed, sweating, pumping in and out, their tongues dancing around each other as their hips slapped together, smears of delicious cum on her golden orange fur…

And then she popped an erection.

“Wha...What?!” Applebloom touched the pillar growing wrapped in her sheets and knew that the nightmare was real. “Whaaaa’? Oh mah gosh! OH MAH GOSH!”

“GAAAAAHHAAAAA!” Applejack’s scream came from the next room. “What the hay?!

“Y-YA TOO?!

"YEEEES!” Applejack totally lost control of the volume of her voice. "DID THAT...ARE YA...?!"

“WHYYYY?” Applebloom said on the verge of tears. “HOW’S THAT?! HOOOW?

AH DON’T...GAAAAAH!” She never heard her sister lose control like...Recently. Not that she could blame it. It was an unspoken miracle the fact she wasn’t tearing down the walls and flying up in the sky with applepowered rockets. When Pinkie proposed about that concoction she was quite partial to the idea.

From the room next to Applejack came a sound of stomping hooves on the floor. “Sis?! You alright?!” Big Macintosh screamed. “What happened?!”

“Nooo! Ah’m the very opposite of alright!”

“What’s goin’ on?!” Applebloom heard him running to her sister’s room.

“Go check on Granny!” Applejack said while in the middle of a furious sob.

“Granny?” He stopped on its track before running back to Granny Smith’s room. “She’s still sleepin’ and…Holy Mother of Celestia…Is that bulge…?” A sharp, loud thud was heard.

“Oh mah gosh…” Applebloom smacked her hands in front of her mouth, suppressing a crazed giggle. The weight in her pants kept growing and growing and for no reasons at all.

“Let’s go to Twilight! Now! Now b’fore ah go completely insane! Go check on Big Mac!”

***

“So...Uh…” Dinky Hooves was crawled below her desk, her hands shaking with fear, cold sweats crossing her brow. She stared at a pair of grey hooves on the floor, one tapping in exasperation. “I think I screwed up?”

“Oh, you think?” Derpy Hooves bent on her knees to face at her daughter. Her uneven eyes stared straight into her soul.

“Well...Waaay more than usual!” She let out a nervous chuckle, quickly shut down by her mother's glare.

“Oh, you have no idea! You’ll be grounded until the end of the Universe for this!”

“Wha’?”

“That’s right. When all the stars will go out and all of the planets and galaxies will collapse on themselves; after the expansion is finished and the last proton is annihilated, then maybe you’ll be ungrounded!”

“Oh, come on! Even after the protons?! Ahhh, I’m so sorry, mom…” She closed her eyes shut.

“What’s wrong?”

“You’re hard again…” Derpy looked down and saw a small tent being set in her shorts. “Ohohhooo...Sorry!” The mailmare flew up and clenched her legs to hide her shame. “But this doesn’t change anything! You are telling me that you are behind this? What...What in Celestia’s name has gotten into you?!”

“I...I just wanted…”

“You know what? I’m better off not knowing! But if you were behind this...Shouldn’t you go an tell Princess Twilight’ She will know what to do!”

“I guess I should.”

“Didn’t you think about what would happen? To me? To Ruby?! Did you think about your fillyfriend?! I am pissed beyond belief and I hope she won't be all scared and confused and the only answer is a giant dick up in the sky to taunt her! How do you think she'll feel right now?!”

“No. If I did I would’ve never done it in the first place!”

“Well, the damage is done. At least we’d have to something about it...Just one question…”

“What is it, Mom?”

“I’m asking you as a mother and no matter what, I care about you and I'm really counfused...How did it affect you?”

Dinky blushed and produced a nervous chortle. She then raised two fingers on her hand as she held her awkward smile.

“Oh.” Derpy’s wings actually deflated as a rich shade of red filled her cheeks. “Is it...Uncomfortable?” She gulped-

“A little. My pants are really tight because of that! Maybe we should go and buy new, cooler ones once we...Uhm...Fix everything?”

“Gototheprincessnow.”

***

“This is going to be bad!” Scootaloo said, squeezing her thighs together to hide the massive bulge in her black shorts. “How the hell do you managed to hide it?”

“Why do you think I wear baggy jeans? Because they look cool? They never looked cool! Not now, nor twenty years ago!” Babs said, dragging her fillyfriend from her hand. She hopped on her way, helped by a fast beat from her wings now and then, her legs being a little busy at hiding her shame.

“They look cool on you.” Scoots’ ears flopped weakly on her head.

“Oh, do you really have to be so cute? Even now?” Babs looked around and noticed a suspicious lack of mares around the streets. Of course, it would be quite traumatic for a lot for normal folks. She came to think on the simple fact that she probably wasn’t all that normal herself...Except for Scoots and her friends. “Thank you, though.”

“You know what’s funny?” Scootaloo asked, finally resorting on full flight at few inches from the ground.

“Apart from everything?”

“We are doing something as a couple. Something that isn’t mindblowing sex for a change! I like it! I mean, it’s not the best of times but—”

“True. We should do it more often. Maybe not during a crisis. Of course, well, there isn’t always a ‘best of times’! You have to put on a good face and stick—” A strange, high pitched moan came from a cloud above.

“Ohhh...Ohh...Flitter!” A white pegasus with green stripes in her mane was standing on the cloud, clawing at it while laying on her belly as another mare was behind her, thrusting herself in her with reckless abandon, smashing her hips onto her juicy butt.

“Yeah! Whos’ the stallion now?!” She grunted and pulled out a massive stallionhood out of her, coating her partner’s back with a long trail of warm seed. The cloud they stood on dripped on liquid delight as Babs and Scootaloo watched enraptured.

Babs blinked. “I’m shocked it didn’t happen sooner. Or we didn’t see it sooner?”

Another couple was spotted in a nearby bush, doing it like there was nopony to watch and they had nothing to lose, rutting like crazy animals as their clothes hung on a nearby tree. Another one was screwing in front of an open window, with no shame whatsoever as well. She was bent at 90th degrees, being penetrated by a rowdy unicorn mare, grasping at her hips to pull her back onto her dick after every thrust.

“Is that...Is that Miss Cheerilee?! If she is she’s got a great ra—”

“Let’s go!” Babs grabbed Scootaloos and carried her under her armpit, trying to run as fast as she could and shield what was left of her fillyfriend’s innocence. “We really shouldn’t see this!”

“Oh, we saw and did something much more...Is it really possible to take all of it up the ass?!” Scootaloo pointed to another couple of mares doing something anatomically impossible before Babs covered her eyes and sighed, trying not to watch at the lewd affair. “We should really try that!”

“I’m all for sexual liberation but this is too much!”

“I’m worried about Rainbow Dash, now that I think about it! “ Scootaloo said, being strangely obedient in Babs’ strong embrace. What if she’s just found out and unlike everypony else she’s scared and disgusted and totally doesn’t know what do?! Well, not that she would be scared but I want to check her out at least!”

“You’re right! Let’s go! Do you think she’s at her place?”

“It could be...Maybe she’s at Pinkie’s because...Oh.”

“Heh. I think they are going to be alright.”

***

“Oh...Dashie…” Pinkie’s hand danced among her lover’s multicolored mane. She pulled her head close, landing soft kisses on her snout. Rainbow’s hands went down to her shorts, caressing Pinkie’s growing bulge. “It feels...Weird…”

“Just weird?” Rainbow chuckled before pressing her lips on her fillyfriend’s.

“I just can’t control myself!” She dived on Rainbow’s breast, rubbing her snout over her bosom. Her perky nipples stood erect under the shirt and it wasn’t the only thing. “You’re so hard…”

Pinkie started fiddling with her shorts, her fingers firmly grasping Rainbow’s butt as her pants slid down on the floor. “Don’t you think we should wait a little? I mean...We don’t know how, why…” Rainbow stopped on her track as she felt Pinkie’s warm boobs wrapped around her half erect blue shaft. She moved her pillowy breasts up and down, licking at the tip of her shaft until her erection towered between her fillyfriend’s soft mounds.

“You talk too much…” Pinkie purred as her lips smothered her throbbing glans, drawing out a soft moan out of Rainbow Dash. She started slurping down at her rock hard dick, gobbling it down and stroking it with her tongue. Her aim was a little awkward and made too much noise, drooling all over it but the sheer softness of her mouth and Pinkie’s enthusiasm was more than enough to make up for it. Rainbow felt over the edge, overwhelmed by new sensations. She thrusted herself more in Pinkie’s mouth, sliding the tip on her palate. Pinkie stretched her jaw to accommodate it better, swishing her tongue on the underside on Rainbow’s shaft. She suckled on it gently and more steadily, trying to get a decent a pace. It tasted quite salty but not in an unpleasant way. The exciting fact that it belonged to Rainbow made it much oh so much better for her. She was fondling Rainbow’s balls, drove only by the thought of giving the best she could for the bestest of mares.

She lasted more than she thought she could and release all her spunk all over Pinkie’s face and boobs. The sheer force of her hot release quaked her entire body, trembling to the last feather, her butt clenching as she spurted to the last. Her fingers burrowed into Pinkie’s poofy mane, driving herself to the hilt in Pinkie’s throat, releasing the hot spunk right into her stomach. Pinkie popped out Rainbow’s virility out of her mouth and gave it a small kiss on its glans.

“Good Job, Dashie…” Rainbow started catching her breath leaning on the counter. Pinkie Pie started to remove her pants and then laced her apron around her healthy waist to cover her nudities with a small bulge growing under the pearly white fabric. “Now...What should we do?” She uncovered her breasts, still stained with Rainbow’s jelly and grabbed her lover by her her ankles.

“P-Pinkie? What are you…?” Pinkie lifted Rainbow’s legs and she pressed her hands on the counter, sitting on it. She started spreading her legs over and wrapped her mouth around Rainbow’s half erect rod, rubbing them across all of its length. “Nuuhuuu...I still have no idea what’s happened…” Her tongue passed across Rainbow’s outer labia. “Oh Celestia I love you so much…” Her tongue went further down and described a slow circle between Dash’s buttocks, licking on her butthole. “Gaaah!”

“What’s wrong?” Pinkie said having stopped teasing Rainbow’s backdoor. “ You liked it last time!”

“I...Kinda have a feeling of where this is going…”

“Oh, you know me too well!” Pinkie sniffled and produced a bottle from below the counter. “I love you!” She started smearing a cold, slimy jelly onto her butthole. “Always have one ready!”

“Oh...Oh…!” Rainbow’s pupils widened in realization as she Pinkie delicately pull out her dong from behind her apron. It was a throbbing, bright pink thing, all bulbous and veiny, rapidly growing in excitement. Such a thing looked downright rude attached to Pinkie but there it was, and Holy Celestia how much she wanted it up the ass. She felt Pinkie’s shaft pressed against her star shaped hole, teasing her with its unmeasurable warmth and thickness. Their tongues danced between them as Pinkie massaged one of her breasts and teased her new organ with a hand, stroking it gently and turning it into a slow, pleasant hand job. She was just starting to grow accustomed to its presence as her hole got slimier and felt a little cold as she felt Pinkie’s dick push further. “Does it hurt?”

“No. It’s just...Weird…”

“How weird?”

“Hmmm...You weird.”

Pinkie rolled her hips forward and pushed, sliding some of herself inside Rainbows’ ass. She felt her insides spread and a strange numbness invade her, surprising the pegasus like a jolt of thunder crawling up her spine. Her dick stood up fully as it ejected a small drop of cum all over Pinkie’s breasts, moaning all the while. “Gaaah! Pinkie!” Pain reared its ugly head and a tornado of emotions overwhelmed Rainbow’s heart. Her body felt like not her own, instincts were overriding her rational thought and she knew it and yet...Yet, she wanted it.

“Can I go inside?”

Rainbow bit her lip, delving in Pinkie’s bright blue eyes. She wanted to have this. With her. “Y...Yes! Oh, please...Yes!”

Pinkie grunted and pushed forward, hugging Rainbow Dash as she felt herself more full at each inch she was going inside, her canal spreading and making a weird schickling noise as the uncomfortableness was replaced by mind numbing excitement. Rainbow’s wings beat in wild abandon as she thrust her hips forward, allowing Pinkie to shove more and more of her inside. The coldness of the lubricant went hand in hand with the warm, pleasant feeling of feeling herself stretched out and filled, her nerve endings jumping in joy as she felt her muscles clench lovingly around Pinkie’s dick. The pink mare flexed her hips, unbothered by the resistance of Rainbow’s strong muscles, turning her short, quick thrusts into longer, drawn out ones. Her dick felt so new and so sensitive, her mind raced at the thought of using it right now and using it to please Rainbow, fucking her into the very core. Every thrust was fueled by the animalistic, primal need to mate. She smothered Rainbow in her bosom, allowing the pegasus the grab onto her breasts and suckling wildly on her nipples, all the while she was buried halfway through inside Rainbow.

Pinkie grabbed Rainbow by her hips and started to pull her back onto her dick after every thrust, hitting her right in the deepest spot. Rainbow’s face was a mask of both pain and pleasure, sweat mixing with the copious drooling from her mouth. The lower half of her body was starting to get numb. She was writhing and shaking and it felt so hideously kinky, enough to make her dick explode in pleasure, hard as a rock and releasing a wide, boiling load on her marefriend delicious bosom, getting some drops into her open mouth as a bonus. Pinkie slammed Rainbow on the counter and started fucking harder and faster, pushing her hands on the wooden surface as Rainbow was flat on her back, her wings struggling to be free under her own weight. Her hunger, her desires were sated by Pinkie’s delightful roughness and she cried her pleasure to the heavens as the delicious pressure inside her made her penis release another burst and another and another of pearly white cum, describing an arch in the sky and staining Pinkie’s fur and her white apron of greyish blobs of liquid pleasure. Her muscles clenched like a morsel around Pinkie’s shaft and started milking dry her marefriend’s penis and just when she managed to fit all of Pinkie's length in herself, Pinkie came. Hard.

Her length stiffened and enlarged as she felt some kind of choking sensation at the base of her shaft before releasing a warm, salty stream of stallion spunk deep inside her lover’s rectum, filling her of thick spurts of cream. Pinkie moved her hips, shoving herself in and out of Rainbow and emptying every last drop inside of her. She felt weak and spent and collapsed into her lover's embrace, Rainbow’s own cock being smothered between the two lovers.

“That...Was...Weird…” Rainbow sighed, tired but happy and huggin Pinkie Pie to her chest.

“Y-Yeah. And awesome…”

“Just like you…” Rainbow said softly while kissing Pinkie’s ear. “Now...Let me catch my breath and we can think about how weird it was and still is…”

Just outside the shop, Scootaloo and Babs closed the door shut and flattened their backs against it, their cheeks so red that steam started to rise from the.

“I, uh...That was kinda hot. And cute…” Babs said. “Mostly hot.”

“I...I really can’t believe it! It’s not possible!” Scootaloo looked absolutely shocked even at that mere glimpse. “It’s...It can’t be!”

“Well, I think it’s pretty possible now! We saw it happen repeatedly! And just with mares! Those two were mares last time I checked!”

“Rainbow Dash bottoms?!”

Babs blinked. “W-What? What’s wrong with that?”

“I always pegged her for a mare that tops and now that everypony grows a dick she bottoms?! How’s that even possible?!”

“Well, you bottom, honey. It doesn’t make you any less of a mare! Lots of stallions bottom! Somepony has to bottom! Isn't ht how it works?”

“But still! Rainbow Dash is the coolest and strongest and I think she’s pretty flexible...I don’t know, it doesn’t fit!”

“It fit pretty alright to me!” Pinkie’s voice was heard pretty loud and clear from behind the door. Scootaloo jumped five feet high and hit her head on the marzipan shaped lintel.

“Gaaah! How long did you know we were up there?”

“Long enough!” Pinkie chirped and opened the door, having redressed herself at ludicrous speed. Rainbow Dash, on the other hand, had rolled over the counter and struggled on the floor to put some pants of her. “Everything alright, Dashie?”

“You could’ve knocked first, squirt!” Rainbow grumbled while putting her shirt back and flying out from over the counter. “So, now that we are more lucid, WHAT THE HAY?!” She grabbed Scootaloo’s shoulders and shook her back and forth like a cocktail.

“I, uh...We have no idea! We are completely and totally shocked! Ever since we saw that cock in the sky, I—”

“Wait a minute...A cock?!” Pinkie asked, much to her confusion. She quickly opened, went outside and looked up. She went back inside without a sound and slammed the door shut behind her, her face completely pale. “I find this troubling.”

“Exactly! We wanted to check on you two and I was worried! How come you didn’t notice it sooner, Pinkie?” Scootaloo waved a hand before Pinkie’s eyes with no response. She seemed frozen in place like a stale cupcake.

“I...Uh...I haven’t gone outside until now…”

“Yeah. We kinda slept there for the evening. And did everything but sleeping.” Rainbow crossed her arms between her head and flashed a sultry grin.

“Ugh...TMI, Rainbow.” Scoots said.

"Oh, you had enough information for a lifetime, kiddo."

“Yeah, I think we are more than capable of discussing each others sex life.” Scootaloo then noticed Babs standing right at Pinkie’s said, mimicking perfectly, her lack starry gaze and lack of movements.

“What’s wrong, Babs?”

“What if it’s my fault?!” Babs mumbled, hunching her shoulders.

“What?!”

“It’s just like my spell! I mean Alula’s spell! This can't be a coincidence!”

“You sure about that?”

“Do you know of many dick growing spells?”

“Well, uh, no…”

“You had a dick?!” Pinkie Pie said, finally awakening from her torpor. “Before this started?!” She nearly slammed her face onto Babs’ and lifted her from the ground by her shirt with an enthusiastic grin. “How? Why?”

"Uh...I kinda lost a bet and everything kind of snowballed from there..."

“Uh. This explains how come you liked her so much, Scoots.” Rainbow said. “Uh, no offense.”

"None taken." Babs said.

“This...This makes sense. Do you think our dick growing supervillain is your crazy friend?” Scootaloo asked.

“Maybe. I still haven’t heard from her after I wrote that letter to her!”

***

Just as expected, an angry crowd was gathered around the entrance of Twilight’s castle. Some ponies were raising banners in protest, with angry and desperate and sometimes unkind words. Some couples were hugging and sobbing loudly, other ponies looked like they hadn’t slept in months and wore disheveled manes and really stuffed pants. Some mares simply waited sitting on the grass, too ashamed to let anypony else see the problem they shared. Other ponies looked at the sky in revulsion at the big, glowing thing up there that still challenged their belief and sanity.

“Heh, looks like we’re not the only ones to had thought about that.” Rainbow Dash said, beating her wings to keep herself afloat a few inches from the ground.

“If anything I expected more ponies here!” Babs said. "This seems the half of villagers who didn't thought about getting busy..."

Pinkie squinted her eyes and looked carefully at the crowd, putting a hand above her eyes for the sun. “I don’t see Applejack. Or Fluttershy! Not even Rarity! Should we check for them?”

“Later! First, we need a plan. Twilight will know what to do! Who knows? Maybe they are are on the way, too.”

“Is that…? Hey, Applebloom!” The red maned farmpony heeded Scootaloo's call and turned towards the group.

“Oh, Scoots!” She ran to her friend and hugged her deeply, her pupils widening in surprise as she felt her crotch being a little more forward than usual. “Don’t tell me that—Ya too?!”

“It happened to everypony, AB!” Scootaloo said, carefully taking a step backwards to not her bulge touch Applebloom's.

“How about ya, Coz? Is it, uh…?” She pointed at Babs' crotch.

“Still the same as before. We actually think the spell is made from the same stuff!”

"Is it? Mmmh...Makes sense."

“Wait, where’s Applejack? Or Big Mac? Didn’t you come together?” Pinkie Pie asked. "Are they okay?!"

“Big Mac is...Well, traumatized.” Applebloom let out a heavy sigh and pinched the bridge of her nose. “Applejack said we would meet there but ah haven’t seen her!”

“Well, why are we wasting time, then!” Pinkie produced a makeshift megaphone by snatching and folding one of the protesters banner and started yelling in it. “Friends of the Princess here, don’t worry! Everypony calm down! We have a seat and everything! The Princess will receive you soon and help everypony out!”

Luckily, the crowd started calming down and parting to make way for the group. Thankfully, Pinkie’s reputation preceded her, bringing some much needed hope for the poor citizens.

“Whoah. That worked?” Babs asked.

“Finally a good thing!” Scootaloo said, hugging her marefriend from behind. “Also, huh...

The group entered the castle and into the throne room, an eerie silence permeating the crystal halls. It looked like nopony had been there for a long time.

“Twilight?!” Rainbow Dash flew around the place, gliding above her seat and those of her friends, searching back and forth for her friend. “Twilight, where are you?”

“Where could she b—” Applebloom walked around until she heard a squishing noise coming from her hoof. She looked down and noticed to have stepped on a puddle of a gooish grey...thing.

Everything from the seats to the ceiling and even the tree branches of the old library coming from the top, were covered in thick, fresh semen that slowly dripped on the floor.

Continue!

Author's Note

For anyone that has read the comics, you can imagine it was Cherille's twin.

Chapter Ten

Author's Note

To all my readers, I'm really sorry you had to wait so much. To all of you new readers, glad you came. No pun intended. Life happens, sadly, and mine wasn't happy. Still, I'm here with above average sex comedies. Hope you enjoy.

Chapter Ten

“Hmmm...This is troubling…” Pinkie Pie said, remarkably calm and looking at the semen stained disaster that was the Friendship Headquarters. She didn’t care what Rainbow Dash said about that: It was a cool name after all. A little less cooler now that it was covered in splooge but they had seen worse.

“Oh, thank you, Captain Obvious!” Rainbow Dash swooped down to her side, trying not to get hit by the still fresh, dripping semen on the ceiling. “This is beyond troubling! This is...Eeeeew!”

“Oh my gosh, did I got a promotion while I was out? When? How? I’m not worthy of this honor!”

Rainbow’s palm slammed on her own forehead with the force of a hurricane.

“Oh, that’s an even sicker mind than I thought...I mean...Eeeewww…” Babs said, examining the six seats coated in sperm and exuding a thick scent. “Is it weird that I’m really sorry for whoever has to clean this mess?”

“Man, when Spike is coming back from Phillydelphia he is going to be piiissed.” Scootaloo said. “But seriously though, what the buck?”

“There’s not enough baking soda in the world for this…” Babs said. “Would it...Would it even work on whatever this crystal is?”

“Where’s Twilight?!” Applebloom shouted, understandably troubled and shaking Scootaloo by her shirt’s collar. “Did she did...Whatever this is?”

“Well, the semen seems fresh, so I think this is pretty recent. Probably around this morning…” Babs said. “Also, it seems to be, well, everywhere! This means that the culprit can fly and it had a friggin’ good time since she sprayed it everywhere.”

“Whoa. Makes sense to me!” Scootaloo said, surprising Babs with a hug from behind. “Good one!”

“Babs is a smarty!” Pinkie Pie said.

“Ya sure it’s a she, Coz?”

“Either a mare who was really caught unprepared and got mighty horny or we are dealing with a maniac that waited this chance his entire life.”

“In the Princess’ castle?” Scootaloo asked. “Here of all places? Right in the middle of whatever the hay is this? In the big map room thingy?!”

“You can never be sure with those sickos! We have to consider everything, even the most inane, unlikely things.”

Applebloom blinked. “What if it really was just Twilight? She can fly and she’s a she and she kinda, lives here.”

“Yeah. And she’s the kind of pony to lose control in those kind of situations…” Rainbow rolled her eyes. “I wouldn’t blame her. Half of the town reacted by going crazy and the other half hitting the sack!”

“Oh, I loved when you got crazy in the sack, by the way!” Pinkie Pie hugging a furiously blushing Rainbow Dash.

“Yeah…This could also mean she wasn’t alone!” Rainbow said. “What if there were two ponies here? It would explain the quantity.”

“Why, couldn’t it be just one mare masturbating? You think mares don’t masturbate?” Scootaloo asked, floating around the room, her hooves barely grazing the ground.

“What? Isn’t Babs enough for ya?” Applebloom asked with a small, perky snicker.

“Oh, you’re not letting this one die out, are you?”

“Nnnnope.”

“We can’t exclude this completely. If only we had more clues. A feather or something, just to know who was there…What if it was an unicorn? Maybe that unicorn lost control and floated all around.”

“Let’s search for clues, then! But first we should go and warn the others. Rainbow Dash!” Pinkie dramatically pointed at her pegasus fillyfriend.

“On it!” She said, saluting and clicking her hooves together with military composure.

“Fly out of the window and go and find Rarity and Fluttershy! Make sure they are okay and try to be discrete! Try not to be seen. Fly casual.”

“Sure!” A rainbow colored and she was gone, disappeared in the tortuous hallways of the castle and right out of a balcony’s window.

“Gotta love that filly!” Pinkie said with a giggle. “She’s so cool.”

“Wow. Since when has she been so…” Babs fidgeted on her hooves. “Competent?”

“Ah don’t know.” Applebloom said. “The power of love, maybe?”

“Heh. Good enough for me.”

“Now let's search for clues.” Pinkie Pie produced, completely out of nowhere, a deerstalker hat and a pipe, blowing some soap bubbles out of it with unparalleled aplomb. “Babs, if I’m not mistaken you did say you had a clue about this Cockapocalypse.”

“Oh, I love that name. We should pitch it for a movie!” Scootaloo said. “A very, very raunchy movie…”

“Uh, yes. Unless somepony else has a bigger, more powerful dick growing spell, it must be the same one they used on me. I’d hate the alternative!”

“Umm...I see…” Pinkie blew some more bubbles, squinting her eyes as the surprisingly lucid mind behind them worked with clockwork precision. “Maybe, just maybe, somepony who does know about it is behind it. Somepony that does know about your dick and probably wanted one. Possibly more than one!”

Scootaloo chuckled. “Yeah. Us, and half of Ponyville by now! It’s probably the worst kept secret since Maredevil’s secret identity. ”

“Oh, this one was mean.” Babs said. “I read a couple of issues at your place. It started from being tragic to being a joke!”

“Also, I’m pretty sure it’s the same spell, too.” Scootaloo added. “It has to be! There is, uh…Oh, Celestia...This is embarrassing.”

“Why is that?”

“Well, I noticed it looks...Uh…” She leaned forward towards Babs and whispered in her ear. “You know, you have a mole down there and...It’s kind of the same spot on mine…”

“I have a what?!” Babs said, her cheeks going blazing red as she pulled her shirt over her face to hide it.

“Yup. I noticed. The big thing up there...It’s the same as yours, no mistakes.” Said Scootaloo while Babs facepalmed with both hands and wished to go and hide forever in a hole. “I mean, it’s such a small detail but I know it so well by now.”

“Now that ah think about it…” Applebloom said. “Ah think...Ah can confirm that! The shape, the girth, the little mole...”

“Holy shit on a sandwich…” Babs pulled her head out of her makeshift cover, her pupils widening in realization.

“What? What is it?”

“Think about it, Scoots!” She grabbed her fillyfriend’s shoulders. “Who was the last pony to know about it? That was an unicorn?! And possibly unstable? Without the possibly?!”

“Dammit, Dinky…”

***

Three Hours Earlier

“Dinky! You’re in! Please, tell me there’s somepony!” Ruby Pinch kicked the door of Derpy Hooves’ house open. “Dinky!” She ran up the stairs, trying to balance the massive weight in her pants.

“Who is it?” Derpy leaned her head from behind the doorway and into the hallway to see a violet unicorn climbing the stairs. “Oh, Ruby! It’s just you. Are you—?”

“Yes! Where’s Dinky? Is she okay?” Ruby shook poor Derpy by the shoulders. “What happened?”

“Y-yeah! I think we are okay...Or not! It’s all so confusing!”

“I know right? First, that thing up there and then that same thing down there! On us! It’s creepy!”

“I did it…” A familiar voice came from under the table.

“Dinky?” Ruby got down on her knees and saw a very uncomfortable looking unicorn hiding under a table, her arms around her knees and sulking. “What do you mean you did it? You okay? Why are you under a table?!”

“I did this. The spell and all…” She sobbed quietly, hiding her face in her hands. “It’s all my fault!”

“You...wha’?!”

“That was my exact reaction!” Derpy said. “That would be anypony’s reaction!”

“I even asked myself what would Ruby think of this before I did it!”

“For the Love of Celestia, stop that!”

“Yeah, that would’ve been your answer! I got that right.”

“And you still did it? W-Why? How?” Ruby was shaking head to hooves as her hands reached to pull Dinky from the table

“YES! I’m such a screwup...If you want to break up with me or something I won’t be mad and—”

She finally managed to grab her wrist and gently pulled her from under the table and into a hug. A tender yet strong hug that filled Dinky’s heart with joy and relief.

“You are my screw up.” She kissed her on both of her cheeks. “And I still love you!”

“S-so, you mean…” Dinky wiped her tears out, sniffling loudly from her nose.

“Let’s go and fix it. Together. And then we can make out.”

“I...I think we can fix everything. We just need to, uh...Recreate the spell and all. We’ll need the materials…”

“Alright…” Derpy sighed and started rubbing her temples, her wings quivering in gear. “Dinky, I’m not the smartest tool in the shed but...I...Tell me that ‘materials’ is not what I think it means…”

“Dinky…?”

“Is...Well, I used Babs’ magical spooge.”

And Ruby punched her in the face, knocking her flat.

“Wait...You said you still loved her!” Derpy hurried to her daughter’s side and checked on her. “Wait..Magical what?!”

“We gotta find this Babs…” Ruby gritted her teeth, fuming with rage while she massaged her bruised knuckles. “And maybe some ice...Celestia, I suck at punching…”

***

“Well, I just found a Fluttershy!” Rainbow Dash came back, holding a very confused pegasus with a long, shaggy yellow sweater from under the armpits.

“Um...Hello?” She waved at the room, unsure on what to do next, her awkwardness palpable.

“Oh no, Fluttershy! Not you, too!” Scootaloo cried with glum apropos.

Fluttershy nodded, sadly. “And not even all the baggy pants of the worlds can hide it.” She wiggled her legs to show off a pair of worn out, a few sizes bigger jeans.

“Oh, believe me I know…” Babs groaned.

“Did ya happen to see Applejack and Rarity?” Applebloom asked. “Mah sister is never this late!”

“No! I stayed home this morning because my poor bear had a terrible tummy ache. Then, when it happened…” She shuddered and clenched her legs, hiding her bulge beneath the folds of cloth.”I’m glad I’m with you but, Rainbow Dash, did you actually have to destroy my armoire?”

“Well, locking yourself in it wasn’t a very good idea to begin with…What if I didn’t find you?”

“I suppose...I should thank you, then?”

“You’re welcome!” Rainbow Dash smiled proudly. “I didn’t find anypony else, though. Carousel Boutique was empty. I saw it on the way from there. Not even Sweetie Belle was there.”

“Sweetie Belle is not here yet. Weird.” Babs said as she scrolled through a book, maybe trying to find a solution on her own. It was full of magical formulae so thick and arcane that she might as well read ancient Arabian. “She could’ve helped us go through these books.”

“Well, at least I can help.” Rainbow Dash said as she soared up above in the higher levels of the castle’s library, after carefully placing Fluttershy on the ground. “I’ve helped Twilight go through her books more times than I can remember to fix some crazy magical disaster. I know what we are talking about! This is basically a Tuesday. So, then...Here we are! Body modifications spells are up there!”

“I found it, too!” Pinkie Pie said as she bursted out from behind a line of books, startling Dash, who pirouetted in the air, scattering a couple of blue feathers around.

“Whoah! How long you've been there?”

“Oh, there will be time for answer that later. Anyhoo!” She picked up a book from the ones she knocked down from the aisle and jumped out, her hooves hitting the ground as she obediently presented the tome with both hands. “Is this the one?”

Rainbow picked it up and put a pair of small glasses on her nose, checking the title. “Good job, Pinks! I remember that one.”

“What is it?” Applebloom said running up the ladder to the second floor.

“A book on general body modifications. The Book on body modifications. Maybe we can find the spell that Twilight used on Babs! I remember when Trixie came into town and messed up with my wing. It stayed a little larger than the other for a week at least! Messed my equilibrium up and everything. ”

“Uuhhh...Twilight didn’t use it on me.” Babs said as she climbed the stairs. “She just taught the spell to somepony that really can’t take a joke!”

“Oh, sorry about that. I meant the spell she used on you.” Rainbow corrected herself.

“Ya know, Coz...It’s getting boring.” Applebloom said.

“What?”

“Yer always so coy with the details about that thing! Ah know it allows us to have any crazy opinion we want about that story but we want some answers, darn it! ‘Specially now! It’s been too long.”

“Uh…” Pinkie Pie blinked. “I knew there was a step I didn’t figure out in that story! I mean, why would Twilight grow a dick on you as a prank? She wouldn’t do that to you as a prank! You are nice and maybe if you two hung out you could become friends! Why not? I thought that maybe, just maybe, you asked but I didn’t want to meddle in your business! I mean, what we do in the sack is your business and I’m an open minded pony but you were in Manehattan and this means that Twilight—”

“Ya see? Even Pinkie Pie got confused! Pinkie Pie! That’s just too much! How are we supposed to stand up against that kind o’ confusion? It’s a cheap shot!” Applebloom pointed at Pinkie going cross eyed and spinning into place.

Rainbow Dash swooped close and gave her fillyfriend a comforting hug. “Shhhh, Pinks...Don’t grind those gears too hard. You’ll get a headache...”

“Oh, you’re right.” Babs sighed. “We’ll sort everything out before we finish this story.”

“And ah hope for ya it’s satisfying yet easy ta understand!”

“It’s dumb. It’s, like, the dumbest way ever to explain something. It’s like...A masterpiece of dumbness! A total anti-climax. Like, the result of college students having too much cider kind of dumb!”

“That’s a lot of dumb.” Scootaloo said. “That’s a critical mass of dumb.”

“To be fair, Pinkie Pie gets waaaay too easily confused.” Rainbow Dash said, still patting on Pinkie’s poofy mane. “She doesn’t even believe Kathy Kate is Batmare!”

“But she’s such an airhead and she likes pretty dresses! I refuse to believe it!” Pinkie Pie crossed her arms in defiance. “It has to be somepony else! Maybe the butler! He was in the special forces and everything.”

“But the entire first half of the movie was about her origin!” Scootaloo said, her inner geek having been unleashed with a righteous fury, despite the somewhat weird crisis. “How can you not believe that?”

“But they were both at the party crashed by the Mane-iac and her goons! In the same ballroom! Right next to each other!” Pinkie said.

“That was her sidekick Firemane! She took her place so nopony could point out her identity!”

“Well, maybe I fell asleep during that part!” Pinkie Pie said very sure of herself and filled with her own righteous indignation as she pushed her snout onto Scoots’. They both crossed their arms and kept staring at each other with all the conviction one could expect when two fans collide over a movie.

“Well, first we take this…” Babs carefully took the book and hugged it to her chest. “Then we take it to Sweetie Belle or we find Twilight or any other magic user we find and we fix this mess ASAP. ”

“Well, ah agree with ya, Coz.”

“Fine by me.” said Dash. “Not gonna lie, but it’s starting to feel weird…” Rainbow Dash clenched her legs, hiding the rock hard erection between her legs. She had just her brains fucked out minutes ago and yet she was already craving for more...

“My pants can’t take it anymore! Look!” Pinkie Pie said as she pointed at the growing, throbbing bulge in her jeans. “How do you think anypony’s else pants are doing? Bad! Bad, I tell you!”

“TMI, Pinkie Pie!” Scootaloo said, covering her eyes. “I think I saw my teacher with one of those and that’s scarring enough! I’ll be dreaming about this somewhere along the line!”

“I could stand to know a little more.” Rainbow Dash said, embarrassingly eager.

“Maybe fantasize about it on a lonely night and with a bottle of Charponay…” Scootaloo muttered.

“Then…”

“What is it, Babs?”

“Then...I don’t know. We could go and watch a movie once it’s all over. You know, as a date. To catch our breath.” Babs dropped her ears and blushed. “A superhero movie you like so much. One you always wanted to see.”

“Aaaaawww…” Scootaloo hugged her filly friend and exchanged a few quick kisses with her. “Even if it looks stupid?’

“Hey, the way you talk about it even a blind pony with a stick that fights a guy on stilts can sound awesome!”

“He is awesome, thank you very much!”

“And Scoots?”

“Yeah?” Babs grasped her hand and her heart fluttered.

“Don’t you worry about me. I’m not leaving you. For long, I mean!”

“I, uh...What? You...You heard me this morning?” Scootaloo had never thought of that, but after sex sleep talk was a thing. And ponies noticed it!

“Yeah! Manehattan is not that far away. I mean, Rarity works there and always comes back! I’ll do the same! Maybe I will not be with you all day but at least three times a week? That I can do! Hay, I could take Rarity’s train and we can come together.”

“You...Are you serious?”

“No, it’s all a cruel joke. Of course, I’m serious!” With that, she grabbed Scootaloo’s cheeks and pulled her into a strong, hungry kiss. “There, serious enough for ya?”

“I don’t know…” Scootaloo said in her post kiss daze. “Maybe we should kiss again to be sure of that…” She was still hugging Babs tightly, until she noticed a small tent growing up in her pants, her erection pressing against Babs’ slowly, her wings slowly tilting up...

Applebloom coughed with a sly smile. “If ya’ll finished being so cute...We’ll have to check on the others, ah guess.” Applebloom said. “Where do ya think Sweetie Belle is?”

“I’m kind of worried about Diamond Tiara…” Babs said. “And Silver Spoon as well. I mean, who knows how she would react?”

“Why? From what you told us she is a total sex maniac!” Scootaloo said. “She would love it!”

Babs looked solemnly in the distance and a fortunate gust of wind blew through her mane. “No pony should have this kind of power…”

***

“Ahh...Ahhhh! Go on…” Diamond Tiara was never a pony that easily lost her wits. She may have been superficial yes. With a lot of baggage and maybe, just maybe, had a little tendency to overestimated her capabilities over the course of her life. Like getting a big, fat cock up her snatch and not asking any questions. “Slam it all the way in! Fuck me haaaarrrd!”

“Oh, yeah…” Silver Spoon grunted and slammed her crotch into Tiara’s butt, grinding inside as moved her hips back and forth, fucking Diamond to her very core. It felt weird and her new organ was so sensitive, and yet somewhat detached from the rest of her body, like something hers and yet not hers. It was like a dildo but she felt it pulsating and throbbing and so alive. Blood flew through it, nerves passed its entire length and it was balls deep inside Diamond Tiara with no signs of stopping. She pumped the huge thing in and out Diamond Tiara with wild abandon. Her hands firmly grasped her pillowy breasts as she landed careful kisses on her neck. The smell of raw sex, sweat and animal hormones filled the hair and made Tiara’s knee wobble, her hands grasping desperately at the wall.

At each thrust she felt her face smoshed undignified against the wall paper, making a small laughter escape from her lips, made of pure pleasure and the hilarity of the situation.

“Touch me down there!” Said Tiara while dangling her stallion bits with a quick giggle of her hips. “Give me a reacharound!”

“What do we say?” Spoon purred with a smirk, her hands caressing her lover’s tummy, dangerously close to her crotch, teasing her the way she loved...

“P-please?!” She whined, shooting a doe eyed gaze.

“Indeed.” Spoon answered with a relaxed giggle.

Spoon’s hand slithered down, brushing on Tiara’s belly, before slowly grasping her member. It was a shorter thing compared to the beast mounting her fillyfriend but it had a nice thickness with it and it kept going long. It had just weakly come on her hand before she started giving her a reach around, harder than even before. Spoon started stroking it fast, timing with her hip thrusts and Tiara hilted her with ease. A small bulge grew in her belly, caused by the huge thing inside her, twitching at each thrust and Diamond Tiara howled in pleasure as both her and Silver Spoon sucked some cold air into her lungs, her whole body freezing and stiffening as she buried her whole length in Tiara. With that she came for the fifth time, her head spinning as she lost herself in the primordial pleasure. Tiara felt a steaming gusher guzzling her womb, filling her with incredible warmth as her own member shot again and again in SIlver’s hand her liquid excitement. Her belly gurgled and grew with warm spooge, soaking her most hidden depths, and her knees fell weakly on the floor, dragging Spoon still inside her on it. Her breasts fell like pillows on Tiara’s back, giving one last shot of pleasure before the end.

“Ah...Ahhh...Crap…” Tiara panted, her whole body aching with pleasure, laying in a puddle of her own sweat.

“Whoa...That was the best...I can’t feel my everything…” Silver Spoon said, her dick still throbbing in her lover’s folds.

“Nghhh…The same here…”

“Next time, you are sticking it into me.” Silver smirked, grabbing Tiara’s breast and playing with it.

Aaa I have to?”

“What? Have you gotten lazy all of a sudden?”

“I still have a pussy and I’m using it, thank you very much.”

“Well...Can’t really argue with that. Now…” She adjusted her glasses on her nose. “Aren’t you curious to know what happened?”

“And look into the horse’s mouth?! What are you, crazy?”

“You. Are. Awful.” She heard a knock at the door. “Who is it now?” Silver Spoon got out of bed, grabbed a tissue to clean herself and covered her naked body with a towel. She plodded on over to the door, her legs giving her that tingling feeling of pins and needles, her dangling bits feeling sensitive and just plain weird to have now that they weren’t buried in a filly...

“Spoon! Are you there?! Silver looked through the peephole and saw a very worried looking Sweetie Belle. “Did you happen to grow a dick?!”

“Yeah…?” She felt a little taken aback by that question, mostly because for how accurate it was. She opened the door, tilted her head in confusion at her unicorn friend. “You?”

“Yes! Let’s hurry! Let us go to Twilight. Didn’t you see the giant dick in the sky?!”

“The what now?!” Spoon went to the window and slowly started to raise the blinds. “I swear if this another one of your pranks- Celestia on a pogo stick!” Spoon’s eyes went wide with sheer amazement as the raunchiest sign of the End Times ever conceived stood right above her roof. “How the actual buck?!”

“There! You see it?! Is Diamond Tiara with you?”

“Well, duh!” Diamond Tiara answered while quickly getting redressed. She asked herself how in the wide world of Equestria her panties had to end up so high on Spoon’s armoire...If they were there that’s it.

“Did she…?” Sweetie snuck a hand in and pointed down at Spoon’s crotch.

“Yeah! Are you with Button? Or anypony else?”

“Nope! Buttons is at home and Rarity left early this morning. I’m on my own! Unless we find the girls!”

“Oh Celestia, there’s a giant cock in the sky!” Diamond Tiara yelled from the other side of Spoon’s room. “I can see it all the way from here! It’s huge and veiny and everything!”

“And I guess Diamond Tiara saw that, too.” Spoon said. “Crazy, isn’t it, T?”

“Wait a minute…” Diamond opened the window and scrunched up her face to look at it better. “Is that Babs’?”

“What.” Sweetie Belle said flatly. “What’s Babs have to do with this?”

“Yeah! That just looks like hers! Like, I’m going to forget the second best cock I ever had! It has the mole and everything! Right near the base!”

“What?!” Sweetie Belle could not believe they were having that discussion right then.

“Aaa means...I’m the best, then?!” Silver Spoon blushed.

“Shame on you for having doubted that!”

“We are missing the point on this, girls. We really are!”

“Yeah!” Diamond was buttoning her bra. “Is Babs behind all of this? How? What?”

“I...I won’t jump to conclusions, but we have to see Twilight and everything...”

“Yeah, it’s all pretty freaky, messing with the natural order of things and yada yada yada. By the way...What did you say about your sister?”

“I don’t know! She was out there for a commission early this morning and she’s probably alone, scared and with a dick she doesn’t know what to do with! Unlike you two!”

“Oh, I wouldn’t worry about her. She’s a grown pony! I’m sure she’ll find a way to use it and everything. She’ll be fine!” Silver Spoon chuckled.

Sweetie Belle sighed and tilted her head, looking incredulous indeed. “You know, you girls are particularly nonchalant about this thing.”

Spoon tilted her head back. “We shouldn’t be?”

“Anypony knows what to do with it.” Tiara said from the other room. “Wait...Are my panties on the ceiling?! How did they get stuck up there?”

“I ‘unno…Wait, was it that stain…? Is it possible?! Didn’t they clean that up?”

“Could it be another one?”

“Oh, Goddess…” Sweetie Belle squeaked. “It’s just...Not right, you know! Not right. I want to pound on some pony meat!” She started licking her lips, with a crazed look in her eyes. “I can’t think of anything else and who knows if this is going to get worse! It’s like estrus! On steroids!”

“Wanna join? That would help!”

“Gaaah! Just come!”

“But I just did that!” Sweetie Belle dragged Silver Spoon’s by her elbow and the towel fell down, revealing her naked body to the outside world and to Sweetie Belle’s amazed stare.

“Uuhhh...Sorry?”

Spoon blinked, her expression of made of pure resignation. “You are staring at it, right?”

“I can’t help it! It’s just...I’m not made of stone, Spoon! What, you expect me to see a dick and not stare at it? Especially your dick?”

Sweetie Belle was still standing there with a defeated Spoon looking at her while Sweetie’s eyes darted between hers and the huge schlong. It was certainly bigger than hers, which filled Sweetie Belle with a strange kind of envy.

“Done?”

“Almost!”

…

…

“Ok, done.”

“Take a picture. It will last longer.” Spoon sighed.

“I know I diiiiiiid!” Diamond Tiara singsonged. “Wanna borrow them?”

“Let’s just go to Twilight’s…”

***

“So...What are we going to do with Dinky?”

“Throw that huge book at her!” Pinkie said then quickly slapped herself. “I’m sorry. The hormones are out of control!”

Babs threw a sly gaze at Scootaloo. “You did not think of the same thing, did you?”

I...Uhm…” Scootaloo’s eyes coyly darted left and right, trying to not look in the inquisitive eyes of her fillyfriend. “Whoah, that Dinky! To think she was such a good filly! What happened to her?”

“Growing up, pressure, dumb decisions and poor judgement...The whole package. Believe me, I know.” Babs chuckled bitterly.

“Aaawwww, don’t be so hard on yourself.”

“I’m just saying that everypony screws up, sometimes. I mean, look at Twilight and that whole Cutie Mark Switching thing!” Babs chuckled. “Oh, I wish I was there to see it!”

“And we missed that one out, thank Celestia. I’m glad we got them waaay after that.” Scootaloo said. “Can you imagine me doing...Apple related stuff? Or bubble wrapping stuff? Or even making parties!”

“I’m not saying she’s getting out of this one easily. She’s going to have the chewing out of the century. They are going to write books about that!”

“Yeah! I thought that having a threesome established some trust!” Scootaloo pouted.

“Wait, wha’?” Applebloom tilted her head, incredulous.

“It’s more complicated than that…” Babs flashed a sheepish smile, trying not to look at her cousin in the eyes..

“Stop havin’ threesomes at the drop of the hat, Coz. Ya’ll make everypony jealous. What is your secret?! Is it the boobs? The freckles? That thing in yer pants?”

“I think it’s in the disposition.” Scootaloo said.

“Babs’?”

“Of everypony involved. You see, a threesome doesn’t just happen randomly—”

“It kinda did…” Babs muttered.

“Holy crap, girls…” Rainbow Dash said from the other side of the castle, well hidden in an angle. “Can’t believe I found...Applejack's hat?!”

“What.” Applebloom froze as Rainbow Dash held the the suspicious article of clothing in her hands.

Two Hours Earlier

“By Celestia’s Holy Buttocks!” Even if it sounded like an understatement, Twilight had read. A lot. She read not only of the good but also the bad side of magic. Tragedies, disasters, tyrants and abusers of the clever craft that brought untold catastrophes. Spells from times so ancient they may have looked like natural disasters and signs of the end times. And yet nothing was more ominous and mind boggling than an enormous sky erection. “Who the hay is responsible for this?!”

Twilight shook her head and flew to her library, recalling every book from memory that could’ve helped her in the catastrophe.

Somepony knocked at the Castle’s door. Or more accurately it started pounding on it with great strength. “Twilight! Twilight open this door!”

She recognized Rarity’s voice and flew her way down to the castle’s doors, pulling them open with all of her alicorn strength. The unicorn stood in front of her clad in her white tailleur. Her perfectly coiffed mane a disheveled mess.

“Rarity?!”

“What is…” She pointed outside and upwards. “What the hay?!”

“I’m just as shocked as you are! One minute I was out for a commission and the next...Eeeetchuuu!” Rarity sneezed hard, and in a very unladylike manner, rustling her dress head to hooves.

“Come inside.” She grabbed her friend by her wrist with haste and dragged her in the warm and cozy walls of the castle of Friendship. “We’ll figure this out together.” She gave Rarity a reassuring smile and her eyes went searching for a towel or something to help her friend, her brilliant mind grinding her gears to find a solution...

And then they both grew a dick.

It sprang forth like a tree from under Rarity’s gown, nearly ripping it in half while Twilight's simple black pants made a discouraging sound as they grew tighter and tighter, inflating under the pressure of the purple log magically sprung to life.

“Whaaaaaaaa?!” Rarity’s knees started trembling as she looked in horror at her newly sprung rod throbbing beneath the silken curtain.

“I...I...What’s the meaning of this?!” Princess Twilight roared, nearly falling on the ground due to sheer weight of her new appendage. “How? Why?!”

“I’m...a stallion?! What the…? That cloud! It’s a spell! A very self evident and totally unpredictable spell!”

“What’s the meaning of this?!” She repeated with far more emphasis. “Who’s responsible?!” Twilight gritted her teeth. “We have to...To calm down. Yeah! Calm down. We can find a solution...” She tried to stay calm but new, terrible hormones flooded her bloodstream.

“Oh mah Stars, y’all as well?!”

The two turned towards the familiar voice, only to see a soaking wet farmpony with a huge bulge in her pants. She was thoroughly drenched, even her hat was soaked through, dripping water and slightly bent at the side of her head. She took it off her head and threw the water outside. “What?!”

“Applejack, darling!” Rarity hugged her friend with strong arms. “Don’t tell me that it happened to you as well!”

“And to Applebloom! And to Granny, ah think!”

Twilight nearly hurled and cupped her mouth with both hands. That was a thing she didn’t need to know. “Wait, there’s isn’t anypony with you?”

“Applebloom went to check on her friends! Big Mac is with Granny and tryin’ to keep her from being traumatized. Ah can’t say the same for him, though...”

“What? For how long? When did it happen?” Rarity said.

“Ah just woke up with this! How about you?”

“Right...One minute ago! In perfect, horrible synchrony!”

“So...While it has the same effect on mares, it works at different times! This is the mark of an unstable spell!” Twilight said, trying to think as hard as she could and not at how hard she was. “It may be an accident, or an unintended result, or it may have simply got out of control! Maybe we can find who is responsible. Probably somepony with too little magical talent or too much, without any control and with very disgusting tas—”

“Oh, crap…” Applejack fell to her knees, holding the space between her legs that was just growing out of control, obscenely bulging and twitching in her worn out jeans. “What’s goin’ on…?”

“Applejack! Are you ok?” Rarity rushed to help her friend, trying to get her back on her hooves.

“No...Ah feel...Ah feel...Ah’ve been tryin’ to keep it under control for too long…”

“Wait, aren’t you going to—” Twilight rushed in to stop the inevitable but she was too late.

With that, she unzipped her pants and her new organ sprung forth, unfettered and free, wobbling left and right and emanating a strong, musky scent. It was simply big. Burly and thick with an ebony shade, filled with veins across its meaty surface and a swollen tip with its sides brimming over. It looked like two tubes of meat connected to each other by a thick, manly medial ring. Applejack started stroking it, tears in her eyes due to relief and shame. “Ah’m sorry…”

Rarity watched in abject horror her friend jerking off, going against all the laws of nature and decency. And it was the hottest thing she ever saw…”Oh, Celestia, help me…” She said as her hands slipped under her gown and her panties swiftly hit the floor. Applejack didn’t even look at her as she was jerking off faster and more desperately.

“Rarity, what are you—” Before Twilight could complete that phrase, Rarity whipped out her rod and presented the big, black rod to Applejack. In contrast with Rarity’s nature, it was a huge, rowdy thing, blacker than the night and thicker than even Applejack’s, a small pearl of cum flopping on its tip, its whiteness having a stark contrast.

“Please...Help me…” Rarity said and she prodded her dick forward, pushing it onto Applejack’s lips and rubbing its tip slowly, staining her friend’s face with precum. Applejack moaned softly, trying to resist it before her lips parted on their own, taking the smallest piece of it in her mouth. It slid so naturally, celebrating the smoothness of her lips against the luscious black obelisk presented to her. She found herself slurping on it, gobbling it up whole as the sound of slobbering, slurping obscenity filled with air. She used one of her hands to better engulf it with her tongue while her other hand was busy on stroking the throbbing organ. She couldn’t think straight for a second and her mind was filled to the brim with lewd thoughts, compelled to obey them with every fiber of her being. Now that she had somepony with her, somepony eager, Applejack realized how simply hard she was and how much she needed this.

For Applejack it seemed a long and tortuous thought process though it lasted only a few, torturous seconds. For Rarity, it must have been even shorter…

“Ohhh...Applejack...So good…” Rarity moaned, her face contorted in pleasure as she slammed herself deep in Applejack’s mouth, her hands ravishing her blond mane as she felt every inch of her friend’s warm mouth, her rough tongue swirling on the flared tip of her organ with wild abandon, torturing her urethra with slurping and teasing as her hips moved on her own with increasing speed, facefucking Applejack like a maniac while she was eager to fill her mouth and throat with warm semen. Her mind was so overloaded with burning need that she couldn’t think of anything else. Here and now, it was her whole world.

All of this with Twilight being completely revolted and shocked. “What the hay are you doing?!” The Princess screamed, both for disgust and the fact that her pants were simply going to explode under the pressure. Applejack wasn’t even fazed by the outburst and kept on sucking Rarity, while the unicorn turned to give her a very embarassed look, the carnal spell having broken.

“I’m so sorry...Aahhhh...Twilight...I can’t...We can’t control ourselves…”

“Well, that I see!”

“You...How do you even resist yourself?!

“I, uh, what kind of question is that? How hard is to resist to shove a long, hard cock into her mouth, her lips going up and down the turgid shaft until the point you can’t go on anymore and it spills warm semen down her throat…” Twilight’s mouth started to water at the thought, clenching her fists to keep her hands from shaking, her knees wobbling weakly as she felt her pants so tight around her member. “And then...And then feel it slide inside you, feel that enormous, hard thing going in and out until it spills its seed there and...And…”

“How long have you gone without sex?”

“Long enough for me to do this!” And with that Twilight forsake her morality, her logic, her dignity and her pants and shoved her dick in Applejack’s mouth, standing side by side with Rarity’s, lodged in the farmpony’s busy lips.

“Mghhh!” She said, her pupils shooting wide open and struggling to breath as she felt the dicking being doubled with a vengeance. Or at least what she was trying to say was “Twilight, what the hay, wait for your own turn!” But she rolled her eyes and soldiered on, opening her mouth wider and swirling her busy, rough tongue on the enlarged flares of her friend.
Twilight was feeling something new and incredible, something that she thought only a stallion could feel as the new sensation of pleasure rolling up her entire length, her organ twitching in Applejack’s mouth at each stroke. That jolt of pleasure crawled its way up, making her come weakly with small, imperceptible spurts as she steeled herself to not come so early.

Rarity, already grown accustomed with it, looked at Twilight with a combination of amusement and embarrassment. “Oh, don’t tell me this your first, darling!”

“Oh, really? Have you had a dick attached to you recently?!”

“Not a real one...Nghh...Applejack, darling, could you go a little slower? I want to enjoy this!”

Applejack looked up with an annoyed look and started to go slower indeed, using her hands on her friends’ dicks to stroke them gently.

“Yess, that’s the way…” Rarity purred as she stroked Applejack’s mane. She bit her lip and let out a small whimper, her lips contorting in a small o as her body shook from pleasure. She felt Twilight so close to her, her dick pushing on her own, trudging as it was ravaged by the skilled Applejack…

“Hmmm...Ahhhh!!!” Rarity came with a long, lively spurt shooting straight in Applejack’s mouth. She kept on sucking as Rarity’s seed spilled forth from the angles of her mouth. It soon coated Twilight’s cock as well and she felt its unearthly warmth. Her balls twitched as she let out a small shriek of pleasure and came on her own, shooting her load and doubling the delicious spooge for Applejack to gobble on. The farmpony took in her belly as much as she could, her lips moving up and down and making smacking noises as she feasted gladly, her shirt being stained with cum as she tried to enjoy every single last drop. She popped the two dicks out of her mouths once she realized her jaw actually hurting and settled for having one last spray of cum on her face.

“Girls...I want it now…”

“T-Twilight?!”

The Princess, like possessed started to slowly undress herself, quickly folding ordinately her clothes on the floor and offered her purple, well toned alicorn bod to the two. Rarity expressed her approval by having a quick, still dripping cum boner. Applejack was still cleaning her cum stained mouth until she landed her eyes on her friend’s naked body, causing her log to stiffen as well. A faint tint of red appeared between her freckles. Twilight placed her hands on the friendship map and turned her back on the two, lifting her perfectly round purple butt. Her purple rod flopped weakly left and right as excitement coursed through her body.

“Whoah, Twilight...Ah...Ah don’t know what to say…”

“Please, fuck me, girls! Take my mouth, my pussy, my ass but do it!” She practically screamed, like a possessed mare. Her whole body felt like on fire and the need of being plowed and plowing was suffocating her basic thought.

“Well, if you want it this bad, I think we should take turn—” A flash of a blond mane passed before Rarity’s eyes and Applejack lunged at her friend, slamming her long, throbbing orange rod right inside Twilight’s pussy.

“Nnngghhhaaa!” Twilight screamed at being penetrated so suddenly and roughly. Applejack pushed her entire length with powerful, quick thrusts of her hips. She squirted at every thrust with overwhelming energy, her whole body shaking and spasming as she felt the massive pressure inside her. Applejack went in raw and she was very well endowed. A blessing and a curse at the same time. Her inner walls were absolutely demolished by the rowdy farm pony that kept going on and on with impossible energy and mirth. Applejack grabbed one of her legs and holstered it over her shoulder, giving her a wider angle. Applejack sunk inside nearly halfway through, her medial ring, thick and warm, pushed against Twilight’s soft and greedy lips.

“Ah’,...Sorry...Twilight! Ah can’t...Ah can’t control mahself!”

“You...Uh...Don’t worry, Applejack. We’ll...We’ll figure something out. After this…” With that she pulled Applejack closer in a hug, allowing the farmpony to lift her and let gravity do the work for her. Twilight’s mind soared to high heaven as she fell on Applejack’s fat cock several times, her crotch slapping with a wet sound against Applejack’s, the two joined in a carnal frenzy. And yet, amidst the confusion and the joy of the flesh, Twilight was arriving at a conclusion. She remembered that such spells with a wider range, spells with the power to affect a large and specific number of mares had to have a sample…

With that, Rarity derailed her train of thought by shoving it up her ass.

“Yeeeowww! What are you doing?!” Not only her pussy was still trying to get accustomed to the massive weight pushing her way inside, her backside felt uncomfortable and tighter than ever, her muscles spasming around Rarity’s rod while the fashionista was drooling in ecstasy going balls deep in the most sacred of Twilight’s spots.

“I’m taking advantage of the situation, darling. Besides, it looks like you are eager as well!” She giggled, playfully poking at Twilight’s horn, bringing to her attention that it was sparkling with magical energy. She soon realized that she felt that spark, that warm, familiar sensation of pure magic enveloping her...Holes.

“Oh, my…”

“Whoah, Nelly…” Applejack grunted and pushed her way inside, finding that she slipped in with ease despite her size and Twilight’s relative...unpreparedness to the situation. Rarity basked in the pleasing glow as she went further in, ramming her way between Twilight’s soft buttcheeks, her engorged head massaging Twilight’s inner hole. “Ah was a little confused about that…”

“Our Twilight here doesn’t leave anything to chance!” Said Rarity as she grabbed Twilight’s wrists and pushed forward inside, a jolt of pure pleasure crawling at lightspeed the Princess’ spine as her unicorn friend ravaged inside her, twisting her dick around in slow circles, making her enjoy it to the last inch. Applejack was rougher, less imaginative perhaps, but she compensated with pure passion. Twilight could feel herself completely filled up to her innermost spot, stabbed with passion by Applejack’s love rod. She could even feel the two dicks almost pressing onto each other and she started heightening that pleasure by stroking herself hard, whacking her dick off so hard that it showered drops of precum on Applejack’s breasts. Rarity was also immensely into it, her inquisitive hands grabbing Twilight’s breasts as she thrusted herself in a perfect diagonal line inside, coating Twilight’s neck with small kisses that felt like electric jolts. Twilight’s wings started beating frenetically and her hooves slowly lifted themselves from the floor…

“Twilight?” Rarity said, her tongue still touching Twilight’s neck. “I know you are into it but isn't this a little…” Rarity looked and noticed that the three of them were already in the air. She could see her seat from there. “Dangerous?”

“Oh, live a little!” Twilight said as she drooled, her mind completely obliterated with pleasure. Applejack hadn’t even realized what was happening and kept plowing Twilight, keeping her eyes shut and her hands firmly placed around her lover’s waist. Twilight wrapped her legs around Applejack’s own thighs while Rarity, having regained her senses kept clinging for her life, slowly down the pace of her ass fucking.
She was soaring high above, figuratively and literally. She was reaching the edge so fast, succumbing to the sweet pressure in her loins and the feeling of a couple of long, hard cocks still pounding her in the right way that she came unabashed and unfettered. To her surprise, she ejaculated a massive spurt of cum , followed by another one and another one, violating so many laws of magic and physics that soon the entire castle was nearly covered in its entirety, in cum. Twilight started to laugh and cry at the sheer quantity of cum being shot inside her from two ways. The more she felt them cumming the more she wanted to cum. Her tongue was exploring her friend's’ mouth on its own, her eyes were closed and her mind was clouded, her entire being lost in the symphony of flesh. She coated the two with her cum as their own spilled out of her holes, filling her with a pleasant warmth.

Applejack and Rarity collapsed in a group hug, breathing slowly to recover the energy as Twilight was beating her wings so hard that a couple of feathers found their way on the ground.

“I think...I think I figured this out…”

“Yeah...Ya jus’ needed to relax a bit, sugarcube…” Applejack giggled weakly as she tried to regain her breath.

“I second that!” Rarity chirped.”

The three stood there, Twilight effortlessly keeping them in the air with only the flapping of her wings filling the awkward silence.

“So...You want to continue this?” Rarity said.

“I do have a place where nopony will disturb us…” She purred and started to lower the three back to the ground, her member getting hard again as she felt the others still wonderfully lodged inside her and begging for more…

***

“How...Ah mean...Mah sister?!” Applebloom was basically hyperventilating. “How’s even...Ah mean…! Where is she?”

“I’m just as shocked as you are? I mean, why just her hat?” Rainbow Dash said. “And why did she leave it here?”

“Maybe she’s somewhere around?! Sis? Siiiiiiiiiissss?!” Applebloom cupped her hands around her mouth to act as an impromptu megaphone.

“Oh, this is waaay more troubling! I’ll help you look! Applejaaaack!” Pinkie Pie stormed her way off to accompany Applebloom, shrieking like a banshee to catch her attention.

“Maybe they are in Twilight’s study or something.” Rainbow Dash took off to look after her friend after carefully placing Applejack’s hat in a mostly clean spot. “You girls stay here in case they pass by!”

“Why should they pass by now?!” Asked a confused Scootaloo but Rainbow Dash had gone too far off to hear her. She shrugged and let out a frustrated sigh. She pinched the bridge of her nose in anger. “This story just gets more complicated. And raunchy.”

“Well, it’s not like I wasn’t expecting it to be.” Babs said, shrugging as well.

“You know, you are taking this rather well. What’s your secret?”

“Aw’right, ya want the truth? I’m not chill at all. I’m creeped out and I hide it with a veneer of sarcasm.”

“That’s quite sarcastic.”

“I know…” She flashed an impish smile and kissed Scoots on the cheek. The pegasus’ shorts instantly filled up with a stiff boner. “Oh, come on, really?”

“Well, I can’t help it, and you should be the last one to talk!”

“True.”

“So...Want to help me out?”

“What? Now of all moments?!”

“Come one! I know the right place!” She dragged Babs by her wrist among the labyrinthine bookcases of the castle and smiled as she saw an unassuming wall, to Babs’ confusion.

“Well, I’ve seen worst places to have sex…”

“Oh, it’s not what it looks like, you dummy!” Scootaloo giggled and she felt the wall up, until she found a hidden button that caused the wall to move with a rumbling sound and open, revealing a hidden room.

“Woah.” Babs whistled slowly, in amazement.

“We found this a long time ago while we were playing. I think there’s a bed in there and…” Scootaloo stepped inside the room only to freeze from head to hooves in sheer terror.

“Uh, Scoots? Are ya—” She stepped beside her fillyfriend only to finally find out what was actually happening and she found out to be ill prepared for it. Twilight, Applejack and Rarity were in that small hidden room. They didn’t have any clothes. And they were going at it. Hard. “What the f—”

“Flying feathers?!” Scootaloo screamed at the top of her lungs, causing the three mares to interrupt their coitus with a startled scream of their own.

“Woah! What are you doing here?!” Twilight hid her gracious curves by pulling the blankets over her naked body with a magical pull. Applejack covered her breasts with her arm and crawled next to Twilight with an expression of pure, unadultered shame.

“Uh...Hi, cousin…”

“Hi…” Babs was like in a trance and simply lifted her arm to wave at her. “I can’t help but notice you have a...Uh…”

“Eyupp. Do ya?”

“Yup.”

Rarity rolled on the sheets and crawled under the bed with a girlish scream.

Applebloom rushed out of nowhere to the scene of the “crime”. “Wha’? What happened?! Ah heard a scream and OH MAH VIRGIN EYES!” She covered her eyes and recoiled away as Applejack blushed so hard she was very close to being set on fire.

“Those are the only virgin thing you have left!” Scootaloo shouted at the top of her lungs, still trying to decide whether to laugh or cry or throw herself out a window.

“Low move, Scoots!”

“Hey, girls what happenedHELLO TWILIGHT APPLEJACK AND RARITY DOING THE NASTY.” As if on cue, Pinkie Pie arrived and warmly waved at the three mares that wished more and more to be swallowed by the earth.

“There’s an explanation for this!” Twilight said, hiding her face down to the nose in the blankets.

“You girls wanted to have some crazy monkey sex. Duh!” Pinkie Pie said.

“She’s got a point…” Applejack muttered, clenching her legs to hide her still hard stallionhood.

“Oh, you too, Applejack?!” Twilight got up from the bed, loudly grumbling as she wove the sheet around her body to cover her form. “Now...I believe we are not going to discuss this any further.”

“I’m okay with that.” Babs said, shrugging.

“Ah’m tryin’ to forget that. In fact, if ya’ll knew a memory spell to make me forget ah’ll be very happy…” Applebloom was still keeping her eyes shut. “Ah have mah eyes closed but ah can still see it in the back of mah mind!”

“Holy crap, you scored with the both of them?!” And as if on cue as well, Rainbow Dash came swooping down on the scene. “High five!” Rainbow offered her hand to the blushing Princess, who left her hanging. “Not cool, but I forgive you.”

Twilight cleared her voice. “So...I think I figured it out on how to get back everypony to normal.”

“Why? You seem to be enjoying yourself.” Pinkie Pie asked, earning a death glare from Twilight, sharp enough to pierce stones. “Well, unless there is some problem like the fact that it sours relationships, devalues sex as an emotional connection and stifles productivity, not to mention the fact that it turn rational ponies into sex crazed fiends and that's morally abhorrent.” Pinkie Pie draw a lot of confused looks from everypony in the room. “What?”

“I...Couldn’t say it better myself.” Twilight said. “Anyways, I think I found a counter spell! Basically, we need the originator?”

“The what now?” Applejack said.

“The originator. patient Zero. The first one that ever got the dick spell!”

“Uh…” Babs felt a shiver up her spine. “And we need her..." She gulped. "For what?”

“Basically have a bunch of sex!”

And with that, Babs knew it was going to be alright.

Chapter 12

It was a normal day.

Boring even.

Painfully so.

But sometimes, boring was good.

Twilight Sparkle had finally finished cleaning her library. It was crystal clear, no pun intended. Immaculate. Like nothing ever happened before. Spike’s help was a blessing and not once her assistant and friend had complained. Not that he asked questions about what happened. Twilight would’ve normally given him a long, perfectly detailed explanation, but not this time. It was like a fog clouding that crazy day. He was happy, even if a bit perplexed, on how things had changed between Applejack, Rarity and the Princess.

There was basket of freshly picked apples at the door and a diamond encrusted shawl. Not in the same basket, of course. Twilight was happy, though: Rarity would've never forgiven herself if it got dirt on it. Twilight WAS eirded out, but genuinely happy. Fluttershy was sitting at her chair, sipping a cup of coffee and watching her friend examining her gifts with a smile. She threw a little smirk as if to say “I told you so.” Twilight genuinely smiled back at her.

Rainbow Dash was practicing as always in the Wonderbolts’ camp, leading a formation of Soarin, Spitfire and herself. Her mind was at ease while doing this and her body as well, helped no doubt by the tasty treats of Pinkie Pie. It had become a recurring occurrence for the Wonderbolts to see the pink mare sneak up to her room and bringing something for her fillyfriend, even though nopony could for the life of them know how she always managed to get there. Pinkie Pie managed to find a different method every day, although they started to catch up when they found that long ladder stuck in the cloudy surface.

“Seriously, where does she get the money for this?” Fleetfoot asked as she tried to remove the contraption.

“She’s just being Pinkie Pie.” Rainbow replied.

“You always say that but it doesn’t explain anything.”

“Never said that it did. That’s just the way things are.” She chuckled as the two pulled the ladder out of the cloud bank and carried it away..

Even if things were going well, a thought about a little filly crossed her mind: Scootaloo. She hadn’t seen her in a while and while Rainbow was protective of her surrogate little sister, she wanted to respect her space. If she wanted to be alone (and she had her reasons) then Rainbow Dash would respect that wish. In her heart she was sure that her always reserved seat for the shows would be filled once again.

At least she hoped.

“Are ya sure this will work?” Applebloom asked, her finger cleaning the plate of the last traces of powdered sugars. As much as she appreciated free croissants every time she went to Sugarcube Corner she was starting to get some weight...

“I never, ever found a cake that didn’t cheer up at least a little somepony. In fact, I rue that day!” Pinkie added a small cherry on top of the dark chocolate cake. Applebloom felt satiated by just the smell of it.

“Ah hope so.” She sighed. “Ever since...Ever since Babs went back home, she hasn’t been the same.”

“But why? I mean, duh, that’s her fillyfriend. I would be sad too if my fillyfriend just went back home without saying goodbye. Which was a bit of a jerk move but I’m sure she had her reasons. I’m just sorry about Scoots.”

“Me too.” Pinkie had brought a fair point: Why leave her like that? “Perhaps I should write her a letter.”

“Who? Scoots? She’s right next door. It would be a waste of paper.”

“No, ah meant Babs.”

“Oh.” Pinkie blinked. “She’s not next door.”

“Yeah. She ain’t.” Applebloom took the cake and took her way out as she made her way to Scootaloo’s shop. She hated to do this alone. Sweetie Belle had tried to do something before but Scootaloo felt...Intimidated by the two of them together. She said it looked like an intervention or something. It kinda was, even if Applebloom didn’t fully understand that concept.

She knocked at the door to no answer. As usual. “Scoots. Ah know you’re there. Ah can hear the noise.” She felt hammer blows and screws and the frantic creaking of metal. If anything, Scootaloo was getting more efficient, these days. One had the certainty that a broken bike or a scooter or anything with wheels would be fixed by the end of the day, if not sooner. “Ah brought cake.”

The noise stopped and a soot covered pegasus opened the door. “I can’t say no to cake.” She said with a sad smile. She removed her protective glasses that showed an orange stain that stood out among all the soot and grease of her face. “Just, give me a moment to wash my hands.”

Applebloom sighed as took a look around the room as Scootaloo proceeded to clean her hands and face in the small bathroom. The floor was covered in metal prompts, screws, tools, and pieces of wheels, with no sight of an actual floor. Or at least a clean one. The only things left pristine were a Wonderbolts poster with a smiling Rainbow Dash Sonic Rainbooming her way into the sky and a couple of photos on a desk. One of the three photos had them being hugged by Rainbow Dash at a time when they were younger, and another one had Babs and Scoots, the pegasus clinging to her back as Applebloom’s cousin gave a tired smile at the camera. Even so, they looked positively radiant with happiness.

She took that photo herself, the day after the party that Pinkie Pie had to celebrated Scootaloo being saved from her - sort of - ponynapping. Which later also became the party to celebrate Diamond Tiara and Silver Spoon’s engagement. It was a good day.

“Wait, there’s a stain…” Scootaloo took the last photo and scrubbed its glass viciously, removing a small stain with extreme prejudice that Applebloom had barely even noticed. In fact, she wasn’t even sure there even was a stain. “So...Uh, what brings you here?” She tried her best of an attempt of a goofy smile, but the moment Applebloom let her guard down she dived for at least half of that delicious cake.

“Whoah. How long ya since ya gotten some grub?”

“I ‘unno. What time it is?” She said, slurping on her chocolate covered fingers.

“Ten O’ Clock?”

“Since Ten, then. Of yesterday morning.” Scootaloo finished the delicious pastry and actually let out a loud belch.

“Well, ya can’t go on like that, Scoots.”

“I know. Thanks for your concern.” Scootaloo became cold and distant the very instant she finished her share of cake and grabbed her glasses again, ready to return to work like nothing happened.

“Ah’m serious, Scoots. Ya can’t go on like that.”

“Yup. I know that. You just said it.”

“And yet ya keep doing that! Y’ain’t listenin’ to me, are ya?” In fact, in the space of that conversation, Scootaloo had perfectly rebuilt a scooter using half of the pieces lying on the floor. Applebloom would’ve been impressed if it wasn’t unsettling.

“What I’m supposed to listen, then?”

“That I’m yer friend and ah love ya. We all love ya. And we hate seein’ you like this.”

“Well, at least you are seeing me. There is one pony I wanted to see and that pony doesn’t want to. Simple as that.” Scootaloo’s voice nearly cracked, as if she was going to burst in tears. She hid her face behind her glasses so Applebloom couldn’t see that.

“Look, what Babs did was…” Applebloom pursued her lips, feeling a sharp pain in her chest. “Ah don’t know why she did it.”

She was lying.

“She hurt me a lot, AB.” Scootaloo slumped on her chair that creaked menacingly under her weight. “I...I know she didn’t want to hurt me like that but she did it. No letters, no goodbye...She didn’t even tell anypony. Just you and AJ and Big Mac and Granny Smith.” She placed her hand on her face to hide the tears that were flowing through the opening of her fingers. “What did I do wrong? Is it because of what happened? Because I snuck up on her to see she was screwing Button? Was something else entirely? Was I a bad fillyfriend?!”

“Don’t say that. Ya were perfect...You are perfect.”

“Apparently, I wasn’t. Or maybe it’s something else! Maybe...Maybe she kept up that superhero gig. Yeah, she’s probably fighting a gang of supervillains in Manehattan. No, wait, a cult! The cult of Tirek!” Scootaloo jumped up from her chair, full of newfound energy, her wings flapping vigorously.

Applebloom raised an eyebrow. “Ya really believe that?”

“No, I don’t.” She slumped back on her chair that finally broke down, her butt making a low sounding thud on the floor. Scootaloo didn’t accuse the blow but just sighed sadly and hung her head over her chest.

“Scoots...At least come out of this shop.” Applebloom helped her friend back to her hooves. “Ya still got all of us.”

“I even got her a present.” Applebloom noticed lying on Scootaloo’s bed a large package of books wrapped up in cellophane. They were Maredevil trade paperbacks.

“Oh...That comic book ya were always talking about.” Applebloom reached one with her hand before backing away once she saw an extremely concerned look in her friend’s eyes.

Scootaloo sniffled. “The best run ever. I wanted to give them to her. They are rare first editions…”

“Get some fresh air. Ah mean it, Scoots. Ya can’t stay here and always think about the same things and work.”

“Fresh air is dumb. I hate it.” Scootaloo spat out.

“We could call Rainbow Dash. Fly together. Clear yer mind.”

“She’s got something better to do anyway…She’s a Wonderbolt. She can’t foalsit me anymore.”

“We both know that ain’t true. But if ya don’t want to...There’s a party.”

“Assuming I want to see other ponies, what party?”

“Diamond Tiara and Silver Spoon. They’re going to get married in a month and they celebrate that. And yes, she’s invited us.”

A small smile came trough between the tears. “I’m glad for them.” Even if Scootaloo was withdrawn at that moment, she wasn’t completely made of stone. In fact, the thought of at least some pony being happy with their significant other was encouraging. “But I don’t want.”

“Then...How about we sneak in Rarity’s boutique and try the weirdest clothes? Or go kart racing or even write a musical?”

“We are too old to do that…”

That last words hurt. They hurt so much and they kept hurting...And Applebloom was hurting her as well.

“Scoots...Ah know the truth.”

“Eh.” She chuckled sadly. “I knew it.”

“Really?”

“Your cousin decides to leave me like that and doesn’t give an explanation to you? I know she is not that callous.”

“So...Uh...She thought that she lacked something…”

“She lacked what? She was perfect, she was kind and she made me laugh and she…” Scootaloo’s words dried up in her mouth as she saw Applebloom, doing, with extreme reluctance, an extreme lewd gesture with her hand between her legs. “You know, AB...You could’ve just said her thingy.”

“Show is better than tell.”

“Then, what does it mean? What was lacking?”

“She thought that she couldn’t be the same, that ya’ll saw each other after a long time and fell in love and ya weren’t the same ponies as before and now she wasn’t.” Applebloom shrugged. “That’s what she told me. She wasn’t that clear.”

“Oh, that’s bull!” Scootaloo yelled and shook her wings so hard to make the inch wide veil of dust in her shop fly around and splatter everywhere again. “So what, one day she is a Babs and the other she is another Babs? Who was that pony that cheered me after not seeing me in a while, that knew me and stayed by my side and flew together with me? The pony that I wanted to kiss even before she popped a hard one?!”

Applebloom tried to not burst out laughing but it was futile. “S-sorry!”

Scootaloo joined in that laugh even if a veil of tears was still there. “She gave me such simple, heartfelt advice and from that moment on I was hooked. Even when I thought she was with you and she thought the same, I couldn’t forget her. Hay, Rainbow Dash slapped me when I said I friendzoned her!”

“Really?”

“I should’ve been with her sooner. It would’ve lasted more…”

“Scoots…” She pulled her friend into a warm hug, covering her newly ironed clothes with soot and dust. She didn’t care for it. “Ah need to do something.” Applebloom left in a hurry, leaving the rest of the cake and Scootaloo. Scootaloo took a look at the door being slammed shut by her friend and then at the cake. She devoured the cake in one bite and she felt a little better, but not by much.

***

“Ah never thought of the day ah would see ya’ll in my house, but things change!” Applejack brought a tray with a couple of teacups to her living room in which Diamond Tiara and Silver Spoon were waiting.

“Well, I’m just as surprised as you are, Miss Applejack.” Spoon said as she got up to take her teacup and nodded as thanks.

“It’s just that we wanted to personally invite you and your family to our wedding. And this is not just because you and my dad are business partners, we honestly like you!”

“Ya said that three times already. Ah believe ya.”

“Of course all of your immediate relatives are invited.”

“I figured. The invitation reads ‘The Apple Family’.”

“Oh.”

“Relax, T.” Silver Spoon chuckled as she placed a hand on her fillyfriend’s. Diamond Tiara went from a nervous mess to a calm, collected and adorably smiling mare.

Just as that scene was taking its place bursted in and slammed the door shut, stomping her way in.

“Applebloom! Why don’t ya say hello to our guests?”

“Hello, girls! No time but ah have to save Scootaloo and Babs’ relationship!” She stormed off and ran up the stairs to her room barely giving a look to anypony.

“Saving a relationship?” Spoon finished her tea with one quick gulp. “Have we done our good deed of the day?”

“Not yet!” Diamond excused herself with a courteous bow and the two followed Applebloom upstairs, leaving a silhouette of smoke in their wake.

“What? We have to save what?” Applejack said, being left alone. “Why does nopony ever tell me anything?”

The three walked and talked their way to Applebloom’s room, faster than busy little bees. Once they got there Applebloom emptied her drawers of sheets of paper and pencil and she started scribbling down some ideas

“So, what’s the plan? Is that because Babs dumped her?”

“She didn’t dump her, D. It was...What was it?”

“She didn’t feel ta same after that.”

“Because of her dick?”

“Tiara!”

“What? It’s probably like that.”

“Yup. She said so.”

“See?”

“So, what’s the plan?”

“Write her a letter.”

“What will it say?”

“Get back. Yer fillyfriend loves ya and ya bucked up.”

“I like the sentiment but is it really going to read like that?”

“Maybe sugarcoat it a little?”

“Just a little.”

“Good. And how do we send that to her?”

“Maybe that dragon over at Princess Twilight?”

“He’s got a name, ya know. And it won’t work. Ya need to have special magic for that.”

“Then I guess...Derpy?”

“Why not?”

“Are we sure it’s going to work?”

“Is it our only option.”

“And the simpler option.”

“Ah hope.”

“It’s just a letter. What could possibly go wrong?”

“Wait, doesn’t everything go wrong if you say that?”

“Nah.”

Diamond and Silver stood over Applebloom’s shoulders as she wrote the letter in which she was just pouring her heart over. It was brusque but had to be. It was heartfelt and brutally honest and yet sugarcoated enough. It was a letter in which Applebloom showed her true self, caring and noble, that thought the world of her friends and family. It was the letter that Babs deserved to read and Applebloom was sure she would return after reading that and put some sense in that red head of hers.

***

“Hey, Mom!” Dinky Hooves wandered around the seemingly empty house. “Are you there?”

“I’m on the roof!”

“Why is that?”

“There’s a bird nest and I want to remove it but there are eggs here!”

“Maybe you can call Fluttershy! She knows what to do.”

“I think I will! Good idea! Is there anything else?”

“You left your bag of letters here in the living room! You know, I should warn you about this because I’m going out with Ruby and everything and I don’t want you to forget about it.”

“Really? Then I guess...Could you put them near the door? And close that window because we don’t want to let a gust of wind blow away a letter and it turns out it’s an important one!”

“Oh, don’t you worry. What are the odds?”

Dinky started whistling and carried the huge bag of letters. Unfortunately, Dinky didn’t close the window and Applebloom’s letter was thrown away by a gust of wind.

The letter flew outside the window, making countless circles in the air, unnoticed by everypony, flying the entire length of the town's square before ending up in Sugarcube’s Corner chimney. As it flew down into the building and through the kitchen it landed right inside the lit oven one moment before Pinkie Pie placed a cake in it, oblivious to everything. She turned around to go and meet Rarity that had passed by her shop before the strange smell made her stop and smell the air.

“Weird. It smells like burnt paper and lost hope. Must be the cinnamon. Or was it too much cinnamon?”

“That’s weird.” Rarity said. “I smell that too. And it’s quite strong.”

“Eh, it must be nothing. You really have to try this new recipe. I’ll take it to the castle and we can have a tea party and everything with it!”

“Are you sure it’s nothing? It’s starting to get quite strong.”

“Yup. Wait, wasn’t your sister supposed to be there?” Pinkie Pie immediately changed the subject as a trail of black smoke was coughed up by the oven before dying out as quickly as it started.

“Oh, she passed by Scootaloo’s place. She's trying to get the poor dear to get out once in a while”

“Oh...Poor Scoots…” Pinkie Pie put her chin on the counter. “I really want to see her smile again. I would stay and bake cakes until she does just that but I can’t. Who will think about the parties, then?”

“I’m sure she will manage. Those girls are much stronger than they appear.” Rarity blinked and started smelling the air again. “Are you sure there isn’t anything on fire?”

“Well, now I’m not.”

The cake tasted awful.

***

“You sure she’s home?” Button mash held Sweetie Belle as strongly as he could. The unicorn kept knocking at the door of Scootaloo’s shop.

“She’s always home.”She had an empty look in her eyes as she kept looking at Scootaloo’s door and nopony was coming out of it.

“Uh...Sweetie?” Button gently tapped on her shoulder.

“No, I’m staying. You can go home if you want.”

“Sweetie…”

“She wants to do this? Fine, I can wait as much as she wants.”

“Sweetie, she’s over there.” He tapped on her shoulder and pointed at a near mailbox laying on the street. In front of it was Scootaloo, bent on her knees, looking at it with a dejected look.

“Scoots!” Sweetie Belle immediately rushed to her friend’s side, nearly knocking her out with a bonecrushing hug. She didn’t budge at all and just kept looking with a vacant stare at the cold metal box.

“Hi, Sweetie Belle.” She answered with no enthusiasm whatsoever, raising her hand for a weak wave and nothing else.

“Scoots, what are you doing here?”

“Waiting.”

“It seems like it. What are you waiting for?”

“An answer.” Scootaloo craned her neck forward, looking at the dark bowels of the mailbox.

“You mean Applebloom’s letter? When did she sent that exactly?”

“A week ago…”

“Oh...Maybe she’s busy? You know how Manehattan works. There’s lots of ponies and lots of letters.”

“I guess so.” Scootaloo sighed, drawing with her fingers in the dirt below. Sweetie’s heart nearly broke when she noticed that Scoots had drawn Babs’ cutie mark on the ground.

“Scoots, you have to have patience.” Sweetie placed a friendly hand on the pegasus’ shoulder but it was like touching a statue.

“What if she doesn’t want to see me anymore?” Scootaloo said, hugging her own knees as she stayed firmly placed on the ground.

“Oh, you can’t say that for sure. Babs was crazy about you.”

“Was.”

“You know, you could always go to her.” Button muttered. "Why don't you just go to Manehattan?"

“Wait, what did you say?!” Scootaloo sprung up on her hooves, looking Button in the eyes from so close he could feel her thoughts on his coat.

“Um...If you really want to go and see her, go to Manehattan! I mean, you know where she lives. It’s like a game, you can’t expect things to go that easy. You need to go from Point A to Point B, at least. Why didn’t you go earlier?”

“I...Uh...Can you repeat that?”

“I mean, Manehattan is not that far. You’re a pretty decent flier by yourself. I mean, I don’t know how she would react seeing you but you’ll beat yourself over the head for a long time if you don’t try it. “

“You...You’re saying I should go to Manehattan? That’s it?”

“Well, duh! I mean, it’s pretty simple. What, does that never ever crossed your mind? I think that mare is worth at least a flight, right?”

“Oh my gosh...Why didn’t I think about that! It’s so easy! I mean, I’m totally afraid but I have to go! I have to try! I’m not even packing my bags! I'm traveling light!” Sweetie Belle was happy to see her friend rippling with newfound energy. On the other hand, it was an awful lot of energy compared to before. Scootaloo was walking in circle so fast to draw on the ground, digging lower and lower with each turn.

“I guess the thought never crossed my mind because I was busy being sad and dumb and yadda yadda but who cares! Thanks, guys!” Scootaloo lunged forward and hugged the couple hard enough to make Sweetie Belle fear for the integrity of her head. With that, Scootaloo took off and flew long in the distance, gradually turning into a small dot in the sky. The sheer energy of the flight knocked over the mailbox and scattered some letters in the wind. Sweetie Belle picked them up at the last moment with her magic. Button had to make do with stopping one with his eye, letting out a small yelp of pain. “If anything happens to me I’ll leave my shop to youuuuuuu!”

The two stood there, hand in hand, as they watched Scootaloo disappear in the distance, unsure if that was the good idea.

“Isn’t she going the wrong way?” Button said. “Manehattan is east!”

“I’m sure she’ll come around...Yup, she just realized that. She’s going quite fast.”

“I hope they’re okay. Both of them.”

“And it was all thanks to you! Just for that, when we get back home I’m jumping on your bones and I’m doing you hard.”

“Uhhh…”

“With that strapon.”

“I love you.”

“I know, darling.”

***

It felt empty.

Everything felt like that.

Sleeping. Eating. It wasn’t just the same.

Not that Babs thought she’d have any sleep that night. The cold night stung on her fur and she realized to have tossed the sheets aside, exposing her naked body. She clenched her legs instinctively but there was no need to do that anymore. Nothing to hide she didn’t have before…

She wanted to at least turn on the light and read something but, Allula was deep in her sleep and she didn’t want to bother her. One of the disadvantages of having a college roommate. The advantage was that same college roommate could start a chain of events from a prank that would take a pony to finally realize her feelings for another one and start a weird mess and lose that same pony…

No, she didn’t lose her: She gave her up. That was worse.

“Dammit…” She spat out. She started sobbing in the dark with deep, sharp whimpers. The old bed creaked and protested as she rolled from side to side of the bed. Alone.

“What is it now?” Allula slurred out, half asleep.

“Sorry. Did I wake ya up?”

“Yes. You just can’t stay still these days. Were you thinking about her?”

“Yup.” Babs swallowed and sighed, getting up from the bed. She put on a pair of shorts laying around on the bed and a worn out shirt, filling them with her curves. And nothing else.

“Thankfully, I forgot what sleeping is like.” Allula turned the light and removed her night cap, realizing that there was no sleep to be had. Again. “Want to talk?” She craned down her neck to get a better look at Babs from the upper bed. It was funny for the both of them that they were complete opposites when it came to clothing. While Babs had taken the habit to sleep naked, Allula still wore an old timer nightgown and nightcap with a pom pom on its top.

“What’s the point? We talked about this.”

“Same as every night. Well, I think it’s dumb.”

“Oh, of all ponies, you talk.”

“Yeah, I know….I started this mess and I’m really sorry. And to fix this even further, I want to tell you that this is dumb. Did you really thought she would love you just for your body?”

“I...I don’t know…It was a big part of the things.”

“And yet, you don’t want me to cast the spell again.” She scrunched up her lips. “I’m perplexed.”

“It wouldn’t be the same.”

“Well, true. I couldn’t gave you the exact same shape or girth or everything. Magic is weird like that.”

“It’s not just that.” Babs sat on her bed, driving her elbows in her tights, deep in her thoughts. “It would be like flipping a switch or a coin...When I had sex with Scoots that first time, it meant something and I was like that. My body was like that. I was always like that, every time I did with her. Now I’m just...Me. Would Scootaloo even like me?”

“Why didn’t you just ask her, then?”

“I couldn’t look at her in the eyes…” Babs couldn’t help but beating herself over the head with this fact. She had even promised that she would see Scootaloo every week, every possible moment. “I couldn’t do that to her. I’m a coward…”

“Oh, don’t you say that. You just made a mistake. I know how mistakes are. Maybe you should just go back there.”

“W-what? To Ponyville?”

“Yes. In fact, I could cast a spell on you and force you to go there!” Allula wiggled her fingers around, flashing an evil enchantress looking smile.

Babs shot up a death glare at the unicorn.

“Babs...You know you don’t scare me. I won’t really do that but just talk with your fillyfriend. Ask yourself this...Do you love her?”

I do. Celestia, help me if I do. I love her smell, I love her laugh, I love the way her fur feels against mine. I love how she never, ever gave up. I love the way she flies. I love the way she crashes. I love the way she crashes on me. I love how she reads her silly, little comic books and I want to stay with her. I wanted to bring her at the movies where we could snuggle up and watch that Maredevil thing. It looked awesome and she would’ve made it more awesome. I love how funny she is. She’s weird. She’s pretty. She’s strong. She’s everything for me. Everything. And I hurt her. I hurt her and I keep hurting her for every second I keep my butt here. I hurt her because I don’t know if I can be the same for her. She deserves better...

She choked on those words and stood there, in silence, in the dark.

Suddenly, there was a tap on the window.

“What? Who is that?” Allula waved her fingers and created a small ball of magical light, shining it into the window. The two caught a glimpse of a silhouette thrashing around with her wings like a possessed mare. Mostly because anything with wings would freak out if somepony flashed a flare right in their eyes. The figure flew up, towards the faculty’s roof, leaving with very bad words on the way.

“C-could it be…?” Babs was sure it was her. In her heart, she would’ve never been mistaken.

“That or its the unluckiest creep ever. Go and kick his butt. Or if it’s Scootaloo make peace, kiss her and adopt a lot of foals together. Goodnight!” She tossed a huge book for her to catch in case it was really a burglar and turned her back to her, faking a very unconvincing and loud snore. Babs wore a simple night gown and followed the stairs to the roof, a thousands thoughts swirling in her head.

She would’ve actually preferred it was a burglar rather than her loving and adorable and completely undeserved fillyfriend.

“Hi…” Scootaloo said while sitting on a conditioner unit. Babs couldn’t help but freeze when she noticed how pretty she looked under the moonlight and how much she wanted to just disappear.

“H-Hey.” Scootaloo waved at her awkwardly.

“That’s a nice place.” Scootaloo looked around the rooftop. “At least from what I see.”

“It’s...It is.” Babs gulped as she took a few steps toward her and every cell of her being trembled with the need to hold her. “You’ll be cold.” She said as she placed her nightgown around Scoots’ shoulders.

“Thanks. It was a long flight. Like, really long.” She said and Babs noticed that she was catching her breath loudly. She looked completely exhausted.

“Y-Your wings? They work?” Babs noticed her appendages trembling weakly at her sides.

“As usual.” Scootaloo shrugged. “I mean, a few stops were made. There was a diner a few miles from here. That really saved my life. Have you ever craved a donut at this late of night?”

“Yeah. More often than not.” They both shared a quiet laughter. “You did all this for me.”

“I did. I...I wanted to see you so bad.” Scootaloo grasped her hand gently and her heart nearly stopped. Mostly because she didn’t want to let her go.

“I bet you’re asking why....” She started squeezing the pegasus’ hand, its warmth filling the empty night.

“I figured out something but I wanted to hear from you.”

“I...Look, Scoots...What I did was unforgivable.” Her voice trembled and her eyes fought to keep the tears inside.

“I forgive you, instead. What was the problem? Was I a..Bad fillyfriend?” Scootaloo looked like a hurt puppy after asking that.

“Oh, Celestia, no...I...I didn’t feel the same…” At least, that was her excuse.

“Jeez, Babs...You had that for what, a couple months? No need to make it a tragedy.” Scootaloo laughed but felt immediately ashamed the moment she crossed her gaze. Babs’ fingers gently caressed her ear, suggesting her it was okay. “I...I love your freckles.”

“What? What does this have anything to do with...Everything?”

“Sorry, I’m just tired...And nervous...And stupid…”

“No, you’re not. You’re such a sweet mare.”

“You thought you weren’t the same pony I fell in love with?”

“Yes. I was scared of that. I was a real chicken.”

“Eh. You a chicken...”

“What’s so funny?”

“It’s funny that I still haven’t explained you why that is funny.”

“I had no idea how would you react to that. I thought you wouldn’t be able to feel the same with me and me with you…”

“Babs...I want to tell you something. I should've told you that a long time ago. I love you.”

“You...Ah…” Babs was sweating cold drops. Her heads was spinning and her heart was beating so hard she feared it would escape her ribcage. “You told me plenty. More times than I deserved.”

“Remember that time in the treehouse?”

“I can’t ever forget that.”

“I wanted to kiss you then and there. After our first flight.”

Babs held her hand against her chest, a strange warmth filling it. Was that joy? It was quite close to it. “Why didn’t you do that, then?”

“You popped a...Uh...A hard one. There was a lot more than kssing after that!”

The two stood there in silence before all that fear and uncertainty melted like snow in the spring with the sound of of their laughter. Beautiful, unfettered and free. The two collapsed into each other at the sheer joy and Babs held her close and Scoots hugged her with all the strength she could muster. Babs couldn’t help but cry tears of joy and relief as she felt her lover’s embrace and the warmth of her fur. Scootaloo wrapped her wings around her shoulder and she reveled in the kindness and love in that simple act.

“I would’ve loved you anyway. I still do.” Scootaloo pulled her close in a quick kiss. Babs couldn’t believe she would feel her taste again. “I wanted to say this for so long but there was no time for that!”

“Ya still love me?”

“Always. Mare, stallion, both...I don’t care. Nothing will change this. No magic in the world.”

“Will you still...Love me?” Scootaloo slipped her hand in her pants and Babs made no resistance, not even when she felt Scootaloo’s fingers touch her feminine folds. SHe missed that kind of touch and her heart was filled with joy at the thought it was Scoots the first one to remind her of that.

“Look at you...You are always so pretty…”

“You’re not disappointed.” Babs loosened herself, a strange warmth spreading from her crotch.

“Did I ever tell you that...I always liked mares a bit more?”

“You’re just saying that to make me feel good.” Babs chuckled.

“Is it working?”

“Yes.”

“But it’s the truth. I mean, it's just like that...”

Babs stifled a little laugh and tried to change the subject. “How’s everypony?” Apart from leaving Scoots like that, there was quite the number of ponies she wanted to say goodbye to...

“Ther're fine. Worried about you. And me. And us. They kinda look like a bunch of nagging mothers if you ask me. And I like that.”

Us. There’s an us.

Babs sucked her breath in, her fears dissipating like snow in the sun. “Stay there with me. Tonight. Keep me warm.” It was kind of funny how she had to gather all the courage she had to ask her that.

“Is this how you call it now?”

“Yes.”

“Then I’ll stay. I’ll stay here with you this time. Wait...Don’t you have a roommate?”

“She’ll understand. She kinda owes me that at least...”

“Then...Then I'll spend the night here. With you!" Scootaloo beamed. "We’ll get back there together. You know...Just to let everypony see that it’s okay.”

“We will?”

“Yeah. I don’t know what will happen then...I don’t think nopony knows but I just know that I love you. I may not be that smart, I may not know what it means, in all of its intricacies...But I love you. In an ideal world...It should be enough. The world I want to believe in.”

“Scoots, this is beautiful...Where did you hear that stuff?"

“Twilight…She said that to me once. It helped me a lot.”

“Well, now it helped me! I love you, too, Scoots…And I hope it’s enough” Babs was downright bawling. She didn’t care about it. She wanted to be seen by her. Her joys, her griefs, her body, her soul...She knew Scoots wouldn’t judge her. She knew now she wouldn’t leave her...Not anymore. Not now. “I’m so sorry!” Babs pulled her into a strong embrace. She felt Scootaloo beating her wings fast at the surprising strength she showed. Her fillyfriend calmed herself down and Babs eased herself down, letting a small laugh escape from her lips as she loosened her grip around Scootaloo’s flanks.

“Don’t worry. I’m here for you now.”

“I’m sorry I hurt you…I was such a coward...”

“It doesn’t hurt anymore.”

“I’ll try to not do that again.” Her face must've looked a mess and even with Scootaloo trying to kiss away her tears, it wasn't going to look much better. "I promise that...I don't know what to promise, really."

"I just need you. I don't want anything else. I just want it to be like it was before. With the real Babs now!" Scootaloo's smile was as bright as the Sun and twice as hard to look. Part of Babs still wasn't ready for that level of acceptance. But that was yesterday. That was a week ago. That smile, that statement was a promise of a new resolution. It was time to be a pony worthy of that love. Body and soul. She grasped Scootaloo's hand firmly and didn't want to let it go. Ever.

“So...Uh..." Scootaloo scratched the back of her head, letting out a nervous laugh. "Would you like me to kiss you or—”

And Babs complied, kissing her with the utmost tenderness while the two were bathed in the sweet moonlight. Scootaloo relaxed into that kiss and wanted to savour those sensations to the last. They kissed with the promise of loving each other no matter what body they wore. They kissed with the energy of youth and the commitment of time. They kissed like they would’ve kissed every day they were separated and like both of them dreamed they could.

Everything was going to be fine, like in the foalhood dreams they once shared.

Author's Note

Well, thanks to all of you for sticking around for so long. As usual, the list of people I want to thank for this.

-My readers, few as they may be. Love you guys.
-BluePaladin_42. The best co-author, proofreader and friend a guy could ask.
-To Lauren Faust, for creating this show.
-To AbsoluteAnonymous, still the best out of all of us.