The Gauntlet of Seductive Guardians

by Darkryt Orbinautz

Rating: mature
Tags: Adventure, Sex, Main 6, My Little Pony: Friendship is Magic, Alternate Universe, Human, Original Character
Length: 53697

A prince from foreign lands sails to Equestria in hopes of stealing Celestia's crown. To do so, he must fight the guardians, who will try to end his quest with logic, violence, or if all that fails, sex. Wait, sex? Uh ... Whatever works, I guess.

When Celestia announces she's going away, a foreign prince, Tali, sails to Equestria in the hope of stealing her crown and earning his father's approval. To do so, he must fight the crown's guardians, who will try to stop him with a variety of tools. Misdirection, deceit, logic, persuasion, violent beat-downs, or if all that fails, sex.

Wait, sex?

Well, uh ... whatever works, I guess.

Content Warnings will be sorted by chapter and updated as chapters are uploaded.
Chapter 1: Tiny bit of lactation. Hypnosis. Attempted Vore. Lamia. Suckling.
Chapter 2: Suckling. Tentacles/Slime.
Chapter 3: Reverse-vore.

Proofread by gunstarx from chapter 2 and on.

Published 2015-06-14 01:20:02 UTC
Last updated 2016-04-24 19:17:15 UTC

Why Did It Have To Be Snakes?

In the distant land of Equestria, men and women from the upperclass and elite to the poor and downtrodden gathered at a amphitheater. At the center of the theater, a golden platform rose from the earth and sparkled. The crowd had gathered for their glamorously gorgeous Goddess Celestia was promised to speak here.

After some time was spent between the crowd murmuring and whispering, dark shadows appeared in the background. Their presence alone caused the crowd to hush and fall silent, such was the respect and fear they inspired. They were the Goddess's Guardians - her closet servants, confidantes, soldiers, and today, her heralds.

Soon, the Goddess herself emerged. She was a tall, beautiful figure, her body alone symbolizing love, matriarchy, and acceptance. Whether a real manifestation of her power or a mirage from her subjects' devotion, a gold light surrounded her as she ascended on the matching platform. Celestia cast her sweeping gaze across her audience, giving each section a large smile - even as serfs, slaves and squires winced for feeling unworthy of her attention.

Celestia's shoulders heaved as she gave a sigh before speaking.

“My loyal subjects ....” Celestia put her hands over her chest. "It burdens me to say it, but it's that time of year again." The crowd looked down at the ground, knowing what she meant.

"The Annual Summit of the Gods is upon us." Celestia continued. "Where I must leave you to attend. It pains to be so far away from you, unable to hear your prayers and pleas ..." Celestia's lips curled into a frown. "But it must be done, if we gods and goddesses are to live in harmony with each other - if we are to keep to our lands without conquering others - to avoid unknowingly offending other gods and preventing a transcontinental war."

The crowd nodded in acceptance of this.

"Still," Celestia said, "I feel guilty for leaving you so. I know I am like a sun to you, a light. And when I leave you, I know that light goes with me and things seem dark and dreary." Celestia raised her head and smiled. "But fear not. As always, you will have my friends - my Guardians to guide you through the week without me here." Celestia turned and gestured her hand at the faces hiding in the shadows.

For as long as she been attending the Summit, Celestia's method for having her land cope with her absence was to turn her responsibilities to her Guardians. The citizens and mortals could pray to them, ask them for advice, know they were safe and protected. There was, however, one slight problem with this method which eluded Celestia's notice.

The citizens feared the Guardians more than anything in the land. Oh, the Guardians were loving and caring, to be sure, but this didn't stop them from being some of the most terrifying things the citizens had laid their eyes on. The knowledge Celestia -a god - trusted the Guardians with her own life did nothing to overcome the pitfall of them being so frightening.

"And as always," Celestia reached up and took her crown off her head. She held in her hand, letting it hang off her palm like it was a lame tambourine, instead of one of the most coveted items in the world. "To keep my fellow gods from stealing it, I will put my crown in a cave where the Guardians will guard it." Celestia held the crown off to one side and the chief Guardian stepped forth to take it from her, reaching out a twisted claw which Celestia dropped the crown into.

Celestia put the crown in her Guardians' capable appendages to prevent the other gods from stealing it while she slept over at the Summit. After all, if one of them got their hands on it, they could use it as leverage for a variety of unfair negotiations. An unintentional side-effect of this, though, was citizens and mortals attempting to steal it instead. It started with some greedy characters in Equestria, but as transoceanic trade made its routes, the knowledge spread to other continents and whoever was brassy enough and could afford a ship was trying.

This was the main reason the Guardians were so feared. The many would-be thieves, if they wanted the crown, would have to make it past the Guardians.

None of them ever did.

Some of the ones who tried were never heard from again. Some of them returned and told stories about the Guardians, some of which conflicted and contradicted the stories told by others. After enough people had tried, it soon became a fashion in bars and taverns for them to compare notes of how many Guardians they had gotten past before being beaten back. Some got past two of them, some made it past three, some never managed to get past the first one. But there was a consistent cut-off point. None of them had ever made it past Number 6. After beating the first five, they had to beat the sixth - the chief - if they wanted to steal the crown. And no one had ever beaten the sixth, leaving many to speculate about what the sixth had or did which kept any thieves from triumphing. Which of course, only added to the fear.

Later this day, another thief would set out in this long line of failures. But he would be different than the others. Up to this point, all the thieves who tried were doing so for their own greed or simply the bragging rights of saying they had done it. But this thief, this one didn't care about such things. This thief didn't desire an increase in riches or status. This thief was going to crusade for one thing and one thing only; love and approval.

This thief ... just might succeed.

His name was Tali, Prince of Maretonia. He didn't know it yet, but events would happen today which would propel him to do the most daring thing he had done in his life.

Tali was at rest in his bed when the sudden opening of his door slammed against the wall with enough force to startle him out from his bed and onto the floor. His father, King Talon, had barged into his room.

"Ooogh ..." Tali groaned, rubbing his now-sore head. "Father?" Tali turned to him, placing his hand on the bed for support. "What it is so important you cannot wait until after I have pulled my socks up?"

His father smiled and clapped his friends. "Good fortunes are upon us, my son. The Annual Summit of the Gods is upon us today."

"And?" Tali reached over, clawing and climbing up the side of the bed. "What does the summit have to do with me?"

"It's not what it has to do with you ... it's what it has to do with our ... "patron," Discord." His father said. "Equestria's goddess Celestia has agreed to meet us in our castle to retrieve Discord and take him to the Summit while keeping an eye on him." The king clapped his hands. "This means Discord will be gone for the week. Which means we can actually get things done around here."

In the wheel of fate, Talon's kingdom had ended up in the unenviable position of having Discord as their patron god. Talon found out just what this entailed when he attempted to get Discord to help with some laws he wanted passed. Discord made his nature clear when he snapped his fingers and the scroll Talon was holding turned into a flying, biting monster which Talon's aide had to subdue with a letter opener. Being the leader of a country was difficult with the knowledge anything Talon might say or do could be undone by a prank from Discord at any second. But with him away at the Summit, Talon could rule as he pleased without fear.

Talon eyed his son, nodding as he rubbed his chin.

Tali wasn't comfortable with his father's stare. "What?"

"Nothing." Talon said. "It just occurred to me now would be an excellent time to begin training you. To begin ... fixing you."

Tali pressed a finger against his forehead while tying up his vest. “And how, father, do I need … fixing?” He asked this even though he knew what the answer was. He and his Father had this conversation before. The conversation would repeat itself time and time again, because Tali did not live up to his father's expectations of what a man should do or look like.

“Well, we need to put some meat on your bones, for one thing.” Talon shook his head and sighed. “You spend so much time cooped in that library. You don't joust. You don't hunt. You can barely lift a sword. What can you do?”

“I can read and write.” Tali said. “I'm intelligent. With all the things I've learned from books, I can outsmart my enemies without having to fight them. I am in tune with my emotions.” Tali pinched his fingers and pretended to meditate. “And I can lift a sword ...” He muttered under his breath.

“My son, I merely meant ...”

Talon entered the room and sat on the side of Tali's bed. Tali hated these moments. The moments when his father tried to be gentle and understanding. Tali would like to appreciate it, but his father was so blunt and heavy-handed, whenever he tried to be gentle it came across as more patronizing.

“I do not wish to see my only successor foiled by his own weakness. My son, can the people see your brain? Can they see your heart?”

Tali raised his hand to say something.

“Don't answer. I will tell you. No, they can not.” Talon said. “When they look at you, they will only be able to see your face and your body. Your face must be determined and resolute, your body chiseled and scarred. The people will not accept a king who cannot show his strength.”

Tali turned away from his father, towards the window. “Strength is something more than physical ...”

“What?”

“Nothing.” Tali narrowed his eyes. His father and his father's knights didn't understand anything which didn't come from the edge of a sword or the bolt of an arrow. They were all so obsessed with masculinity and competitions.

“Hmm. Very well. Come! The men are waiting for us.” Talon rose from the bed, giving Tali a pat on the shoulder as they entered the hallway to be greeted by a circle of men in armor. The knights were talking amongst themselves, but stopped dead when they saw Tali.

“Hey, Tali!” A knight said. “Good of you to finally join us.”

“Yeah.” Another one said. “What took you so long? You strain an elbow lifting scrolls or something?” The other knights burst out into laughter at this mean-spirited quip.

Tali took in a deep breath. “You could stand to lift one or two yourself ...”

“Hey ...” The knight gripped the pommel of his sword, edging towards Tali. “What's that supposed to mean?”

“Enough!” Talon said. “Tempting as it given his small size, please refrain from belittling my son. The Goddess Celestia will be here soon, and I want her visit to be as perfect and pleasant as possible.” Tali wished he could appreciate his father defending him, but it was all about the politics. After all, being a favorable host to a goddess was sure to come with its own favors, wasn't it?

Talon locked eyes with each knight in turn, daring one of them to make a sarcastic comment and suffer the king's wrath for it. “Understood? Good. Come!” Talon swept his hand and gestured for them to follow him into the next room over, a foyer which they would greet Celestia in.

“Celestia and her company should be arriving any minute now ...” Talon informed the knights as they formed a line behind them, acting as the welcoming committee.

A serf entered the room.

“Announcing … the Goddess Celestia and her loyal servant, Twilight Sparkle!” The serf moved off to the side, allowing the guests to enter the room.

Celestia was an 8-foot tall juggernaut of a woman. She wore a sleeveless Greek robe with laurels around her neck. Her hair flowed freely. From her hips to her legs, it was like someone had simply taken a woman's torso and put it atop a moving vase. And what a torso it was, being large, bulky, and having enormous . . . tracts of land. Her tall height made for a generous view of said tracts. Her face was the pinnacle of beauty, enhanced by the presence of a light eyeshadow and two colors of lipstick. Black for her bottom lip, a vibrant red for the top.

Her aid, Twilight Sparkle was more conservative. She was wearing a green, Oriental robe with a gold headdress. She had eyeshadow, white paint covering her face, and lipstick, but it was all subdued, working as a mask for her face.

Tali noticed a contrast between; Celestia, smiling, arms and cleavage exposed, was a wild woman while Twilight, arms neatly folded into her sleeves and her face motionless, was a professional in control. He found himself smitten by Celestia.

“Celestia, Your Majesty.” Talon stretched his arms out and greeted Celestia. “Welcome to our humble kingdom of Maretonia. I am King Talon. These are my best knights, here to greet you.” King Talon began introducing each knight in turn, listing their names and accomplishments.

Through the entire introduction, Celestia's eyes were locked onto Tali. Tali noticed this and shuffled on his feet. He was confused. Of all the buff, rugged men, not least of all his own father, Celestia decided to pay attention to him? He was perhaps the smallest and weakest male in the room, if not the weakest person. He blushed, realizing Celestia was looking at him in spite of this.

“Aww, look.” One of the knights said under his breath. “I think Tali has a crush on the Goddess.”

“I do not.” Tali said.

“Uh-huh. Sure.” The knight said, nodding his head and making it clear he didn't believe Tali at all.

“And this is -” Talon gestured.

“Sir Garth.” The knight introduced himself, the same one who mocked Tali earlier. He was a brunette with a full line of hair around his face and a strong chin. “I will tell you my tale, My Lady. I once made an impossible shot with a javelin, killing a flying dragon in the dead of night.”

Celestia raised her hand to cover her mouth as she yawned. Tali, in his many reading sessions, had come across a scroll which explained the sleep requirements of gods How much sleep they needed and indeed, whether they slept at all depended on what kind of god they were. Gods of sleep, of the mind, and of dreams tended to need more sleep than gods of war or beauty. So her yawning was showing disinterest in Sir Garth's story.

Tali became curious as to whether Garth would pick up on the hint. He did not appear to, continuing on with his story.

“I wish he wouldn't exaggerate this story so much.” Tali whispered. “It was a crocodile with shadows making it look it had wings.” Granted, taking down a crocodile by one's lonesome, much less at night, was an impressive feat, but nowhere near the Herculean task of slaying a dragon Garth played it off as.

“Ah, you're just jealous because you've never caught anything with a spear.” A knight said, patting Tali on the back. With Tali's small frame and the knight's strong hand, it was enough for Tali to stumble over, bumping into another knight, who stumbled into another knight, who stumbled into another knight, who ended the chain by stumbling into King Talon, who remained upright. Talon growled and glared his shoulder at the knights, who righted themselves and went back to their positions.

Garth noticed the interruption and continued on with his story. He finished and returned to the group.

“And this ...” Talon pointed to the last knight. “This is – this is … what was your name again?”

“We call him Patsy.” Garth said.

“My name is Patrick.” Patsy said.

“Well, what should I call you?” Celestia asked. “Patsy or Patrick?”

“Uh ...” Patsy stammered. Tali was not the only one who appeared smitten by Celestia, it seemed.
Talon glared at Patsy, displeased with him stuttering in the presence of the Goddess.

“Whatever you want.” Patsy said, trying to avoid Talon's wrath. Talon nodded, approving of his answer.

Tali noticed his father had left him out of the introductions and was unsurprised. He resigned himself to accept the fact. Of course his father wouldn't think it worth the time to bring Tali to the attention of a goddess. Celestia wouldn't learn his name unless she asked, which she wouldn't, as he was inconsequential to a goddess such as herself. It shouldn't have bothered him, as Celestia would have little to do with him, but still, Tali would appreciate if she at least knew what his name was. He prepared to accept she wouldn't until ...

“Excuse me, King Talon.” Celestia said. “But I couldn't help but notice you didn't introduce me to this handsome young man.” She pointed at Tali.

“I wouldn't call you handsome.” Garth quipped, earning a scornful glare from Tali.

“Oh, I didn't?” Talon said. “Oh, well … that is Prince Tali. He is my son.”

“I see.” Celestia tilted her head, putting knuckles to her chin. “And what does he do?”

“What does he do?” Talon said, his eyes widening as he realized he had no good answer to give Celestia. “He, uh, he, uh, he … he … he has gentle hands. Yes, that's it.”

“Gentle hands?” Celestia smiled and raised an eyebrow. “I like a man with … gentle hands.”

Tali was unsure why, but the way Celestia said those words sent a shiver up his spine.

“Uh, sure.” Talon said, eager to agree with the Goddess, even if he didn't understand what she meant. A man with hands too gentle to hold a spear was no man at all, as far as he was concerned, but he wasn't going to voice a different opinion to a goddess's face.

“That's odd ...” Talon looked around the room. “Surely Discord should be here by now.”

As if waiting for Talon to say something, an explosion of smoke and fire appeared under Talon's cape, exposing his tuchis to an uncomfortable heat and setting his cape aflame. He ran around the room, the cape flapping behind him. The knights hopped into action, chasing their king and trying to get him to stop, drop, and roll.

The smoke and ashes from the explosion coalesced and coiled around, forming into the shape of a man. The ashes became solid and gained color, forming a wrinkly but handsome old man wearing an orange shirt and a purple suit with a matching hat. He held a staff in one hand. Discord.

“Here I am!” Discord announced. He idly examined Talon in the corner, his knights having managed to put out the flames and salvage what they could of the scorched cape. Talon tried to remain cordial, but his expression betrayed his anger.

Celestia fought back a giggle. “As amusing as that was, Discord, don't think I'm going to let you get away with misbehaving for the rest of the trip.”

“Who? Moi?” Discord drew back, feigning shock. “Perish the thought.”

“Well ...” Talon ground his teeth, trying to bite back a swear word or a dozen. “Now that Discord is here, Your Majesty, perhaps you would be willing to join my knights and I for some wine or mead of your choice?”

“That sounds lovely, Talon.” Celestia said. “Shall we, Twilight Sparkle?”

Twilight Sparkle bowed her head.

“Excellent.” Talon clapped his hands and led the knights, Discord, and Twilight out of the room.

“Hey.” Patsy stopped. “You coming, Tali?”

Tali crossed his arms. He was still smarting and sore from some of the remarks tossed his way over the last several minutes. Tali taught himself to be subtle when attempting to express his displeasure at the knights' antics. They tended not to react well when he criticized their jokes. “No, thank you. I don't think I will.”

“Okay.” Patsy seemed confused by this, lingering by the door, but he joined the others.

Tali was taken aback by the speed which Celestia moved to the door and slammed it shut.

“Finally.” Celestia said, turning from the door to him. “I was beginning to think we would never have a minute alone.”

“A … lone?” Tali said, his brain being slow to process the situation unfolding around him.

I'm … alone. Tali realized. I'm alone, in a room … with a goddess. Tali began to shiver and quake. If she wanted to, Celestia could reduce to him a smoldering smear on the floor.

Tali remained frightened and fearful as Celestia turned her whole body towards him. She was wearing a smile, those half-color lips stretched in a bright, shining way.

“Please, Your Majesty, have mercy on my soul.” Tali took a step backwards, getting down to kneel.

“Mercy? Tali, I'm not going to hurt you.” Celestia walked towards him.

“You're not?”

“No. Please. Stand up.” Celestia said. Tali did as she asked.

“You are quite handsome, Tali.” Celestia said, pacing in circles around him.

“Handsome?” Tali blushed, feeling intimated as Celestia's large shadow passed over him. “I'm not handsome. The other knights are handsome.”

“The other knights are all obsessed with proving how tough they are.” Celestia gave a dismissive flick of her hand. She stood behind Tali and rubbed his shoulders. “You're different, Tali. You're soft. You're quiet. And if I know people half as well as I think I do, I'd be willing to bet you're thoughtful as well.”

Tali hoped it wasn't blasphemy and heresy to do so, but he moved away from Celestia. “R-really? You think I'm … thoughtful?”

Celestia nodded. “Mm-hmm. I'd bet on it.”

Tali didn't know how to respond. What did the rules of social etiquette say is the correct response to being given a compliment by a god? Tali wondered if there was a book on the subject, and if not, if he could be the one to write it.

Tali's mind had wrapped itself around the simple response of saying “thank you” when something bizarre happened. Without a drop of water anywhere in the room, a wet stain appeared in the front of Celestia's dress, right onto where her breasts were. Another stain soon appeared, followed by another, and another.

“Oh my.” Celestia said, swiveling her waist to make her breasts jiggle as the dress became soaked and clung to her chest, the cloth turning translucent and allowing Tali to examine her chest. Tali blushed at the intimate sight and turned his head away.

“I seem to have sprung a leak.” The dress became wetter and wetter, clinging to Celestia's breasts until the dress became too soaked to hold on and ripped in places, exposing patches of skin and the foremost, most intimate, most private part of a woman's breast, where the milk ducts were located.

Now with the tips exposed, one drop of milk from each breast leaked out and hit the floor, creating small puddles on the tile. Tali's eyes focused on the liquid as they fell.

“Have you ever experienced lactating breasts, Tali?” Celestia laughed. “Ha! No, I suppose you wouldn't have, being a man. Let me tell you, the pressure in these is just awful.” Celestia wrapped her arms around her breasts. “If only there were someway to relieve it … if only there was someone here who could help relieve such pressure!”

Tali gulped. She didn't mean … ?

“But it couldn't be just anyone.” Celestia said, making dramatic gestures as she explained her woes. She feigned a swoon. “It would have to be someone who understood how to handle a lady's chest. Someone whose touch is delicate and not rough. It would need to be a gentleman. A gentleman with ...” Celestia flashed Tali a smile. “Gentle hands.”

Tali shivered and shuddered, for a variety of reasons. There was the arousal from seeing Celestia's huge patches of land laid so bare. There was the fear from gazing onto a celestial being's private parts. Tali read stories where jealous, petty gods would smite mortals for daring to so much as gaze at the face of their wife. And of course, one mustn't forget the taboo of the whole situation.

Tali took a cautious step forward. To do … what Celestia was asking him to do seemed a heretical, crazy idea borne from the mind of a lunatic. Yet, Celestia had said in all but clear terms she wanted him to do this.

Another fear gripped Tali; suppose he were to reach up and squeeze Celestia's breast as she implied she wanted. The size of her huge tracts of land made Tali think there would be so much milk in them, one squeeze would be enough to flood the room and bury the floor under a blanket of milk. Or did the milk work in such a manner? He was no expert on a mortal woman's anatomy, let alone a goddess.

“Yes, that's it.” Celestia encouraged him. “Come here … come closer. I won't bite. That comes later.” Celestia smiled and wiggled her brow.

With her encouragement, Tali edged further towards her. It was breathtaking to be so close to her bare breasts. To be only a step or two away from her leaking fountains …

Celestia said nothing more, trusting Tali would come closer on his own.

Tali looked up at Celestia, as if he were trying to ask “Are you sure you want me do this?” He moved closer and wondered if this was a test of some kind. Examining the milk droplets, Tali crouched down and reached a finger toward them. Perhaps they could offer some kind of warning if he tasted them, such as if it was perhaps poison.

“Ooh, you're ever sweeter than I thought.” Celestia said. “Most of the men I've met would sooner shoot themselves with an arrow before they would kneel at the feet of a woman, for any reason. You have proven yourself worthy of my time, Tali. Please, stand. There's no need for you to drink my milk off the floor … flattered though I may be.”

Tali stood up, again awed at the sight of Celestia's large breasts up so close.

“Come.” Celestia clutched at her breasts. “It's here for you to enjoy.”

Tali looked up at Celestia again. He hesitated, remembering she was a goddess, but seeing her warm smile from her two-tone lips reassured him. An instant before he was to put his hand on her breasts, the door to the room swung open.

“Oh, rats.” Celestia said. “I had hoped for us to be further along before they returned …” Tali watched as time itself appeared to unwind and reverse around Celestia's breasts. The drops on the floor floated into the air and inserted themselves back into Celestia's tips. Her dress begun to repair itself, the holes sewing themselves up and the dress going from soaked wet to bone-dry in a matter of seconds.

“Your Majesty?” King Talon asked, flanked by Discord and Twilight. “Are you not joining us?”

“Yes.” Celestia said without missing a beat. “I am. I needed a minute.” Celestia walked up to join the three of them.

“The servants will be putting out food at this time.” Talon said. “I recommend we have our mead at the dining table.”

Celestia nodded. “Very well.”

Through Talon's and Celestia's conversation, Discord had been sniffing the air. “That's odd … does anyone else smell … what seems to be milk and time-altering magic? But the only thing I know of that leaves that smell is … Celestia!” Discord adopted a smirk and wagged his finger. “You're not up to your old tricks again, are you?”

“I don't know what you're talking about.” Celestia said. “Shall we dine?”

Discord gave Tali a glare. Tali didn't how to take it. It seemed to be a judgmental one, but also had an element of … caring to it. Discord and caring, in his experience, did not mix. “We shall.” Discord said.

“Come along, son.” Talon gestured for Tali to follow. “You'll be excused from not participating with mead, but not from lunch.”

“I'll be right there, father.”

Talon, Twilight, Discord, and Celestia walked through the door. After the rest of them were in the hallway, Celestia stopped and looked back to Tali. Tali thought of what Celestia did when they were alone a minute ago and blushed, his knees quavering.

Celestia did nothing so … explicit this time. Instead, she put one leg forward as if posing for a painting. She put one hand over her thigh and leaned forward, offering Tali a view of her cleavage. Celestia closed her eyes, put a hand to her lips, and blew him a kiss. She winked at him and waved before joining the others in the hall.

Tali remained still, frozen to his spot. He was still overwhelmed. Celestia … the Goddess Celestia, who Tali was sure could have any man she wanted, tried to seduce him. Though her efforts to seduce him were interrupted, still she flirted with him, blowing a kiss and winking.

There was a whoosh of wind through the room. Tali reeled back, feeling as though he'd been punched in stomach. There was a light smack, a quiet pop, and Tali experienced a brief sensation of thick, moist lips on his cheeks before the sensation went away. Somehow, he knew the lips he felt were Celestia's.

Following the unexplained wind was an unexplained flash of light. A floating mirror appeared in front of Tali, giving him the chance to see his face. A deep, dark kiss mark appeared on his cheek. Red and black, matching Celestia's lips.

Celestia had made her blown kiss take physical form. Tali supposed as a goddess, she could do this sort of thing.

“Oh, you got a little something on your cheek. Let me get that for you, buddy.” Discord's arm appeared over Tali's shoulder, taking a wipe to his cheek and scrubbing the kiss mark off. The mirror dissipated. Tali turned around to see Discord's arm floating in the air before the rest of his body materialized around it.

“Now, listen to me.” Discord said. “I know what happened in here. Celestia may have cleaned the milk up, but she can't hide the smell of milk and time travel together. I know you must be feeling special right about now. After all, you attracted the attention of Celestia, a Goddess! Who else could have done that?”

Discord put his hands together, stars appearing in his eyes. He reached into his eyes and plucked the stars out, flicking them away. The stars made a ping before dissipating when they hit the wall.

“Well, I'm here to break the bad news to you, buddy. You're not the first. Far from it, in fact. She flirts with cute boys all the time. Do you know she even has a little collection? I know I'm the last person you would trust, but take my advice on this one; do not pursue her. It will only end in heartbreak.”

Discord snapped his fingers and disappeared.

Tali stared at the floor, not sure what to think or how he should feel.

“But … I've never felt like this before.”

Seated at Talon's dinning room, Talon continued to try and curb favor from Celestia. Celestia continued to ignore him, making doe eyes at Tali from halfway across the table. Twilight Sparkle ate with a mechanical motion to her movements.

“As I'm sure you noticed on your way in, Your Majesty, Maretonia is home to fertile soil and bountiful gardens.” Talon waved a goblet of wine around. “There is plenty of fruit and vegetables for you to choose from, if you were so inclined ...” Talon said, dropping a subtle hint.

“Uh huh.” Celestia said, her eyes still on Tali.

Talon noticed Celestia didn't seem to appreciate his offer, but he went on. “As you've no doubt heard, my knights are excellent fighters and hunters. Of course, you heard that from the men themselves earlier, did you not?”

“It's true!” Garth flexed his muscles. “I did catch a dragon, after all.” Tali rolled his eyes.

“Uh-huh.” Celestia said.

Talon ignored Garth. “We can put on a wonderful jousting tournament for you the next time you visit. Or we can hunt down some mean from the finest creatures in the land. There's plenty of game to choose from.”

“Yeah.” Garth said. “Except for Tali. He'd rather poke paper with a pencil than stab an animal with a spear.”

Celestia frowned, giving Garth an unamused look. “That's nice.” Celestia reached down to the table and picked up a grape, the first piece of food she touched during the whole meal. “King Talon? Pardon me, but I can't help but notice your son is seated at the middle. As Prince, should he not be seated by you? By your side?”

“Er, well.” Talon stammered, looking at Tali with desperate eyes, as if hoping Tali would provide Talon something to answer Celestia with. It wouldn't reflect well if Celestia learned the real reason – the reason being because Tali was so unlike what Talon wanted in a son, Talon preferred to sit next to the knights who were more like-minded.

“It's because Tali is so small, he can't handle the food portions meant for a prince.” Garth said, delivering a patronizing pat to Tali's back. “Isn't that right, Tali?” The other knights began to laugh and snicker.

“That was a good one, Garth!”

“Oh yes.” Celestia was not pleased at their heckling and showed. “Hilarious.”

Talon missed the reason why, and anything he guessed would be off the mark, but he picked up Celestia was upset by something. “Your Majesty, will you and Discord be leaving soon?”

“Oh, not just yet.” Discord said. He reached into his sleeve and pulled out a tied cloth, pulling out more and more in a magician trick. The cloth seemed to stretch on and on. “I need go pack a few things fist.” A briefcase materialized in the air next to Discord. Discord stuffed the endless cloth into the briefcase, an exercise which seemed futile. “I'll be back. Ciao!” Discord waved his hand and disappeared.

“I see.” Talon watched the empty seat Discord had left, suspecting Discord left a prank inside the chair's cushion. “Well, Your Majesty, if it pleases you, I have prepared a guest room you and your aide. You can use it while you wait for Discord's return.”

“That sounds lovely, Talon.” Celestia pushed herself up from the chair. “Thank you.”

“It is my pleasure.” Talon stood up. “Tali, accompany us, won't you?”

Tali grumbled, but stood up as well. He followed Talon as his father guided Celestia and Twilight to the guest room prepared for him.

“I do not how much about what a goddess requires, but you will find every toiletry used by mortals in here.” Talon opened the door for them. “I hope that will be sufficient.”

“It should. Thank you again, King Talon.” Celestia walked into the room. Twilight stood in the doorway, giving Talon and Tali a judgmental glare before closing the door. Talon waved and smiled at her.

When the door closed, Talon turned and grabbed his son by the shoulders.

“Aah! Father, what is this?”

“Tali, listen to me.” Talon said. “I have a plan. While Celestia and her aide think they are alone and can speak freely, you will go into another room and spy on them. Listen to what they say and learn of their habits. Tell me anything they say which we can use to curry favor from them.”

“Father, why is so important to you for us to get Celestia's favor?”

“I will have her favor, so that I may later call in a favor.” Talon said. “Can you imagine what she could do for our kingdom, for us, if we can win her over? We could enhance the farmers' production. We could build gleaming towers in the sky. Most importantly, we'd have a way to undo some of Discord's “changes” in an instant!” Talon shoved Tali to an adjacent door. “Now go!”

Tali stumbled. He looked back around to talk to Talon, but Talon was already halfway down the other side of the hall. Tali sighed and opened the door, going inside and climbing up a small ramp. The room was a thin hallway. Tali would bet it was made for the express purpose of spying on the guest room.

Coming to a dead end, Tali saw the back of a wooden frame with a small wood block on it. Tali slid the block on the wall, discovering two peepholes it was covering up. Tali guessed the entire frame was the back of a portrait hung up in the room.

Tali put his eyes to the peepholes and began his task. Celestia was lying across a purple couch while Twilight Sparkle was dragging her finger over a bookshelf while Celestia went on and on about Tali, to Tali's personal embarrassment.

“Prince Tali is quite the charmer.” Celestia asked.

“Mm-hmm.” Twilight said, agreeing with but not paying attention to what Celestia was saying. Twilight licked her finger, picked one book up, thumbed through it, put it back and repeated the process.

“He's cute, handsome … not to mention quiet, unlike all of those loud and rowdy knights..”
“Mm-hmm.”

Celestia sat upright. “I want him for my collection, Twilight.”

Well, Tali thought, at least now he knew Discord wasn't fabricating when he told Tali about the collection.

This had the effect of getting Twilight to stop what she was doing and give Celestia an answer other than solid agreement. She fumbled with the book in her hands, shoved it back on the shelf, and turned to Celestia. Twilight crossed her arms in an “X” formation and uncrossed. She spun in a circle before beating a fist against her heart two times.

“Then should the opportunity present itself, my goddess, I will do everything in my power to fetch Prince Tali for your collection. This, I vow.”

Celestia chuckled. “You're too good to me, Twilight Sparkle.”

Twilight bowed her head for Celestia's praise. “Thank you, Celestia. You are a generous goddess.”

Celestia smiled and made a welcoming gesture at Twilight. “Come here.”

Twilight approached her mistress. Celestia peeled down the sides of her dress, exposing her breasts, which begun to leak milk. Twilight wrapped arms around Celestia and put her mouth on the breast, drinking the milk. The milk splashed and dripped down her face.

Tali blushed. Feeling he shouldn't be privy to this moment of intimacy, Tali moved away from the portrait. From what he did see, though, he got the feeling ]Celestia and Twilight had done this before.

Twilight popped her mouth off. She giggled, wiping the milk off with her arm. “A very generous goddess.” Twilight looked around the room. “Hey … is it just me, or did that painting just blink?”

Uh oh. Tali thought. He was in deep trouble now.

Celestia pulled up the sides of her dress, covering herself. She regarded the painting for a moment and put a hand on Twilight. “Why don't go you check in on Discord? I'll deal with this.”

“Hmm.” Twilight's gaze lingered on the portrait as she left the room.

Celestia smiled and crossed her arms at the portrait. She blew a kiss in the portrait's direction and left the room.

Tali tried to calm down his beating heart. Celestia knew he was behind the portrait. He took in a deep breath and prepared to report back to his father when Celestia's air kiss once again took physical form – it was a different form this time, appearing as a glowing, disembodied pair of soft, pink lips.

Tali raised his eyebrow and reached for his sword. The disembodied lips rushed at him, planting themselves right onto his mouth before he could draw his weapon. They were so soft, smooth, and warm, but Tali decided he wasn't going to be seduced by it.

He reached up and grabbed at the pair of lips, trying to pry them off. He stumbled and banged his body against
the wall as he wrestled with it. This would make quite an interesting addition to the stories passed around by the knights.

“So what have you done?” One knight would ask.

“I took down a deer.” One would say.

“I took on a dragon.” Another would say.

And when they turned to Tali and asked what he did, he would say “I wrestled with a phantom kiss.”

Tali managed to pull the lips off and held them in his hand. The disembodied lips flapped and struggled in way which reminded Tali of a butterfly's wings. Tali drew his sword, let the … kiss fly free for a moment, and sliced his sword through it. The kiss was cut in half and turned into flower petals before fading into non-existence.

Tali left the small room and went back into the main hall, where Talon was waiting for him.

“Ah! You've returned.” Talon tapped his fingers. “Did you find out anything?”

Tali thought about telling his father what Celestia said about him. Of course, he realized Talon would use him if he knew, and Tali decided he didn't want to be used.

“No, father.” Tali said. “I did not.”

“Drat.” Talon pounded a fist into his palm. “I saw our guests leaving the room. They wouldn't have happened to reveal where they were going, did they?”

“Merely to check on Discord, Father.” Tali said.

“Hmph.” Talon flicked his cape and twirled around. “We're running out of time before both Celestia and Discord leave.” Talon sighed. He looked up in thought. “Perhaps if we … my son, have you heard the tales of Celestia's crown?”

“No, father, I haven't. What about it?”

“During the time of the Summit, Celestia leaves the crown in the protection of her Guardians, to prevent other gods from stealing it.” Talon said. “It is clear to me we will not gain her favor today, so either we wait until next year and try again … or perhaps we can steal her crown and blackmail a favor out from her in exchange for it.”

Tali raised his eyebrow, giving this idea for some thought.

Talon shook his head. “No, no. That's a ridiculous idea. No one has ever made it past her Guardians, and it would make her angry at us, rather than endear us to her. Come along, Tali.” Talon walked through the hall. “I suspect our guests will be leaving soon, and we should be there to see them off.”

Tali hurried up and followed behind his father, still thinking about Celestia's crown and how he might lay his hands on it.

Talon and Tali joined Celestia and Twilight at the docks while they waited for Discord to announce he was ready to depart. It occurred to Tali there was no real reason for them to wait at the docks, as Discord could teleport them to their destination.

Talon took to talking with Twilight, attempting to badger something he could use out from the silent woman. Twilight answered his questions with little more than positive nods or disapproving grunts.

Celestia stood on the edge of the harbor, hair blowing in the coastal wind. Tali thought about walking up to join her. He hesitated, but went through with it.

“Ah, Tali.” Celestia said. “Good of you to join me.”

“Y-yeah.” Tali kicked his foot out. He felt as though he should say something, but nothing worth saying came to mind.

A flash of light herald Discord's approach. “Hello, girls! I'm here. Let me just say goodbye to my dear friend, King Talon and I'll be right with you.” Discord pinched and pulled on Talon's ears. Talon grimaced, though Tali, Celestia, and even Twilight giggled.

Celestia breathed in the ocean air and sighed contentedly. She turned to Tali, and, knowing it would provoke Tali into peeking, she bent over slightly, allowing her godly breasts to hang.

Tali noticed and stared at her cleavage, becoming mesmerized. Staring into the gap of her cleavage was akin to staring down a bottomless pit. Where did it end? Did it ever? If he were to, say, drop a coin down her cleavage, would it become unrecoverable?

A chuckle from Celestia brought Tali out of his trance. “See something you like, Prince?”

Tali, realizing he had been oh-so-rudely staring, blushed and turned away. “N-no, Your Majesty.”

“Hmm. Sure you weren't. I'd bet this is one cave you would love to go spelunking in, isn't it?”

Tali's blush became redder and redder. “I-I don't know what you're talking about ...”

“Mmm.” Celestia smiled. She leaned in closer, getting their faces uncomfortably close together. Heat was radiating from her lips. Tali would think he had placed his head too close to a campfire. He started to sweat.

Celestia put a hand on his cheek, calming him somewhat. Then she put her other hand on his other cheek. Tali moaned. They were so warm and soft, Tali wanted his face to melt off his skull and slide into her hands for her to play with at her leisure. Celestia brought him close, giving him a much-desired kiss on the lips with her luscious, two-toned lips. There was so much heat radiating off them. Tali could swear his body was filling with hot air, getting him aroused.

Celestia broke the kiss off, still smiling at Tali. “Now, you watch yourself, Tali. Because this time, I will let you go. I do have a Summit to attend to after all, and whisking you away right under your father's nose might prove unwise ...” Celestia glanced over, where Discord was still harassing and occupying Talon. “As easy as it might be. But be warned. If I catch you in my sights, I won't let you escape next time. I will have you. I will seduce you and you ...”

Celestia groped Tali and rubbed him, making him moan.

“Will not be able to resist me.” Celestia said before moving her hand away. “Discord!” Celestia called. “Are you ready to leave now?”

“Huh? Oh yeah, yeah, sure ...” Discord said. He levitated over to Twilight and offered his hand. Twilight did seem too pleased, but took Discord's hand. Discord and Twilight walked over and Celestia took Discord's hand. The three of them walked to the edge of the pier before Discord's magic made them all disappear in a flash of light.

Talon moved to return to his castle, but he realized Tali wasn't with him. “Tali? Are you returning to the castle with me?”

“Y-yes, Father.” Tali stammered, standing still with his legs chattering, trying his best to curb the blistering-hot arousal Celestia left him with before he made any movement. “Please, give me a moment ...” Tali breathed in and out until his body temperature evened out and he joined his father on the rocks.

As they climbed their way up from the docks, Tali's mind wandered. “Father?”

“Yes?”

“Indulge me for a moment.” Tali said. “If I were somehow able to reach the Equestrian continent, make my way past the Guardians, and steal Celestia's crown … would you approve of me? Would you … be proud of me?”

Talon laughed. He placed his hands on Tali's shoulders. “Tali, if you were able to pull off such a feat, I would be prouder of you than ever. Prouder than any father ever was of his son. But come. Let's not distract ourselves with silly fantasies. We both know that will never happen so long as we live.”

“No, it wouldn't.” Tali said. He added, in a much quieter voice, “Then again, never is a long time … a lot can happen in a long time.”

A few hours later, Talon and Tali had separated. Talon was walking through the hallways when it occurred to him he hadn't lain eyes on Tali in some time.

“You there!” He said to a passing servant. “Have you seen Tali lately? I seemed to have missed him.”

“P-Prince Tali, Your Majesty?” The servant said, stuttering and stammering. “Er, no, I haven't ...”

Talon narrowed his eyes at him. “You're nervous. You're lying. Don't bother trying to deny it, I can tell. Now, I will spare you execution if you'll admit you've seen my son and where did you see him?”

The servant gulped. “He … he went to the docks. He ordered a ship be prepared for him with his horse, sword and shield, and supplies loaded onto it. When I asked where he was going, he informed he was sailing to Equestria to steal Celestia's crown. He-he told me you knew and approved ...” The servant pulled at his collar to let out some air.

“WHAT?” Talon went wide-eyed. “My son can't steal Celestia's crown! The Guardians will tear him in half! I want every knight loaded onto every ship and every ship to set sail to Equestria to bring him back THIS INSTANT!”

Talon's orders would be difficult to fulfill, as with the lead time, Tali's ship had already docked at Equestria. Tali left the ship and, after finding somewhere to rest his horse, Talos, went searching through the seaport town in search of more information about the Guardians. After all, to defeat his enemy, he must first know his enemy.

Finding a pub with open wooden doors, Tali adjusted his shoulders and pumped himself up. He charged into the door, swinging them wide open, to make a dramatic entrance so the patrons inside would pay attention to him.

None of them noticed his gesture.

“Huh.” Tali said. He walked around, examining the pub and its patrons. He went to the middle of the room and loudly cleared his throat, irritating the patrons, but nonetheless gaining their attention.

“Your attention, if you please!” Tali bowed. “I am Prince Tali of Maretonia.”

The patrons all broke into laughter.

“Yeah, right. A scrawny thing like you, a Prince?”

“Sure, and I'm the Goddess Celestia.”

“Tell us another one, why don't ya?”

Tali was upset by their heckling, but he went on. “I have traveled a long way, far, far away from my homeland. I have come to steal the Goddess Celestia's crown while she is at the Summit and claim for myself honor and glory.”

This proclamation gained him the attention and reverence more becoming of a Prince. The patrons all went dead quiet and put their drinks down, stopping whatever else they were doing before Tali came in.

One patron took off his hat. “You're a brave man to try that, Prince Tali. The best of us have tried the same thing and failed miserably.”

“Yeah. Brave and stupid.”

“What do you need from us, Prince?”

Tali felt emboldened by their admiration and spoke in a more assertive voice. “I need only what information I can get. My intent is to learn what I can from the attempts of others to defeat the Guardians. What mistakes did you make? How close did you come to claiming the crown? What are their weaknesses?”

“They have no weaknesses!” A muscular man cried. “They are not normal women.”

“Women? The Guardians are women?” Tali became fascinated by the idea. Talon and Garth had never discussed with him the idea of a woman who could fight – in fact, they went out of their way to discourage the idea.

“Women? Bah, they're not even human. They're not … mortals.” A patron said.

“Come. Sit.” A patron patted an empty barstool for Tali. Tali sat down next to her and another patron. She took a swig of her drink. “I've tried to steal the crown once.”

“All of us have tried.”

“And few of us try more than once.” Another patron said. “Those of us who return, anyway.”

Tali tensed up. “Return? What do you mean, return?”

“Some of us never made it back.” The patron said.

“What happened to them?”

“No one knows. The lot of us, well, we just assumed the Guardians killed them in pursuit of their duties. But who's to say? As we said, none of them ever back, so there's no witnesses witnesses to tell us what they do.”

“You'll a foolish, foolish boy.” A woman said, one with pink hair and a scar running around an eyepatch. She made it a point to bring Tali's attention to the eyepatch. “The Guardian I fought did this to me. Would that I could, I'd talk you out of it, but I know I can't. Celestia knows I didn't listen to the people who tried to talk me out of it ...”

“Now, the first thing you need to know ...” A patron came up and wrapped his arm around Tali's shoulder. “Is that the first Guardian you're going to face is going be a minotaur.”

“A minotaur?” Tali asked. “Body of a man, head of a bull?”

“Yeah. Well, body of a woman, anyway.”

“Now wait just a minute.” The pink-haired woman said. “That's not what happened. When I went to fight them, the first Guardian was a giant butterfly.”

Tali chuckled at the image.

“You laugh, boy, but there's nothing funny about a butterfly who rips apart the ground with fearsome gusts with every flap of her wings."

“When I fought her, she was a mermaid.” Another patron said. Soon, an argument broke out across the pub over the nature of the Guardian, whose story was correct and whose wasn't, whether the Guardian was a sheep, a bull, a frog – Tali thought he heard one say she was a plant.

“Enough!” Tali held his hand up and the crowd went into silence. He realized no useful information was going to come from these people. “Just … give me directions to where I can find them.”

“Just go north of here until you run into a deep forest.” A patron said. “The Guardian will be waiting for you there. If you really want the crown, you'll have to face her and beat her, and then go on deeper into the forest. You'll have to beat them one by one in a gauntlet. The crown's waiting for you in a cave after you beat the last one … or so people say.”

“Thank you.” Tali shook the patron's hand and concluded his business. He left the pub, retrieved his horse, and per the directions he'd been given, rode northbound.

After Tali left, the patrons went back to their own discussion.

“He's never gonna make it, is he?”

“No. He's a goner.”

"Let's wish him some good luck. After all, he's going to need it."

“Hang in there, Talos.” Tali rubbed the neck of his horse to assure him, as they had been trotting for some distance now. “I'm sure it can't be far now ...”

Tali was proven right. The forest came into view. It was, as said, large and dense, with enormous trees of greyish bark. Visible a long distance away, behind the forest, was the peak of a mountain. If his scrolls taught him anything, Tali would bet the mountain and the fact it was beyond the forest was of some significance.

Also visible in the front of the forest was a maiden. view. A cheerful, pleasant-looking …

Busty maiden. Given her leather apparel which made no effort to hide her bosom, she might be more a wench than a maiden. She stood amidst a pile of bushes, hiding her legs from view.

Tali made his horse walk to a few feet from her. “Hello, fair maiden.” He dismounted Talos. “May I approach you?”

“Hello, weary traveler!” The maiden waved him over with a smile, as if she'd been expecting him. She nodded. “You may.”

Tali looked around. There was no housing for miles, so where had she come from? “Pardon me, but are you lost? Surely a forest such as this is no place for a maiden as fair as yourself ...”

The maiden giggled. “Nooo, I'm not lost. Though I can see why you would think that. It's a common mistake.” She extended her hand. “I'm Fluttershy.”

Tali took the extended hand. “Prince Tali of Maretonia.”

“Oh!” Fluttershy's eyes widened. “A Prince!” She bowed, giving Tali a generous view of her swaying cleavage. While not quite as impressive as Celestia's (and could she be blamed for it? Celestia was a goddess) her breasts were a sight to behold.

“Had I known I would be visited by a Prince today, I might have worn something more fitting ...”

“It's alright.” Tali said. “I don't mind.”

Fluttershy regarded him with half-lidded eyes which made Tali uneasy, though he couldn't explain why. “May I ask what brings you here on this day, Prince Tali?”

“You may.” Tali said. “I have come to steal the crown of the Goddess Celestia, and claim fame and glory ...”

And maybe even love. He added in his head.

“Hmm. Is that so?” The smile Fluttershy had been wearing since Tali approached her disappeared. She put a finger to her chin. Tali could tell Fluttershy was thinking about something. The question is, what? What was she thinking about?

Fluttershy began to move her body from side-to-side, bringing a subtle sway to her breasts. Tali's eyes fell on them, something Fluttershy noticed.

“Do you like them?” Fluttershy asked, making Tali blushed.

Tali turned his head and lied. “I, uh, don't know what you're talking about.”

“Do you like staring at my breasts?” Fluttershy asked, giggling. “It's all right … you can stare. I don't mind. In fact, I kind of like it. It makes me feel so attractive ...” She swayed in place while pulling at the strings of her dress, making her huge breasts swing back and forth, further and further out, much like a pendulum would.

Tali, getting uncomfortable with the situation, took a step back.

“Oh, don't do that!” Fluttershy cried. “I said it was okay for you to stare ...”

Tali took another step back.

“Tali, listen to me. It is okay for you to stare.” Fluttershy said. “Can you do that for me? Would you listen to me?”

Tali nodded. While still uncomfortable, he wasn't one to say no to the request of a beautiful maiden. “Okay ...”

“Okay.” Fluttershy smiled at him. “Then listen carefully … it is okay for you to stare.”

“It is ...” Tali felt compelled to repeat after her. “It is okay for me to stare.”

“You like staring at my breasts.” Fluttershy said. “And you like listening to my voice, don't you?”

“I … like staring at your breasts.” Tali said.

“Yes. So why don't you just sit back, relax, stare and listen … stare and listen … stare … and … listen.” Fluttershy repeated. “Are you staring? Are you listening?”

“Y-Yes.” Tali nodded. Her voice was so soft and soothing, with a tinge of seductiveness to it Tali didn't pick up on until it was too late. Nor could he resist her cleavage in motion.

“Just listen to my voice … and stare at my breasts.” Fluttershy swung her breasts back and forth. “Focus on my voice … my soft, relaxing voice.”

“Your … soft, relaxing voice.” Tali repeated.

“Let my voice relax you. Let my breasts arouse you.”

“Let your … voice relax me. Let your … breasts arouse me.” Tali blinked, falling under her influence.

“My soft, relaxing voice and my big, beautiful breasts.”

“Soft relaxing voice and big beautiful breasts ...” Tali repeated.

Fluttershy giggled. “That's the spirit. You're going to relax now, Tali, okay?”

“O … kay.”

“Relax.” Flutteshy said. “Re … lax. Relaaaaaax … are you feeling relaxed? Are you feeling aroused?”

Tali nodded again. He relaxed and became aroused, as Fluttershy wanted. There was no resisting the sensory assault of her soft, soft voice and her shaking bust. The tension in his shoulders and his legs went out, causing him to stand loose-kneed, and his body temperature went up.

“Okay, now listen to me … you don't want to steal Celestia's crown.”

“I don't?”

“No. What you want to do is make me and my breasts happy, and stealing the crown won't be make me happy. In fact, it will me very unhappy. My and my breasts.” Fluttershy spoke as if her breasts were their own entity.

“But- but … I need to steal the crown to please my father.” Tali said.

“Oh, but that would make me and breasts unhappy.” Fluttershy clutched at the bottom of her breasts and kneaded them, rolling them around and jiggling them up and down. “And you don't want us to be unhappy, do you?”

“N-no.” Tali stammered. “I want … happy breasts. I want you and your breasts to be happy.”

“Good.” Fluttershy purred. “You know what would make me and my breasts really happy, Tali? Is if you would forget about stealing the crown, take your horse, and leave.”

Tali enthusiastically nodded his head. “Of course. I will leave for you. Think of me often, madam.”

Tali turned around, mounted his horse, and instructed Talos to ride off in the other direction, much to the horse's quiet bewilderment. Fluttershy dropped her breasts and giggled to herself as he rode away.

Tali was quite a ways away from the forest when a sudden discomfort occurred made hum hunch over.

“Ugh.” Tali groaned, rubbing his head. “What happened?” It felt as though as he had woken up with a hangover. He couldn't figure out why his head hurt so, until he recalled the fair maiden … and her bouncy, jiggling, hypnotic breasts.

“Fluttershy.” Tali growled. He jerked on the reins. “Come on, Talos, we're turning back around.”

Talos whinnied his approval and did as such, turning back and galloping at full speed to the forest – without his master's bidding.

Arriving at the forest, Tali dismounted Talos and drew his sword, marching up to confront Fluttershy.

“Oh dear.” Fluttershy seemed unamused at best by his return. “You're back.”

“Don't you play games with me, witch!” Tali pointed his sword at her. “You hypnotized me with your breasts to convince me to give up my quest! You put me under a curse of cleavage!”

Fluttershy rolled her eyes. “Fine. Yes. I admit. I have an enchanted bust which I used to hypnotize you. So what?”

“So what? So why?” Tali asked. “Why would you try to sabotage my quest?”

Fluttershy made fists and took an aggressive pose. “Because your quest is to steal Celestia's crown, which, as the first of her Guardians, I am swore to protect.”

“You ...” Tali lowered his sword. “You are a Guardian? After the tales I heard, I didn't expect you to be so … beautiful.”

“Thank you.”

Tali shook his head, refocusing and aiming his sword again. “But rest assured, I will not be distracted by you again!”

Fluttershy gave him a look of sadness. “I tried to be nice with you. To be soft and gentle. To convince you to turn away.” Fluttershy put her hands together in plea. “Please, won't you consider abandoning your quest now, before you get hurt?”

“No.” Tali would not be deterred.

“Is there anything I can say which will make you change your mind?”

Tali shook his head. “No. There isn't.”

Fluttershy sighed. “I was afraid you would say that.”

Fluttershy drew herself up from the bushes, and Tali's eyes widened in shock at the revelation of just why – and what - she was hiding in the bushes. Below her waist, where should have been a pair of thighs and legs, was instead an enormous snake tail of an earthy, muddy brown color with a wavy pattern. The color resembled swamp camouflage.

Tali reached back to draw his shield, but Fluttershy's tail shot out and constricted him before he could pull it out. The tail wrapped itself around his body, needing only three times to engulf every part of his body from the neck down. It squeezed his arm, preventing him from moving his sword.

Fluttershy lifted him up be face-to-face with him. She smiled at him while he struggled against her coils. It was no good. The struggling only made them tighter.

“Oh, Tali ...” Fluttershy said. “Didn't anyone teaching you struggling while bound only it makes worse?” She began to shimmy her hips again, swaying her breasts once more.

“Be that as it may, snake witch, I will not fall to your charms again!” Tali said, even though her jiggling breasts looked … so bouncy and … so beautiful.

“Based on what happened earlier, I know you like them.” Fluttershy said, presenting her breasts to him. “Why don't you give them a big, long slurp?” She jiggled them at his face.

Despite what he said earlier, Tali was again succumbing to her charms. He closed his eyes to resist the view, but it didn't help much. Fluttershy moved forward, rubbing her breasts onto his face. Tali yanked his head out, shuddering from his arousal. He lurched forward and stuck his tongue out, giving one breast the long slurp Fluttershy requested. They tasted so soft and stretchy.

Fluttershy chuckled. “Good boy.” She placed her hands on either side of his head and forced him to look up. Her eyes changed, turning from regular eyes to swirling spirals of muddy brown, amber, and earthy green colors. Tali's eyes soon reflected them, replicating the effect with a dimmer light.

“You like that, don't you?” Fluttershy asked. “You like looking at my eyes.”

“Y-yes.” Tali said.

“Hmm.” Seeing he was one-hundred percent under her thrall, Fluttershy decided to do something both risky and risque. “Have you ever been ... intimate with a woman before, Tali?”

“N-no.”

“Oh, I can't believe that.” Fluttershy rubbed his chin. “You're so cute and handsome. What woman wouldn't want you? It's okay. I'll guide you.” Confident Tali wouldn't muster the willpower to resist her spell and mount an escape attempt, Fluttershy slackened her coils and adjusted where they were on his body. “Put your sword up and pull your leggings down, and I will show you a pleasure you will never forget.”

Tali did so. He sheathed his sword. He bent over and grabbed the rim of his pants, undoing his belt and pulling it down.

“Your undergarments, too.”

Tali raised his eyebrow. Though in his hypnotized state, he couldn't object. He pulled down his undergarments, exposing his privates.

Fluttershy raised him up further, leaving him hanging in the air with his abdomen level to her mouth.

“Oh my.” Fluttershy licked her lips, revealing a forked tongue. “You have a very handsome … umm, equipment.”

Tali looked down at her with concern.

“Don't worry.” Fluttershy assured him. “I'll be gentle.” Fluttershy opened her mouth and took his equipment inside it. There was enough room in her leather tunic for her cleavage for her to smother his equipment without having to take her top off.

“Mmm ...” Fluttershy moaned, feeling his increasing arousal pulse inside her mouth. Tali moaned and moaned. He had never experienced anything like this before. It was beyond compare. The feeling of his equipment being rubbed against her soft, glorious breasts and her thin, snaky tongue … it was impossible to describe.

Making the experience even worse, or rather, better for him, Fluttershy looped her snake-tongue around and around his equipment, coiling it as much with her tongue as much as her tail was coiling her body. Fluttershy pulled and tugged with her tongue. Tali's moans get louder.

Fluttershy writhed her tail up and down his body, rubbing him and massaging him, causing his body to loosen up and relax. Between the combined forces of her tail, her tongue, and her breasts, Tali didn't last long. He felt as if he was going to explode.

“Aaah … aaaaah …. ooooh.” Tali closed his eyes, holding back his eventual orgasm, despite the pain it brought him.

Fluttershy continued to nurse him, loving the sensation of his throbs and sensing he was bound to orgasm soon. When his equipment continued pulsing without doing anything, Fluttershy grew frustrated. She popped her mouth off. “Tali, what's going on? Why aren't you …?”

“I-I don't want to hurt you.” Tali said.

“It'll be fine.” Fluttershy said. “This is what's supposed to happen. I want it, Tali.”

Tali turned away, making an nondescript noise of fear.

Fluttershy pulled her human half and cupped his head again, making Tali look as she made her eyes hypnotic swirls. “Tali, it's okay. I want it. Give it to me.” Those last words sounded more commanding than comforting.

“Okay.” Tali said.

“Good boy.” Fluttershy went back to nursing on his equipment. With Tali no longer holding it in, it took no time at all for his orgasm to happen.

“Oh, wow ...” Tali moaned. He had never felt pleasure such as this before! Fluttershy hadn't been lying. He felt so hot as he experienced his release.

“Mmm!” Fluttershy moaned lovingly, taking his orgasm in. Tali looked down and was amazed. Fluttershy was swallowing golf-ball lumps with no sign of stopping. And … he was the source of that? His body was providing the thing Fluttershy wanted and craved?

“Aaah!” Fluttershy exhaled as he finished releasing and she finished swallowing. “Virgins are always so tasty. It's a shame you can only enjoy them once … heh.”

Giving him back his decency, Fluttershy pulled his leggings back up and allowed him to redo his belt.

“Now, Tali.” Fluttershy held his head for a third time, blasting him with her hypnotic eyes. “You like my breasts, don't you? … No, you love them.”

“Yes … I love them.”

“How would you like to be inside them?” Fluttershy asked. “Deep inside them?”

“I … would … love that.” Tali said.

Fluttershy wrapped her arms around his body, slackening her coils even more. Lifting Tali up, Fluttershy brought his head to her cleavage and pushed him in … and pushed and pushed, until his head disappeared, buried under her mountains. She continued pushing him, getting his neck and shoulders inside as well.

“W-what?” Tali blinked. After a few minutes without the influence of Fluttershy's eyes or breasts, his mind begin to clear while his eyes returned to normal. “What's going on?” He looked around and tried to make sense of where he was. His body was wrapped up in something soft and squishy. Before him, he saw what appeared to be organs, with visible blood cells flowing back and forth and ventricles pulsating.

Tali squirmed around, trying to feel what the squishy gates clamped around his body were.

What in Tartarus? Tali thought as he realized where he was. It was some sort of digestion system. Fluttershy was trying to swallow him with her breasts!

Best put a stop to that. Tali was thankful he could still feel air around his body. Fluttershy's breasts hadn't consumed the entirety of his arm yet, so he still had a chance for a freedom.

Reaching around, Tali considered himself lucky he could reach his shield. He plucked it off his back and swung it around and could feel it hit something. Though muffled, he could hear Fluttershy yell in pain. Sliding his shield onto this arm, Tali reached out for the sides of her breasts for a grip and pushed himself out. Fluttershy was still reeling from the blow, rubbing her sore chin. Meanwhile, he was still stuck in her tail.

Fluttershy recovered and lurched forward. “You -!”

Thinking quickly, Tali smacked her in the chin with his shield for a second time. She screamed, and her tail lost all remaining slack, allowing Tali to jump out and take off running through the forest.

“Aagh!” Fluttershy massaged her chin. “Ow ow ow ...” She looked around and her eyes widened when she realized she'd lost her prey. “Come back here!” She got onto her tail and went slithering through the forest with surprising speed for a creature her size.

Tali kept running and running. Realizing Fluttershy would catch up before too long if he kept going in a straight line, he turned to the side and hid behind a tree, hoping it would provide give him cover while he tried to come up with a strategy for defeating the Guardian. His heart sank when he heard Fluttershy's slithering through the forest.

“I tried to be nice to you.” Fluttershy said. “I tried to be kind!”

“Kind?” Tali yelled back, not thinking of how it could give away his position. “How in the world do you consider trying to swallowing me up with your breasts to be kind?”

“Well, look at them!” Fluttershy said. “What straight, warm-blooded male WOULDN'T want to be swallowed by these!?”

Tali tried to think of a counter-argument. “Alright, yeah. That's a fair point.”

“Tali, we don't have to fight.” Fluttershy said, slithering along the path. “I know we have conflicting interests. You want to steal the crown, I want you to not steal the crown, but that doesn't mean we can't work something out! If you like, I could pleasure you again. All I ask is that you give up trying to steal Celestia's crown. What do you say?”

“I'm sorry, but that's not going to happen.” Tali said under his breath. “I have to do this. For my father.”

Tali looked over his shoulder, past the tree. Fluttershy was getting close to his position. Tali shook his fists and steeled himself. He drew his sword and checked to be sure his shield was tight on his arm.

Yelling with the roar of a wild man, he jumped out from the trees and charged at Fluttershy, his sword held high in the sky. Tali felt confident in himself and his ability to win.

Until Fluttershy smirked, grabbed the clasps of her tunic, and pulled her tunic inside-out, flashing Tali with her bare breasts. The sight startled Tali and brought him to a halt, giving Fluttershy ample time to shoot out her tail and lasso it around his waist. She pulled him over and stuffed his face into cleavage, wrapping her arms around him a tight hug.

Tali squirmed and flailed. He looked up at his captor. Which was a mistake, as she activated her hypnotic eyes, putting him under once more.

“I'm going to put in a post-hypnotic trigger in you.” Fluttershy told him, informing of this for a placebo effect; he had been told he would have a trigger put in, so he would believe he had a trigger put in. “When I or any other woman count “one, two, two and a half” and then snap fingers on both hands, you will pierce her, and then instantly release into her, and you won't stop until you successfully complete both steps.” Fluttershy leaned in close, putting her hypnotic eyes as close to his as physically possible. “Do you understand?”

“Yes.”

“Okay. Leggings down again, Tali.” Fluttershy commanded him, and he obeyed.

“One, two … two and a half.” Fluttershy snapped fingers on both hands. She took in a deep breath as he brought himself closer, covering his equipment with her own and taking him deep inside. She was moaning already as she pumped him in and out.

“Oh my, ooh, oh yes.” Fluttershy said. “Doesn't that feel good, Tali?” Tali could do little other than nod and return the favor, bringing himself inside of her before going back out again. “Yes, yes ...”

“Aaaah!” Tali moaned, wrapped in this carnal dance he was being hypnotized and forced into. And he loved every minute of it. “Ooooh ...”

“Mmm … mmm … mmm!” Fluttershy went on, her body undulating as the pleasure centers in her brain were stimulated.

“Guh.” Tali's mind went blank as he felt another orgasm soon to happen. Fluttershy could feel it, too.

“Don't fight it this time, Tali.” Fluttershy said. “Let it happen. Let it flow. Claim me.”

Tali, with his swirling from Fluttershy's hypnosis, nodded. He gave Fluttershy a pump with extra force, locking himself inside her just as his orgasm happened. Fluttershy was quite content to let him stay there.

Tali was overwhelmed by a dazed, groggy feeling like he was drunk. His body lodged into Fluttershy's as though he was metal and Fluttershy was a magnet.

As the release continued, Fluttershy's stomach began swelling up and bulging out, much to Tali's confusion. Did this happen to every woman in such a manner, or it was unique to her, given her biology?

“Oh.” Fluttershy said when his release was done. “Do you see that, Tali?” Fluttershy bent over and rubbed at her stomach. “You did that. And if you did it again, you could get me pregnant.” She whispered.

“P-pregnant?” Tali repeated. He thought his father and his knights were being chauvinists when they talked about the role of women in birth, but if he could impregnate a gorgeous woman like Fluttershy, he was sure to earn their respect … if they didn't mind the fact she was a snake from the waist down.

“Yes.” Fluttershy said. “You would have to stay here for a while, and it might take a few days, but you could do it … or you could leave, and it would give someone else the chance to impregnate me. To claim me the way you have.”

Tali felt a fury burn up inside of him. He – he had claimed her. He had made love to her. She was his mate now, belonging to nobody else … right? He couldn't stand the idea of him leaving and some other prince waltzing and sweeping her off her feet. Er, tail.

“What do you say? That does sound good?” Fluttershy whispered.

“Y-yes ...” A breathless Tali answered.

“That's lovely to hear.” Fluttershy said. She reached over. “Now, why don't you put down this stupid sword -”

Hearing talk in such a manner set Tali off, but in a different way than a minute ago. His anger and rage was so great, it gave him the strength to fight off her hypnosis. “My favorite uncle gave me this sword!” Lashing out in wrath, Tali gripped his sword and took a swing, slicing Fluttershy across the chest. Blood spilled out from the wound. Tali jumped down from her coils as an offended Fluttershy slithered away.

“Oh!” Fluttershy exclaimed in disbelief. She clutched at the wound, trying to keep pressure on it with her hands. “You … you … meanie! I've tried to be nice. I've tried to be kind. I've tried to be sweet and understanding. But now … you've left me with no choice but to get violent with you.”

“If you think hypnotizing me, being intimate with me, and trying to swallow me with your breasts is “kind” and “sweet,” I'd hate to see what your idea of violence looks like.” Tali said.

Tali ought to have kept his mouth shut and not tempted fate. Fluttershy, her massive chest wound seeming to not slow her down at all, shot her tail out and wrapped around the base of a tree trunk. With a mighty tug, Fluttershy uprooted the entire tree, lifting it out from the ground, and carried it in her tail.

Tali's eyes widened as the shadow of the tree fell over him. “Uh oh.” Tali ducked and rolled, barely getting out of the way in time before Fluttershy slammed the tree into the ground, trying to flatten him with it.

The tree blocked her view, so Fluttershy lifted the tree up again so she could see where he went. During this, Tali noticed while she was able to life the tree, the tree swayed. It was unbalanced.

Dodging another attempt to squash him, Tali rolled out of the way. He had an idea. Before Fluttershy lifted it up again, he jumped onto the tree, stabbing his sword deep into it to get a good grip.

Fluttershy lifted the tree up and was surprised when it was heavier than usual. She raised the tree up over her head to investigate, and was furious to see Tali had somehow stuck himself to it.

“Get off my tree!” Fluttershy shook the tree around, trying to throw Tali off. Tali yanked his sword out of the side and jumped to the topside of the sideways tree. He plunged his sword into the tree again, giving him a grip. He had to time this right, or it would be all for nothing. Letting the momentum build up, Tali removed his sword again and jumped onto the top of the nearest non-uprooted tree, clinging onto it for dear lift.

As Tali had planned, the momentum built up and Fluttershy couldn't keep a steady grip on the tree. To free herself from the unbalanced weight, she tossed it up into the air.

As the shadow of the tree loomed over her, Fluttershy realized her mistake.

“Oh no.” Fluttershy grimaced. She tried to dart out and slither away from under the falling tree, but it was too late; while she got some distance away, the tree fell onto her snake tail, pinning her and Tali would guess breaking a few bones in the process.

Tali climbed down from his tree and admired the results of his gambit. If so much as one thing had been off by a centimeter, he would be in Fluttershy's place right now.

Fluttershy squirmed, grunting and struggling under the weight of the tree. Fluttershy looked at him with big, pleading eyes, putting her hands together. “Tali, help me!”

“Fool me once, shame on you, fool me twice, shame on me.” Tali said. He wasn't falling for the “innocent maiden” routine a second time. He put his fingers in his mouth and whistled for his horse.

Talos made his entrance, galloping and jumping over the tree to where his master was. Tali mounted his horse and shook the reins, commanding to walk down the path.

Tali looked over his shoulder. The sight of Fluttershy's crushed breasts delightfully squishing against the ground made him pause and considered her offer for a compromise which involved more loving on each other.

Fluttershy tried to push herself up. The tree didn't move off, but it did budge, making Tali realize it wasn't going to keep her pinned forever. He switched Talos over to a gallop so they would be long gone by the time Fluttershy pushed the tree off.

Once they had put plenty of distance between themselves and Fluttershy, the reality of what he had done hit Tali.

He did it! He did it! Sure, it took him awhile, and he may have given into his lust a few times, but he did it! He had triumphed over the fabled and dreaded Guardian!

Now he just had to repeat the process five more times.

Author's Note

For what kind of story this is, I'm quite proud of the writing and worldbuilding in it.

There's some history behind this story. A friend of mine who enjoys my work shared a dream with me involving himself and Twilight's friends as seductive monsters. I wanted to see the idea realized as a story.

So, with his permission, I wrote it.

Slime Time

Tali and his horse made their way through the forest.

Tali, grimacing, looked behind him. “I wonder how long it will take Fluttershy to get free ...”

His horse whinnied, dismissing his complaint.

“Hmm.”

They continued on their path. Eventually, the forest and woods faded around them, the dirt underneath them being replaced by rocks and cobblestone. Tali grew concerned for Talon's well-being as the horse's hooves traveled over the disorganized stone piles, but Talon seemed undisturbed by the shift from dirt to rock.

“Wait.” Tali noticed something. He pulled on Talon's reins. “Stop here. The stones here look coarse enough for polishing.”

Talon did as told and Tali dismounted him. Tali walked over to a selection of brighter, grey rocks. He sat down among the stones and pulled out his sword. Stabbing it into the side of the had tarnished its edge. Tali picked a stone up and began scraping it against the side of his sword.

After making a few passes, he set his sword in his lap, putting the stone down. He looked up to the sky, thinking about when his uncle gave him this sword. He could still remember the day …

Tali, in his room, practiced another brush stroke on the sheet of papyrus laid out on his bed, doing his best to copy the penmanship of the scroll lying next to it. He moved the brush again, trying to replicate the feelings of the letter he was copying. How each brushstroke, each swipe of the author's pen, carried within it power and meaning. How the shape and size of the lettering itself spoke words and emotions, of pleas and questions, just as much as the words themselves.

“Tali!” Talon's voice thundered throughout the castle. “Tali! Where are you?”

“In my room, father!” Tali shouted, his attention still fixed on the scrolls as he attempted another brushstroke.

Talon came into the room, not bothering to knock and swinging the door wide open. He looked at his son, sitting on his bed with parchment, brushes, and a pot of ink.

“What are you doing?” Talon asked, marching up to the side of the bed. He glanced the content of the scrolls and put a hand over his forehead to hide from the reality. “Not more of that caligrey?”

“Calligraphy, father.” Tali corrected him. “And yes, I am.”

Talon groaned. “Is that why you asked to borrow the letter that the duke of the eastern province sent? So you could practice … calligraphy?”

“Yes, father, it is.” Tali answered. He curled up the letter and held it up for his father to see, buzzing with excitement. “Look, father. Look at the words the duke's messenger wrote. He has such a way with a pen. Do they not speak? The size, the shapes, the angles of the letters … why, it's almost as if, if I dare say, it was art. Every detail is important.”

Talon drummed his forehead. “Isn't the purpose of words to speak?” He grabbed the duke's letter, taking it from Tali's hand, and tossing it away, where it fluttered onto the bed. Tali looked down at the bed, knowing he had earned his father's disapproval.

“Calligraphy is no skill to be learned by a future king.” Talon said. “What good is it to know fourteen different ways to write a word, so long as least one of them is legible?”

Tali shrugged, tossing his hands in the air. “I guess you just don't appreciate art, father.”

Talon shook his head. “Never mind that. My brother is visiting.”

“Your brother?” Tali's head perked up. “Uncle Theo?”

Talon nodded. “Come. I am certain he would like to see you during his visit.”

“I would like to see him.” Tali swung his legs around and bounded off the bed.

Talon rolled his eyes. “I don't understand why two get along as well as you do.”

Perhaps because he doesn't belittle my interests nearly as much as you do. Tali thought, though he would never in a thousand years work up the nerve to say such a criticizing statement of his father out loud.

Talon led Tali down the hallway to where Uncle Theo was waiting for them. Theo was almost a mirror of Talon, though his hair and beard were more unkempt and a darker shade.

“Ah, brother!” Theo said, welcoming them with open arms. “It is good to see you again.” Theo walked up and embraced Talon in a hug. Talon rolled his eyes and grumbled quietly, annoyed with Theo's insistence on public displays of affection.

“How are your lands, brother?” Talon asked.

“Fine, fine.” Theo said.

Theo's eyes rolled towards Tali. “Ah, and Tali is here, too! Come here. It would be remiss of me not to pay attention to you.” Theo separated from Talon and scooped Tali up in a bear hug, lifting Tali off his feet. Tali, unlike his father, enjoyed Theo's affection and returned the hug.

Theo let Tali down and ruffled his head. “My, you've grown since I saw you last.”

“Yup!” Tali nodded. “A whole … three inches.” Tali shifted his foot, nervous. “Which, you know, isn't bad for … a whole year.”

“Tali? I don't understand. You seem upset about this. Why, if I could grow three inches every year, I could pluck apples from the trees without ladders in a few years' time. Care to explain to your dear old uncle?” Theo said.

“Well … it's just that my father has said that a king needs to stand tall, to stand proud. And they have to stand tall if they want to stand proud.”

Theo gave Talon an amused look. “I see.” Theo ruffled Tali's head again. “I'm sure you're just a late bloomer.”

Theo leaned down and whispered to Tali.

“And just between you and me, we could always get you a pair of stilts.” Theo winked, and Tali laughed at his suggestion.

“Enough jokes.” Talon said. “I would hope there is some reason behind your visit, Theo.”

“What?” Theo said. “Simply wanting to see my family isn't reason enough to visit?”

Talon made a noncommittal grumble, not answering Theo one way or another.

“That's so like you, Talon. Always so serious and businesslike.” Theo said. “But now that you mention, yes, I do have a reason for coming here. Tali, I have something I want to show you. Come. This way.”

Theo beckoned Tali to follow him. They went further down the hall. Talon followed them.

“Er, would you mind standing back for a moment, Talon?” Theo asked. “I want this to be a special moment between me and Tali.”

Talon nodded, raising his hands to show he could comply. He stepped backwards, moving far enough away from them to give them some space while still close enough to keep an eye on them.

Theo got down on one knee, bringing him closer to Tali's eye level. He reached into his cape and pulled out a sword, of moderate length with an ornate and decorated handle. He presented it to Tali, holding it up flatly and raising it up to Tali as if he was a lowly squire rather than the brother of a king.

“Here.” Theo said. “I want you to have this. I had my best, most talented smith forge it with only the best metals available in my lands, just for you.”

“Just for me?” Tali asked, overwhelmed with emotion as he took the sword from Theo's hands. This was a momentous occasion for him.

Tali pulled the sword out from its sheath and held it up. “Wow. It's almost an exact match for my measurements!”

“Indeed. I had my smith tailor it to your exact dimensions … barring a three-inch margin, of course.” Theo said with a cheeky wink. “I'm aware Talon has yet to see fit to give you a sword, so I thought it would make a nice gift for your birthday.”

“You're aware his birthday isn't until tomorrow, yes?” Talon asked.

Theo shrugged. “So it came a bit early.”

Tali sheathed the sword and held it close to him. “Thank you, Uncle Theo. I will value this possession to my olden years.”

Theo nodded and stood up. “I'm glad to hear that you like it, Tali.”

“Theo?”

Talon walked up to them, interceding himself between Tali and Theo. He shot Tali a glare before focusing on Theo. “If you two are done having a moment ...” He placed a hand on Theo's shoulder. “May I talk to you for a minute?”

“Sure, but whatever for?” Theo asked.

Talon spun Theo around, ushering him out of the room. “Let's just say there is a reason I've yet to give Tali his own sword.”
Talon wheeled Theo into an adjacent room. Despite knowing he probably shouldn't, as it was rude to eavesdrop, Tali followed behind them, placing himself on the edge of the door frame to listen in on their conversation.

“A sword?” Talon asked with outrage. “What were you thinking? Tali doesn't know what to do with a sword!”

“Perhaps that's because you haven't tried hard enough to teach him.” Theo said.

Talon grumbled and shook his head. “It's more than that. The boy is too … soft for his own good. He's frail and fragile. In some ways, he's more like a maid than a prince.”

“Well, at least when he succeeds you, you know he'll keep the throne room clean.” Theo said.

“This is no joking matter, Theo!” Talon said. “A king has to be strong. To be prepared to fight for his people against his enemies! How will he rule if he cannot abide by the rule of a sword?”

“Why, by the rule of law, I imagine.” Theo said.

“Why, just the other day, I took him and the knights out hunting. He drew his bow at deer, fired, and he missed! At his age, he should have the skills with a bow to shoot an animal in order to get food by now!”

“Perhaps he wanted to spare the deer. After all, it had done him no wrong, had it?”

Talon sighed. “Knowing Tali, that's definitely possible … still, what kind of king is not willing to kill for his country? For his people? For his men? What will the knights do when, once Tali has become king, he is unwilling to kill for food for them? It's a weakness.”

“On the contrary, I think mercy is an admirable quality in a king.” Theo said. “Perhaps, rather than hunt for the the knights, he'll tend a farm and raise potatoes and grapes.”

“Don't be ridiculous. I'm serious, Theo! How will he defeat his enemies if he's unwilling to take up arms against them?”

“Perhaps he'll defeat them with words instead of blades.” Theo said. “Don't underestimate the power of diplomacy, brother.”

Tali walked away from the door, having heard enough. He rested against the wall and sunk to his knees.

Theo and Talon were right.

I could have killed that deer. Tali thought to himself. But I didn't. I didn't want to. So I missed my shot on purpose. It didn't do anything to me. It … it was wrong to try and kill it.

Tali sighed to himself. He had a softer side to him than Talon and most of his knights did. Most days, he reasoned he was simply born without the bloodlust and masculine need to “prove” himself most of the knights had, and it was fine. He could get by by other means than hunting and fighting. But hearing Talon speak, it would make one think the moment Tali ascended to the throne, the entire kingdom would collapse in an instant.

Tali heard the clatter of moving armor. He looked up to see a few knights walking down the hall, sharing their exploits, and was overcome with a sense of dread when he saw who was he leading the pack – Garth. Garth was a respected knight who never missed out on the chance to heckle Tali for being a thinker instead of a doer, and a talker instead of a fighter.

“So there I was, facing down the wildebeest, when I grabbed my sword and – huh?” Garth said, seeing Tali in the hallway … with a sword.

“What's this?” Garth asked, bending down and picking up the sword.

Tali got to his feet, enraged. “Excuse me. That's mine.”

Garth raised an eyebrow, looking at Tali as if Tali were crazy. “Yours, huh?” Garth examined the sword, holding its handle up to his eye. “Hey guys, Tali has a sword, if you can believe it!”

The rest of the knights engaged in laughter.

“It is mine.” Tali said. He tried to take the sword back from Garth, but Garth lifted it up, playing keep-a-way. “My uncle Theo gave it to me just today.”

“Really?” Garth asked, still incredulous. “Your uncle gave you a sword?”

“Yes. It's an early birthday present. Now give it back!” Tali swiped at the sword, but Garth spun around, leaving Tali to stagger.

Tali balled up his fists, his anger overcoming him. “As the Prince of Maretonia, I demand you hand me back my sword now!” He pointed at the floor and stomped his foot.

Garth gave Tali a filthy glare. Tali had rarely, if ever, talked back to him, much less invoke his status as the king's son before, and doing so filled Garth with a sense of indignation. Soft-spoken, easily upset Tali, finding the nerve to raise his voice? Unthinkable.

“Since when did you grow a backbone?” Garth asked.

“What's going on out there?” Talon shouted from the other room.

Garth glared at Tali, who bore a smug smile. Even if Tali couldn't intimidate Garth, and he wasn't always on the best of terms with his father, there was no way Talon would tolerate Garth taking Tali's sword away from him, no matter how respected he was as a knight.

“Nothing.” Garth said, handing the sword back to Tali. Tali, understandably, was quick to snatch the sword away from Garth the minute it was within reach.

Talos prodded Tali's head with his nose, bringing him back to the present.

“Wha, hmm?” Tali asked, shaking his head and coming face-to-face with his horse. “Oh. I must have been daydreaming.” Tali rubbed his horse's nose to apologize. He scraped the rock along the sword, finishing his sharpening work before sheathing the sword and climbing up onto Talos, patting him to signal to the horse to move.

They continued their journey. Their trek through the forest was by and large boring and uneventful, with nothing of significance happening until a large, grey, steel building came into view.

Tali drew his horse closer to it,.

“What is this building?” Tali asked, looking up and being amazed. “It appears to be a fortress made of steel! But such a thing would be … impossible, wouldn't it?”

Tali commanded his horse to go nearer to the building. Approaching the steel construction, Tali found the entrance to the building, a wide, tall door, obviously meant to allow several persons entry at one time.

Tali climbed down from his horse.

“Wait here.” Tali instructed Talos. “We have no idea what could be lying in wait inside this building, and if something happens, I don't want you getting hurt.”

Talos snorted, dismissive of Tali's worries. He nonetheless obeyed the orders of his rider.

Tali went inside the building. It was a large complex, with iron crates and metallic pillars spread throughout the building. Some of the crates had their lids lifted off and laid down, revealing the crates were empty. It was a dim, but no so dim Tali couldn't see.

“What was this place?” Tali wondered.

Not taking any chances, Tali pulled out his sword and shield before making his way further through the building. As he ventured deeper, he became tense. He was expecting something to hop out from a hidden corner and frighten him. A mouse startling him by scurrying in front of him, a trap for him to trigger, or a monster jumping out from behind the corner. But nothing of the sort happened, which made him more worried and frightened. His tension rose. He knew there must be something in here, his sense of fear told him so, and for him to get as far he was without encountering anything made him more fearful of what it could end up being.

At least if a mouse were to cross his path, he could let go of some this tension by shouting in alarm.

Tali turned around, pointing his sword at the darkness to warn any would-be ambushers of his intent to fight and defend himself. Seeing nothing, he turned back towards the far end of the building. This time, he noticed racks for storing weapons on the wall. Perhaps this place was an armory.

Tali squeezed his way between two pillars. He halted, coming to face what he knew must have been the next one of the Guardians.

It was a woman. An attractive, shapely woman, with long, curled purple hair, long legs, and a bust around the same size as Fluttershy's. She wore a white dress, similar to Celestia's, though her's had golden trim on it. She herself looked normal, human, even.

But she resting on a bed of purple goo, a massive, round collection of gelatinous slime, which bobbed up and down with her movements. The mass was almost a perfect sphere, except for its bottom, which spread and flattened against the ground.

Observing the woman, Tali could see she was sound asleep, based on the sound of her heavy breathing and the way her chest was rising up and down. The slime rose and fell in time with her breaths.

Tali looked around the area. He could see the door leading out to the other end of the complex not too far behind the Guardian.

Tali put his shield and sword away. He believed if could sneak by the Guardian without waking her up, he could make it to the door and the other end without a fight.

Tiptoeing, Tali walked past the slime. As he passed by, his close proximity to it made him feel uncomfortable. It could wake up at any moment. Luckily, he was able to get by without disturbing it and reach the door.

Tali breathed a sigh of relief, wiping some sweat from his forehead. Congratulating himself in his head for a job well done, he grabbed the knob of the door and pulled.

The knob made an audible click.

Tali jumped back as a large tentacle made from the purple slime zoomed over his head and slammed the door, keeping it shut. Cowering in fear, he turned his attention back to the Guardian, where the tentacle was reaching from it.

The woman resting on top of the slime was waking up. Sitting up, she stretched out her arms and yawned, covering her mouth.

“You should have woken me up, darling.” The woman said, rubbing the sleep out of her eye. “It's unbecoming of a lady to let a guest exit her house without saying hello.”

“House?” Tali asked. “This is your house?”

“Mmm, it's where I reside during the Summit, at least.”

“So … what is it, really?” Tali asked. “This place, I mean.”

“It's a metal-reinforced barracks. Celestia's soldiers train and make their weapons here. They clear out when its time for the Summit, though, to make room for me. Oh! Where are my manners? I haven't properly introduced myself.”

The tentacle holding the door lifted off. Before Tali realized what was happening, the tentacle wrapped and coiled itself around his torso, coiling his body and lifting him up. The tentacle retracted into the slime, pulling him towards the Guardian.

The Guardian shifted on her slime bed slightly and turned towards Tali. “How do you do? I am Rarity. Who are you?”

“T-Tali.” Tali stuttered out. “Prince Tali of Maretonia.”

“Ooh, a Prince!” Rarity squealed. “Tell me, Tali, what's a cute prince like you doing all the way out here?”

“I come … in search of Celestia's crown.” Tali answered. “To prove myself.”

Rarity frowned. “Oh, is that so? And I was so looking forward to get to know you. I don't suppose there's anyway I could persuade you to leave without the crown?”

“My mind is made up.” Tali said. “I am determined. I will not be swayed from my course, and there is nothing you could say or do to convince me otherwise!”

“Really?” Rarity asked. She gave a dark, amused chuckle. “We'll see about that. You see, I have this special ability … it's something I'm quite proud of, actually. You see, I can extract the truth of a man's being from any man. I could tell you things about you that you don't know about yourself.”

The tentacle holding Tali moved him around to the other side of the slime. The slime coiled tighter around Tali, wrapping him in more layers and slowly reaching towards the lower half of his body.

“Now, let's find out if you're really a prince, hmm?” Rarity asked, raising an eyebrow in amusement as she crossed her arms.

The tip of the tentacle holding Tali raised up and slinked further down. It proceeded to undo Tali's the ties on Tali's pants, pulling them down, as well as his undergarments, exposing his equipment.

The tentacle proceeded to enveloped Tali's equipment. Tali grunted when the tentacle began to suckle.

“Hmm … let's see.” Rarity tapped a finger to her chin as her tendril suckled Tali. “Royal blood, so you weren't lying about being a prince … young man, eager to prove himself … oh! Not on the best of terms with your father, are you?” Rarity asked knowingly.

“N-no.” Tali admitted, shifting uncomfortably as the tentacle continued to suckle him.

“And in desperate need of a woman's touch … in more ways than one, and not all of them sexual … and a mother's guidance.”

Rarity's tone turned solemn. Rarity looked at Tali, genuine sympathy showing in her waving eyes.

“He blames you, doesn't he?” Rarity asked. “Your father blames you … for her. That's why you're not on the best of terms. That's why you feel that no matter what you do, he'll always feel a sense of distance to you.”

Tali turned away, remaining silent. He grew eager to change the subject. “Hey, could I ask you a question?”

Rarity chuckled. “If you like, though I am under no obligation to answer.”

“Where did you get the dress? It's almost like Celestia's, but her servant was wearing something completely different when they visited Maretonia ...”

“Oh, this?” Rarity gestured at her dress. “Don't you know? Equestria has one of the highest import-export rates of any country. We get plenty of foreign materials and cloths with which to customize our personal appearance to our preferences.”

“Hmm.” Tali said. He was somewhat envious of Equestria's prosperity and its freedom. Even if Maretonia could afford to import at the same rate Equestria could, Talon would never allow Tali to dress up as anything other than what Talon thought a prince 'should' dress as.

“Hmmph!” Tali grunted, Rarity's suckling tentacle having an effect on him. His masculine parts began to … secrete.

Rarity laughed. “Oh ho ho ho! You're so easy!” Another tentacle, thinner, raised up beside Rarity. Rarity took the tip of the thinner tentacle into her mouth, as the slime redirected Tali's secretions, siphoning off from the receptacle tentacle on Tali and making them flow through the thinner tentacle. The thinner tentacle vibrated, spraying Tali's secretion into Rarity's mouth.

Tali was a bit unnerved and put out at his intimate bodily fluids … being drank through a slimy straw.

“Mmm.” Rarity moaned as she parted from the thinner tentacle. “I want to take you home with me ...” She gazed him with lustful, making a coquettish pose while flicking her hand through her hair.

“That's, um, very flattering.” Tali said. “But could you let me go so I can go get the crown?”

The look of seduction on Rarity's face was replaced with one of bemusement. “You're determined do that, aren't you?”

“Yes. I'm afraid so. I'm disappointed, too, for what it's worth. You're quite lovely … but I will not be dissuaded from my course of action.”

“You know I can't simply just let you go and steal the crown ...” Rarity tapped her chin. “I know. How about a game? A wager, if you will.” Rarity's bottom half sprouted another tentacle, which reached over a corner and pulled out an hourglass.

“The rules are simple.” Rarity said, taking the hourglass into her human hands. “You try to flee from me while the hourglass counts down. I will chase you down and try to make you orgasm. If you can flee from me, and resist orgasming, for fifteen minutes, I will let you pass through that door.” Rarity pointed to the door.

“Uh … this doesn't sound like a very, uh, nuanced game.”

Rarity seemed to not hear Tali's concern. “Ready? Begin!” Rarity turned the hourglass over in her hands, the sand trickling down from the top half to the bottom. She pulled Tali's leggings up before using her tentacle to gently set him on the ground.

Tali stood there for a minute, perplexed.

“Run!” Rarity instructed him, a smile on her face.

Tali did so, turning around and running through the pillars he had entered the room in. Rarity chased after him, the slime moving at her command, bouncing and reshaping itself to allow her better movement through all the different parts of the barracks.

Tali ran and ran, huffing and panting as he put as much distance as he could between himself and Rarity.

Rarity rose up, her slime half having to squeeze through the two close-together pillars. But she eventually emerged on the other side and saw Tali's fleeting form. Rarity launched a tentacle at him, wrapping it around his torso with little effort.

“Got'cha.” Rarity teased him, bringing Tali to face her.

Tali writhed in the tentacle's grasp. Discovering he had freedom of movement, as the tentacle's hold wasn't too tight, he reached over and drew his sword. He slashed it through the tentacle, hacking it off and allowing him to fall to the ground. The droplets of slime fell with him.

“Oh, now that was just rude.” Rarity complained.

Tali got to his feet and resumed running away. Rarity continued her pursuit of him, the slime wiggling as Rarity made it move faster than before.

Tali was able to elude Rarity, running into an area which had several support pillars close together. Tali looked over his shoulder to see how close Rarity was. The fact he couldn't see her was something Tali hoped was a good sign he was outrunning her, but it could have been an omen of her taking another route and trying to blindside him, rather than keep up with his pace.

Thinking he was safe, at least for a moment, Tali paused and thought about his strategy. He couldn't keep running forever.

He drew his sword and banged it against a pillar, hoping to topple it over. His sword was thrown back, but he hit it again. Again and again he struck, hoping to strike at some weakness, some structural failure point in the construction which would cause the whole thing to come tumbling down. But he had no such luck. Blow after fruitless blow he struck, yet still the pillar not did fall. It was built too sturdy.

Tali put his sword and pressed his hand against the pillar. He wrapped his arms around it and leaped up, trying to climb it and get to the rafters. Though it was difficult to get a solid, steady grip on its clean, even surface, Tali eventually managed to climb a good height which managed to help him avoid Rarity's notice as she passed by the pillars, not thinking to look up.

Climbing up further, Tali managed to reach the top. He reached over to one of the rafters and grabbed it, but the rafter proved far less sturdy than the pillar, creaking before it cracked into pieces, making Tali lose his grip and dropping him to the floor. He landed to the bottom with a clang, his shield on his back absorbing most of the impact, lucky him. But the noise was going to attract Rarity. Giving up on the idea of climbing, he got to his feet and backed away from the pillar.

“Hmm.” Tali cupped his chin, noticing the unusual dense concentration of pillars around him. Perhaps this game wouldn't be so difficult to win. If he could just move by and hide behind one of the pillars, out of Rarity's sight, long enough to avoid being detected before the time ran out … the game would have been as good as his. No need for him to climb or inflict structural damage by bringing a pillar down, preferably on top of Rarity.

Tali moved, sidling up a pillar, pressing his back against it. Holding onto the pillar, he scooted across the floor until he was behind the pillar where Rarity wouldn't see him … unless she went around the pillars instead of through them.

“Tali!” Rarity called in a sweet voice, her slime pooling over at the front of the pillars. Tali poked his eyes around the corner to track her position, risking being seen before he pulled his head back.

“Where are you, darling?” Rarity asked, looking around the entire room. Tali heard the squishing noises of her slime bed as she moved into the area of the pillars. If Tali didn't move, odds were good she would find him eventually. But if he did move, there was a chance she could see him.

“Come on out, darling.” Rarity said. “Isn’t knowing the love of a woman worth more than stealing the crown? Surely whatever your benefactors are offering you to steal the crown isn't worth that much.”

Tali remained still. He tried to calm his breathing. He considered the notion of trying to dart past her to get behind a different pillar.

“I could show you such a good time. A wonderful time.” Rarity said. “I promise I'll be gentle, hee-hee!”

Tali remained where he was, even if he was a little bit tempted by Rarity's offer. She was a beautiful woman. Well, her human half was, anyway. He wasn't too sure about the symbiotic slime she had wrapped around her body. Taking a chance, he scooted along the side of the pillar, moving around until he had rounded the corner and was on a different side. Lying in wait in a single area was a foolish strategy for a game of cat and mouse. If he just moved occasionally, when he heard the squish of Rarity's slime approaching, he might be able to win simply by staying beside the pillar the whole time. He was sure he was safe and hidden where he was.

Until Rarity appeared to the side of him.

“Found you.”

Tali was almost overwhelmed with fear, but he kept calm enough to do the rational thing and dart away from Rarity. He made a beeline for a nearby crate. He jumped on to it, climbing on top. He grabbed the lid of the crate, meaning to seal himself in. He dropped the lid and sunk into the crate, resting against a corner, his hand pushing up against the lid. He breathed heavily, trying to calm himself. In a tight, enclosed space like this, every breath mattered, and he would run out of air before the game was up if he didn't conserve it.

Rarity's tentacles spread out and reached towards the crate. They grabbed the lid and took it away from Tali before reaching in, grabbing Tali by the arms and lifting him out of the crate.

“You know, that would work better if I didn't see you do it. Why, if you thought of that sooner, I might have never found you … no, no, I would have heard you breathing. After all, we're more or less the only living entities in the entire building.”

Tali attempted to reach for his sword again to cut himself free of the tentacles.

“Ah. We'll not be having any of that again.” Rarity said. One of her tentacles wrapped Tali's wrist, preventing him from reaching his sword. This time, the tentacles held a much tighter grip on him, preventing him from struggling or writhing.

The tentacles pulled him closer towards Rarity, who chuckled at seeing Tali held up, helpless in her tentacles. She used the tentacles to undo his leggings, again pulling them down and exposing him.

Tali blushed and looked away, knowing what she was going to do. One of the tentacles reshaped itself, its tip becoming bulbous, before moving towards Tali and enveloping his equipment in a heavy layer of slime, which began to contract and suckle him.

“Oooh ...” Tali moaned, his blush turning deeper.

“Do you like that, Tali?” Rarity asked seductively. “Oh, don't be modest. Of course you do. Give in to the pleasure, Tali. I could make you feel so good … feel things you've never felt before, but you have to give in. Give in …”

Tali closed his eyes, his equipment pulsating from the slime's ministrations.

“Imagine ...” Rarity reduced her voice to a low, seductive whisper. “Coming to live with me. You could feel like this every day if you agreed to live with me. I could bring you to pleasurable heights you've never known … I could show you new heights once every day, and each one would be greater than the one from the day before it … what do you say?”

“I ...” Tali's teeth chattered, his body shivering. He could feel himself throbbing, pulsating. He was so close … all he had to do was orgasm, and Rarity would whisk him away to show him all manners of sexual pleasures he couldn't even dream of. He tilted his head back, closing his eyes as he relaxed. He imagine himself in bed with Rarity. He imagined Rarity had a nice bed, with lot of pink, fluffy covers … he saw the two of them sleeping comfortably in each others' arm after a long session of lovemaking. He even imagined Fluttershy joining them.

“Oooh ...” Tali moaned again, breathless, ready and eager to orgasm into the suckling tentacle … when without any warning …

It stopped.

“Huh?” Tali asked in a daze. He rolled his head towards Rarity. “Why'd you stop?”

Rarity wore a sour expression on her face. She crossed her arms and gestured her head. “Time ran out. The sand hit the bottom.”

Tali looked and saw the hourglass had run out. The sand had reached all the way to the bottom.

“Of course, if you'd like to forfeit your victory and let us continue ...” Rarity said suggestively, reaching her arms behind her back and stretching, puffing her cleavage out for him to enjoy the view of.

“Uh, no, no.” Tali said, his mind recovering from the sex-induced haze. “That's fine.”

“Hmm. Shame. We could have gotten a nice thing going, you and I. But oh well. Rules are rules. I made a game and lost, and I should be woman enough to admit it.” Rarity set Tali down. “I must say, I'm impressed, Tali. Usually the men who come by here give in sooner than you did.”

Tali chuckled, rubbing the back of his head. “I'll bet you're just saying that.”

“No, really! All I have to is give them a little shake and they can't keep their hands off me.” Rarity emphasized this by puffing her chest out, making her breasts bounce. “But you … you held out longer than that.”

“I guess … I guess stealing the crown means more to me than a woman's touch, after all.” Tali said, and Rarity chuckled, even though she looked a little saddened to hear him say so.

“Oh.” Tali said. “Um, will I be allowed to bring my horse with me, or … will he have to play the game? Or will I have to play the game again, with my horse?”

“Well … that would involve me having a liaison with your horse … and I'm not into that sort of behavior, so … no.” Rarity said. “You're free to bring your horse to the other side of the building.”

Tali nodded. “Thank you.” He turned to leave and fetch Talos.

“Before you go ...”

Tali turned back towards her.

“I have something I could give you.” Rarity said. “A magic spell which will make you stronger. Think of it as a bonus prize for managing to win in the game.”

Tali regarded Rarity with some suspicion. “This isn't a ploy to put me under some magical enchantment under your control, letting you 'win' anyway even though you lost, is it?”

“No, no!” Rarity waved her hands. “It's just a simple spell to enhance your strength and masculinity, nothing more.”

The idea of a spell which would enhance his masculinity and manliness had great appeal to Tali. Perhaps with it, when he returned to Maretonia, the knights would be less inclined to pick on him for his more artistic hobbies and interests.

“Very well.” Tali said. “I shall take this enhancement of yours.”

Rarity brought her hands together. Sparkles of multiple colors formed between them, creating a glittery, shimmering cloud. Rarity brought the cloud up to her mouth and blew a kiss, blowing the cloud at Tali.

The sparkles enveloped his body, and Tali staggered backwards. He grunted and gasped as he felt pressure all through his body. It felt almost like his body was becoming more solid.

He gasped again, raising his hand up in awe as he saw muscles develop and form across his arms. The length of his arm doubled in thickness, growing solid, bulging muscles. His biceps became the size of flail heads, and his legs underwent a similar transformation, giving him a few extra inches of height in the process.

“Wow.” Tali said, amazed by this change. He rolled his hands over, observing them.

Rarity chuckled. “I'm glad you like it.”

Tali nodded to Rarity before leaving the building, coming back with Talon. True to her word, Rarity let them pass by without making any effort to stop them, though she did cast a few longing gazes at Tali as he left.

Tali opened the door. He and Talos went through, ready for the next leg of their journey.

Author's Note

Thus the second chapter is published!

Thanks to user gunstarx, who proofread this chapter.

It should be noted this was always going to be a "flashback-y" story, though that does make it feel a bit ... cliche.

Hopefully the line about import-exportation is sufficient explanation to certain criticisms raised against this fic. I want to say I had planned this whole "Equestria is a rich global trader" bit from the start, and it wasn't just thought of as a way to adapt to aforementioned criticism, (and there's nothing wrong with that; that's what good criticism is for, helping you adapt and improve) but it's been so long since I looked at my notes, I can't say for sure.

In the planning stages, the barracks was going to be a steel factory, and Tali would have climbed up over various equipment to hide from Rarity, and she would have eventually found him on top of something, where they would both be a greater height than ground level. But I realized that a steel factory is probably too advanced for the time period this story is supposed to be emulating. Sure, I could always cop out and just say "It's an alternate dimension! Their technology progressed differently from ours in the real world!" But that would have just been lazy.

Cloudy With A Chance of Violence

Tali continued on his path, walking away from Rarity's housing. He walked in front of Talos, holding his reins and guiding him, walking beside him to give the horse a brief reprieve.

He's been so good to me … Tali thought. Lesser horses, other horses …Garth's horse would have reared up, whinnied, and fled the moment they saw Fluttershy's tail whipping about, or heard the crash of trees being thrown. Not Talos.

Tali tugged on the reins, commanding Talos to stop. He pet Talos' head and gave him a nuzzle.

“You've been so steadfast, Talos ...” Tali said. “You haven't fled, no matter how terrifying the monsters we've faced have been.”

Talos nudged Tali in the head with his nose, trying to make sure Tali moved before he dozed off and was caught up in another flashback to his past.

Tali nodded. “You're right. We should keep moving.”

Tali went forward on the path, keeping Talos' reins close to him the whole time. He found it awkward and uncomfortable to move. He hadn't really paid attention to it before, but his clothes were too tight on him after Rarity's enhancements. Especially on his leggings.

Tali frowned and grunted, reaching down and trying to adjust his garments so he could move legs without his pants feeling like a cloth brace. The sound of roaring thunder cracked and boom from nearby, making Tali flinch and let go of the reins.

“What?” Tali wondered. “Where did that come from? There's not a cloud in the sky.” He put a hand over his eyes and looked skyward to be sure. Perhaps he missed something, or a storm front had moved in. But no, the sky was as blue and clear as a pure drop of clean water.

Tali and Talos continued on the road, each of them giving a jump each time the crack of thunder sounded. It was until they crossed over a tiny wood bridge built over a small stream did the source of the sound become apparent, the reason why there was so much thundering in the middle of a clear sky.

Up, high, high up in the air, was a woman. A wild woman, given her tattered clothing, and her messy, scruffy mane of hair made of red, yellow and blue strands. Her dress little more than a tiger hide treated and stretched out to fit her, and a crown of bone decorated her head like a hairband. Tali hoped it wasn't real bone she had, or if it was, it would at least be animal bone.

And not … the bones of … previous adventurers … Tali thought in his head, his thoughts trailing off in fear. Looking closer, the bones appeared to be finger bones.

Tali shuddered.

The woman stood on a pile of clouds which gathered together and formed a platform for her to use. Around her were drums arranged in a circle, and she raised drumsticks made of unrefined materials – wooden clubs with linen tamped down their tops – with which to bang the drums. It was this drumming which caused the thunder, as each time she struck the drum with her sticks, the clouds beneath her feet rumbled and produced the thundering noise Tali heard.

Tali stepped forward towards her, directing Talos to stay by the bridge. He cleared his throat and addressed the woman. “Excuse me? Ma'am? Could I get you to stop playing those drums for just a minute? They're quite loud!”

The woman, shocked at being addressed by a male voice, froze in place with her drumsticks raised in the air. She looked over the side of her cloud platform. Setting her instruments to her side, she reared up and put her foot down on the edge of the clouds, causing them to move forward, lowering themselves to the ground and moving towards Tali until she was a mere foot away from him.

The woman sized Tali up in her gaze. “Who are you?”

“I am Prince Tali of Maretonia.” Tali said, bowing formally, as he had been taught to do.

The woman rubbed her chin. She held one leg out in front of her and stepped down from her cloud platforms. “I'm Rainbow Dash. I oversee the weather in this area. I play these drums to control the wind, thunder, and rain.”

Tali nodded. “A pleasure to make your acquaintance, Rainbow Dash.” Tali offered his hand to Rainbow Dash to be cordial. Rainbow Dash glared at it before swatting his hand away.

“Yeah, yeah. Spare me the false manners and fake politeness.” Rainbow Dash said. “You're here for the crown, aren't ya?”

Tali stepped back, holding his hands up. “What? No! … Where's your dress from, by the way? It's different from the others.”

Rainbow Dash rolled her eyes. “If you must know, the dress style is taken from a tribe of warrior woman native to Neighpon. But don't lie to me or try to ply me with your table talk. You're here for the crown. I know this because you, obviously, somehow, have made it past both Fluttershy and Rarity. And the only reason you would have to do that, and not turn back … would be if you wanted to steal the crown at best, or just pit yourself against the Guardians as a challenge at worse.”

“Well, yes, that's a logical deduction ... but still, there's no reason we can't be civilized people and talk about this!” Tali insisted.

Tali was blindsided when Rainbow Dash, instead of replying with a sarcastic reply or trying to distract him by flirting with him, struck him on the head with the end of her drumstick, knocking him down onto his bottom.

“W-what?” Tali stuttered, looking up at Rainbow Dash standing over him, taking in deep breaths and holding the drumstick like a club.

Tali crawled backwards. “Uh, don't-don't you want to try to seduce me first?”

Rainbow Dash heaved a big sigh. She raised the club over her shoulder, pinched her eyes shut, and shook her head as she gave a quiet laugh. “Look, kid, don't expect me to fall for your handsome pretty boy act just because Fluttershy and Rarity can't keep it in their pants.”

Rainbow Dash raised up her club and brought it down on him, meaning to smash his chest and shatter his ribs. Tali, after a moment of fear, thought to roll to the side through the grass to avoid the blow.

Tali got to his feet. He stood there in terror of Rainbow Dash before turning his head over to the side to see what was behind him. Seeing a clear path, Tali turned and ran away from her as fast as he could.

Rainbow Dash snorted like an angry bull, twirling her drumstick club in her head indignantly.

“Get back here, coward!”

Rainbow Dash sprinted after him, her wild mane tossing back and forth.
Tali looked over his shoulder to see how close she was to catching up to him. The answer was she close, and gaining on him.

Tali searched the area ahead of him, trying to find something he could use to his advantage.
Taking in the terrain, he noticed a small outcropping of trees, bundled together the ridges of raspberry. It was nearby, tall, and dense. A perfect place to wander into and shake off pursuers.

I'll lose her in there. Tali thought.

Tali dashed ahead towards the grove, his enhanced legs thudding on the ground. It was a good thing he had taken up Rarity's offer for enhancements, otherwise he might have never outrun Rainbow Dash on foot.

He reached the trees and went inside, pushing a branch out of his way. Finding two trees standing close together in his way, Tali squeezed himself through them rather than risk the extra time he would need to find a way around. Rainbow Dash could catch up with him if he did that.

It was uncomfortable as he grabbed both trees for support and held his breath to thin his body. How quick an opinion could turn. If he hadn't accepted Rarity's offer, he could slip through these trees with ease.

“Gah.” Tali grunted and managed to force himself through, letting out a sigh once he could breath again. He took a second to catch his breath and kept running. There was no telling how far behind Rainbow Dash could have been.

Rainbow Dash ran up to the forest's edge. She did a quick sweep of the area, looking for signs of disturbance in the leaves and bushes to tell her where Tali went.

“Grr.” Dash heaved her club over her shoulder again. “I'll never find him in here.” She held up her other drumstick and banged the two drumsticks, causing a boom of thunder which frightened Tali and startled Talos, even though he was a good distance behind them.

Dash's cloud platform responded to her call, floating over to her. Dash climbed onto it and balanced herself before raising her drumstick up, bidding the clouds to rise. The clouds hovered upwards, roiling and bubbling, until they were high enough for Rainbow Dash to see the entirety of the tiny grove with a bird's-eye view.

“Ah-ha.” Dash said to herself upon spotting Tali, still running, passing through a grassy part of the grove.

“Fluttershy's going to be so mad at me. She loves plants.” Rainbow Dash said to herself. At her command, with her finger pointing in the direction of Tali, the clouds moved to where they flew over his rough general vicinity.

Rainbow Dash twirled her drumsticks again, adding a stylish touch to show off, and banged on her drums. Striking the crude drums produced lightning from the clouds. Bolts of charged particles, of the divine instrument of lightning, shot out and aimed for Tali. The first bolt hit the ground, missing him and not doing much other than cause a scorch mark in the dirt. The second bolt missed as well, though to the opposite side. The third bolt, however, proved more effective. The third bolt struck a tree at the base of its branches, setting it alight with fire. The flaming branches gave a pitiful creak, as if crying out a death knell, as it fell over and toppled into an adjacent tree, spreading the blaze to its branches as well.

The wildfire continued to spread. The fire burned down the side of the second tree until it reached the ground, where it jumped onto the grass and used the grass to expand outward across the area. Other trees were caught in the blaze and burned down, the flames dancing happily on the bark, oblivious to the damage it was causing to the flora.

Tali continued to run, even as the entire forest was set on fire around him. The smoke rising up clouded his vision and dimmed the light from the sun, and what light the fire itself provided for him to see was distorted from the heat. The burning temperature warmed his armor, making it uncomfortable to be in. The crackle of the flame distracted him hearing. It cackled at him, taunting he would not escape. Tali ignored its taunts and continue to run, the flames nipping and licking at his heels. Against what seemed to be impossible odds, he felt more determined than ever to live, to survive, to see his mission through and brag and boast of his tale.

He heard a thud on the ground, and the minor tremor resulting from the thud stopped him in his tracks, shaking the earth beneath his feet and preventing him from moving safely.

He saw the source of the thud – Rainbow Dash, having dismounted and jumped off her clouds to meet him on the ground. Having landed on her hands and feet, she rose up to meet his gaze, the glare of the flames painting her face red, lights and shadow dancing across her cheek as the flames waved about.

She glared at Tali. For a second, Tali's hope of living to share his tail faltered, but he did not back down, glaring back at her and assuring himself he was going to come out of this alive.

I'll get out of this. Tali thought. I've done it twice now. I can do it a third time.

“Hmph!” Grunting to big himself up and show he would not be intimidated, Tali turned and fled through the forest once again. If he was going to fight Rainbow Dash, and it was apparent sooner or later, he was going to have to, he could at least escape the forest fire and not give her the home field advantage.

Brandishing her drumstick club and swinging it around, Rainbow Dash chased after him, her bare feet appearing to not be bothered by the scorching heat in the ground.

Tali ran and ran, the flames dancing everywhere like ignorant ballerinas unaware of the two warriors running past them.

Tali reasoned he was close to being free of the forest. It wasn't a large collection of trees, at least, not as large as the woods Fluttershy inhabited, and it would make sense he should be approaching the end by now.

Tali had to stop and assess the station as he came across an obstacle in his path. Two burning trees which had fallen down and crossed each other in a x formation stood between him and his way out of the forest. He couldn't climb over them. The flame would consume him and eat him alive. Yet, he did not have the option to not go through.

As he was weighing his potential options, Tali could pick out the sound of Rainbow Dash's footsteps approaching through the noise of the crackling fire.

“There's nothing else to go for.” Tali realized. “I have to jump.”

Tali held out his hands and tried to measure how high he would need to jump to clear the trees and be safe. It would have to be quite high, as he needed not only to clear the trees, but also jump over the fire burning from them, lest he be scorched, his armor melted and his flesh burned off.

Tali backed away from the fallen trees, putting some distance between him so he could do a running jump.

“Hmm.” Tali stopped to consider whether he needed more distance to make his jump. It was a difficult call. Too far away, he wouldn't reach over the trees. Too close, and he could end landing straight into the fire instead of over it.

A nearby tree let out a groan before tipping over and falling, its leaves being burned away by the fire. It was good luck for Tali it had fallen to the side of him rather than in front, but it suggested to him he was out of time. It was now or never. There was no more time for calculations.

Bracing himself, Tali ran towards the fallen trees. He built up as much speed as he could with the small, tiny distance he had and jumped up, soaring through the air with more than a touch of unease. He exercised as much control over his momentum as he could to go forward. Having done all he could, he closed his eyes to brace for impact, wherever he landed.

He felt himself go down, drawn by the inescapable pull of gravity. His opened his eyes, and his brief joy at seeing he wasn't going to fall into the burning wood was cut short by the realization he was going to crash into the dirt.

“Aaah!” Tali cried out as he hit terra firma. He tumbled and rolled across the ground, his limbs flailing until he came to a stop. Relieved at being alive, he rolled onto his stomach and kissed the dirt.

Tali sighed in relief and stood up, taking the moment to relax. He looked back on the burning forest, feeling a surge of pride as he looked on. He had escaped his potential doom and death by burning alive.

The image of a shadow moving inside the fire put a damper on his spirits. The figure crouched down and bounded into the air. Rainbow Dash emerged from the flaming forest with an impressive leap, landing on her feet in front of the fallen trees which had troubled Tali.

Rainbow Dash affixed Tali with another glare, this one full of contempt and irritation directed at him. He was just an annoyance before, but now, she had hatred for him in specific as a person.

“You're only delaying the inevitable, you know.”

Tali frowned, annoyed at her persistence. He turned to run away again, and this time, he would be smart about instead of blindly running. He would flee, go around, mount Talos, and ride ahead to the next Guardian.

This plan was undone by a swift, sudden impact on Tali's back which crumpled him to the ground.

“Ooh ...” Groaning, Tali rolled over to see Rainbow Dash looming over him again.

Tali staggered to his feet. Rainbow Dash looked at him with eyes which somehow looked both cold and impassive and angry and bloodthirsty at the same time.

Steadying his feet and preparing a stance, Tali pulled out his shield and sword.

Rainbow Dash took her swing at him, aiming for his chest. Tali blocked the club with his sword, his blade pressing and pushing back against her weapon. Despite the club being made out of simple wood, it stood up to and resisted the metal of his sword.

Seeing the pushing of weapons wasn't making any progress, the two separated.

“Curse you and your vague and nebulously-defined powers!” Tali shouted. “If that club were made out of any ordinary wood, my sword surely would have cut it in half!”

“Yeah, yeah, yeah.” Rainbow Dash twirled her club before moving in for another attack. She aimed an overhead blow at him, which Tali defended against by raising his shield up. His shield let out a ringing echo as their weapons collided.

Rainbow Dash separated from him, withdrawing her weapon and taking a few steps back. The two of them walked around in circles like battling animals, each of them never taking their eyes off the other.

“Yah!” Rainbow Dash shouted and charged, bringing her club down on him. Tali once again blocked it, raising his sword and pushing it against the club.

Rainbow Dash growled and withdrew her club again. In defiance of what Tali was expecting, rather than retreating to try again, Rainbow Dash swung the club downwards, going for his legs. Tali was able to lower his shield in time to deflect the pragmatic, if ethically-challenged, blow.

Rainbow Dash growled once again, twirling her weapon about once more.

What is up with that, anyway? Tali wondered. Maybe it's some kind of quirk …

Rainbow Dash attempted to strike him again, but Tali deflected it with his sword. Rainbow Dash pulled away and tried again, only for Tali to guard against the club with his shield. They continued this, repeating this motion in cycles where Rainbow Dash tried to hit him in vulnerable parts of his body, only for Tali to block it, alternating between guarding with his shield and deflecting with his sword.

“Kid, you're really starting to annoy me.” Rainbow Dash said after they had continued this for some time. “Most of the other guys who came here before would have given up by now.”

“Well ...” Tali said. “Perhaps they just didn't want to suffer the humiliation of being beaten by a woman. I, however, have no qualms about recognizing a woman warrior as my superior.”

Rainbow Dash smirked, amused. “Maybe. Maybe you're right. You're probably right. Or maybe they just didn't want to deal with this!” Rainbow Dash twirled around and pointed her drumstick at him.

Tali, fairly sure he was growing wise to her tricks, moved to the side. As he had expected, a lightning bolt came down from the sky and struck the spot where he had previously been standing. He wanted to congratulate himself on figuring it out, but if he knew Rainbow Dash's tactics by now, he had to move again, because a second lightning bolt would be coming down to him in the spot he moved to.

He moved back to his original position, evading the second lighting bolt which came down. Other than his close proximity to the uncomfortable heat generated from the lightning bolt, and the uncomfortable feeling of standing on scorched earth, Tali was no worse for the wear.

He raised his sword, defending as Rainbow Dash twirled towards him and swung her club at him. As their weapons pushed against each other, Rainbow Dash felt the urge to address him.

“Why do you even want the crown, anyway?” Rainbow Dash asked, the two of them grunting as their shoved each other back with their weapons, vying for dominance. “You're not like the others who have come to steal the crown. You're not nearly as arrogant or self-absorbed. And trust me, I'm Rainbow Dash; I know arrogant. What is with you?”

“I want to steal the crown for my country.” Tali said. “For pride. For recognition. For … love.” Tali said. “My father … he's often disappointed in my efforts. I do my best to please him, but ...” Tali shook his head. “It's never good enough. If I could steal the crown and bring it to him ... it would make up for all the other times I've failed to live up to his expectations. He would never look down on me.”

“Wow.” Rainbow Dash said, her tone dry and sarcastic. “What a sad story. I feel so sorry for you.” Rainbow Dash sighed. “Look, kid, I don't much care for you, but my duties and responsibility as a Guardian obligate me to ask you this. Will you consider defecting?
Renouncing your crusade and quest and instead becoming a knight for Equestria? You could serve as loyal solider of Celestia, with all riches, fame, and glory you could ask for. What do ya say?”

“I am not interested in your riches. I have plenty at home. I care little for fame or glory, or I would have taken more of the knights' pitiful contests of alleged manliness. I want this crown for love. For the pride of my people and the respect of my father.”

“Ooh!” Rainbow Dash cooed in a fake sweet tone. “How noble and sentimental of you. Oh well. Time for you to fry!”

Rainbow Dash spun and twirled around, lifting her leg up and out. She relieved a powerful roundhouse kick to Tali's gut, the blow making him stagger backwards. She raised her club at up at him, pointing towards him.

Tali knew what her gesture meant, but with the pain from her roundhouse, he couldn't get out of the way in time. He did the only thing he could think of to do, raising his shield up over his head and hoping it absorbed the blow.

The lighting bolt struck the dead-center of his shield, and the electricity traveled through it and surged throughout his body. It left him with a tingling sensation in most of his body, and he could feel his arms and legs go partly numb. His teeth chattered, the electricity flowing through him. But he survived the hit alive and intact, if a little singed and unable to feel his elbows connecting to his shoulders.

Rainbow Dash regarded at him with a look of complete and utter surprise.

“I'm impressed.” Rainbow Dash said. “Not many of my opponents can withstand that. But even if they do, they tend to fall to this.” Rainbow Dash smirked as she reached to her side and pulled her second drumstick. “How about a new trick?”

Rainbow Dash swung the club drumsticks out, pointing them off in two directions. She twirled them both around three times each. She pointed them downwards and dragged their heads across the ground. She lifted them up and banged the heads of the clubs against each other.

Electricity surged through them. Sparks shot out from the heads of the clubs with electric arcs traveled up and down their length, the electricity buzzing and crackling as it powered up the clubs.

Tali's eyes widened.

“I'll admit, that is a new trick.”

“Hi-yah!” Rainbow Dash lunged at him with her lightning-infused clubs. Tali raised his sword and shield by reflex, managing to stop one of her clubs with his sword. Time seemed to slow down around them as she brought the other club up in an underhand swing, aiming for his ribs.
Thinking back to a few moments ago and learning a lesson from Rainbow Dash, Tali took a page out of her book and lifted his leg up. He kicked her in the gut, slamming his foot into her midsection. Rainbow Dash let out a grunt (“Oof!”) and the power behind her second swing faded.

Seeking to gain as much advantage from his position as possible, Tali threw his shield to the ground, where it clanged and spun around in circles like a top before coming to rest. Tali grabbed the base of her club and wrested it free of her, prying it from her hands as she staggered backwards from the kick in the gut.

Thinking fast, Tali swung the club at her, striking Rainbow Dash in the midsection with her own weapon. Rainbow Dash let out a chattering scream as she electrocuted, enveloped in a blue aura of buzzing, chattering lightning which lit up the area around them.

The charged faded from the weapon, and the light-casting aura disappeared. Rainbow Dash, with singe marks across her hair, face, and body, let out a dazed groan and dropped to her knees before falling over all the way. The other club lost its electric charge as well. Thin tendrils of smoke rose up from her body, her face frozen into a stunned expression.

“Huh.” Tali said as he raised the club. “You'd think she'd be immune to her own attack … then again, I did hit her in the gut. Getting hit there hurts pretty hard, you know.”

As he himself could attest.

He threw the club up in the air to celebrate his victory.

“Say ...” Tali said. “Maybe I should take this with me.” He examined the club. “Then again, it is a magic weapon … I might not be able to control it. No! What I'm saying? Those are fool's words, the words of a coward and a- a- a wimp! I can control this.” He raised the club up high to show he could, in fact, control it.

A gathering of lightning near the bottom of the club which traveled up to head and sent out a lightning bolt at a random direction, all without input from Tali, told him otherwise.

“Yeah, no, I can't control this.” Tali gently laid the club down next to Rainbow Dash's, surrendering the weapon back to her. He left and went to go find Talos so he could ride on to the next Guardian's sanctuary, ideally before Rainbow Dash recovered and woke up, for she would be full of fury and sure to chase after him if he was still in the area once she did.

They made it safely out of Rainbow Dash's area, putting a good extra distance between them and her just to be on the safe side.

Tali let out a yawn. “I'm kinda tired.” He looked around for a good resting place. “How about that lone tree over there? We'll take a minute to rest there before continuing on our journey.”

The tree was in a good place to stop and rest. It had wide branches to give shade from the sun, and it overlooked a nearby lake which they could drink water from.
Tali had Talos go over to it. He dismounted him and sat under the tree, resting his arms behind his head and enjoying the cool shade. Talos sat with him.

Taking in a deep breath, Tali dozed off into a well-deserved slumber. He had triumphed over three Guardians so far. He was halfway through his challenge. It seemed like only minutes ago he was trying to evade Fluttershy's tail while avoiding looking into her eyes, or talking with Rarity as she literally sucked his secrets out of him.

While he rested, Tali had a dream …

A strange dream.

It opened with Celestia, about three times her normal height and size, which were already generous enough, making her into a giantess.

The next thing he noticed, he was inside her dress, like a tiny, insignificant gnat rubbing up against a golden statue worth ten times its weight in gold, carved by an artisan sculptor. He was caught between the cloth of her dress and the inner edge of her nipple.
Celestia giggled, noticing he was there. Or perhaps she knew all along.

Smiling where he could see from his position between a soft place and a softer place, Celestia put her arms together coquettishly and rocked from side to side. Tali was made to bounce around all over against the inside of her dress.

After putting up with a few minutes of this, Tali felt something warm above him. Looking up, he saw a bead of white fluid, of breast milk, leaking out from Celestia's breast. Her breast leaked out a small, single drop, but with Tali's reduced size, the tiny drop was enough to smother his head and coat his armor in the stuff.

Tali was overwhelmed with emotion. Being coated in the Goddess Celestia's divine milk made him feel so good … yet, it also made him feel unworthy. By what right did he have to gain access to this divine lactate? Surely there were others who more worthy than him to receive such a delicacy.

Those thoughts were pushed out of his mind when he blinked, and all of a sudden, Celestia was back to her regular size, with her breast shoved into Tali's mouth. Tali looked up, unable to see anything but her cleavage and her warm, bright smile, her perfect pearls of teeth showing from between her thick, dark lips, her eyes hidden by a shadow cast from her hair.

“Mmm …” Tali moaned, her breast oozing milk into his mouth.

Celestia put a hand over her mouth and giggled. It was a light, airy, carefree giggle, one to be expected of a young, easily amused girl instead of a thousand-year old, mature goddess.

Tali wondered if maybe she wasn't so mature after all.

Celestia pulled her breast out of his mouth. She smiled at him. Putting a hand on his cheek to hold him firm and steady, she planted a kiss on his lips.

“Mmm ...” Celestia moaned, enjoying it much more than he was. Not to say he didn't appreciate it. She was just feeling less awkward about it than he did.

If everything which had been happening up to this point hadn't been strange enough, the next thing Celestia did took the cake.

Her entire body turned misty, becoming a white and silvery fog while still retaining her general shape. She smiled and giggled at Tali again before forcing head into his mouth, her body turning into a long pillar of mist which sought to gain entry into his mouth and go inside and fill up his body.

Tali's eyes widened as Celestia forced herself inside of him. There was nothing he could do to stop her. His mouth was stretched as far as it could go, and the mist shoved more and more of itself inside of him, traveling down his throat and into his stomach.

After he had been forced to swallow the entirety of Celestia's misty body, Tali felt bloated. His stomach wasn't meant to carry, to contain … whatever Celestia had turned herself into.

Yet … it felt so good have her inside him. Even in this strange misty form inside a prince from a foreign land, the goddess of Equestria gave off warm light. It gave Tali a fuzzy feeling inside his belly.

In fact, it gave him more than a few 'fuzzy feelings'.

Tali lurched as something began to change inside of him. Something solid was forming inside his stomach. Celestia … was becoming solid inside him! He expected she would burst out of his stomach in a gory display, shredding his belly and eviscerating his bowels with claws she had yet to reveal.

But no, she simply stayed where she was, somehow solid and inside him without making him explode, even though her body was far larger than his was.

Tali let out a shiver and a moan, feeling Celestia move inside towards his abdomen. He felt something soft and squishy press him against the insides of his masculine parts.

Was … was Celestia … no, surely not.

Tali let another moan again, feeling Celestia jiggle and shimmy her breasts against the inside of him.

She was! She was using her breasts to smother and pleasure the inside of him and the inside of his equipment!

Tali couldn't decide whether this was kinky or gross. Perhaps both.

“Kinkoss,” perhaps. Or maybe “grinky.”

“Aaah … aaahh ...” Tali moaned. He fell to his knees, the pleasure of Celestia's massive, divine, pleasure-inducing breasts too much for his tiny mortal body to withstand.

Tali woke up startling, his face covered in sweat and his body close and well on the verge of orgasm.

The lake. He needed to get to the lake.

Getting to his feet, Tali ran towards the lake while trying to shake off his battlements. He jumped and bounced and spun around as he undid his leggings and threw them to the ground. Taking off the rest of his garb, he jumped into the lake.

“Aah ...” Tali sighed, the cold water of the lake doing what he needed to do, cooling off his warm body.

Was that … Celestia? Was she … using her powers to seduce him in her dreams? He was so close, too … she was powerful to be able to do that to him.

In their chariot on the way to the Summit, Celestia rolled her head to the side, her eyes closed in sleep.

“Mmm … so handsome.”

Discord, seated next to her, raised an eyebrow. “And just what are you thinking about, Celestia?”

Celestia opened her eyes and turned to look at him. “Hmm? Oh, nothing. Nothing at all” She let out a giggle, thinking about Tali. If he hadn't dreaming about her before, he sure would be now!

Elsewhere, at the port of Equestria where Tali's shipped was moored … another ship pulled, one recognizable as being from Maretonia, given it bore the nation's flag. Written on the side was the S.S Garth.

The ship pulled up the harbor and found a place to dock. There, two knights stepped out from the cabin and took a look around.

“Yes, this is the place, all right.” Garth said. “Look.” He pointed. “There's the Prince's ship.”

“Are you sure this is such a good idea, Garth?” The other knight said. “Maybe we should go back for reinforcements … I'm sure the others knights would be happy to make to lend their efforts.”

“Bah! Nonsense, Ferdinand.” Garth said. “We alone will have the glory and recognition of returning Prince Tali to King Talon's safe and welcoming grasp. And who knows? Perhaps while we're at it, we'll even manage to kill one of the Guardians and bring their heads back as a prize!”

Garth rubbed his hands in anticipation of the riches and rewards which awaited him once he had brought not only Prince Tali, but also a Guardian's head to King Talon. Oh, Talon would lavish him with riches the likes of which Garth had only heard about, but never seen.

“Come.” Garth gestured to his fellow knight. “Let's ask the locals about Tali's whereabouts.” He stepped off the plank off his ship, taking the first step of his journey … to end Tali's journey.

Author's Note

Rainbow Dash is based on an interpretation of Japanese myth of a being or beings who live in clouds and cause thunder by playing on drums.

Took me awhile to figure a good name for Garth’s buddy.

I like the variation in this chapter, where I made the encounter with the Guardian be all violence with no possibility of sex, but found a way to include a sexual scene anyway to keep the readers happy.

Tangled Web

Garth took the lead as he and Ferdinand walked down the plank and set foot on the harbor before making their way to the shore – to dry, solid land.

“We should go the port's tavern first.” Ferdinand said. “Ask them around. See if Tali stopped by for a drink on his way.”

Garth scoffed. “Tali, stop for a drink? I can't imagine him going into a bar, much less ordering a drink. 'Oh, look at me, everyone! I'm Prince Tali, and I'm so princely and soft and brittle that just the thought of ingesting alcohol makes me shiver in my boots'!”

Ferdinand shrugged. “It's still worth a try. If a prince has been in the area, you know the patrons of the tavern will be gossiping and rumoring about it. It's not unlikely that Tali may have even gone and asked them for information, the way we're doing now.”

“I still say the idea of Tali in a bar is ridiculous.”

Ferdinand crossed his arms. “All right, wiseguy. You got a better idea?”

Garth raised his finger and prepared to speak, only for nothing to come out of his mouth as he realized no, he did not have a better idea.

“We'll go to the bar.” Garth said. “Excellent idea. Glad I thought of it.”

Ferdinand rolled his eyes. “Whatever you say.”

Making their way to the bar, Garth burst through the door, slamming it open, immediately garnering the attention of everyone within the bar.

“You didn't have to be so forceful ...” Ferdinand commented quietly, murmuring to himself to avoid drawing Garth's ire.

“Patrons!” Garth shouted, marching into the room. “Gamblers and drunkards, harlots and lowlifes, listen well! I am Garth, knight of Maretonia and King Talon's court. I come to Equestria on a mission of vital, nay, royal importance. I must find Prince Tali before he gets himself killed by your Guardians. Speak now. Where is he?”

“We must find Tali, you mean ...” Ferdinand rolled his eyes.

“Come on.” Garth said, wading through the crowd of packed-together people, finding each of them reluctant to talk to him after his dramatic entrance through the front door. “Come on now, speak up. Surely one of you must have seen something.”

Garth put his hand on a walking patron's shoulder, only for the patron to turn around and physically rebuke him, throwing Garth's hand off and shaking a fist at him before leaving in disgust.

“I don't understand.” Garth said as Ferdinand walked up to him. “Nobody in here seems to want to talk to me.”

“Can you blame 'em?”

Garth spun around. “What? Who said that?”

“I said, can you blame 'em for not wanting to talk to you?” A woman standing behind the bar's counter said, wiping down the counter. “That was quite an entrance you made with the door, with your big speech. Very forceful. Folks in my bar appreciate a little peace and quiet. You kind of stomped all over that, So it's no wonder they are a mite bit resentful and don't want to talk to ya.”

“Hmm.” Garth pursed his lips.

“And if I'm honest, you kinda leave a bad taste in my mouth, too.” The barkeep said, smirking at him. “I can tell what kind of man you are just by looking at ya. The kind that's too arrogant for his own good. Full of himself. Thinks he can do anything and take all the credit.”

“My personality is not the matter I wish to discuss with you.” Garth said, slamming his hand on the table. “You know what the matter I do wish to discuss is.”

“Prince Tali?” The barkeep said. “Sure, sure. You just missed him. Came in a few hours ago, asking about the Guardians. We all told him he was crazy if he thought he could defeat, but he was persistent. So we gave him directions and sent him on his way. And I'll add, he made a big speech too, but he wasn't as haughty about it.”

Garth ignored her last comment, instead focusing on the bits of information he wanted to hear. “You gave Tali directions? Which way?”

“North.” The barkeep said. “Keep going until you get to the forest. You should find a Guardian there. She'll be able to tell you what happened to Tali.”

“Hopefully nothing.” Garth said. “The king is going to reward me a very small pittance out of obligation if I return with the news his son is dead.”

“Say, once you get there and get the stuff you need …” The barkeep said. “If you survive, you mind coming back and bringing your buddy back with you? He's a little cutie.” The barkeep winked at Ferdinand, who blushed.

“Come, Ferdinand!” Garth raised his hand, ignoring the barkeep's request. “Due north!” They walked out of the bar, the barkeep waving them goodbye.

She chuckled. “Poor guys. Have no idea what they're in for. But I do hope that other knight comes back … ”

Garth and Ferdinand arrived at the forest on horseback with no trouble. They stopped their steeds when they came upon the sight of a woman who was pinned and crushed underneath a fallen tree, grunting and trying to push herself up, struggling with the weight of the tree on her back.

“Do you see that?” Garth said to Ferdinand as he dismounted. Ferdinand followed suit. “There.” He pointed to the woman. “What a remarkably resilient woman. To be crushed by a fallen tree like that and not have her spine crunched to bits! Come.” Garth raised his hand and moved towards her. “As honorable knights, it is our sworn duty to help this fair maiden.”

“Whoa.” Ferdinand grabbed Garth by the shoulder and pulled him back. “Are you sure you want to do that? I'm not sure this maiden is so fair. Look again.” Ferdinand pointed at behind the tree. The end of a snake tail was rising up and whipping about in agitation.

Fluttershy tried to push herself up, closing her eyes and grunting with effort. The tree rocked on her back, but she was unable to shake it off. She let out a sigh and fell down, her massive breasts propping her up on the ground. Panting and huffing, she looked upwards and saw Garth and Ferdinand.

“Oh great. More men! Just what I needed.” Fluttershy complained as she began another attempt to free herself, pressing her hands into the ground. “I'm in no mood for you right now. Let me guess. You're both here to steal the crown as well?”

Garth rubbed his chin. “You know, I hadn't thought of trying to steal it for myself … hmm.”

Ferdinand moved in front of him to speak before Garth said something which Ferdinand knew would upset the Guardian. “No. We're not interested in the crown. We're just here for Prince Tali. We've been sent to retrieve him and bring him back to Maretonia.”

“Tali.” Fluttershy spat. “Tali, Tali, Tali. Ooh, if I my get my hands on him … I don't know what I'd do, but it'd be unpleasant. He was the one who put me here. We were fighting, and he tricked me and buried me under this tree. That was my attack, and he turned it against me! Hmph. Rude.”

“So …” Ferdinand said. “You don't seem to like Tali much. Will you help us? We could get him out of your hair … and help you out from under that tree ”

“Hmph! Forget it. The way my day is going, I'd just as soon swallow you wih my breasts.”

Garth and Ferdinand both blinked, though Ferdinand seemed to have his interest piqued, leaning forward.

“Do … what?” Garth asked.

“As a Guardian – oof!” Fluttershy grunted as she fell down again. “I have access to certain magical features. One way I manifest my features is that I have a special cavity in my body only accessible by going through my cleavage. I use it to swallow men and women who come here.”

“I … see.” Garth said. “And then, once you swallow them, then what do you do with them?”

“That depends on them. Sometimes I spit them back out. Sometimes ...” Fluttershy cracked a psychotic smile. “I don't.”

Garth and Ferdinand both recoiled at the unsettling image which popped into their heads.

“And sometimes ... I let them live in pleasure inside me for the rest of their days.” Fluttershy said softly, picking up a spec of dirt and examining it before tossing it back to the ground and giving the two of them a suggestive glare, a tiny smile on her face, as if she were offering this option to the both of them.

“Er, yes.” Garth said. “Well, I don't think she'll be of any help to us. We should be on our way.”

Garth prepared to mount his horse, but a sudden noise made him stop. He and Ferdinand turned and watch as Fluttershy at last freed herself from under the tree, pushing herself up and lifting the tree with her. Shaking to and fro, she shucked the tree off to the side. Groaning and creaking, the tree hit the ground with a thud. Fluttershy took a moment to stretch her arched over back before raising herself up to her full height.

“Aah.” Fluttershy sighed, placing her hands on her back and rubbing out some of the soreness she had. “That's much better. Now, as for you two ...” Fluttershy lowered herself. “I think I'll swallow one of you with my mouth, and the other one with my breastsssss.” She hissed, flicking out her forked tongue.

Garth remained calm. “Follow my lead.” He instructed Ferdinand. He reached over and pulled out his shield. Ferdinand did the same.

“Side by side, now ...” Garth said. Fluttershy began to slither towards them.

“Charge, and make sure to scream while you do it! AAAAAAAH!”

Screaming to intimidate their opponent, Garth and Ferdinand charged at Fluttershy, running side by side with their shields out. Fluttershy was startled at their brave and sudden charge and thus an easy target for the two knights as they ran her over, bashing their shields into her human half's ribs on each side and knocking her down, her breasts jiggling as she fell.

“Quickly!” Garth said. He and Ferdinand put away their shields and whistled for their horses. The horses galloped towards them, carefully moving around the long length of Fluttershy's tail.

Garth and Ferdinand scrambled to mount their steeds.

“Hi-yah!” Garth smacked his horse to make it go. The knights took off into the forest, their horses leaving a trail of dust in their wake.

“Oh … huh?” Fluttershy groaned, rubbing her head as she rose up, dazed and disoriented. She gasped and looked around, realizing the two knights were getting away. “Grr ...” She growled and gave chase after them.

Inside the barracks, Rarity was resting on a pillar, murmuring to herself.

“Oh, it's truly a shame Tali managed to barely win the game and had to leave ...” Rarity said. “He was cute. I hope one of the other Guardians turns him back and he decides to … stop by on the way home, hee-hee.”

“AAAAAAAAAAH!”

Rarity snapped to attention. Two men in suits of armor riding horses, screaming like maniacs to confuse, intimidate, and destabilize their opponents, came through the barracks. It proved to be an effective strategy, as Rarity was completely nonplussed by their sudden entry and did nothing to stop their exit from the building.

“What?”

Rarity heard clanging and turned her attention back to the entrance. Fluttershy was making her way into the building, her tail bumping against the various objects.

“Well?” Fluttershy asked, raising up. “Don't just stand there! Go after them!”

“Ooh, you're in one of your moods again.” Rarity rolled her eyes. “All right, all right, I'll chase after them with you. Come on.” Rarity directed her slime to move towards the door.

Outside in the next area, Rainbow Dash was slowly dragging herself back to her post, crawling along the ground.

“Unbelievable.” Rainbow Dash said. “I can't believe that little twerp beat me. Ugh. How am I going to explain this to Celestia?” Rainbow Dash found her cloud platform and grabbed onto its edge, using to pull herself and sit down on the edge of the platform while she recovered. She didn't have time to rest long, as she could hear the faint sounds of distant galloping hooves and screaming warriors.

She jumped to her feet, arming herself with one of her clubs. “Hold it right there!”

Rainbow Dash prepared to swing her club as the riders came into view, but their horses bowled her over and ran right past her, trampling her on the way.

“Oh, come on.” Rainbow Dash groaned.

Soon after the riders had gone, Fluttershy and Rarity came across Rainbow Dash's fallen form.

“You go on.” Fluttershy told Rarity. “I'll take care of her.” Rarity nodded. She continued down the path, waddling on her slime's tentacles.

“Rainbow Dash?” Fluttershy asked softly. “Are you alright?” She bent over to inspect Rainbow Dash's body.

Rainbow Dash bolted upright, swinging her club around wildly, almost hitting Fluttershy. She was raring to go.

“Come on, come on!” Rainbow Dash continued to swing the club around. “Show yourself! I'll make mincemeat out of you! Come on!” Rainbow Dash wandered around, still swinging her weapon without any aim or putting in any care to watch where it was going. Fluttershy slithered back to avoid the club a second time. But Dash kept swinging, and the third time her club almost hit Fluttershy, Fluttershy felt it was time for some drastic measures and intervention.

“Rainbow Dash.” Fluttershy snapped, lassoing her tail around Rainbow, wrapping it around Dash's midsection. “You need to calm down. You're going to hit someone with that club.”

“I'm not going to calm down!” Rainbow Dash shouted. “I've been defeated twice today! I-I've been made a fool of twice today! I'm going to hit somebody! I don't need to calm down. You need to calm down and let me go so I can hit somebody!”

“That … doesn't make any sense. Why do I need to calm down?”

“YOU don't make any sense!”

Fluttershy ran a hand over her temples and sighed. “Drastic times call for drastic measures. Okay, Rainbow Dash ...” Fluttershy lifted Rainbow Dash up close to her. “Look at me.”

“What? No.” Dash said.

“You know the agreement, Dash. Whenever you get too rowdy ...”

“I'm not doing it.”

“This is what you agreed to! To let me hypnotize you to calm you down. Rainbow Dash, look at me.” Fluttershy grabbed Rainbow's head in her hands and forced Rainbow Dash to look her in the eye. “Look into my eyes ...” Fluttershy's eyes turned into their earthy colored hypnotic rings. Rainbow Dash's eyes took on the same appearance.

“There you go, that's it ...” Fluttershy said. “Just look into my eyes and relax … relax. Okay? Are you relaxing?”

“I'm relaxing. I'm relaxing!” Rainbow Dash protested.

“Quit raising your voice, dear. That's the opposite of relaxing. Now … I want you to focus. Focus on my eyes and on my words.”

Rainbow Dash nodded. “Focus … on your eyes and … words.”

“Good, good. There is no need for all this violence.”

“No need for all this violence ...” Rainbow Dash repeated.

“That's right.” Fluttershy said. “And you … you're so dutiful, Rainbow Dash, always focusing on guarding the crown or whatever Celestia asked you to do last. You barely take any time out for yourself. You deserve to have some fun every once in awhile. Some … relief.”

“Some … relief.” Rainbow Dash repeated. “Re … lief? You mean, like ...”

“Yes, I mean like sexual relief. You need to give in to your lust more, into your sexuality more. It's no good for young women like you or me to be all business, all the time.” Fluttershy said.

“But we're like, eight-hundred years old.”

Fluttershy ignored her. “There are two knights who are running around right now. Now, I didn't realize it at first, because I was still kinda upset over losing to Tali, but I've calmed down now and they're both ...” Fluttershy giggled. “Quite buff. We're going to capture them. Then, we're going to let you use one as your personal toy. How does that sound?” Fluttershy smiled.

“That … sounds great.” Rainbow Dash said, a dopey grin spreading across her face.

“Good.” Fluttershy let Rainbow Dash down, releasing Dash from the coils of her tail. “Now, let's go find those knights and capture them so you can have some fun ...” Fluttershy kept a hand on Rainbow Dash's back, slithering by her side and guiding Dash to follow her.

“Yep! Some real fun, ha-ha!” Rainbow Dash laughed.

Tali paced himself and his horse on their way to the next Guardian's area. He figured they could take the time to slow down and enjoy nature, as well as the peace and quiet before their next encounter with a Guardian.

Tali took in a deep breath, enjoying the fresh air, scented with the fragrances of flowers

“Tali.” A forceful voice said.

That voice. No. It … couldn't be. Here? Tali looked over his shoulder. Confirming his fears, he saw Garth behind him on his stony stallion, with Ferdinand trailing behind Garth.

“Garth.” Tali acknowledged him, turning Talos around to face him. Tali dismounted a moment before Garth did.

“What are you doing here?” Tali asked. “How did you get past the Guardians?”

“Through cleverness and wit.” Garth said, placing his fist to his chest in pride.

“We ran past them screaming and taking advantage of the fact you'd already beaten them.” Ferdinand said, earning a glare from Garth. “What? It's true. And don't think I didn't notice your feats, Tali.” Ferdinand pointed a finger at Tali. “I mean, unless that snake lady put that tree on herself and lied to us about for some reason.”

Tali nodded. “Still, my question remains. What are you doing here?”

“We are on orders from King Talos to bring you back to Maretonia.” Garth said.

“Well, in that case, I'm afraid you're going to have to be disappointed.” Tali said. “I'm not leaving here without that crown.”

“Tali.” Garth admonished him as if Tali were a young child. “It's not safe for you here. The Guardians will rend you limb from limb. You can't possibly hope to beat them. Not when you're … well, you.”

Tali crossed his arms. “Excuse me? I think I've been managing pretty well against them, all things considered. Don't forget, you only were able to get here because I had beaten the three of them already!” Tali pointed.

Garth gave an apologetic, insincere smile. “Tali, it's good that you were able to play the big, strong hero for once, but we both know you only beat the Guardians through luck.”

“What?” Tali went livid. “Do you honestly mean to tell me you don't think I was able to beat the Guardians on my own skills and merits?”

Garth chuckled. “Heh, well … no.” He smirked.

Tali clenched his fist. He took in a deep breath and let it go. “You know what? Fine. Believe whatever you want about how I got past them. But I'm not coming back with you.” Tali moved to remount Talos, but Garth stomped his foot.

“Yes, you are.” Garth said.

“Aww.” Tali cooed mockingly. “What's the matter, Garth? Not used to someone telling you no?”

Garth's jaw dropped. It took a minute before he fixed it back into place. “What's with you, Tali? You're not normally like this ...”

Tali shrugged. “Maybe facing certain death has made me reevaluate what I think is scary in life.”

Garth took another step forward. “Your father sent me out here to bring you back.”

“For the last time, no, you won't.”

Tali heard something clang and rattle. He looked around and saw Garth had removed one of his gauntlets and thrown it to the ground.

“Are you ...” Tali said. “Challenging me to a duel? Your prince to a duel?”

“I am.” Garth said. “It is my intention to defeat you, and then drag you back to Talon by the hair, if need be.”

Tali narrowed his gaze. He took his hands off Talos and rubbed his hands together. “Very well. I accept.”

“No shields.” Garth said. “Just swords.”

“Accepted.” Tali drew his sword.

“Good.” Garth pulled out his sword, a broad, large blade. “Now, let us see who is the better swordsman. I mean, it's obviously going to be me, of course, but I deserve to at least give you a chance to prove me wrong.”

Tali took up a stance and stepped towards Garth. Ferdinand made his horse step backwards, so as not to interfere with what was to be a fair duel.

Garth and Tali walked around in circles, each of them seizing up their opponent, their swords dancing around in their hands.

“YAAAH!” Garth made the first attack, letting out a warrior's yell and charging. Raising his sword up, he attempted an overhead strike at Tali, but Tali blocked it with his sword, pressing the base of his blade up against the base of Garth's blade. Garth withdrew his sword and stepped back.

“I see you've put on some muscle.” Garth said. “It's good to see you've gained some meat on your bones from this adventure.”

“What can I say? I … had some help.”

“But I'm afraid this foolish quest is over, Tali.”

“I'll be the judge of when this foolish quest is over, Garth.”

Tali adjusted his grip on the base of his sword. Though he had grown bolder during his time in Equestria, he wasn't going to charge at Garth. He was going to fight defensively. He knew Garth's weakness was his arrogance. It was only a matter of time before Garth made a mistake.

Garth lunged at him. Tali breezily stepped to the side, causing Garth to miss. Garth spun around and attempted to strike Tali, but Tali was able to guard again, locking their blades together in an engagement.

Garth pushed his sword harder, thinking if he pressed hard enough, he could break Tali's guard and earn a decent hit. He might have been right, but he wouldn't get the chance to find out.

Tali pushed back, trying to move Garth's sword to where he had a clear opening. Once he budged the sword far enough, Tali repeated what he had done to Rainbow Dash and kicked Garth in the gut, making him crumble to the ground, dropping his sword.

Garth propped himself up on his arms, glaring up at Tali, his conqueror. Tali glared back, unfazed by Garth's bitter expression.

Tali went to remount his horse.

Garth grumbled. He grabbed his sword and ran to his horse, climbing onto the saddle. “We are bringing you back to Talos whether you like it or not!”

Tali grimaced. He should have known better than to think Garth would let the matter drop after losing the duel.

Tali reared up Talos and turned him, and gave Talos the command to sprint into a gallop. Garth and Ferdinand gave the same commands to their horses, pursuing after Tali.

Tali kept looking over his shoulder as the race went on. The horses went into a dark patch of forest, covered with trees with large canopies and oddly dark leaves, creating a sense of darkness and foreboding, as if something were waiting in the wings.

Tali shook Talos' reins, urging the horse to go faster. The clopping of Talos' hooves intensified as the horse increased his pace.

Garth growled. He shook his reins as well, gaining on Tali. As the forest and foliage went by them in a whoosh, Tali shook his reins again, to Talos' irritation. He could only go so fast.

Talos nevertheless kept going, doing his best to ensure Garth and Ferdinand did not catch up with them and take them prisoner. Eventually, his efforts paid off, and some distance was between them and Garth, to Tali's elation.

“Ha-ha!” Tali boasted, raising his fist in the air. He kept looking behind him to be sure they were leaving Garth eating their dust, and gradually, Garth and Ferdinand faded into the forest, Garth muttering and grumbling all the while.

“Can't you go faster?” Garth complained to his horse, who didn't appreciate his comment and instead went slower to spite him. Garth groaned.

Tali smiled, pleased to have gotten away. As he was looking over his shoulder, he didn't see what was in front of him. He had no idea there was a huge pit ahead of them until Talos came to a sudden halt, launching Tali off his back and sending him into the pit to plummet.

Tali reached upwards to grab something as he fell. He could see the face of his horse over the edge of the pit, looking bashful and apologetic.

Tali closed his eyes, bracing himself for the worst. To his surprise, he hit something silky which compressed when he fell on it before springing back up, bouncing him around.

“What?” Tali wondered, looking around once the ground beneath stopped bouncing and vibrating. He saw the entire pit was filled with spider webbing, creating a floor of sorts, with long strands of spider web strung up from the sides of the pit like decorations.

“Huh.” Tali wondered, leaning back. He lifted his hand up. He wondered why this spider webbing wasn't sticking to his hand. If anything, it was slick. He tried to get to his feet, and much to his surprise, he found the webbing could support his weight, aside from a little wobbling.

Tali heard the web creak, followed by a voice.

“Ooh! A new playmate?”

Tali saw what he reasoned was the next Guardian. A woman walking towards him with curiosity apparent. She had wild, frizzy hair like candied fluff, she was dressed in a vest made of webbing, with bracelets of the same material on her arms, and as had with Fluttershy and her snake tail, from her waist down, this woman had the body of an enormous black spider. Her legs made long strides on the web as she approached Tali.

She stood in front of him with the look of a curious child on her face.

“Hi!” She extended one of her legs towards Tali. “I'm Pinkie Pie. What's your name?”

“Uh … Tali.” Tali hesitantly shook the leg with his hand.

“Nice to meet you, Tali! We're going to have so much fun together!” Pinkie Pie reached behind and produced a glass vial with a rotund bottom, filled with a pinkish liquid and capped with a cork. “Here. Drink this.”

Tali, a bit confused, took the bottle. “Um … aren't you going to try to eat me or something?”

Pinkie Pie scoffed. “Pssh. No. I told you, we're gonna have fun! Lots of fun. I have to go away for a minute. Make sure you drink all of that, okay? I'm trusting you.” She gave an affirmative gesture and winked at him before disappearing behind a veil of web.

Tali examined the bottle. His common sense told him drinking it was a bad idea. It could be poison. Pinkie Pie's way of getting rid of him after the other Guardians had failed to stop him.

He looked up. Of course, he had to consider, it was unlikely Talos would be able to rescue him. If he wanted to have any chance of climbing out of this pit alive, he had best do as Pinkie Pie said. She'd be unlikely to cooperate with letting him leave until he'd done as she asked.

Sighing, he pulled the cork out of the bottle.

“Here goes nothing. Which hopefully does not include my life.”

He lifted the bottle up to his lips and poured the drink into his mouth. He chugged it down, remembering Pinkie Pie's instructions to drink all of it. If it was a poison, he wanted to be at its most effective, so at least he wouldn't die a slow, prolonged death. Better to get it all over with at once.

The liquid, whatever it was, didn't taste too bad. Sweet, really, and a bit like pomegranate.

“Hmm.” Tali placed the cork back into the battle. “Well, I'm not dying yet.”

He spoke too soon. A feeling of instant discomfort traveled along his spine. He winced and dropped the bottle, where it clung to the webbing. Grimacing, his eye twitching, Tali fell backwards onto the ground.

“Oh … ugh.” Tali groaned, crossing his arms over his chest. His entire body was shaking. “What's … happening to me? Guh … ” It almost felt as though his body was trying to inside out.

In fact, it felt as though this was happening with his masculine parts. Grunting and biting his lips at the realization of what was going, Tali felt his equipment begin to shrink and retract, as if were trying go inside his body and invert itself inside out. The painful sensations he got as his masculine parts disappeared into his flesh caused him to grunt and groan.

“Ooooh!” Tali screamed, his voice becoming higher. In addition to whatever was going inside his leggings, his chest began to feel tight as well, as if something were trying to burst out from it. It constricted him and made his breathing heavy. His chestplate was designed to share space with whatever was inside his chest.

Grunting more, Tali went about undoing the latches of his torso piece, undoing each and every one until he could remove his breastplate with no resistance, where he tossed it to the ground. He panted, appreciating how he could breath much easier without the restrictive armor on him.

“Oof!” He grunted as his masculine bits reached all the way inside his body. He began experiencing other sensations, too. His skin was feeling softer. His fingers were growing thinner. The muscles Rarity had enchanted him with were reducing.

His hair was falling down all over his face, obscuring his vision. He reached and brushed his long bangs out of the way. He flicked the locks back over his shoulder to make sure they were out of the way. They reached his neck.

His breathing grew heavy and strained again. All he could do was try to focus and relax, but something was inside his chest, and it was going to come out.

“AAAH!” Tali grunted as whatever was made its escape, flying free of the inside his chest. Once the feeling of pain passed, he looked down and he couldn't believe what he saw.

His chest had sprouted a pair of curvy, firm breasts, about the size of pomegranates. He reached up to his chest and touched them, making sure they were real and he wasn't experiencing some hallucination induced by Pinkie's drink. They were real, as he could it when his fingers made it contact, giving himself a light squeeze to see how solid they were.

“Hmm-hmm! Like it? It's been a while since I got to use it on anyone … you're quite pretty! Say goodbye to Tali … and hello to Talia!”

Talia looked up to see Pinkie Pie, another bottle like the one she had given in her hand. She had gone through the same transformation as Talia, turning into an attractive, muscular male, with rippling muscles and a heavy, stocky chest, his hair becoming slightly smoother than it was as Pinkie Pie, and his face becoming more square. Talia also couldn't help but notice he had … quite the package hidden behind another bit of webbed clothing.

“And I'll be your host, the Guardian formerly known as Pinkie Pie, Pinks!”

Talia stammered incoherently.

Pinks giggled. “Well, what do you think?” He raised up the bottle. “It's my special blend of potion. Turns whoever drinks it into the opposite of what they currently are.” He tossed the bottle into the air before crossing his arms. “How do you like it?”

“I, uh ...” Talia stuttered, unable to do more than gesture at herself.

Pinks giggled. “Oh, go on! Squeeze yourself. You know you want to. I won't tell.” Pinks raised a finger to her mouth, giving Talia a knowing glare.

Talia stared at her new chest. She gave herself a light, tiny squeeze, just to keep Pinks happy. She wasn't terribly interested in squeezing herself.

Pinks scoffed. “Really? That's it? Weak. Let's hope you do better in the next part … we all know what we're really here for.”

Pinks gestured to his abdomen. Before Talia could raise any questions or objections, Pinks removed the spider webbing covering his equipment, exposing his handsome, well-sculpted masculine equipment.

Talia drooled, overcome with lust at the sight, even though she had never had a sexual thought regarding being intimate with a male before now.

It's the potion. Talia thought. The potion is making me do this. The potion is making me lust and want for her … er, him. Making me … a lustful woman.

But knowing it was the potion influencing her did nothing to curtail the lust rising through Talia. She continued to drool.

“Ooh, look at you!” Pinks cooed. “You want this, don't you? You want it so badly. Isn't that right? You're overwhelmed with lust.”

Talia nodded, transfixed on his equipment.

Pinks giggled. “Well, what are you waiting for?” He crooked a finger, gesturing Talia to come hither. “Come here, sweetie ...”

Talia did so, walking over to Pinks. Pinks looked at her with a warm smile as she approached. Pinks gently leaned forward, lowering his body so Talia had easier access.

Unable to resist the burning lust inside her, Talia reached up and clamped her mouth down on the pulsing pud and began to suck.

“That's it.” Pinks whispered. “Suck. Good girl ...”

“Mm.” Talia closed her eyes and focused on sucking. It felt enticing to have Pinks' equipment inside her mouth in so intimate a manner. It was giving off heat, gently thrumming against Talia's tongue.

“Mmm ...” Talia moaned, feeling it pulse and throb.

“That's it, that's it ...” Pinks encouraged her, stroking a hand through Talia's hair. “Just like that ...”

Talia took in a deep breath through her nose and sucked harder, trying to push Pinks' closer to release and pull his orgasm out of it. She adjusted herself, her lips traveling further up Pinks' equipment.

It was worker. Pinks' moans were getting louder and louder.

“Mmm … ooooooh yessssss.” Pinks moaned, closing his eyes and gently thrusting himself slightly further into Talia's mouth. “Yes … yes. OOOOH YES!”

Pinks' scream echoed off the walls of the pit as he experienced release, orgasming straight down Talia's mouth. Talia was at once hooked onto Pinks' release. It was warm and powerful, with a pressure a-plenty behind it, and it felt both demeaning and reassuring to Talia at once. Demeaning because she was having to swallow such vulgar, sultry fluids, but reassuring as it let her know her efforts were being appreciated.

“There.” Pinks said. “Isn't it good?”

“Mm-hmm.” Talia gave a muffled agreement.

So good … is this what it felt like to Fluttershy when she did this to me? Talia wondered. No wonder she was so eager for it …

Talia gave the pulsing tiff one last parting suckle, meaning to remove herself. But the tip of it swelled up, and Talia was given another dose of Pinks' seductive, powerful secretions, the vulgar fluid oozing down her throat.

“There.” Pinks said as he orgasmed into Talia a second time. Talia moaned, her entire body shivering with pleasure as she was given more to drink.

Once Pinks' second orgasm had finished, Talia pulled away before he had a chance to release again.

“How-how did you do that?” Talia wondered. “Most men would need a break after just one release!”

“You'll find I am not most men, Talia.” Pinks said smugly.

“Yeah, okay … but still. How long can you go on for, really?”

Pinks gave her a smile. He leaned in close to her, putting a hand on her chin.

“I can go … for as long … and as fast … and as hard … as … you ... want.”

Pinks proved his words by demonstrating the incredible control he had over his equipment. His tiff pulsed and throbbed, growing in length by a few inches, the veins on it becoming more pronounced and throbbing even more.

A strand of drool escaped Talia's mouth.

Pinks giggled. Without waiting for Talia's consent, he shoved his equipment into her mouth again. Talia let out a moan and sucked almost on raw, primal instinct. Talia's entire body shivered with anticipation she felt, could taste as Pinks' got close again, his pud pulsating and thrumming in her mouth before launching another release of masculine ooze, this one longer and thicker than the releases before it.

Pinks began talking, oblivious to Talia's grunts and moans as she was forced to swallow more of Pinks' seed. She was getting to be so full … she could feel it building up in her stomach.

“Doesn't it feel so good to suck, Talia? To be rewarded for your efforts?” Pinks said. He raised up his front most spider legs and used them as combs on Talia's hair. “Why don't you stay here with me and keep being a mindless bimbo? You wouldn't have to do anything … just suck every so often. And isn't sucking so much easier and so much less effort than anything else you would be doing? I'm sure it's much nicer here than wherever you left from. I could take care of you … make sure you were fed and clothed ...”

Ah-ha. So this was Pinks' plan, Talia realized. To offer a comfortable life with him while trying to get pouring her mouth with his delicious masculine releases to get her addicted to them, so she couldn't say no. It was working. As Pinks' powerful, seductive secretions ran down her throat, Talia wanted nothing more than to simply suck and swallow more of it, her eyes fluttering as she was overwhelmed with the pleasure liquid.

“Aaah … aaah.” Pinks moaned, raising his head up as he gave Talia another heavy orgasm, dosing her mouth with his addictive masculine ooze.

“Aaah.” Pinks puffed out a big sigh and withdrew from Talia. “Well … that's all for the moment. I'll give you some time alone to adjust. Think about my offer, okay?” Pinks waved Talia goodbye as he retreated back to behind the curtain of webbing. “Oh, and you might want to take your shirt off. Just some advice.”

Talia fell onto her bottom, overwhelmed with sexual pleasure.

“That was … fantastic.” Talia muttered, blinking, struggling to stay awake and focused through her sex-induced haze. She put a hand over her stomach, feeling how full it had gotten. She wondered how much more Pinks could produce and give her when he came back.

“Mmph ...” Talia grunted, feeling a pressure building up inside her breasts. She placed her hands on them, trying to push the pressure back, but to no effect. “What was it Pinks said? I might want to take my shirt off?”

The reason why Pinks recommended a course of action became clear as Talia's breasts swelled up, giving him a mixed feeling of both discomfort and pleasure as her breasts grew by several sizes, going from the size of pomegranates to the size of grapefruit, getting heavier and more sensitive.

“Aah ...” Talia moaned. Not wanting to risk any further damage to her clothes and destroying them, she followed Pinks' advice and undressed, untying the laces of her shirt and tossing it into the pile with his chest piece. This exposed her heavy breasts to the brisk, chilly air, and Talia shivered from the both cold and the pleasure as the cold air nipped at her nip-tips.

“Ooh ...” Talia moaned and rubbed at her breasts as they continued to grow, the pressure building up inside them. She looked down in shock as she saw them expanding, getting larger and larger, swelling up like inflating a balloon, until they were the size of watermelons.

And finally, they release, relieving the pressure a little. Droplets of milk leaked out from her the tips of her breasts. Talia took in a deep breath and panted, digging her fingers into her breasts and squeezing to get more of the milk out, and get it out faster. The milk squirted out from her breasts, getting all over Pinkie Pie's spider-web floor, soaking the silky strands.

“Well … I guess I know what Celestia was talking about.” Talia said.

She moaned and continue to squeeze herself, squeezing her breasts hard to get as much milk out as possible. It felt so good, the relief of pressure she felt when the milk escaped the mammary confines of her breasts … it was too bad Pinks had left, so she had no one to share with it.

Eventually, as the milk continued to flow out of her, her breasts began to shrink, deflating as the milk they filled them up to excessive amounts and stretched them out was removed, allowing her chest to assume a more natural, less heavy size. Talia repeated this process, getting creative and squeezing her breasts against each other, until the milk was all out and her previously massive bust was little more than tiny pockets of fat on her chest.

“Whoo!” Talia exclaimed in surprise and delight as she felt what tiny remnants were left of her breasts shrink even further, until they disappeared. Talia's body shook for a bit, and it felt painful to lose what she had and regrow some male equipment, but her fingers plump up, the muscles from Rarity's spell returned, her hair shortened, and he was Tali again.

“Well ...” Tali huffed, placing a hand over his chest as he took a few deep breaths. “That was … an experience.”

He hoped Garth hadn't seen any of that.

Tali went over and put his garments back on, pulling his vest around him and redoing the laces and knots of his breastplate. After the experience he had with Pinks, it felt comforting to be back inside his armor.

Pinkie Pie returned, having gone back to being a woman the same way Tali was back being a man. She held out a hand to support herself and leaned against the side of the pit.

“Well … I'm glad to see you didn't ruin your shirt.” Pinkie Pie said, examining the milk-soaked portion of the web.

Tali rubbed the back of his head. “Sorry ...”

“It's okay.” Pinkie waved her hand. “I'll clean it up later. So … have you thought about my offer?”

“Offer?” Tali said. “Oh, right. Um … well … it's very tempting, but I'm going to have to say no. I have responsibilities.”

Pinkie Pie nodded. “I see. Say … these 'responsibilities' wouldn't include stealing Celestia's crown, would it?”

Tali smiled apologetically. “I'm afraid so, yes.”

“Mmm.” Pinkie Pie said. “You know something? Most guys would have turned back by now.”

Tali chuckled. “Well, I imagine most of them couldn't live with the embarrassment of being turned into a woman and having their precious masculinity taken from them. I, however, have different priorities.”

He and Pinkie Pie shared a chuckle.

“So, uh ...” Tali said. “Are you gonna try to stop me from proceeding on, or was that whole mess with your potion the extent of your interference?”

Before Pinkie Pie could answer, a voice came from above the pit.

“Pinkie Pie?”

Pinkie Pie and Tali looked up and saw Fluttershy and Rarity peering over the edge of the pit.

“Hey, Fluttershy!” Pinkie Pie shouted, waving at them. “What are you doing all the way back here?”

“We're trying to hunt some knights.” Fluttershy said. “Hey, that's not Prince Tali you're talking to down there, is it?”

Pinkie Pie pursed her lips while Tali grimaced. “Er … so what if it is? It's not a crime to be talking to someone, is it?”

“I guess not.” Fluttershy said. “But you should know, he buried me under a tree!”

Pinkie Pie gasped. “Whaaat? Did you really?” She glared at Tali.

Tali shrugged. “Well … yes. And she was trying to smash me with it first!”

Pinkie Pie stomped forward, her expression turned grim and determined. “You know, Tali, I thought you were pretty okay guy, but nobody does that to my friends!”

Pinkie raised her legs up, and only now Tali notice how much her legs resembled black swords. Drawing his sword and shield, Tali charged at her, bashing in the leg with his shield.

“Owww!” Pinkie groaned, pulling her leg up to her body and holding it in her hands. “That hurt! Curse my mixed mammal-arachnid heritage!”

Tali sprung to action, moving past Pinkie while she was reeling from the pain. He jumped on to the spider webbing, climbing up and using it and make his way out of the pit.

Reaching the other side of the pit, Tali climbed up and crawled out. He stood up and turned around, staring down the Guardians who standing on the other side.

Fluttershy growled while Rarity gave him an apologetic shrug before taking up a fighting position.

“Talos!” Tali called out for his horse.

Talos made his way around the pit, circling through the forest, his hooves crunching the grass and fallen leaves beneath him. He neatly avoided coming anywhere close to Fluttershy or Rarity and arrived to Tali's location. Tali reunited with his horse and gave Talos the command to gallop down the path away from the Guardians. Talos, understanding what would happen to him and Tali if the Guardians caught up, was all too happy to comply.

“After him!” Fluttershy ordered. She slithered along the ground, winding side to side, while Rarity undulated forward on her bed of tentacles. Pinkie Pie made her way out of the pit and joined them, turning around and shooting a web at the trees to use to travel.

Tali looked back to make note of how fast they were moving compared to how fast Talos was moving. Though he learned his lesson from last time, and this time, wasn't going to be constantly looking backwards, but forwards.

Focusing on what was in front of him, Tali shook the reins of Talos to make him move faster. He needn't have bothered, as Talos was already going as fast as he could.

“Move to the side.” Tali said, jerking the reins to one side. “We'll try to lose them through the trees.”

Talos whinnied, not sure Tali's plan would work, but complied, moving off into the side of the forest and galloping ahead for some time. It seemed to be working, as they managed to go for quite a while without seeing hide or hair of any of the Guardians.

“Okay.” Tali said. “I think it's safe to go back onto the main path.”

Tali pulled the reins, and Talos emerged from the denser parts of the forest to the path, only distinguishable from the rest of the forest by the uneven dirt and faded footprints which showed it had been walked on before.

Tali wiped the sweat off his brow, thinking he was safe from danger, at least for the moment.

“There you are!”

“What?” Tali whipped around and saw Garth and Ferdinand chasing him on horseback.

“Get back here!” Garth roared, brandishing his sword.

“Move, move!” Tali shouted to his horse, who rolled his eyes before breaking into another gallop. Tali considered and worried about how much of a toll all the galloping Talos was being forced to do today was taking on him. But he couldn't afford to let Talos rest. Not now, not yet.

“How did you even get past the Guardians this time?” Tali shouted to them.

“What are you talking about?” Garth shouted back. “They were no Guardians.”

Garth's horse caught up with Tali.

“The Guardians?” Tali said. “They were all chasing me. How did you avoid them?”

Garth shrugged. “It would seem because they were preoccupied with you, they were out of place where we wouldn't run into them.”

Garth took a swing at Tali with his sword. Tali ducked his head.

“My father won't be pleased if you bring me back with a gaping wound on my head!” Tali shouted.

“He won't be pleased if I don't come back with you at all!” Garth shouted back, taking another swing at him.

Tali ducked, feeling the whoosh of the blade as it swung over his head. Tali growled. He reached over and pulled out his shield, using it to guard as Garth swung at him again.

Garth held his sword steady, growling and baring his teeth at Tali.

Tali narrowed his eyes. He adjusted his grip on the shield and swung it at Garth, hitting him in the midsection and knocking him off his horse. Garth went tumbling through to the ground, his horse stopping and Ferdinand having to command his horse to stop before it trampled over Garth.

“There they are! Get them!”

Tali's eyes widened when he looked over and saw each Guardian he had defeated or escaped to this point – Fluttershy, Rarity, Rainbow Dash (mounted on her clouds), and Pinkie Pie – all chasing after them.

Garth got up and quickly remounted his horse. He spanked the horse's thigh, getting it to move after Tali.

“Hmm.” Tali said to himself, noticing how he had two opposing parties chasing after him. But neither of their goals meshed with the others'. His mind went to work on how he could take advantage of this and turn the two against each other. Maybe if he could perhaps remove himself from the equation ...

“Hi-yah! Hi-yah!” Tali shouted, patting his horse's rear. Despite overwhelming odds, Talos took the lead, moving faster than Garth's or Ferdinand's horses and keeping a comfortable lead ahead of their pursuers.

They moved out from the forest, the path becoming clearer as they moved into a pleasant, grassy area with a few trees around.

Tali looked around, getting an idea from the trees. If he could find big enough for his needs …

“There!” Tali put his hand over his eyes as he saw a large, towering tree which was perfect for what he needed. He pulled on Talos' reigns. “Now, slow down, Talos … we want to give them a chance to catch up.”

Talos thought Tali had lost his mind and gone crazy, but did as he told.

Garth and Ferdinand came roaring out of the forest, their horses hooves stomping around with force and purpose in their steps. Seeing Tali, they both zeroed in on him and made a beeline for him.

Tali smirked, seeing the two of them falling right into his trap. He dismounted Talos and pulled his shield and sword.

Garth raised an eyebrow, wondering what Tali thought he was doing. Attempting to fight a knight on horseback on foot was a foolish thing to do, and Tali knew better … didn't he?

Still bearing a smirk, Tali charged. Raising his arm out, he bashed his shield into the front leg of Ferdinand's horse, causing the horse to whinny in pain and shake Ferdinand off. Tali did a combat roll and came up to Garth's horse, striking its leg with the hilt of his sword, before moving over and striking it again in the other leg, eventually inflicting enough pain on the horse for it to rear up and throw Garth off.

“I never thought you were the best example of a man, Tali, but striking a knight's horse?” Garth asked as he got to his feet. “That is low.”

“Eh. What you call 'low,' I like to think of as being 'pragmatic.'” Tali said.

Garth shouted and charged at Tali, trying to strike him with his sword. Tali pulled out what was becoming his go-to trick, kicking Garth in the gut before following up with a shield-bash, knocking him down. While Garth was down, Tali ran towards the large tree.

“Talos, get away from here.” Tali instructed him. Talos whimpered. “My plan will only work if you're nowhere to be found. Go. Go further down the path. Wait for me. I'll come find you.”

Talos whimpered again. He gave Tali a lick on the forehead. Tali took hold of Talos' cheeks.

“Yes, I love you, too. Now go!” Tali pointed. Talos galloped down the path. Tali watched him go with some reservations before hopping onto the tree and climbing it up. The reason it had to be this tree, was because this tree was large enough, and tall enough, with a hole big enough for Tali to crawl in and hide inside, to stay out of sight.

Making his way inside the hole, Tali lowered himself, only keeping his head up enough for him to see what was going on the ground.

“Where did he go?” Garth demanded as he and Ferdinand approached the area. “He has to be around here somewhere!”

Ferdinand shrugged.

“Well, start looking!” Garth shouted, shaking a fist at him. Ferdinand began looking around the area. His eyes fell on the tree Tali was hiding in. “Hmm.”

Tali bit his lip, held his breath, and tried to sink further into the hole.

“Now, ordinarily, I would never think Tali could climb a tree this size … but he's certainly been full of a few surprises today.” Garth said to himself. “So if I were Tali, where would I hide?” He rubbed his chin, contemplating the tree.

Thankfully for Tali, before Garth could climb up the tree and test his theory, the Guardians arrived. They first made their presence known by Rainbow Dash coming up behind Ferdinand and knocking him down.

“Oof!” Ferdinand exclaimed. He crawled forward to get away, but Rainbow Dash bent down and picked him by the collar of his armor, lifting him with almost no effort.

“Hey there, cutie.” Rainbow Dash said, turning Ferdinand towards her, Fluttershy's hypnosis still swirling in her eyes. “Where ya goin'?” She proceed to smother him in kisses.

Garth drew his sword and got ready.

Fluttershy, Pinkie, and Rarity arrived not far behind her. They split up and began searching through the area.

“Where did he go?” Fluttershy asked. “He couldn't have just disappeared.”

“His horse should be somewhere around here.” Rarity said. “Maybe he went on ahead?”

“No.” Garth said. “That can't be. I just saw him around here.”

Fluttershy crossed her arms and glared at him. She slithered towards him. “And just why should we believe you?”

“Because I am right and honorable knight of King Talon's court.” Garth said.

“I see. Listen ...” Fluttershy leaned over, putting her hands together coquettishly and letting Garth have a view straight down her cleavage. “I'm sorry about earlier. I was in a bad mood after what happened with Tali. So, Mister Knight, would you mind helping us find Tali?”

“No.” Garth said. “I may not be on the best terms with Tali, but I wouldn't sell out any of my fellow man to your kind.”

Fluttershy lowered her eyelids at him, not amused by his comment. “Oh well. Your loss. We could have worked together.” Fluttershy looked around the area. “I suppose, if we can't find Tali, we might as well entertain ourselves ...”

“What – what does that mean?” Garth stuttered, the first time Tali had ever heard him as anything other than arrogant and confident.

Fluttershy's tail whipped around Garth, wrapping him by the midsection, lifting him up and making him drop his sword.

“You-! Vile beast. Let go of me!” Garth struggled in her grip.

“Oh, quiet now.” Fluttershy said, flashing her hypnotic eyes at him. Garth went limp in her coils, his jaw hanging open as he was induced and seduced by the pretty swirling colors.

“Have some milk, why don't you?” Fluttershy said, pulling down her top and stuffing her breast into Garth's mouth. Garth, under the influence of her hypnosis, had no choice but to suckle and drink the milk from her massive breast, the milk dribbling down his chin.

“Come on, everyone.” Fluttershy said, defeated. “Let's have a little fun with these two, then go back to our posts … we'll just have to trust the others to stop Tali.”

Rarity and Pinkie Pie nodded, joining Fluttershy as she turned and slithered back into the forest. Rainbow Dash walked after them, holding Ferdinand up with one hand.

Inside the forest, Fluttershy lifted Garth up with her tail, turning him over with his head towards the ground. "Now, Garth ... why don't you look at my breasts?"

"What?" Garth asked, coming out of his trance.

Fluttershy put her hands under her breasts and bounced them. "Look at my chest, Garth. Look."

"I ... what?" Garth asked, raising an eyebrow as Fluttershy rolled and bounced her breasts ... her massive breasts. Her massive breasts which seemed so big and heavy.

"So ... big." Garth muttered.

"Yes, that's it." Fluttershy cooed. "They are big, aren't they? You want them, Garth. You want my big, bouncy breasts. You want them all to yourself."

"All to myself ... yes ... so big."

"Soo big. So very big. You want to take a closer look. You want to go deeper ... deeper. Let them fill your mind. Let your mind be consumed with thoughts of my breasts. They're so big ... you want to claim them, don't you? Well, you can, if you go inside ... going inside will make me happy, and you want to make me happy, don't you?"

"Yes ..." Garth said. "I want ... to make your breasts happy."

Fluttershy chuckled. "Not what I said, but good enough." Taking the tip of her tail, Fluttershy swatted off Garth's armor on his lower body, revealing his spotted underwear. She used the tip of her tail to slide the underwear down. Fluttershy licked her lips at his exposed equipment. Sticking her tongue out and bringing Garth closer, she coiled her tongue around his equipment several times and tugged before pulling him inside her mouth. She nursed and suckled him, and it wasn't long before he sent a heated release down her throat.

"Aah ..." Fluttershy sighed, release Garth's equipment after she consumed his release. "I do so love eating men ... in more ways than one. Now, Garth ..." Fluttershy rotated Garth around, flipping upside right. "You're going to go into my chest now, okay?"

"Okay ..." Garth said with a big stupid grin, pleased with what Fluttershy had done to him.

With a smile, Fluttershy wrapped an arm around his head and pulled into the gap of her cleavage. Tensing up in excitement, Fluttershy closed her eyes and rolled her head back as her breasts began to suck Garth in, first swallowing up his head before bringing in his neck, followed by his shoulders and chest, until his legs were sticking out in the air from between her mounds. Garth offered no resistance as he was pulled in the rest of the way, Fluttershy's chest giving a satisfied gurgle as Garth's legs disappeared inside them.

Fluttershy took in a deep breath before letting out a much contented sigh.

"Rainbow Dash, darling, could I borrow Ferdinand for a moment?" Rarity said, crossing her arms as she rested on her slime bed.

Rainbow Dash continued to shower Ferdinand with kisses, before her eyes became focused, her head turning clear. She pushed Ferdinand away. "Gah ... as far as I'm concerned, you can have him!"

"Thank you, darling." Rarity wrapped Ferdinand up in a tentacle and lifted him. She took another tentacle and wormed it into his trousers, wrapping it around his equipment.

"Now, darling, tell me ... do you know where Tali went?" Rarity asked, the tendril on Ferdinand's equipment giving a pulse as he spoke.

"N-no." Ferdinand said.

"Now, Ferdinand, are you lying to me?" Rarity asked sweetly. "If you are, I'll know." Her tendril suckled him lightly. "Hmm ... you don't bear any ill will towards Tali ... oh, but I do believe I detect a hint of resentment towards Garth. Well, you don't need to worry about him anymore."

Ferdinand looked at Rarity in shock, not understanding where she was getting this from. "It-it's true I don't have anything against Tali, but my mission w-was still to capture and retrieve him for King Talon. He was still my friend, so even if I did know where he was, I wouldn't tell you, but I swear to you, I don't know, now please stop whatever it is you're doing!" Ferdinand struggled, unable to stand Rarity's continuing affections with her tendril.

"Stop? Yes, I suppose I'll stop." Rarity whipped out her thinner tendril and placing it into her mouth. She suckled Ferdinand vigorously until he released, and the slime sucked up the release and directed into the thinner tendril, where it sprayed into Rarity's mouth.

"Aah ..." Rarity moaned, having enjoyed her little session with Ferdinand. Ferdinand went lax in Rarity's grip, falling unconscious, with his orgasm taking too much of him.

Tali waited for them to be gone, and waited a few more minutes after that to be sure they were gone and not hiding, waiting for him to come out. He climbed out of the hole and made his way down the tree.

Tali looked around. He didn't see Talos anywhere.

Tali put his fingers in his mouth and whistled for his horse.

But there was no response. Talos didn't come. Garth and Ferdinand's horses had fled after being struck by Tali and losing their riders. And none of the Guardians sprung out from behind a trap after hearing him whistle.

Tali sighed. He hung his head, feeling alone for the first time since he begun this adventure. At least all the other times Talos wasn't with him, Tali knew where he was. Outside the forest which belonged to Fluttershy, waiting outside Rarity's back, or munching on grass by the lip of Pinkie Pie's pit …

Raising his head up, Tali walked down the path towards the next Guardian. He had better steel himself and hope his legs were in shape.

He was facing the prospect of a long walk ahead of him.

Author's Note

It’s not very important, and kind of trivial, but the bartender is meant to be Vinyl Scratch.

Originally, my plan was just to include Rainbow Dash so there could be another scene of Fluttershy hypnotizing someone, but that was before I hit on the idea of having the Guardians capture Garth and Ferdinand.

If there's one thing this fandom lacks, it's more art and fiction featuring Fluttershy as a big-breasted lamia who does weird and kinky things with her breasts, including breastfeeding and vore.

Taming A Wild Horse

The next area was much cleaner than Pinkie Pie's jungle. They were still trees all around, but now there was a wide, clear path cut through the trees meant for travelers, so unlike the loose collection of displaced dirt in the jungle.

Tali moved on to the next stretch of road. Taking a minute to look around and appreciate the serenity of the place, he went and rested his back on a nearby tree. Resting his hands on his knees, he breathed a sigh of relief at the fact he had escaped both Fluttershy and Garth for a second time, and appreciating it would be some time before Fluttershy finished with Garth and could come chase Tali down again, if she were even so inclined to risk coming after him after the misadventure she had earlier. She would probably make Garth indulge her the way she had done to Tali, and afterward, would either swallow him whole or, if a merciful whim struck her, let him and Ferdinand go with a warning to never come back.

Tali got up and ambled down the road. He put his hands around his mouth and called out for his horse.

“Talos!” Tali shouted, looking all around. “Talos!”

Tali made his way further down the path, still calling out Talos' name.

“Talos! Come here, boy!” Tali put his fingers between his teeth and whistled. But there was no reply, not from his horse, not from a Guardian, not even from a hypothetical passing bird flying overhead.

“Talos!” Tali said, losing hope the longer and further he got into the road without any sign of Talos. “You can come out now. They're gone. They're all gone.”

Tali turned around, checking to make sure he hadn't passed Talos in the event Talos was walking behind him or taking up a hiding place in the trees.

“Come on, Talos.” Tali said. “This isn't funny. Where are you? TAAALOOOOS!” He bellowed out into the vast wilderness, screaming as loud as his lungs would let him.

Yet still, there was no reply. Not by the sound of a hoof trampling on the dirt, not by the whinny of a horse, nor even by the rustle of leaves as an animal moved through him.

Tali let out a sigh. “Talos ...”

He went over to a tree and sat down, trying to take in and struggling to process what was becoming clearer and clearer. His horse had left him, and wouldn't be coming back.

“You were an excellent horse.” Tali said. “You were so loyal. A true beast of burden and a loyal companion. When threatened by the Celestia's servants, you didn't turn and flee, unlike Garth's horse.” Tali chuckled at the memory of seeing Garth's horse rear up and flee, so unlike its fearless and reckless owner. “Why, I could almost say … you were my only real friend.”

Tali flopped over on to his side, trying to wrap his head around it. He still couldn't believe it. Talos had left him. Talos had gone.

“No, no.” Tali muttered. “He's not gone … he's just … misplaced. Yeah, that's it. Someone will find him. Someone will find him and adopt him and take him to a good home. Even if it's not my home.”

Tali grimaced as he realized, this far into the forbidden territory, the only ones beside him who would be likely to find Talos would be either the Guardians, or another would-be thief attempting to steal the crown either before Tali did or after he failed to.

“Someone who's not a Guardian will find him.” Tali said. “Surely, another seeking to steal the crown would have need of a good horse, right?”

Tali looked to the side. In the distance, covered by fog and clouds, he saw the tip of a mountain top. It rose high into the sky, standing tall and proud as if were an impenetrable fortress made by the finest of masons, sculpted and crafted by only the most skilled makers of brick and stone. Of course, it being a mountain whose hands were finer and more skilled than nature itself?

“That must be where the crown is kept.” Tali reasoned. “After all, what other reason would the Guardians have to set their base camp here, if not to use the mountain as a vault for safekeeping?” He would have to face the mountain to get the crown. He might even have to scale it to the top. The thought made him shudder. No one mentioned scaling a mountain to him, and he hadn't brought adequate supplies for climbing.

Tali blinked. He leaned back against the tree, pushing thoughts of scaling heights and stealing crowns aside for the time being. His thoughts wandered back to Talos. He tried to think of a time when he felt as alone and abandoned as he did now. He felt alone and ostracized at Talon's castle amongst the guards plenty, but he still had his horse. Those times paled in comparison to this and now. This – this feeling of being completely and utterly alone, without even so much as a insect to share his feelings with.

He thought of one. A time when he felt so abandoned and alone as he did. It was on the day he learned why Talon was so hard on and resentful of him ...

The young prince Tali, only eight years of age, was wandering around the castle, as children are prone to do at his age. Laughing as he imagined he was running from an invisible monster of some kind, he rounded a corner. His laughter stopped and his eyes widened at seeing Ferdinand and Garth down the corner. Tali dug his heels into the floor, trying to stop his momentum from propelling him forward. Garth and Ferdinand froze in alarm, their eyes soon joined Tali's eyes in widening as well.

Tali skidded forward on the tile, bumping into Garth and Ferdinand each like they were a pair of double doors left ajar. He pushed himself off from them and dusted his clothes.

“I'm sorry.” Tali said. “It was an accident.”

Garth narrowed his eyes and glared at Tali, clenching and brandishing a fist, offended by Tali's intrusion into his personal space. Ferdinand held his hand out in front of Garth, and it was enough to get Garth to relent – though not enough to get him to calm down.

“Hey, no trouble, young prince.” Ferdinand got down on one knee and ruffled up Tali's hair. “We know you didn't mean to. Just watch where you're going next time, okay?”

Tali nodded.

“See?” Ferdinand stood up and turned to Garth. “No harm done. There's no need to rough the kid up.”

“Hmm.” Garth said.

He and Ferdinand moved on, Garth giving Tali a dirty glare before turning his attention to his own chin, tapping his fingers at the light hairs growing around it.

“Trying to grow a beard, Garth?” Ferdinand asked. “How's that working out for ya?”

“I'll have you know that a well-groomed beard is a respectable fashion statement among men.” Garth said. He pinched at the loose hairs. “Now if it would just grow in all the way ...”

Ferdinand chuckled, his laughter echoing as he and Garth went down the hall, leaving Tali alone.

Tali went down the hall, his mishap with Garth and Ferdinand taking the playful mood out of him. He heard familiar grumbling from behind an open door and stopped. It was the voice of his father,

Tali peeked over the side of the door and saw his father inside the room, sitting down at a desk and writing on a scroll with a quill.

Tali was overcome a sense of curiosity and his playful mood returning. His curiosity was twofold. First, he wondered what his father was doing. Second, he wondered if his father could be persuaded to stop what he was doing and play with Tali instead.

Tali snuck into the room, moving quietly and slowly to avoid detection. He walked up to the side of the desk, being short enough he could hide behind it and easily stay out of Talon's sight. While Talon continued to scratch at the scroll with his pen, Tali grabbed the side of the desk and raised his head up over the edge. Tali looked around the desk and was awed by his reflection in the faceted glass inkwell his father was using.

Tali stared into the inkwell, being amazed by the distortion as he moved his head around. Tali ducked under the desk, still playing with the reflection. When he peeked his head up again, there was something else on the desk next to the inkwell. Their patron, Discord, shrunk down to size and standing next to the ink pot.

Discord waved at Tali, smirking. Tali awkwardly waved back.

“Hey there, sport.” Discord said. He gestured his head at the inkwell. “You like playing with this here inkwell, don't ya?”

Tali nodded.

“And you want your father to play with you. Am I right?”

Tali nodded again, a bit more eagerly.

“Well, I bet if you picked up this inkwell, that would get his attention and you could get him to play with you.” Discord pointed at the inkwell. “Go on. You know you want to.”

Tali, with some slight hesitation, reached over and picked the inkwell up. It was shaky in his hands, Tali not having learned how to keep a firm grip on objects.

Discord poked the side of the inkwell, tipping it over and causing the ink to spill and splatter all over Talon's cape, dotting the red cape with messy black splotches.

“Oops.” Discord said before disappearing in a flash of light.

“Ah!” Talon complained, rising up from his chair. He looked and saw Tali cowering behind the desk. “Tali! Look what you did! You got ink all over my cape!”

“I'm sorry!” Tali shouted. “It was an accident! I didn't mean to!”

Discord's laughter could be heard from outside a window.

Talon glared at the window. He grumbled about Discord and sighed. Talon picked up his cape and folded it up. “It will take the servants some time to wash this out.” Talon took the cape off and folded it up neatly.

He walked to the door to take the cape to be washed, and he stopped. He turned over his shoulder and looked at Tali.

“Tali … you don't play with the other kids your age. You don't train with the knights for the day so you might become a squire and a knight before you become a king. What do you do?”

Tali shrugged, hands behind his back as he tried to look innocent, balancing on his heels.

Talon scoffed. He placed a finger to his forehead. “If only … well, it doesn't matter now, does it? I'm stuck with you, one way or the other. Still … perhaps if she were here … you might have turned out into less of a burden.”

Talon left the room and went down the hall, leaving the way Tali had entered. Tali stepped out of the room after Talon had gone, peeking out the door to be sure he was gone.

“Hey there, kiddo.”

Tali turned around and saw his uncle Theo coming down the hall from the other direction.

“Uncle Theo!” Tali happily embraced his uncle. Theo chuckled and bent down to return the hug.

“That's the spirit.” Theo said, wrapping his arms around Tali and lifting him up, squeezing and almost crushing him in a tight bear hug before setting him down. “Say, I was looking for your father. Where is he?”

“You just missed him.” Tali said. “He went to go get a servant to wash his cape after I, uh … after Discord tricked me into spilling ink on it.”

Theo chuckled. “Oh, Tali. You should know better than to listen to Discord. Someone really ought to teach you better.”

“I know ...” Tali whined.

“Talon's not upset, is he?” Theo asked.

“I think he is.” Tali admitted. Tali looked at the ground, rocking his feet as he considered whether or not he wanted to ask the question on his mind. “Uncle Theo?”

“Yes, Tali?”

“My father … after I spilled the ink, he called me a 'burden'. Why … why does he seem to, I don't know, resent me so much?”

Theo gave a pained chuckle. “Picked up on that, have you?”

“Yes.” Tali nodded.

Theo heaved a great big sign. “Well, I suppose you're going to find out one day. Might as well let you know now so your teenage years are entirely spent agonizing about it. Come. Sit down.” Theo gestured to the wall. “This is going to be a lot to take in.” He and Tali sat up against the wall.

“Tali … do you ever go down into the town?”

“Mm-hmm.”

“And when you do, do you see other kids like you?”

“Yes.”

“Kids with families? Kids with parents? With fathers … with mothers?”

Tali nodded again. “Yes.”

“Do you ever wonder … why you're not like them?” Theo said. “Why you only have a father? Why you don't have a mother like they do?”

“Not really.” Tali said. “I hadn't really thought about it ...”

“Hmm.” Theo said. “Well, there's a reason for that. Before I go on, has Talon or anyone spoken to you about life? About … the end of life?”

“You mean about killing and death?” Tali said. “Yeah. Garth talks about killing big animals for meat all the time. Like, all the time. It's really annoying. He won't shut up about it.”

Theo chuckled, a smile on his face, even though there was a pain in his eyes. “Okay. Your mother … you've really never wondered why you don't have a mother? Your mother … she died giving birth to you. That is the reason why Talon resents you so much. He loved your mother very much. She was very dear to him. When you were born, she lived just along enough to gaze upon your face … to touch your cheek. And then she died. If we had better medicine, better healers … she might have survived. But she's gone now. And in a way, Talon blames you for it. It's like he lost your mother and got you in exchange, without any say from him.”

Tali looked at the floor, thinking about the implications of this. Theo did say it was going to be a lot to take in …

“Now ...” Theo reached over and cupped Tali's check. “That's not to say Talon blames you. He knows it's not your fault. You couldn't have had any control or impact on whether your mother lived or died. But … the loss upset Talon. He's still grieving. He's still angry. And, to be fair to him, he would never give you up or leave you. He knows that's not what she would have wanted. But he doesn't know what do with all that anger, so at times … when's he not thinking about it, when he's tired and not thinking straight … he takes it out on you.”

“I … I see.” Tali said, tears forming in his eyes. He stood up. “Excuse me, Uncle. I think I need to be alone for a moment.”

“Take all the time you need.” Theo said.

Tali ran down the hallway, crying and grimacing his teeth. He ran into his room, shut the door, and turned his emotions on the wall, kicking it again and again.

“No wonder my father hates me!” Tali shouted, even though nowhere did Theo nor Talon ever say that. “And my mother … my mother just … died? Minutes after I was born? It's not fair.” Tali banged his fists on the walls. “It's not fair! I never got to know her!” How could she … abandon him like that? How could she decide to just leave this mortal coil? To choose to leave him?

It wasn't her fault. Tali had to remind himself. She didn't choose to leave that way. Did she?

He rested his head on the wall, still banging it with his fists, tears streaming down his cheeks. How many other children in the kingdom could relate to what he was going through? How many in the castle? The village? In all of Maretonia? How many of them had lost their mothers before they could even walk?

Tali turned around and slumped against the wall, sinking to the floor. He supposed, being a prince, he could send out a mandate demanding all the other children and any others whose mothers had suffered the same fate as his come forward. He could have someone to talk to, to relate to.

No. He told himself. He didn't want to let Talon know he knew this. He'd get upset at Theo for telling him and he'd get upset at Tali for suggesting such a mandate, and it would complicate their relationship, which was already struggling.

No, Tali told himself. He wouldn't want to out anyone who wanted to keep their mother's death by childbirth a secret, as Talon so clearly wanted to. For the sake of the people, and the best thing for his and Talon's relationship, as far as Tali knew, would be for him to suffer in silence.

Tali stirred, his attention caught by the sound of steps approaching, snapping him out of his reverie.

He stood up, reaching over to grasp the handle of his sword, ready to draw his blade the first sign of danger.

Tali leaned in, narrowing his eyes to focus on the figure coming into the distance. It was a tall, large, and bulky.

Almost the shape of … a horse. Tali thought. Could it be?

As the figure drew closer, the shape became distinct. It was unmistakably a horse. But more than that, it was unmistakably Talos. He must have heard Tali's shouts and whistles and come running, having been further away than Tali realized.

“Talos!” Tali shouted and ran towards him. Talos stopped at the sound of Tali's voice so he didn't trample over Tali, letting Tali come close.

Tali ran up and embraced Talos, hugging Talos' chest and wrapping his arms around Talos' neck.

“I'm so glad to see you!” Tali said. He placed a hand on Talos' cheek. “I was so worried about you. I hope we never have to get separated like that again!” He nuzzled Talos' nose.

Talos made a snort which resembled the sound of someone clearing up their throat.

Tali withdrew from Talos, taking his arms off. “Yeah, okay, maybe I was starting to make this a little weird. But still.” He patted Talos' nose. “I'm glad to have you back, my trusty steed.” He went around and climbed onto Talos' back, taking his place on the saddle. “Hi-yah!” Tali shook the reins, and he and Talos went galloping down the road.

With Talos back by his side, it didn't take them long at all to reach the area of the next Guardian. After some of the things Tali had seen between the wide forests, the barracks, and the deep pit inside a jungle, this Guardian's accommodations were, by comparison, lacking.

She didn't have much. She barely had anything at all. Just four logs spread around in a square around her, and a campfire which was put out.

The Guardian herself was resting, lying down across a log with her hand supporting her head and her legs stretched out. All four of them. Like Fluttershy and Pinkie Pie, she was a normal, if slightly good-looking woman from the waist up, but from the waist down, she was an animal, in her case, a brown horse with a long, dark tail. She was dressed with a leather vest, a straw hat, and a long braid of blonde hair which reached down her human back onto her horse body.

“Mmm?” She twitched an eyebrow, opening her eyes and letting out a yawn. “Well, I'll be. What have we here?” She climbed to her hooves, stepping in place to adjust the ground beneath her.

Tali shared an uncertain glance with Talos. He stepped down off the horse and approached the Guardian. “Greetings! I am Prince Tali. I have come to steal the crown of Celestia so that I may win the respect of my fellows and peers. Before you try to stop me, know that I have bested all of your companions before you and triumphed over one of the greatest swordsmen in Maretonia!”

Talos let out a scoff. Kicking him down and running away was not most would agree was “triumphing over a great swordsman.”

The Guardian adjusted her hat. “Well, shoot, you're a real big shot, ain't ya?”

“Well ...” Tali said, exalting in her admiration.

“Except y'all really ain't.” The Guardian said, crossing hers arms. “I ain't never ever heard of this great swordsman from … where did'ja say? Maretonia? And just because you past all my friends, that don't mean you're gonna make it past me. Oh. I'm Applejack, by the way.” Applejack pointed a thumb at herself.

Tali stepped forward, taking umbrage to her assertion. “I beg your pardon? What makes you so sure you could stop me?”

Applejack rubbed her chin, sizing Tali up. “I'm gonna guess, looking at ya, that y'all took up Rarity's offer of a spell to enhance yourself?”

Tali raised an eyebrow. “Er, Yyyyessss? Why?”

“Well, that spell is gonna have a few … drawbacks for ya.” Applejack said. “For one thing, it's gonna make ya a bit more lustful than normal. For another, you're gonna have a really hard time fighting that urge with the … eh, enhancements, to certain … reproductive parts.”

Tali raised both his eyebrows. “Really? I hadn't noticed.”

“Well, sure. Just take a look inside your leggings if y'all don't believe me.” Applejack said.

Tali glanced downwards. “I'll take your word for it. Though that would explain why my garments have been feeling uncomfortably tight in that region ...”

“R-really?” Applejack said. “You didn't notice? At all? You haven't had random flashes of lust wash over ya?”

“What can I say? Moments after I accepted the spell, I was fighting for my life or running for my life pretty much non-stop, and then I got turned into a woman before being turned back again!”

Applejack nodded. “Yeah, okay … that sounds like something Pinkie Pie would do … not sure why you were being chased, though. Well, anyways.” Applejack said. “I'm gonna bet Fluttershy hypnotized you when you ran into her, right? Maybe more than once, even.”

Tali stepped back. “I'm not going to be stupid enough to answer that question. Rarity's spell is one thing, but I'm not going to tell you something which I know could lead to a direct advantage for you.”

Applejack shrugged. “Okay. I guess I'll just have to find out for myself. Before I do that, though, would y'all mind coming over here and uh … being gentle with me?” She crooked a finger and winked at Tali.

Tali's jaw hung agape. He recovered and stomped his foot. “No! No, no, no! I have done some crazy stuff since coming to this land. Things I never thought I would do, or was even capable of doing! But this? This right here? This is where I draw the line. I will not, I repeat, NOT be intimate with a horse!”

Applejack smirked. “Oh no?”

“No!”

“Let's see … one … two … two and a half.” Applejack snapped both her fingers.

Tali had some kind of spasm. Lust crept up into his body and overwhelmed him, his eyes fading into faint after images of Fluttershy's hypnotic patterns. He was full of sexual desire, his equipment chafing uncomfortably inside his garments.

He had to go to Applejack. He had to be with her, to love her, to be inside her. Undoing the laces around his pants, he ran towards Applejack and hopped up on her, forcing his enlarged equipment inside her own. Only now did he see what Applejack was talking about. He could feel the effects of Rarity's spell having made him and his equipment more … sizable.

“Oh, well, aren't you eager.” Applejack said, wrapping her arms around Tali's back to hold him steady as he did everything he could to pleasure her and himself. Tali bucked and grunted, moving in and out from inside her, his equipment pulsating, desperate for release.

“Mmm ...” Applejack moaned, closing her eyes as she anticipated a release from him.

“Aaaaah ...” Tali moaned, feeling himself throb, his release building up. Finally, he couldn't take it any more and he released into Applejack, filling Applejack with his relieving release and fulfilling the requirements of Fluttershy's trigger, allowing him to exit himself from her, making his way out of arms and dropping down on his feet, where, in a daze, he had enough wherewithal to pull his leggings before he fell onto his back and passed out.

Tali slept, and while he slept, he dreamed.

He dreamed of a deer in a forest. He dreamed of the times when he went out with his father and Garth and others and formed a hunting party which went into the forest in search of game.

Tali held his bow and arrow up, pulling tight on the drawstring. The arrow shook in his grasp, the drawstring vibrating as it awaited the release of tension from Tali letting go.

“Come on, Tali! Fire already!” Garth jeered.

“Yeah, fire!” The other knights shouted, joining Garth in heckling Tali.

The tip of the arrow was lined clearly with the deer's flank. It would never know what hit it.

Tali stuck out and bit on his tongue, wondering what to do. He couldn't bring himself to kill an innocent, defenseless creature. Perhaps if it was a fierce lion or tiger which had been terrorizing villages and eating chicken, he could justify the dead and bring himself to let go of the arrow … but a deer?

He adjusted his bow, aiming off to the side, and let go. The arrow flew between two trees, creating a whoosh of air which startled the deer and caused it to fly. Sparing the deer's life, as Tali had done so many times before.

“Come on, Tali!” Garth shouted. “You can't even hit a single deer?”

All the other knights laughed while Talon brought a palm to his face.

Tali grimaced, thinking he had made the wrong choice. He tried to assure himself he had done the right thing, even if Talon and Garth disagreed, but his mental assurances fell short of comforting him. I did the right thing. I did the right thing. I did the – quit laughing at me!

There was a noise, a sort of “plonk!” as the arrow hit something. Tali looked to see what it had hit, and all of the knights fell silent.

The arrow had hit Goddess Celestia, straight in the chest, with the arrow sticking out from her cleavage like a flagpole without a flag.

“Oh my.” Celestia breathed, Fluttershy resting on her coils next to Celestia. “Tali, surely that are far more subtle ways to get my attention.” Celestia reached up and grabbed the arrow, yanking it out of her chest without much discomfort, if any.

“Yeah, Tali.” Fluttershy said. “If you wanted Celestia's attention, all you had to do was approach her ...” Fluttershy reached her tail around Celestia's ankles and wrapped it around, looping it up and coiling it upwards until it reached Celestia's chest, where it wrapped around and gave Celestia's breasts a gentle squeeze.

“Gently, dear, gently.”

“I … I don't ...” Tali stepped backwards. “What's going on?” He bumped into something which he didn't recognize, but he knew was something he didn't want to see, not least because of the massive looming shadow it was suddenly casting over him where there was light before.

He looked up and instantly regretted having done so.

The knights had disappeared, and Talon had been turned into some kind of hideous monster. It had three extended necks like tree branches, each with Talon's head at the end, six grotesque arms of the same bark material, and one of the arms was holding up the severed head of a sewn plush doll, meant to stand in for his mother.

“It's okay, Taliii ...” Talon droned, his voice horribly distorted as he lumbered towards Tali. He brought the doll's head towards him. “I know it's not your fauuult ...”

“Oh-oh yeah?” Tali stuttered, trying to remain brave in the face of this monstrosity. “Then … then why do you keep getting angry at me? Why do you get so upset every time I don't follow your instructions to the letter?”

“I'm upseeet!” The Talon heads droned. “Isn't a father allowed to be upset when he's widowed? I just want what's best for yooou ...”

The Talon heads all smiled, showing gnarled, nasty, uncared for teeth, made of rotten wood crawling with bugs and carrying the stench of death.

“To become a cold-blooded killer, hahaha!” The primary Talon laughed.

“And for the record, I do blame you.” The Talon head on the left said.

“Don't say that.” The one in the middle said. “It's not his fault.”

Tali continued to back away while the heads began to bicker among themselves. He continued walking backwards until the back of his head came into contact with something soft. With his luck, he didn't even have to look to know he had bumped his head into Celestia's cleavage. Tali pulled his head out and turned around to face her.

“Tali!” Celestia exclaimed with joy. “It's so good to see you finally reaching out to take what you want.”

“I didn't – I mean – I never said that I wanted -”

Celestia ignored him, slapping her hands onto his cheeks and taking a hold on his head. She pulled him forward, leaning down and giving him a forceful kiss on the lips. The squishy, squelching sounds as Celestia pressed her lips against his were enough to arouse Tali terribly. He moaned, fluttered his eyes, and melted into the kiss … until he remembered the Talon monster was still behind.

He's still coming. Tali thought. He's still coming! Tali began to flail in his panic.

Celestia seemed to hear his his thoughts, as she gave Tali a smack on the back of his neck which made his body turn still. Still kissing him, she raised one hand and formed a golden sphere. The sphere launched from her hand and the next thing Tali knew, he heard a boom and could smell burning wood, the flaming branches and parts of the destroyed monster's body falling down like raindrops.

“Mmmwuah!” Celestia pulled away from him, taking her lips off with a loud pop. She put her hands on Tali's shoulders, smiling.

She moved closer to him and rubbed up against him, bringing their laps far, far closer than Tali was comfortable with. Tali brushed and broke into a sweat. He glanced upwards and saw Celestia wearing an eager, predatory smile.

Much to his relief, the dream ended here.

Tali groaned as he stirred as he awoke. Blinking, he opened his eyes. It had become night time. The stars were out and staring down at him while the sky was dim without the light of the sun bathing the sky in its warm glow. Had he really slept that long?

Groggy, Tali reached around to feel his surroundings. His head was resting on a log. A campfire was burning in front of him, its gentle flame keeping him warm and from freezing. Talos was laid down by an adjacent log, curled up and sleeping on the ground.

Applejack walked over, carrying some deadwood in her arms which she tossed onto the fire to keep it burning.

“About time you woke up.” Applejack said, watching embers fly up from the flames. “After you passed out, I went ahead and invited your horse to rest with you awhile. You were grunting the whole time you slept. Having a bad dream?”

“Yeah.” Tali admitted. He nervously rubbed the back of his neck.

“Y'all want to talk about it?” Applejack asked.

“It was nothing.” Tali rubbed at his head. “Just … all the things I've been thinking about recently. Everything that's plagued my mind.”

“Mmm.” Applejack nodded and turned her attention back to the fire.

Tali looked up at her. He pulled himself up, sitting on the log. “I have a question. Why are you being so nice to me?”

Applejack chuckled, giving him a smile. “It's just who I am, I guess. It's in my nature to be carin'. Besides, it was sort of my fault y'all passed out. It wouldn't be right to just leave you there like that until you woke up and got sorted.” She picked up a stick from the ground and poked at the fire with it. “Truth be told, I have always been kinda maternal.”

“Now ...” Applejack walked over to the log and sat down next to him, her front legs bundling up in front of her while her back legs collapsed on the ground behind the log. “I've got a question for you. Why do y'all want the crown? I mean, why do you really want it?”

“I … I don't know what you mean.” Tali stammered.

“While you were talking earlier, I kinda got the sense you weren't really after the crown.” Applejack said. “It seemed like it was … well, like my friend Rarity would say, more of a means to an end for you, rather than the end itself. I'm curious as to why.” Applejack raised up her hand and rested her cheek on her palm.

“Well ...” Tali intertwined his fingers. “I meant it when I said I wanted the crown to earn the respect of my fellows and peers in Maretonia.”

“Why don't you tell me about it?” Applejack said, placing a hand on his shoulder. “I can tell you've got a lot on your mind.”

Tali heaved a sigh. “Well, the reason … one of the reasons I went on this quest was Garth. He's a knight in my father's army, his most respected champion. He's always picking on me, saying I'm too weak, that I'm wimpy, that I'm more like a maid than a prince because I prefer to read rather than engage in pointless duels with the knights. And all the other knights follow his lead. They do what he says. They laugh when he embarrasses me. They trip me and send me into the pig's trough and claim it was an 'accident' … argh!”

Tali shook his fists. “All because I'm not constantly flexing and boasting like they are. They spend their entire days thinking about fights, thinking who would win in a fight, thinking about who last won in a fight ...”

“Well, they're knights, ain't they?” Applejack said. “Fighting's what they're supposed to do, isn't it?”

“Yes.” Tali said. “But knights are also supposed to be honorable. Kind, chivalrous, respectful … they're none of these things. They just want to swing swords and shoot arrows and then brag about the hits they've given and the wounds they've survived … and then because I don't like getting wounded and then showing off, they mock me for it!”

Tali sighed again, following Applejack's example and resting his head on his palm. “And there's another reason … my father. The king. He's embarrassed by me, for many of the same reasons. I like to read and write. He … doesn't look kindly on intellectuals. Says that a king doesn't need 'frivolous' skills like good penmanship. Who cares if I can quote a book or recite a poem as long as I can beat others with a sword and crush pebbles with my biceps?” Tali flexed his arm, pretending to squash an imaginary rock in his muscles.

Applejack chuckled. Tali turned silent, stewing on his treatment by the knights and his resentment of them.

“I should done more to Garth than just escaping from him when I had the chance ...” Tali grumbled. “I should have cut his head off, or thrown him into that pit ...”

“Hmm.” Applejack said. “You're hiding something.”

“What?”

“You're holding something back.” Applejack said. “Something you don't want to talk about.”

Tali looked away from her. “I – I don't know what you're talking about.”

“Come on, Tali.” Applejack draped an arm around Tali's shoulder and pulled him close to her. “You're never gonna learn to let go it if you don't talk about it. Why don't you tell me about it? That way, you can work on being at peace with it.” Applejack waved her hand out and exhaled a deep breath to represent letting go. “Now come on. Talk to me about it.”

“Okay ...” Tali said. “It's about … my mother.”

“Oh?”

“I never knew my mother.” Tali said. “She died shortly after giving birth to me. And my father … I know he doesn't blame me for it, and I know it's not my fault, but … it still hurts, you know? For me and him. And sometimes, he can't help but take it out on me. He … hasn't handled his grief well. He would never talk to anyone about it. He'd sooner take his own sword to his neck and kill himself instead of talking about to anyone … like I am to you now.”

Applejack nodded for him to go on.

“And sometimes ...” Tali said. “I wonder … what it would be like … to have a mother. If things might have been different if I had grown up with one … if my father had remarried, perhaps … but … that's all fantasy and wishful dreams.” Tali looked somberly at the ground.

Applejack scraped her hoof. She looked to the side, as if to check if there was someone around to judge her for what she was about to say.

“I … could be your mother.”

Tali looked up at her in shock. “Wha-what? Really?”

“Sure! I mean, well, why not?” Applejack said. “I could adopt you. It may not look like we much, but you could live happy here. Truth be told … I've always wanted a child. But uh, when you're the demigoddess servant of Celestia, it doesn't leave you a whole lot of time to go down to the bar and find compatible mates.” Applejack winked, and Tali chuckled. “What do you say?”

“Well, I, uh ...” Tali stammered. “It's … certainly a tempting offer.”

“We could start right now.” Applejack reached down and wrapped her arms around Tali, lifting him up and bringing his head into her chest. “How old are you? We got a lot of catching up to do.”

Applejack began to undo the knots of her vest, exposing her breasts. Ignoring the blush forming on Tali's cheek, she cupped his head and brought him forward onto her breast, where his mouth was on the end.

“From start to finish.” Applejack whispered to him, wrapping her arms around Tali's back and holding him gently. “And that means feeding you some fresh milk. Go on. Suckle for a bit.”

Tali wanted to protest, but when he struggled, he found Applejack's grip, though gentle, was strong and firm. Resigning himself to it, he closed his eyes and began to nurse Applejack's breast.

“Mmm ...” He found himself enjoying, much to his own surprise. Her milk was warm and sweet. It had a distinct aroma to it, like fresh flowers. It soothed him, making him relax as it dripped on to his tongue.

“We have so much to catch up on ...” Applejack whispered as he continued to suckle. “There's so much I could teach you … how to cook … how to clean … how to garden and grow and tend to crops … how to care for others and take care of someone who's sick. Mmm.” She closed her eyes and rested her head on his shoulder, rocking him back and forth as she enjoyed the feeling of him nursing her chest. He kept suckling, eagerly drinking her sweet milk.

“Tali … why don't you go back to sleep?” Applejack suggested, pulling her head off him. She let out a yawn. It would seem to Tali nursing Applejack took a lot out of her. “Moving into a new family is a big decision to make … you shouldn't do it so late at night. You should do it in the morning, when you're well-rested and wide-awake with bright, clear eyes … mmm.”

Applejack grew wobbly on her hooves, stumbling left and right. “Why don't y'all go to sleep with me? It'll be just like when the little ones are young and have to stay by the mother for protection ...”

Tali's eyes widened and he grunted. He struggled to get out of her grip, not liking the idea of going to sleep with Applejack. Her grip had slackened during the time Tali was nursing her, allowing him to pry himself with free with ease.

“Oh, alright.” Applejack said, getting the hint. “If you don't want to, you don't have to. I won't force you.”

“Thank you.” Tali said, backing away.

“Oh, uh, Tali?” Applejack asked.

“Yes?”

“You're not still thinking about trying to get the crown, are you?”

“I haven't completely removed that option from the table, no. Why?”

“Well … because if you are ...” Applejack said, her voice growing serious. “Back when I used Fluttershy's trigger on ya, I didn't do that to have sex with ya. I did that to make a point. That point being, if you still wanted to steal the crown, I'd have to stop ya ...”

Applejack kicked a hoof, striking Tali in the chest and knocking him to the ground. Applejack moved forward and stomped her hoof into his chest, pinning him down.

“And if I had to stop ya, I'd use everything I have on you. All the tools and triggers, all my strength.” Applejack glared at him, narrowing her eyes. She took her hoof off him. “I'll give you as long as you need to decide on whether or not you want to let me adopt you as a son … but if you try to take the crown, you will … not … get … past … me. Understand?”

Tali nodded.

“I'm gonna go over there and give y'all time to think on it.” Applejack said. “You can either live here with me, be an idiot and try to get past to steal the crown … or I can give you my mercy and give you one last chance to turn around and go home. If you decide that, I'll help you out of here. Think about it.”

Applejack walked away from him, going over to another log and sitting down by it.

Tali grimaced, wishing Applejack hadn't brought up when she used Fluttershy's trigger on, as he realized it meant if he accepted Applejack's offer to go be with her as his new mother, it meant his new adoptive would be someone he had mated with. The thought sent shivers down his spine and made him reconsider whether or not he wanted to even contemplate the offer.

Tali walked over to Talos, who had woken when Applejack pinned Tali down. He lifted his head up and looked at Tali.

Tali got down on his knees and gave Talos a pet on the cheek. “Hey there, big guy.” Tali patted Talos' mane. “It's good to see you're happy.”

Talos gave a complimentary huff, as if telling Tali the same thing.

“Hmm.” Tali looked over his shoulder at Applejack, who had curled up on the far side of the campfire. He looked back to Talos.

Getting an idea, he looked back at Applejack, taking note of the equine half of her body. He looked back at Talos, making a note of the fact Talos was a horse.

Tali bit his lip, clenching his fist in guilt at the idea he had. He had hoped not to get separated from Talos again, but if he wanted to steal the crown … and he did still want to steal the crown. He had come too far to turn back now, and the fact he had mated with Applejack kiiiinda ruined the idea of letting her adopt him.

“Okay, Talos ...” Tali said. “I'm going to have to ask something of you. A very big request of you.” Tali said. “I don't want to, and I know that you know that I don't want to and I wouldn't ask if it wasn't necessary. But I've got to get to that crown, and I'll never make it past her if you don't help. When she had her hoof on my chest and pinned me down, I could feel how much how strength she had, how much power she was holding back to be nice. I'd never beat her in a fight. So, that's why I have to ask you to do this. Will you do it for me?”

Talos looked up at him. After a tender moment of looking into Tali's eyes, he nodded.

“Great.” Tali said, a tear shedding from his eye. “Thank you, Talos. I won't forget this. I'll come back for you. I promise.”

Tali stood up and walked away from him.

I can't believe it. I just got him back, and I'm about to give him up again.

“Hey, Applejack?” Tali asked.

Applejack rolled over. “What?”

“I … well, I mated with your human half, right?” Tali said.

Applejack nodded. “That's right, yeah. Why?”

“Well … I was wondering ...” Tali said. “Doesn't your horse half have its own … needs to meet?”

Applejack pushed herself up. “Where are you goin' with this, Tali?”

“I was thinking ...” Tali said. “If it did, we have a perfectly good horse right here for you to mate with ...” Tali stepped to the side and presented as Talos stepped forward.

Applejack rubbed her chin. “I suppose it has been awhile since the last time I laid eyes on a stallion …come to think of it, it's been at least a few decades ...”

“Come on!” Tali said, gesturing to Talos. “You already did to me. Might as well do it to him. You know, make it fair.”

Applejack rubbed at her chin some more. “All right.” She stood up and crooked her finger. “Come on over here, Talos.”

Talos whinnied and galloped over to Applejack's position, where he went around to her back and mounted on top of her.

“Oh yes.” Applejack moaned. “I didn't realize how much I needed this. Yes, that's it, Talos. Aaah ...”

While Talos proceeded to mate with Applejack, Tali went around and walked past them. He spared a painful glance at Talos, torn up over leaving him again so soon. He wiped a tear from his eye before reaffirming his resolve and moving on.

The next morning, Applejack woke up after a long night spent with Talos. She groaned and stood up, stretching her arm. The campfire had smouldered out, Talos was curled up next to her, and Tali was nowhere to be seen.

Wait … Tali was nowhere to be seen.

“Tali?” Applejack asked. “Tali?” She looked around for him. “Where did he go?” Applejack paused and froze as she realized what had transpired. She stomped her hoof. “Tarnation! That no-good low-down lowlife used Talos as a distraction so he could sneak by me!”

Talos was awoken by Applejack's shouting and swearing. He lifted his head up to look at her.

“Oh … hey there, Talos.” Applejack bent down and petted Talos' mane. “Did he leave you behind? It's okay. It's not your fault.”

Talos gave a guilty look off to the side. He had been complicit …

“Well … it's okay.” Applejack said, cupping his chin. “I forgive you.” She gave him a kiss on the nose. “Why don't y'all stay here with me and rest with me for awhile?” Applejack laid down and wrapped her arms and legs around Talos, and the two of them went back to sleep in the embrace of the other.

Tali walked on ahead down the path, the shadow of the mountain looming large over him. Either his mind was playing tricks on him, or the mountain had changed, shifting into a curled shape which resembled a monstrous claw.

Tali stopped, taking the appearance of the mountain in. It dawned on him just how large the mountain really was. He hoped with all his being he wasn't going to have to climb it. The mountain was enormous, and he would surely fall or die of hunger before he reached the top. Perhaps that was the point.

Realization sunk in to Tali. Having used Talos as a distraction for Applejack, there was no else with him to aid him against the Guardian. He had likely severed all chances of any help he could have gotten from Garth or Ferdinand. Perhaps if he had tried, he could have convinced them not to take him back home to Talon and to join him in stealing the crown. Garth would probably have been too stubborn, but he might could have persuaded Ferdinand. But what was done was done, and not Garth, not Ferdinand, nor Talos would be able to help him now.

He was going to have to face the sixth and final Guardian … alone.

Author's Note

In hindsight, perhaps I should have put Applejack into Fluttershy's role in this story, and vis versa, as while Applejack has a caring side to her, she's far more aggressive than Fluttershy, who is much more motherly. But oh well.

The whole 'his mother died and his father blames him for it' bit was planned from the start ... but it is only upon reflection that do I realize how cliche and tripe that is. "Oh no! His mother died! Feel sorry for this poor boy!"

Bleh.

Deus Ex Machina

Tali stepped forward, stopping in awe as the awesome shadow of the mountain loomed over him, like the poised claw of an eagle ready to stoop and snatch him up it would a fish from the water. Clouds swirled around the misty peak of the mountain, obscuring its tip and adding a sense of foreboding as it kept onlookers from seeing what might have been on the top.

Tali gulped. He moved forward, getting closer to the mountain and his fate. As he approached the base, he saw a figure standing in the distance. The next Guardian, perhaps?

Tali approached the stranger with caution. He was an oddity among the Guardians, being a boy with no obvious deformities or mutations. Of course, Rarity could have passed for normal if she ever stepped down from the pile of slime she laid on …

When Tali stepped forward and stepped on a rock, producing noise as it rolled away, the boy took notice and looked up, causing Tali to grimace.

“Ah.” The boy said. “Another hopeful challenger. How do you do, sir? I am Spike, the Guardian's servant.” The boy bowed, tipping off his feathered cap. He whipped out a quill and a scroll and walked up to Tali. “Pray tell, what is your name?”

Spike looked at Tali with extreme disinterest. “Not that I actually care, mind you. I just need to what name to put on your tombstone.”

Tali's eyes widened. “Tombstone?”

“Well, yes.” Spike said. “You're about to face my master. No one who has ever gone up the mountain and faced my master have come back down to tell the tale.”

“Prince Tali is my name. Prince Tali of Maretonia.”

“Prince … Tali.” Spike said as he wrote it down on his scroll. “Of … Maretonia. There.”

“So … you're not a Guardian?” Tali asked.

“Oh, goodness, no.” Spike said. “No, I'm just a little servant boy. I fetch them water, bring them news from the outside … make lists of their victims.” Spike placed emphasis on the last sentence, glaring pointedly at Tali while poking his scroll with his pen. “No, if you want to face the Guardian, you'll have to climb up the mountain.” Spike turned and pointed at the mountain with his pen.

“All the way up?” Tali asked.

Spike shook his head. “What I'm sure is much to your relief, no. Going all the way up would take you to entrance to the gods' domain, specifically Celestia's region, and you would be smote and struck by lightning before you were halfway there, unless you had some divine protection. No, you only need to go up a quarter of the mountain, right around there.” Spike pointed with his pen at a cave high up in the side of the mountain.

Tali nodded. “Well … thank you for your assistance, Sir Spike.” Tali bowed.

“You're welcome, I suppose.” Spike said. Tali passed him and went up the base of the mountain.

“Good luck to you!” Spike shouted at Tali. “You'll need it! I'll make sure to give you a proper burial!”

Tali looked over his shoulder at Spike, grimacing at how confident Spike was in his certain death. Pushing it aside and ignoring Spike's words of doom and death, Tali began his long climb up the mountain, though it wouldn't be as long as Tali had been fearing. He only needed to reach the cave. Placing his hands on the rocks, Tali worked on pulling himself up the side, but he found himself losing his grip and sliding down until he fell on his bottom.

“Hey!” Tali shouted. “What gives?”

“I should mention that we keep the bottom of the mountain smooth by carving it.” Spike said, rubbing his fingers together in a nonchalant manner before cracking a smirk. “It's another method we use to keep thieves away from the crown, making it hard to climb the mountain by making it almost impossible to hold a steady grip.”

Tali threw Spike a dirty glare.

“Bear in mind. Difficult, but not impossible.” Spike said. “After all, how do you think the others who came before you managed to climb up and meet their deaths if they couldn't get up?”

“Thanks for the inspiring encouragement.” Tali said dryly, not appreciating Spike's words or tone.

“You're welcome.” Spike said smugly, knowing full well Tali was being sarcastic.

Tali rose to his feet and looked up at the mountain, examining the challenge which lay before him. Getting an idea, he pulled out his sword, lifted it up, and stabbed into the mountainside. Using the sword as a climbing pick, Tali crawled up.

“I wouldn't do that.” Spike said. “If you keep using sword like that, it's going to be horribly blunt by the time you make it up there, and then what good will it do you?”

Tali glared at Spike over his shoulder. Jerking his sword out from the rock, he slid down to the ground again.

“Hmm.” Tali placed a hand on his chin, scrutinizing the mountain with his gaze. He raised up his hand and knocked on the mountain to test it.

“Feels like normal rock.” Tali said. “Even if it is a magic mountain … so what I'm thinking is, right idea … wrong weapon.”

Tali lifted up his shield. Holding it with both hands, he raised it up and slammed the pointed bottom of the shield into the mountain, creating a small crack. The rock was not impenetrable.

“Ah-ha.” Tali said. He lifted the shield up and banged it against the mountain again, and again, and again, chipping away at it until he had created a crevice large enough to fit his feet into, a stepping stone he could stand on while working to make the next platform.

Spike's eyes widened. “Resourceful of you.”

“Yeah.” Tali climbed up, digging his fingers into the mountain until he could rest his feet inside the crevice he made. “You don't mind me putting a few dings into your smooth mountain, do you?”

“Oh no, go ahead.” Spike waved his hand. “We'll find some way to buff them out later, after you're dead.”

Tali scoffed and resumed focus on his task. Balancing on the crack with his feet set inside, he raised his his shield and went to work, chipping at the mountain with the edge of his shield until there was another hole with room for his feet to stand in. He made his way up, climbing up the mountain and setting his feet in the second hole so he had somewhere to stand while he began to carve in a third step.

He repeated this process several times, always digging the hole wide enough for him to stand, but no wider, scraping up his shield as he used it as a pick to chip and tear away at the mountain.

After making some headway up the mountain, Tali prepared to dig another crack, only to stop when he saw the scrapes forming on the section of his shield he was using. He held the shield up to his eye, squinting at it to judge how bad the damage was. He rotated the shield around and used a different edge to keep digging and chipping, but he began to worry that, by the time he made it up, the shield would be of no use to him.

As he made his way further up, the air around grew colder and chillier. He shivered, but pressed on, determined to complete his task. To complete the mission he had imposed upon himself.

Even further up, Tali climb into a cloud of fog, much like the ring of fog which encircled the mountain's peak. It swirled around him ominously, as if warning him not to go any up any further. Tali ignored its warning and continued on.

Tali panted, growing tired. He had been at work at this for a while now. He put his shield up, wiped the sweat from his brow, and pulled the shield back out, resuming his work. The dings of his shield and clinks of the mountain were the only sounds available to comfort him as he continued his grueling labor.

The fog grew thicker and denser as he went higher up, eventually getting so dense Tali couldn't see around him. Still, he didn't give up. He would not turn back. He continued working on the mountain with his shield, leaning his body into the mountain so he could feel his way around without having to rely on his obscured vision.

Despite the efforts of the fog to block his eyesight and intimidate him into stopping, Tali pressed on. By now, he was something was controlling the fog, directing it at him in order to scare him away, but it wouldn't work.

At long last, he reached his destination. Running his hand over the mountain to feel where he should go next, he felt the edge of a lip within the mountainside. He knew, without a doubt, this was the area he had been aiming to reach.

Putting his shield away, Tali used both hands to grab hold of the edge. With a grunt of effort as he strained himself, he pulled himself up and climbed over the edge. The fog, seeming to recognize his tenacity, parted and began to clear away, as if the person behind it understood they weren't going to frighten him.

Tali looked around. There was but a small segment of rock around the cave, enough to provide solid ground and perhaps a place to rest before going into the cave, but Tali would be having none of that. He clenched his fist and moved forward, ready to claim his prize.

“Who goes there!?” A booming voice shouted from the depths of the cave.

Tali backed away, having forgotten he hadn't beat the final Guardian yet. It was easy to think he had already as good as won after climbing the mountain the way he did. He cleared his throat. “Prince Tali of Maretonia. I have come -”

“You have come for the crown.” The voice roared. “Don't bother to try and deny it. The only reason you would have gone all this way would be to take the crown. Well, I'm going to tell you ...”

The Guardian stepped out from the cave.

“That's not going to happen.” She said, her voice no longer echoing once outside of the cave.

“Twilight Sparkle?” Tali exclaimed.

Twilight barely lifted an eyebrow at him. “I'm sorry. Have we met before?”

“Yes.” Tali said. “In Maretonia. When you and Celestia came to escort Discord?”

“I'm sorry. I don't remember you.” Twilight said. “You seem forgettable anyways.”

“Hmph.” Tali said. “I take some offense to that. Regardless ...” Tali drew his sword. He raised up his shield and inspected it, noticing it was covered in scrapes. It likely could hold up to a few attacks at most, so he put it back. “Move aside, Twilight. I'm here for the crown. I'm going to take it, and you're not going to stop me.”

Twilight Sparkle let out a laugh. “Oh ho ho! Many have tried to take this crown from me. All of them have failed, for one reason or another. Regardless of how well they did against my sisters, no one has ever gotten past me. And you … you will not be the first.”

“Hmph. I fail to see how that's the case, being that I have a weapon and you don't. How are you going to stop me?” Tali asked.

Twilight smirked at him. She reached into her robe and pulled out a golden staff. She lifted it up and slammed its bottom into the ground, causing the mountain to shake. Tali stumbled, and he worried Twilight was going to make the ground crumble underneath him. The ground remained stable. Twilight was engulfed in a blinding golden light which Tali had to shield his eyes from.

When the light dissipated, Tali hesitated to lower his arm, but he did so. He let out a gasp.

Twilight had transformed. Her green robe, disciplined makeup, and golden hat were all gone. In their place, she wore a cloth vest which was split down the middle, black on one side and white on the other, complemented by a drape of the same color which reached her knees. She had grown in height, getting close to Celestia's height. Her entire body was decorated in black and white duality, her left hand becoming a wrinkled claw with unkempt yellow nails, while her right seemed soft as a swan's neck. Her eyes were asymmetric, one a dark blue, the other purple. She had wings, one a large vampire wing, the other a soft, feathery wing like a swan's. Three curled protrusions extended from either side of her waist, one black and gnarled, the other blue and white and curly.

Her staff had changed. It was longer and now had a blue and purple glowing crystal floating above its head, held by a sculpting of a demonic claw in the staff's head.

Tali took a moment to get used to her new appearance. Shaking his head, he blinked to clear his focus and glared at her, raising up his sword.

“Yaaaah!” Twilight screamed and rushed at him, twirling the staff in her hand.

Tali adjusted his grip on his sword as Twilight came at him. He lifted his blade up, blocking Twilight's blow as she swung the staff at him. Faster than Tali realized she could move, she withdrew the staff and spun around, striking him in the chest while his guard was down and sending him flying off the mountain.

Tali went tumbling down the mountain side, grunting as he rolled over all the crevices he had made earlier. Attempting to slow himself, he pulled out his shield and struck at the mountain, which had the effect of transferring some of his energy, if nothing else.

“Oof!” Tali grunted as he hit the bottom. He pushed himself up, but was unable to get to his feet. He crawled away from the mountain, not wanting to be near the bottom when Twilight came down after him.

Spike had disappeared from the area. Good for him. He probably didn't want to be around when Twilight Sparkle came down to beat Tali, and after what Tali had just witnessed, he couldn't blame him.

All the climbing he had done … all the progress Tali had made … and Twilight had undone it in an instant, taking his accomplishment away from him with a single strike of her staff. Tali had never seen a fighter move so fast like that. He didn't think a person could move that fast.

A horrifying thought occurred to Tali. If Twilight could accomplish what she did with just one strike of her staff … what could she do with multiple strikes?

He didn't want to find out. But it explained a great deal of why no one had ever come back successful in trying to steal the crown.

Twilight Sparkle jumped down from the mountain, using her wings to control her descent. She landed in the same place Tali did, the ground shaking on her impact, the earth shattering and cracking around where her feet landed.

Tali panted and heaved heavy breaths before getting up to his feet, drawing his sword and his shield this time, even if he expected Twilight to crack it in half with her bare fist after the power she demonstrated.

“The others ...” Twilight said, walking towards him. Tali backed away, his sword at the ready.

“The ones who came before you ...” Twilight said. “As I said, they all failed, for one reason or another. For some, it was because they couldn't even make it past my sisters-in-arms. For others, they couldn't endure the pain after I tossed him off the mountain the way I did to you just now. Some couldn't match my fighting skills. And of the ones who could, they could engage me in a stalemate. They fought me for long stretches of time until they ran out of energy and had to give up and turn back for food and rest.”

“For food and rest?” Tali asked. “How long had you been fighting?”

“I am willing and able to fight for days on end to protect my mistress's possessions. I need no food, no rest.” Twilight Sparkle said. “Tell me, Prince Tali. Knowing that all these others have tried to do the same as you and failed … what makes you think you'll be any different?”

Twilight gripped her staff, a purple glow pulsating around its crystal. She swiped the staff at him, the crystal casting a trail of purple magic behind it. Tali jumped back and dodged the swipe, though the seeing the magic trail made his skin crawl. He could only imagine what the crystal's magic might do to him if it connected …

“I … have heart.” Tali said to answer her question.

“Heart?” Twilight laughed. “'Heart'? You think you could win because you have heart? I have taken the heads of conquerors whom were trying to steal the crown for their own glory! The most talented of thieves have been unable to escape my notice, and the most skilled and strongest of fighters were unable to withstand my blows! And you think you can do better than them because you have heart.”

“Well … it's got me this far.” Tali said.

Twilight Sparkle twirled her staff around and raised it up, the glow around her staff's crystal changing to a golden white. She slammed the staff into the ground, sending out a golden-white shock wave of energy which spread along the dirt, shaking it and knocking Tali off his feet and onto his back.

Knowing Twilight Sparkle wasn't going to have any mercy to offer him, he quickly got to his feet and ran towards the woods.

Twilight glared at him, going after him slowly, as if she knew she was going to catch up to him and felt no need to rush it forward.

Tali looked over his shoulder at his pursuer and saw how she was moving slowly. She was like a glacier, going slowly, but inexorably, with no power known to man capable of stopping her or slowing her down.

Tali kept running, going into the forest and reaching a swamp. Muddy pools abounded, with lily pads placed over them and weeds sticking up.

“A swamp?” Tali balked. “Oh great, a swamp! This is terrible. I'm never going to be able to fight her in a swamp. A swamp is a terrible place to have to fight.” Tali complained, making his way through the mud. It was much too big a pool to go around.

“I mean, look at this!” Tali said, gesturing to the mud as he waded through, the mud caking up his legs. “How am I supposed to fight effectively in this?”

He was going to have to figure it out, and quick, as Twilight Sparkle dropped down in front of him from the sky, landing in the mud and causing a splash which got mud over his chestpiece. The wings were not just for show.

Tali grimaced while Twilight wore a neutral expression. Gripping her staff, this time with the crystal pulsing a blue aura, she swung it diagonally at him, attempting to hit Tali's shoulder. Tali was able to block her staff with his sword, but Twilight pressed down, undeterred. Tali got the feeling if he let Twilight push long enough, her staff would prove strong enough to break his sword in 'twain.

Searching the area for an advantage, Tali stepped backwards, not withdrawing his sword from the lock. Twilight followed after him, still pressing her weapon against his.

Come on … just a little further. Tali thought, his gaze focused on a log he saw from the corner of his eye.

He stepped further back, and Twilight moved with him. With Twilight now in position, Tali withdrew his sword and kicked the mud up high at her face, causing her to close her eyes and recoil. Tali kicked the log aside and turned to flee, getting away from the swamp and running towards the west part of the forest.

Twilight opened her eyes and growled. She attempted to chase after him, but she tripped over the log, flailing as she lost her balance before falling into mud flat on her back.

Tali ran and ran, confident he slowed Twilight down for now. He looked ahead, focusing on what was in front of him. He pondered about where to go from here. What could he do? He couldn't just distract and stall Twilight forever, but he doubted he could take her in a straight-up fight. Maybe he could find something around, something he could use to set up a trap. Perhaps a clearing where he could set up a net and trick her into tripping over it.

“Hiyah!” Twilight Sparkle shouted, flying in and dashing at him from the side like a living arrow. Tali narrowly dodged the cleaving motion of her staff, ducking to avoid it.

Tali turned around and readied his sword. Realizing he had to get control of the fight, and to do that, he had to take the initiative and become the aggressor. He charged at her, swinging his blade wildly. He attempted an overhead, which Twilight masterfully blocked by holding her staff horizontal, causing Tali's black to bounce off.

Not letting up, Tali went in for a thrust, aiming for her belly. Twilight spun her staff around, catching the blade and stopping it from piercing her stomach. Judging from the worried expression on her face and the way her staff was shaking as it held off his sword, Tali could tell he was gaining an advantage, doing far better than Twilight expected him to.

Pressing his advantage, Tali withdrew his sword and lunged at Twilight, catching her off-guard and knocking her staff to the side, though Twilight didn't lose her grip even as she staggered backwards towards a tree. Tali went for another overhead, which Twilight blocked again by holding the staff horizontal once more, though this came at the expense of pinning her against her a tree. The staff shook and rattled as Tali attempted to press down and break through the guard, Twilight's giving a scowling grimace at him.

“Give up, Twilight Sparkle.” Tali said as their weapons pressed against each other. “I've made it past all your friends, and now I've got you on the ropes. I will offer you this once chance to surrender. Accept it, because I won't offer it again.”

Twilight smirked at him. “You are so arrogant. So confident in your abilities. So what if you made it past the others? There is a reason why I am the final Guardian.”

The crystal in Twilight's staff hummed, giving off a dim light. Twilight's body was enveloped in a pink glow which traveled across her skin, and she was shrunk down, the staff disappearing as she was polymorphed into a little pink salamander.

“I … what?” Tali asked.

The salamander crawled down the tree and went behind Tali, before changing back into Twilight Sparkle. Twilight struck Tali in the back with her staff, knocking him down on his hands and knees.

“We can shapeshift, you moron.” Twilight Sparkle said, beating her staff against her hand. “Haven't you wondered why the information on us is so inconsistent? So contradictory? It's because we assume different forms every so often as another layer of protection for the crown. If an adventurer tries to take us on and escapes back, he can't give accurate information about our weaknesses if we just assume different forms than the one he fought us in.” Noticing Tali attempting to rise, Twilight lifted her staff and brought it down on his back, making him crumple to the ground.

“It … was odd that you managed to get out of the mud so quickly.” Tali said as he attempted to get up again.

“I turned into a crocodile and swam out of it.” Twilight said. “Now hold still so I can find a pressure point to deliver a death blow.” Twilight Sparkle walked around Tali, examining him for a good opening. She raised up her staff. “I promise this won't hurt a bit. You won't feel a thing.”

Tali rolled out of the way as Twilight brought her staff down. He got up and sprinted between two trees.

Twilight sighed and shook her head. “Tali, you're not going to win. Why do you insist on dragging this out?” Twilight idly adjusted the crystal on her staff, making sure it was snug in the staff before transforming into a purple hawk and running through the forest after Tali.

Tali panted and huffed as he ran, tired and low on energy. Twilight might have been right when she said he couldn't win, but Tali was going to do everything he could to try until the winner was decided.

Making his way back into the swamp area, he stopped. He heard wings flapping behind him, so he knew whatever his next move was going to be, he had to decide on it and act on quick.

He looked down at the marsh. Realizing there was only one thing he could do, Tali took in a deep breath. Puffing his cheeks out to hold in the air, he dived into the swamp, closing his eyes and hoping Twilight Sparkle wouldn't be able to find him hiding beneath the mud. He hoped it would obscure not just his body, but his scent. He fully expected Twilight to be an expert tracker with a fine, trained nose.

Twilight's hawk form came upon the area. She fluttered in the air, flapping her wings to stay in place, searching the area for Tali. There was a flash and she changed into another form, a purple wolf. She pressed her nose to the ground and sniffed around for Tali, her nostrils flaring as she scoured the area. He had been here. She could smell it. But after going around in a circle and being unable to track his smell, she gave up. She lifted her head and gave a growl in case Tali was near to let him know she wasn't going to forget about him, and left.

Tali waited as long as he could, but he had to surface for air sometime. He popped up out of the swamp, sitting upright and gasping for air and wiping the mud off his eyes. He sat in the swamp, resting his hands beside him.

Tali made his way up to his feet, sighing in relief at escaping Twilight for a second time. He wasn't sure he was going to pull it off. But now, he had time to retreat. To regroup and rethink his strategy. He needed to figure out how to approach her. Maybe he could sneak up on her and ambush her.

No. She seemed far too aware of her surroundings for that to have any chance of working.

But perhaps he could find the materials he needed to make a bow and some arrows inside the woods. If he opened up with a volley of arrows, she would be distracted and open to attack, even if she did have a way to bat them aside. In the best scenario, perhaps one would even get lodged into her shoulder and prevent her from using the complete range of her arm.

“Hmm?” Tali heard a deep rumbling noise, the guttural growl of an animal. He looked around, and his eyes widened at what he saw.

A serpentine head was growling as it rose up over the forest, its long neck covered in scales and its head with an elongated, pointed snout, and massive wings rising off its back. Twilight had turned herself into a enormous dragon.

Twilight let out a roar which shook the world around her. Even the air itself seemed to shake at its volume. Opening her mouth and baring her teeth, Twilight expelled a plume of flame. She aimed her head at the ground and poured fire onto the woods, setting all of the trees aflame. The fire burned and spread, consuming the trees, its smoke rising high into the air, high enough to reach Twilight's draconian neck.

Twilight swept her neck back and forth, breathing fire onto more and more of the forest. She would not be content until every last part of was aflame, every last tree burning.

Having burned as much as she could from where she was, she belted out fireballs to hit and ignite the parts of the woods which were further away from her. She would rather burn the whole forest down than give Tali even so much as the tiniest chance of escaping.

Tali breathed heavily, the air becoming thin as the flames used it up to fill themselves, burning away the foliage and the bark, embers dancing on the smoke as the trees were reduced to cinders.

Tali tried to run. He turned and poured all of his strength into running, dashing back towards the main road. If he could make it out of the forest alive, without being burned to death, he might have an even better chance of defeating Twilight by taking her by surprise, if he could trick her into thinking he had died in the flames.

But wouldn't she look for a corpse? Tali thought. Well, maybe if I could make a big enough pile to make her think my body had been reduced to ashes by the fire …

He wasn't going to get the chance.

Twilight came swooping down from the sky, her wings flared out as she descended on him. She jumped on him, slamming both her feet into his back, kicking him and knocking him down once again.

Tali crawled away. He rolled over onto his back so he could face Twilight, and reached for his sword.

Twilight jumped on top of him, slamming into his chest and knocking the wind out of him, pinning him down and keeping him from reaching his sword.

Twilight twirled and pointed the staff at him, pressing the crystal into his neck. The flames burned brightly and crackled around them.

“Any last words?”

Tali grimaced. He exhaled sharply.

“I … I tried.” Tali said. “If you would be so kind … let my father know I … I tried. I did it for him. I tried to steal the crown. I tried to make him proud.”

Twilight rocked her head. “Aww. You must have some story behind that. I almost feel sad for you. Almost.”

“Sad enough to let me go …?” Tali asked hopefully. Twilight made a face. “Yeah, I thought not. Just checking.”

Twilight twirled her staff again. She raised it up, holding it over her head like a spear. She got ready to bring it down and stab the crystal into Tali's neck, which would gut him like a fish.

“Twilight!” A voice called. “What are you doing?”

Twilight looked up, an expression of surprise on her face. “C-Celestia! What are you doing here?”

Tali lifted his head back. Celestia was walking towards them. She raised up her hand and waved it, summoning a massive gust of divine wind which blew on the flames and put the fire out, save for a few burning embers on the ends of some branches.

“Oh, the Summit ended early this year.” Celestia said. “Good thing, too, as far I'm concerned. They're so boring. But never mind that. What are you doing, about to spear poor Tali's neck? You promised you would collect him for me if the opportunity arose, Twilight!” Celestia wagged her finger disapprovingly.

Twilight bit her lip. For the first time since Tali had met her, she seemed worried. She was expressing an emotion other than annoyance or grim rage.

“I didn't think we would actually get the chance!” Twilight exclaimed.

Tali tried to wrap his head around what was going on. “What is she talking about? What are both of you talking about?”

Tali paused. He thought about it more. It became clearer to him. He remembered. In the castle, when he was eavesdropping on Celestia and Twilight … Celestia wanted Tali for her 'collection,' and Twilight promised to add him to it if the chance arose.

“Yes.” Tali said. “Yes, I remember. You promised Celestia you would add me to her collection!” Tali crossed his arms. “So how come when I first got here, why didn't you?”

“Do you know many cute boys Celestia gets infatuated with and wants to add to her collection?” Twilight asked. “If we collected every boy and man she wanted, we would be up to our necks in men! We go out of our way to avoid seeing the same man again after Celestia's marked him so her collection doesn't get out of hand. It's our way of, ah, regulating how often she makes an addition ...” Twilight rubbed the back of her neck, realizing she was saying all this in front of Celestia. “And … like I said.” Twilight tapped the side of her staff to Tali's cheek. “I didn't remember you.”

Celestia chuckled. “Oh, Twilight. It's perfectly for you and the others to try to avoid adding more to my collection. Truthfully, it's probably for the best, and I'm flattered you girls care about me that much. But the point still stands, here is a man I told you I wanted, and here you are trying to kill him rather than add him!”

“But – but Your Majesty!” Twilight stammered. “He's here to steal your crown! He tried to steal your crown!”

Celestia waved her hand. “Psshaw. Never mind that now. Come. We must discuss this matter.”

Twilight sighed and hung her head. “Yes, Your Majesty.” She stepped off Tali and walked towards Celestia.

“Before we go,” Celestia said as Twilight took her place by Celestia's side, “there is something I must ask you, Tali.”

Celestia approached Tali, bending down and letting him see down into her dress. He rolled onto his stomach and worked on pushing himself up.

Celestia put her finger under Tali's chin. “Why did you want to steal my crown?”

Tali looked away from her. “I … I wanted to steal your crown to earn the respect of my father. Of my peers. I wanted to steal to redeem myself in their eyes. I … had hoped to earn my father's recognition and respect by presenting him with the crown.”

“Hmm. Well, that's certainly a more respectable reason than most of the glory hounds who come by.” Celestia said, raising up. Tali noticed himself staring at her massive breasts and blushed, turning away. “Oh, it's all right. You can look.”

Tali chuckled. “I have a question, also. You keep talking about your collection. What … is your collection, exactly?”

Twilight responded with a chuckle of her own. “Celestia's collection is a collection of males she's acquired over the years who she uses for her own personal pleasure, and who she sometimes will share with her Guardians.”

Tali's eyes widened.

“Yes.” Celestia said. “They live with me in the clouds. They are fed, groomed, and cared for in exchange for living to serve me. Now come, Twilight. We must have a discussion about Tali and his attempt to steal my crown. Oh, um, Tali? Would you mind not going anywhere for a while, sweetie? Just wait here until we've come to a decision. Okay?”

“Um …” Tali stuttered, not sure he wanted to stay while Celestia and Twilight discussed what they were going to do about him.

Celestia lifted up her arm and bumped the side of her breast, causing a chain reaction which made both of them ripple and jiggle. This seduced Tali and aroused him to make him agree.

“Okay.” Tali said, sitting down.

“Excellent. Thank you, dear.” Celestia blew a kiss him, though this one didn't result in any energy projections of lips Tali had to fight off.

Celestia turned and wrapped an arm around Twilight's shoulder. They both walked off, leaving Tali alone.

Tali looked around the area for something to occupy his attention while he waited for them to come back. He was drawn to the still-burning embers on the end of a tree branch, as well as the wisps of smoke coming off the tops of the trees.

“Oh, don't worry about that. We'll have it fixed up in no time.”

Tali whipped around to see Fluttershy standing in front of him.

“Fluttershy?” Tali asked, getting to his feet, his hand unconsciously reaching for his sword. “What are you doing here? Aren't you supposed to be-”

“Guarding the entrance?” Fluttershy asked. “Well, I guard the entrance because we're supposed to be guarding the crown while Celestia is away. But Celestia is back now, so there's no need for us to be guarding it anymore.” Fluttershy giggled.

“I see.” Tali said.

“You don't need to get your sword out.” Fluttershy said. “I'm not going to fight you. In fact, I'm here to fetch you. Follow me, please.” Fluttershy gestured her arm out in the direction Twilight and Celestia had left.

Tali was suspicious, but seeing Fluttershy point in the direction where Twilight and Celestia had gone calmed him somewhat. He walked up to her, feeling uncomfortable the entire time. Why did he agree to this again?

Ah, yes. He remembered now. Curse Celestia's cleavage.

Fluttershy slithered forward, her tail wagging back and forth. Tali followed.

She led him to an area he hadn't seen before. One he wasn't sure he would even notice if he wasn't being led to it right now. They went around the side of the mountain and passed through some trees before arriving at a small, peaceful meadow, where the grass was vibrant, and his nerves were soothed by a small waterfall pouring down a creek.

There was a table set up, with two chairs. One a golden chair which Celestia sat in, the other a wooden chair Tali guessed what was for him. The other Guardians were present as well. Twilight, Rarity, Pinkie Pie, Rainbow Dash, Applejack … they were all here.

“Talos?” Tali asked, seeing his horse standing beside Applejack.

“Yeah.” Applejack chortled. She turned to Talos and rubbed his chin. “I kept him safe for ya.”

“Come.” Celestia said. “Please. Sit.” She patted the table.

Tali did as she asked, pulling out the chair and sitting down.

“Before you lay two cups.” Celestia gestured to the table, where was a wooden cup and a golden goblet. “One contains water. The other ...” Celestia tapped her finger onto the goblet, a devious smile on her face. “Contains my breast milk.”

Tali was speechless.

“You have a choice to make, Tali.” Celestia said, placing her hands under her chin. “I cannot allow you to leave here with my crown. But I can send you home. Drink the water, and when you wake up, you will be back at home in Maretonia, safe and sound in your bed. Drink my milk, however … and you agree to become a part of my collection. You will join the ranks of men who serve me. You'll want for nothing. You will be cared for and loved, in more ways than one.” Celestia chuckled. “But you won't be able to go home again.” Celestia leaned back in her chair. She gestured to the cups. “Choose.”

Tali's eyes flickered between the cups. “That's … quite the decision.” He looked up at Celestia. “I have a few questions I need answered before I can make my decision.”

“Okay.” Celestia said. “What needs answering?”

“If I … drink the milk ...” Tali said, his hand cautiously reaching towards the goblet. “Will Talos be allowed to stay with me?”

Celestia nodded. “Of course.”

“And … if I drink the milk, what will happen to Garth and Ferdinand?” Tali asked. “I mean … I don't like Garth … in fact, I think I hate him. But I don't want your Guardians to kill him or Ferdinand. I mean, if they haven't already.”

“We haven't.” Fluttershy said. “We just had our way with them and tied Ferdinad up so he couldn't escape, and I still have Garth inside me. I haven't digested him ... yet.” Fluttershy leaned over and rubbed at her breasts, licking her lips with a hungry smile.

“If you drink the milk ...” Celestia said. “You will be my servant, and that means that I will consider your wants and needs. What will happen to Garth and Ferdinand … will be whatever you want it to be.”

Tali raised his head up. “Really? So … you'll let them go?”

“If that is what you wish it to be, then yes.” Celestia said. “By contrast, if you drink the water, we'll simply send them home with you.”

Tali looked back at the cups again. He reached over and picked up the wooden cup. He held it up, looking down into it and seeing his reflection in the water.

“Are you sure, Tali?” Celestia asked. “Think about it. Do you really want to go back home? Do you want to go back to your father, who berates, and to Garth, who belittles you? Not to mention the other knights. Or would you rather stay here … with me?” Celestia tilted her head and fluttered her eyes. “I could provide so much for you, Tali … an existence that I promise is far more satisfying than anything you have back home … but if you truly wish to go home … if that is your choice … I won't stop you.” Celestia said.

“This isn't a decision to be taken lightly, Tali. Take all the time you need.”

Tali continued to look at his reflection in the water.

He thought about his father, Talon.

He thought about Garth.

He thought about the other knights … all the times they had mocked him, all the times they had made fun of him. The cup shook in his hand as anger swelled within him.

Since when did you grow a backbone?

You don't train with the knights. What do you do?

Come on, Tali! You can't even hit a single deer?

What will the knights do when, once Tali has become king, he is unwilling to kill for food for them? It's a weakness.

Tali's eye twitched. His resentment surging inside him, he slammed the cup down on the table and reached for the goblet and lifted it up to his mouth, tilting it down and chugging down the milk. Having drank it all, he put the goblet down on the table.

“Whoo!” The Guardians cheered and applauded.

“Go, Tali!” Fluttershy said, clapping her hands.

“Another addition to the collection.” Pinkie Pie said proudly.

“I knew you'd would choose wisely.” Celestia said. “I mean, don't take that the wrong way. There would be nothing wrong with wanting to go home … but you'll be happier this way.” Celestia reached over and took Tali's hand into her own. “I guarantee it. In fact, I'll personally make sure of it.”

Tali smiled nervously, but sincerely. All of a sudden, he stood up from his seat, feeling a sudden pang inside him.

“Ooh.” Tali groaned, wrapping his arm across his chest. “What's … happening to me?”

Celestia stood up with him. “Oh. This is perfectly normal. Nothing to worry about. You'll be fine. It'll pass in a few minutes.”

“Sure doesn't feel like it!” Tali snapped. “Oooh!” He moaned and groaned. The discomfort he was experiencing passed, and shortly after, his muscles ballooned outward, swelling up until his biceps were the size of cannon balls, his arms ripped, and his legs looking ready to kick a tree in half. Some pieces of his armor went flying off.

Rarity got hearts in her eyes, putting her hands beside her head and swooning.

Tali was also enveloped in a golden sheen as Celestia's milk worked its magic inside him. Celestia walked around the table and approached him. They stood together, admiring each for a few moments before Celestia wrapped her arms around Tali and pulled him towards her, giving a big, wet kiss on the lips. Tali closed his eyes and melted into the kiss, moaning and coming towards her. He kissed back. After a few moments, he was unsatisfied. He wanted more. He reached over and grabbed her mammoth breast, giving it a firm, hard squeeze with his improved hand.

“Mmm!” Celestia moaned, enjoying it as Tali took what he wanted like an apex predator. All the rest of the girls cheered and whooped, expressing their support as Tali asserted himself.

“Whoo!”

“Go, Tali, go!”

Celestia rubbed up against him, grinding her hips into him. She felt a bulge.

“Ooh.” Celestia pulled away. "I felt that. But you know what would make it even better?"

"What?" Tali asked.

"This." Celestia shoved her breast into his mouth and launched a stream of milk from it. The warm milk made its way down Tali's digestive system, heating up his insides and increasing his arousal. Celestia popped her breast out, her milk splashing around dripping off Tali's chin.

Celestia grabbed Tali by the shoulders and lifted him up. She hefted his legs over his shoulders and wrapped her arms around him, undoing and pulling down his leggings to show his aroused, massive equipment. With an excited grin, Celestia took it into her mouth and nursed him, suckling in excitement, enjoying the feeling of his flesh.

"Aaah ... aah ... OH!" Tali scream as Celestia brought him to orgasm, releasing his heated release down her throat. Celestia gulped it down and parted herself from him.

"You're mine now." Celestia said. "Forever."

"I could ..." Tali panted, tired out from his incredibly satisfying release. "I could get used to that."

Celestia set Tali on the ground. Celestia turned and waved her hand at the sky. A bridge of golden sparkling, glittering light came down from above the peak of the mountain. She took Tali's hand, giving him a warm smile. Tali smiled back, bending down and giving her hand a kiss.

“Such a gentleman.” Celestia complimented. She guided him towards the bridge, and the two of them continued to hold hands as they went up. “Oh, I can't wait to introduce you to everyone. We're going to have such a good time together ...” Celestia.

The Guardians waved them off as they walked up the bridge.

“Bye!” Pinkie Pie said.

“Bye!” Rainbow Dash.

“So long, Tali!” Rarity said.

“We'll catch up later!” Fluttershy shouted at them. “We want to give you and Celestia a little alone time together first!” She winked at Tali.

Tali waved back at Fluttershy to let her know he appreciated it. He resumed walking up with Celestia, not looking back once, ready to leave his old life behind and looking forward to beginning his new life with her.

Author's Note

Not entirely sure about the ending. I mean, that's what the ending was always going to be, and I thought I televised some of it by literally titling the chapter “Deus Ex Machina,” which Celestia's appearance in this chapter fits the classical description of to a T. But it still seems it might be out of nowhere, maybe a little of a copout, so on and so forth.

In this chapter, Twilight explains the Guardians are shapeshifters, with an implication that applies to all the Guardians … but in Chapter 4, Pinkie Pie says “Curse my mixed mammal-arachnid heritage!” As in, hereditary inheritance from both mammals and arachnids. Now, it’s possible Pinkie Pie is still the spawn of a spider/mammal coupling in this world, but it still seems inconsistent. But then again, maybe I'm overthinking it.

I’ve recently begun to wonder if this story might have had a better reception if it was Spike who was the protagonist instead of this OC Tali. But oh well, it’s over now, and I don’t ever have to think about it again.