Panty Made 2: Booty Call

by Twinkletail

Rating: mature
Tags: Twilight Sparkle, My Little Pony: Friendship is Magic, Rarity, Romance, Sex
Length: 10402

Twilight thinks her secret about her accidental outing with her marefriend is safe, but then complications arise.

Twilight accidentally spent a whole day as a pair of her marefriend's panties last week, and now she can't get that out of her mind. She's devised a plan to sneak in a custom pair to cover her tracks, figuring that Rarity wouldn't notice they were missing, but when she realizes it too early, Twilight has to go through drastic measures to keep her secret. Or she could just tell the truth. But where's the story in that?

Warning: Contains clothing transformation and shenanigans that result from it...with sexy results~

Thanks to DbzOrDie for throwing things at me until I got up off of my rump and wrote this, and Numeyu for prereading!

Published 2014-11-13 01:40:08 UTC
Last updated 2014-11-13 01:40:08 UTC

Panty Strayed

The farthest thing from Twilight Sparkle's mind was studying.

This was a rarity for the bookish alicorn; a coincidence, considering that it was a Rarity that was keeping her mind from her studying. Rarity being on Twilight's mind was far from a rarity, but the exact reasoning behind the fashionista's prevalence in her thoughts was certainly outside of the norm for her. As hard as she tried to focus on the myriad tomes that sat before her, there wasn't a single thing in those books that could tear her mind away from thoughts of her stunningly beautiful marefriend; thoughts which, while they had been occasionally naughty before, had become distractingly more so ever since the events of last Tuesday.

Ahhh, last Tuesday. Twilight remembered it like it was...well, last Tuesday. Part of her felt incredibly guilty for remembering it so fondly, but she simply couldn't help it. It was just so amazingly intimate, albeit not in the fashion that she expected her first intimate moment with Rarity to go. As it was, it was the most intimate experience she'd ever had with Rarity, but Rarity hadn't even known she was there.

Everything in the books Twilight was studying reminded her of that day; a fact that was especially strange when one considered that nothing in a geology manual should have been capable of bringing up thoughts of intimate moments with one's significant other--although the three diamonds that adorned her perfect flanks were certainly a symbol of geological wonder. Oh, how she wanted to hold Rarity right now, to nuzzle her cheek lovingly against that cutie mark...

...And there she went again. The naughty thoughts of her marefriend, already rather prevalent prior to last Tuesday, had become distractingly so ever since that day. Not that she could be blamed; Rarity was an absolute beauty, stunning at her finest and lovely even at her worst. The thoughts that Twilight was experiencing would have been normal if explained in their most basic capacity: that of one pony's attraction to an attractive other. Unfortunately, things were just a bit more complicated than that.

It had all started with what was supposed to be a very simple little spell. Twilight had wanted to surprise Rarity with a spell that gave her coat the texture of smooth silk. It was her own little way of trying to advance their relationship in the physical sense, one that she was sure they would both enjoy. However, in her haste, Twilight had misread the name of the spell, and ended up transforming herself into a pair of silk panties. This was enough of an issue by itself, but became an even greater issue when Rarity assumed that the panties were part of Twilight's gift to her and decided it was imperative that she wore them right then and there. Twilight went on to spend the better part of 12 hours wrapped snugly around her marefriend's trim waist, among other places. The idea of it had not sat well with her at first, but by the tail end of it, she had to admit to herself that she rather enjoyed the experience. That admission had made the second 12 hours that much worse, as that time was spent in Rarity's hamper amidst her other clothing waiting to be washed, the spell's timed effects running out and changing her back only moments before Spike came to put her laundry in the wash.

Twilight still hadn't told Rarity about what had happened. Her gameplan had been to admit the mistake to Rarity and hope that she would forgive her, but upon changing back, her nerves had gotten the better of her, and she fled the boutique in a display of speed and stealth that would have impressed an amalgamation of Rainbow Dash and Pinkie Pie. Spike was naturally curious, having found Twilight in the hamper and all, but a small stipend of gems was enough to keep him quiet on the matter. Since then, she'd been trying to work up the courage to tell Rarity, but it just wouldn't come. Oddly enough, she simply couldn't come up with a way to admit to Rarity that she was the pair of panties she wore last Tuesday. It wasn't exactly a situation that came up often.

And the oddest thing was that Twilight found herself wishing it did come up more often. Despite the intimacy of the situation and her belief that going through that would make it easier to bring up the idea of regular intimacy to Rarity, that just wasn't the case. Twilight wanted so badly to be that close to Rarity, but initiating such behavior was next to impossible. Rarity was too much of a lady to take that kind of step yet, she figured. If she had to wait, then she had to wait, but Twilight was nearly to the point where she wanted to transform herself once more just to spend that intimate time with her again. As odd as the situation was, Twilight had been endlessly intrigued by it ever since, to the point where she often fantasized about being worn by her love once again. The tight grip she held just beneath Rarity's navel and around her haunches, the strong yet gentle shifts of her muscles beneath her, the restricting, yet wonderful feeling whenever Rarity took a seat on her...

Twilight's cheeks burned brightly as her naughty thoughts made her stray farther still from her studies. It was fruitless to fantasize about doing that again without telling Rarity about the first time, and that was a gap that she was finding rather hard to cross. Sure, she could just sneak into Rarity's home and change herself again, but besides having to be sure that she would wear her that day, the idea of further deception bothered her. She had even personally eliminated the one excuse she would have had to do it again when she custom-ordered a pair of panties identical to the ones she had turned herself into. Once that pair arrived, she couldn't even give herself the excuse of Rarity missing her panties. They were due to arrive tomorrow, and knowing the tremendous amount of clothing that Rarity owned, it was unlikely that she would discover that particular pair of panties to be missing before the new pair arrived.

"Twilight!"

The alicorn leapt about a foot into the air at the sudden shouting of her name. She turned to the door just in time to see her panicked marefriend and object of her fantasies charge into the room. Rarity's relief at seeing Twilight was short-lived as she galloped up to her.

"What is it, Rarity?" Twilight asked. She felt herself involuntarily tense up in response to her marefriend's behavior. Whatever was bothering her had to be a doozy.

"Oh, Twilight!" Rarity exclaimed. "I'm ever so sorry for interrupting your study time, and you know I wouldn't do so unless it was of the utmost importance, because you value your studying ever so much..."

"It's fine, Rarity," Twilight quickly interjected before Rarity could work herself into any more of a tizzy. "You know I'm fine with pausing my studies if it's for something urgent, and it certainly sounds like this is urgent. What's wrong?"

"Oh, Twilight!" Rarity moaned, every muscle in her body begging to throw itself into dramatics. "I am a terrible marefriend!"

"Now Rarity, you know that's the furthest thing from the truth," Twilight reassured her. It was the same thing she told her every time she made a little mistake and proclaimed herself to be awful. "Whatever it is, I'm sure it's not that bad. Now tell me, what's wrong?"

"I've lost the lovely panties you got me!" Rarity whined.

Twilight's face fell. She tried with all of her might not to show her worry outwardly, but judging from the pitiful sniffle Rarity gave her, she had not been successful.

"You...lost them?" Twilight asked. From the moment the words left her mouth, she knew that she had sounded far too disappointed, and this would surely set Rarity off. Sure enough, she looked into the fashionista's eyes and could see the dams that held her tears back about to burst. Twilight quickly lurched forward, her tight hug narrowly saving her and Rarity from the incoming waterworks.

"Oh, Rarity," Twilight said. "Don't get upset, please..." Twilight was saying this partially for Rarity and partially for herself. She couldn't stand to see her sweet, wonderful marefriend cry. It was a particularly glaring weakness of hers, only exacerbated by the fact that she would do anything in her power to stop the tears once she saw them start.

"B-but..." Rarity said, sniffling and burying her face into Twilight's shoulder. "You got me such a wonderful gift and I lost it and I don't deserve to get such thoughtful gifts from you if I'm only going to lose them..."

Twilight sighed lightly as she tried to reassure Rarity with a loving nuzzle. Of all the times for her to have gone looking for the panties, why did it have to be today? If she'd just held off one more day, everything would have been just fine.

Then she heard it. The first tiny little sob. It began quietly enough, so much so that Twilight nearly thought she'd misheard. That misconception was short-lived as she felt tears begin to wet her shoulder. She bit her lip and hugged Rarity tighter.

"Rarity..." Twilight said weakly. Her resolve was already weakening in the face of her marefriend's sorrow. She had to fix this somehow.

The idea came to her in a flash. It may not have been the most logical decision, but Rarity's tears had a way of making her illogical. As little as she wanted to deceive Rarity again, she had to do it. In the end, everything would work out, and both ponies would be happy in the interim.

"Why don't you give it one more look?" Twilight asked.

"I've looked everywhere," Rarity insisted through her tears.

"Maybe you just overlooked them?" Twilight offered. "Just go check once more, please? For me?" Twilight pulled back from the hug to gauge Rarity's expression. Just as she figured, Rarity looked to be considering it. Even though she was positive about her earlier assessment, a gentle request from Twilight like that was something she had a hard time resisting.

"...Very well, Twilight," Rarity said. "I am certain that I've checked everywhere, but if you truly think it will help..."

"I do," Twilight quickly answered. "You might have been panicked before while looking for them. Try to calm down before you search, so you've got a clearer head. Maybe get a quick smoothie or something. Alright?"

"Alright," Rarity sighed. Twilight leaned in and gave her a reassuring nuzzle.

"I'm not even the slightest bit upset with you," she told her. "So can I see that beautiful smile?" Rarity giggled despite her mood and gave Twilight a small smile.

"Thank you, darling," Rarity said quietly. "Your level head keeps mine in check."

"I need yours just as much as you need mine," Twilight responded. Suddenly, a thought came to her. She gave a quick look at the clock, which read 12:32. "Oh, and I'm going to be very busy studying, so I'll need to be left alone until tomorrow. I'll come visit you at 12:42."

There were times when even Twilight had to admit that her borderline OCD behavior was a bit of a detriment. Now was not one of those times. While she felt terrible about lying to Rarity, she also felt relieved knowing that while a request of such a specific time by any other pony would come off as odd, it was perfectly believable coming from her.

"Very well, kitten," Rarity said, wiping the remaining tears from her eyes. "I shall see you then." She leaned towards Twilight, tilting her cheek towards her. Twilight rolled her eyes and smiled before kissing the cheek she was presented with. It was those cute little actions, those that had become a tradition between the two, that made Twilight feel that much worse about deceiving her, but as she watched her love exit, she did her best to convince herself that it was for the best. After a quick letter penned to Spike to "explain" her absence--lying to her number one assistant felt no better than to her marefriend--she was gone, literally, in a flash.

Panty Aid

"I can't believe I'm doing this," Twilight muttered to herself moments after teleporting into Rarity's bedroom. It was hardly the first time she'd teleported into Carousel Boutique, but most of the times she'd done it were with Rarity's knowledge, and none of the other times were done with this intent. She thanked her lucky stars that Sweetie Belle wasn't visiting her sister today; the last thing she needed was to be caught in the act, and Sweetie would likely need a bit more of a bribe to stay quiet than Spike did when he found her in Rarity's hamper.

Twilight headed straight for Rarity's dresser. She was unaware of Rarity's exact method of organization, but as long as she was neat and careful, everything would be just fine, provided Rarity went to get coffee before coming home like she'd suggested. One by one, she carefully opened each drawer, inspecting its contents. She passed over drawers of blouses, socks, and bows. If it were any other pony, Twilight would have found the sheer volume of clothes to be odd, considering the fact that ponies--Rarity included--typically went without during day-to-day activities. For Rarity, though, she would have been more surprised if she didn't have them.

The last drawer Twilight checked was, of course, the one she'd been searching for. She couldn't help a little blush as she looked at all the panties folded neatly in the drawer. Part of her was beginning to come to terms with her budding perversion, but she decided she'd reflect on it later. Right now, she was on a timer.

The first of her spells was a brilliant little bit that she'd come up with while talking to Rarity. Naturally, it would have been silly for Twilight to just lay herself somewhere in sight, because if there was no missing her, then the situation wouldn't have arisen in the first place. She had to be concealed, but in a place where Rarity was likely to check. She concentrated hard as she felt her body begin to shrink. She shrank and shrank, until she was about the size of a walnut. Phase one was complete.

With a quick teleportation spell, she found herself right where she wanted to be: in the panty drawer. Twilight's ingenious mind worked a mile a minute; if she was resting right on top of the pile, it would have been far too hard to have missed her earlier, just as if she'd left herself in the open. Nothing had to appear the least bit fishy to Rarity if this was going to go perfectly.

Twilight lit her horn again, closing the panty drawer. Another spell illuminated the drawer once it went dark. Twilight started gently nudging her way through Rarity's panties, not stopping until she'd moved the fifth pair in the pile. She had spent a lot of time reading up on various statistics for her many studies, and statistically, if a pony was looking for something in a drawer, they would usually only search through the first three things in the drawer, although there was enough variation in the results to facilitate worrying about Rarity having searched through the fourth as well. She could have probably gone even farther down if she really wanted to; with how worried Rarity was about finding those panties, she was sure to search through the entire drawer this time. Five was enough for her, though. After all, the size-changing spell wasn't going to last long, and she had to get set up properly. Carefully, Twilight slipped under the fifth pair of panties, squirming and wiggling between the soft, smooth fabric on either side of her until she was positioned right in the center. Positioning was key; Rarity was very neat and organized, and would never put an unkempt stack of panties in her drawer.

Twilight stayed there like that for a few moments, just enjoying the soft embrace of Rarity's panties on either side of her. Rarity's excellent taste in clothing extended to her choice of undergarments, and it showed. Only the finest of garments were allowed to grace her body, and Twilight couldn't help but revel in the smooth softness of the fabrics that sandwiched her. A slight tingling feeling, denoting a shrinking spell that was soon to run out, snapped her out of it, and she quickly lit her horn up, concentrating on the spell that was most important for this plan.

As the shrinking spell began to fade, Twilight felt herself slowly begin to grow. At the same time, she felt the effects of the Silk Panty spell begin to take effect, her muscles becoming weaker and weaker. It wasn't quite as odd for her this time, being as she was actually expecting her body to react in such a way, but it was impossible for all traces of oddness to be removed. Her ears perked as she heard the bells from the boutique's front door jingle, but only for a moment before they vanished into the new "body" that Twilight would be inhabiting for the next 24 hours.

Ears or no ears, Twilight heard Rarity bustle into her bedroom. Judging by how quickly she was moving, the brief break hadn't done much to calm her nerves, although she was relieved not to hear her crying again. She felt the drawer she was in whip open, the entire stack of panties that she was now a part of lurching forward. It felt odd, being light enough that five pairs of panties were able to keep her pinned down. She waited eagerly as Rarity moved each pair, making the burden upon her lighter and lighter. Finally, the pair on top of her was pulled away, and she was greeted with the large, worried face of her marefriend. She watched with glee as the worry drained from her expression, replaced with elation.

"Wa-ha-haa!" Rarity exclaimed as she lifted Twilight from the drawer. "I could have sworn I'd searched all through this drawer! Oh, thank goodness!" Twilight was hugged close to Rarity's chest as Rarity let out a little squeak of joy. Seeing her so utterly happy to find her present from Twilight just warmed her heart, or lack of such.

"Ooo, I know just what to do with you now," Rarity said, a singsongy lilt to her voice. Twilight knew exactly what that meant. The prospect of once again being drawn up those legs, stretched across that rump, and tucked between those thighs was everything she wanted right now, despite how she'd felt about it happening the first time. If she hadn't needed to work with the same form she'd taken last time, she might have even wanted to figure out how to make herself a thong.

Twilight was whisked over to a table, which raised her curiosity just a bit. Why wasn't Rarity putting her on? Had she the capacity to do so, she would have tried to move herself closer to Rarity's hindquarters, but as she was, she was at the mercy of Rarity's magic. She found that even that little idea was turning her on; the Element of Magic, the alicorn Princess of Friendship, completely helpless in her lover's magical grasp. She quickly added this to her mental checklist of what things to try in the bedroom with Rarity whenever she managed to build up the courage to bring it up, which she hoped would be very soon.

Twilight was rested down on the table, front side down. It took her a few moments to reorient her sight--she still wasn't quite sure how such a thing worked but was well past the point of questioning it--and by the time she did, Rarity was already trotting in another direction. Twilight watched her with interest; certainly she was just going to get a nice ensemble to wear over her. Rarity would never allow herself to be seen in just underwear, after all. Despite how often they walked around in the nude, there was something about walking around in just underwear that erred on the side of taboo. Whatever she was doing, Twilight hoped she would do it quickly. Besides the fact that she wanted badly to be on Rarity's body, it was a little chilly on the table.

Rarity returned a few moments later, much to Twilight's relief. As relieved as she was, she couldn't help but be curious about the needle and thread that was set down next to her on the table.

"I shan't lose you again," Rarity said with a little smile. "But in case you do somehow get misplaced, at least ponies will know who to return you to."

Twilight found herself confused by those words. This confusion lasted until she noticed the needle, held by Rarity's magic and threaded with a dark purple string, begin to approach her. Her first instinct was to yell, and her second was to run. Obviously, neither of those was happening. Unable to stop the impending implement in any manner, she was forced to simply watch in terror as the sharp point moved ever closer. The light shining in through the window glinted off of the needle's tip as it seemed to move in slow motion, Rarity's two from hooves coming up to hold Twilight steady around the intended point of impalement. Twilight wanted to cringe as she felt the needle pierce her silky hide...painlessly.

Twilight's analytical mind would normally have wanted to figure out why she was capable of feeling things like the sensation of herself against Rarity's body or the chill of being left alone on a table, but not pain. Right now, though, as the needle and thread eased their way through her nerveless flesh, she wasn't as concerned with the "why." Though she would likely research further into it at a later date.

Once the threat of terrible pain was gone, enduring the stitching was actually rather relaxing. Rarity was a master at her work, and the rhythmic pokes and pulls, combined with the gentle movements of Rarity's hooves, felt like the world's oddest massage. This wasn't to say that Twilight's mind was at all at ease; she would have to work hard to remember the exact stitches that were being made so she could magically replicate them on the panties she'd custom-ordered, and she hadn't the faintest idea what effect this physical alteration would have when she changed back. Whatever it was, she would deal with it later. There was nothing to be done about it now, so it was probably best to just relax. Twilight envisioned herself taking a deep breath and waving a calm hoof out, just as Princess Cadence had taught her a while back. She couldn't physically carry out the actions, but even thinking about it helped to calm her lack of nerves.

"Perfect," Rarity said to herself as Twilight felt the needle pull away from her for the final time. She wasn't even sure how much time had passed, having been lost in her thoughts and in the rhythmic, relaxing sensations. She felt herself lifted up in Rarity's magical grasp, and caught a sight of herself in a nearby mirror. The back of her was now adorned with a large, fancy capital R, akin to the signature logo Rarity had adopted not too long ago in an attempt to help market herself.

"Mm...now there's no denying that you're my property," Rarity purred, admiring her work. Something about the way Rarity said that resonated strongly with Twilight, and if she was capable of shuddering with delight, she would have done so.

"I'll be your property any time..." Twilight thought to herself. The thought sprung up so suddenly, so impulsively that Twilight couldn't deny it if she tried. She'd read books about ponies who liked it when their lovers treated them as if they were subservient to them. She was very well aware that slavery was abolished centuries ago--she'd actually been reading over the history of that very recently--but the ponies in those books did it only with a pretense of ownership. Underlying that concept was always a strong, deep sense of love and trust between the two partners. Twilight had quite enjoyed reading those books, although she often did have to hide them within the pages of textbooks if anypony else--or anydragon else, usually--was around while she was reading them. She'd started by imagining herself in the role of the pony taking charge and Rarity as her subservient, but that just never did it for her. It wasn't until she'd flipped the roles that she really began enjoying the little fantasies. Whenever she gained the courage to discuss bedroom activities with Rarity, she would have to bring this up.

Twilight waited eagerly for what she was sure would be the next step of Rarity's gameplan now that she'd found her beloved panties again. The idea of spending another whole day wrapped around her was intoxicating, and she found herself longing to be drawn up those smooth, lovely legs once more. The moment was nearly on her now, so close that she could nearly taste it; a thought that drove her wild.

Before Twilight knew what was going on, she found herself resting back in the panty drawer. This didn't seem right at all; why wasn't Rarity wearing her?

"Ooo, I'm almost late for my spa appointment!" Rarity said, fretting as she neatly folded Twilight. "I can't leave poor Fluttershy waiting!" Twilight panicked, but there was absolutely nothing she could do to change the course of things as Rarity pushed her panty drawer closed, bathing Twilight in darkness. The sound of Rarity's hurried hoofsteps grew quieter and quieter, until a loud slam of her bedroom door left Twilight alone in the dark with her thoughts.

"Well...this isn't how I envisioned this at all," the alicorn-turned-unmentionables lamented to herself. At least the place she'd been left was comfortable.

~~~~~~~~~~

It had to have been hours. How many hours, she wasn't sure, but it was most certainly a large amount of them. Without any point of reference as to the time passed, Twilight had absolutely no way of knowing for sure. It was completely dark inside the panty drawer, devoid of even the tiniest crack to allow light through. All Twilight knew for sure was that it hadn't been close to 24 hours, because she was still a pair of panties. And it was a good thing she was, too, because the prospect of turning back while inside a small, cramped drawer was one she was hoping not to have to deal with.

However long it had been, it certainly felt like longer than Rarity should have been away with Fluttershy at the spa. Twilight occasionally joined them on spa trips, and they usually took about an hour and a half or so, sometimes two if the twins were especially busy or Rarity was feeling particularly unrefreshed. She had to be out doing other things. If Twilight knew her marefriend--and she liked to think she did--she'd gotten pulled into a conversation after the spa trip, which led to running into the other girls and going out. Normally, this idea wouldn't have bothered Twilight at all. She wasn't the type of pony to want to restrict her significant other from going out without her. Even if she was, she knew she'd also be invited along if she hadn't already told Rarity that she'd be studying all night. The idea only slightly bothered her this time because she just wanted to get out of this drawer and hopefully onto Rarity.

Twilight's train of thought was interrupted by the sounds of hooves plodding up the stairs. Many hooves. Twilight couldn't tell exactly how many, but it was definitely more than one set. In fact, it sounded like even more than two. She could also hear Rarity's voice. It was muffled, but loud even with all the distance and obstructions between them. Not an angry loud by any means, she noted.

Twilight heard Rarity's bedroom door open and a parade of hooves trotting inside. Rarity was laughing loudly about something, and that was all that Twilight needed to assess the situation. That loud, ebullient laughter was uncharacteristic of Rarity in all situations but one.

"Girl, you're a riot when you're like this," came the familiar drawl of Applejack's voice.

"Totally!" Rainbow Dash's voice agreed.

"Am I not always enjoyable to be around?" Rarity asked with a laugh.

"You really should watch yourself better next time though, Rarity," came Fluttershy's voice, sounding more like she was giving one of her critters a motherly talking-to than speaking to her friend. "Not that you have to listen to me, but-"

"Uh, hello? She watches herself all the time!" Pinkie said with a giggle. "I mean look at all the mirrors she has!"

Twilight grinned mentally as she listened to Rarity give a far-too-loud laugh to Pinkie's little joke. It was rare for Rarity to really loosen up, but when Applejack and Rainbow got her drinking, it always ended the same way, with all of them needing to walk her home. Twilight was never too worried about her; she was smart enough to stop before she became a complete and utter mess. She would always cut herself off once her walking was significantly impaired. Worded that way, it didn't sound incredibly healthy, but she trusted Rarity enough to know her own limits.

"You good by yourself now, sugarcube?" Applejack asked.

"Oh, certainly!" Rarity responded. "You're all wonderful for walking me home, really!"

"We know, Rarity," Rainbow said. "You told us like twenty times."

"Twenty-fouuuur~!" Pinkie sang. Twilight figured she must have been close to the dresser, because her bouncing was shaking her drawer slightly.

"You know we're always happy to help, Rarity," Fluttershy said. "Now you get some rest, okay? A-and don't forget to drink plenty of water, or else you'll have a terrible headache tomorrow..."

"I know, darling!" Rarity exclaimed, loudly enough that Twilight could picture Fluttershy cringing and backing away slightly. Twilight listened as a string of goodbyes was said, followed by the sounds of four sets of hooves exiting the room and the door closing. Pinkie had to have been the one to close the door, because the slam was strong enough to shake the dresser again. The panty drawer, having already been jostled loose by Pinkie's bouncing, now saw it fit to dislodge itself from its closed position, sliding open enough to subject Twilight to her first view of the room in hours. As she expected, it was already nighttime. The lights in Rarity's room were oppressive enough after hours of being in the dark for Twilight to wish she had some way to blink.

Twilight wondered how Rarity was doing, but quickly got an answer to that when her marefriend was suddenly towering over the drawer. Her mane was slightly out of place and she had a very dazed look to her. She had really hit the bottle tonight, it seemed. Yet she looked beautiful regardless. Twilight found herself wishing that she could look as lovely as Rarity did after a night of drinking so heavily.

Twilight saw the familiar blue aura of Rarity's magic envelop the drawer. A wave of utter disappointment spread through her, certain that she was to resign herself to her solitary fate. To her surprise, though, the magic faded.

"Ooo!" Rarity exclaimed as her magic now wrapped itself around Twilight. "My darling little gift from Twilight!"

Twilight found herself ensorcelled, both literally and figuratively, by Rarity as she was pulled out of the drawer for the first time in hours. She was spun around in the air, orbiting Rarity briefly before being pulled into a hug. She may not have had a sense of smell, but she didn't need it to imagine the scent of alcohol on Rarity as she was nuzzled by her.

"My sweet, lovely little panties," Rarity slurred, holding Twilight away from her so she could get a good look at her. "Mama will never lose you again."

Even though she'd heard this before, it made Twilight just as happy now to hear just how much Rarity cared for her present. It made her even happier when she realized that she was slowly being lowered towards the ground by Rarity's hind hooves. She had been longing to once again claim Rarity's rump, and as she touched the floor, she could almost feel the warm embrace of her cheeks already.

Rarity stepped one hind hoof down, aiming for one of Twilight's leg holes. One would have assumed the unicorn's actions to be graceful and dainty as always, but her current state of inebriation demanded otherwise. The edge of her hoof caught Twilight's fabric, but it went unnoticed by the unicorn, who attempted to pull them up anyway. The feeling of being stretched that much was a new sensation for Twilight, and she thanked Celestia that Rarity did finally notice. She wasn't exactly looking forward to what might have happened if she was torn.

Rarity wobbled as she lowered Twilight back down and shifted her hoof, making sure it was properly inside the leg hole. Once both hooves were positioned properly, she began drawing Twilight up her legs. In a staunch contrast to her feelings on the situation the first time, Twilight relished every moment of this situation. If she could let out a happy sigh, she absolutely would have as she made the journey up the legs of her marefriend. She was stretched over Rarity's haunches, a feeling of utter satisfaction spreading through her as she was pulled tightly against her privates. A final snap of her waistband under Rarity's navel secured her in the place she'd been dreaming of returning to for days.

Twilight wanted to kiss Rarity's hindquarters as she hugged them, feeling the muscles shift and flex under her. Her rump was finally hers once more, all hers to hold and adore. She wanted so badly to have access to it while still herself, to do it while Rarity knew she was present, but the sheer intimacy of it all drove her wild. She took a moment to get a good look at Rarity, who'd stopped with her hindquarters pointed straight at a mirror. Twilight admired her marefriend's beautiful body, her current form acting as a teasing little censor over the object of her desires. She felt the shifts under her as Rarity shook her rump, giggling a drunken little giggle. It was a heavenly sight, all accented by the vision of the R emblazoned on herself, a sign of the fact that, at least for now, Twilight belonged to Rarity and none other.

"Mmm...oh, Kitten, I wish you were here with me," Rarity purred, giving her rear another little shake. "Oh, how I wish I could have you here...my little Kitten." Her eyes closed as she posed in such a way that if Twilight didn't know better, she'd have been sure that Rarity knew she had an audience. Any thoughts Twilight was experiencing at the moment, though, were halted when she heard Rarity make her next statement, her voice having adopted a sultry deepness to it.

"How I wish you would peel these panties from my body..."

Twilight couldn't believe her lack of ears. She had been fantasizing about Rarity for so long, but with her natural beauty, the reasons were obvious. The concept of Rarity having fantasies about her seemed inconceivable, but she couldn't deny the words she heard from her marefriend's mouth. She wanted to swell with pride at the idea that a pony as beautiful as Rarity could ever dream of her in such a way.

It was then that Twilight felt the onset of wetness between Rarity's legs. She was positively stunned as her fabric became slightly damp from Rarity's juices. It had to be the alcohol influencing it, because she couldn't understand any other way for the simple idea that Rarity had presented to turn her on this much. Whatever the reasoning, though, she couldn't deny the feelings of pride and joy that she was experiencing.

Twilight wanted to gasp as she felt Rarity shift a bit, rubbing her thighs together to try and relieve some of the tension. Being rolled between all of that warm, soft flesh was exhilarating. Twilight wished terribly that she could be with Rarity right now, in her normal body, to fulfill her earlier request. She made a mental note of it for later. For now, this was the closest she could get, and all things considered, it was pretty close.

Twilight's perspective began to change as Rarity suddenly decided to move. Her uneven steps gradually took her towards her bed. Twilight prepared herself to be taken off once more, now that she knew about her marefriend's typical lack of sleeping apparel. As she felt Rarity climb onto the bed, she figured that today was full of surprises.

Twilight was pressed between Rarity's body and the impossibly soft mattress, feeling each extra bit of pressure as Rarity bounced against its surface. How Rarity's rump could simultaneously be soft and firm baffled her, but she wasn't about to complain. The wetness between Rarity's legs had gotten a little more pronounced, and Twilight presumed that this must have been the reason for the slightly undignified position in which she was now lying down. She just wished that she could get an aerial view of Rarity as she was now, belly-up and hind legs splayed apart. If Twilight didn't know better, if Rarity wasn't such a dignified lady, she would have assumed from Rarity's position that she was about to--

Every sense that Twilight still possessed froze up as she felt one of Rarity's front hooves find its way between her hind legs. The hoof traced along Twilight's silky surface, drifting almost playfully until it arrived at its destination.

"Oh, Twilight..." Rarity slurred softly, pressing her hoof gently against her marehood. Twilight had already been getting a bit wet from Rarity's juices, but now she found herself becoming even more soaked as she was pushed tighter against her marefriend's privates. The pressure only lasted for a few moments before Rarity pulled her hoof back, and Twilight figured that it must have been nothing but a passing need to receive a bit of relief.

As if her thoughts had been heard and deemed to be incorrect, Rarity's hoof was suddenly upon her once more, more forcefully than before. Rarity let out little drunken mewls of pleasure as she kneaded away at herself, thoroughly drenching Twilight in the process. Twilight had never taken Rarity for the type of pony to do this, but she figured that all ponies, even those as beautiful and refined as Rarity, had needs; needs that she was more than eagerly seeing to as her hoof pressed and rubbed against her yearning entrance.

The mewls began transitioning into soft moans and pants as Rarity continued her ministrations, occasionally peppered with a faint droning of "Twilight" or "Kitten." Each repetition of her name resonated stronger with Twilight. It drove her wild to experience her marefriend like this, to hear her name spoken in such a sultry fashion under such intimate circumstances.

Rarity's pressing began to get more intense and focused, assisted by the rolling of her hips as she began to grind against it. Twilight was in heaven as she was rubbed generously against her marefriend's sex. As the tip of Rarity's hoof worked itself inside her, Twilight found a bit of herself caught in Rarity's dripping slit, held gently but firmly by her thick lips. Twilight reveled in this sensation, feeling almost as if it was she who was bringing Rarity closer and closer to the brink. If the shortened breaths and increased moans and mewls were any indication, that brink was fast approaching.

Twilight wished she had the capacity to move, even the tiniest bit, as Rarity neared her climax. She was no stranger to what Rarity was doing--she still had a few years yet before it was time to explain to Spike exactly why she would sometimes put the "Do Not Disturb" sign up on her bedroom door--and she so wished she could move about and show Rarity all of the little tricks she'd figured out to maximize her enjoyment of the act. Rarity certainly had a handle on the situation, but Twilight was well-read on the topic and had a few pointers to give her lovely marefriend. Hopefully she would be able to find the opportunity to employ said techniques once she was back to her normal self.

Rarity's pace got more and more erratic, her little chirps transitioning into more sustained moans as her hoof danced around her pleasure center, wedging more and more of Twilight's soaked fabric between her lips. Twilight began to think about how this would be the point where she would be employing magic to aid her actions. After all, hooves were not the most dexterous things in the world, and magic was able to reach places where they could not tread. As if Rarity had heard her thoughts, Twilight felt a magical force focused on her center. The force grew, taking on a cylindrical shape, and just as Twilight figured out exactly what Rarity was going for with her spell, a fair portion of herself was pushed a few inches within Rarity's marehood.

Twilight heard her marefriend let out a cry of pleasure as she was penetrated by her magic and Twilight, and she thanked Celestia that she was made of a fairly stretchy fabric. Even with her stretchiness, though, she felt like she was on the brink of tearing as Rarity's magical sexual aid held her between her velvety walls. The force pressing against her eased slightly as the magical force pulled back, but Rarity's walls refused to relinquish her, holding her tIghtly in preparation for her next thrust. She didn't have to wait long, as the magic thrust itself once more into Rarity, stretching Twilight just a bit more. This spell was a bit less refined than what Twilight would have gone for, but she wasn't exactly complaining.

The magical force within Rarity eased down from the two initial thrusts, working itself into a gentle pistoning motion. Each little push, even without the power of the previous thrusts, managed to give Twilight just enough of a stretch to feel just wonderful. She felt like a toy that currently existed only for Rarity's pleasure, and the thought of that was intoxicating.

Rarity had already been on the brink before she'd started using her magic as an aid, and this extra bit was just enough to drive her over the edge. Twilight felt Rarity's walls squeeze tightly around her as she climaxed, moaning Twilight's name as she did. Twilight wanted to moan in her own pleasure as she was squeezed and massaged, becoming even more thoroughly soaked than she already had been. Rarity's magic continued to hold that part of her inside until well after her orgasm had concluded. Once she felt good and ready, she eased the magical force out of her, Twilight being pulled out as well.

Twilight's mind could barely register the ordeal she'd just been through, but the one thing it could decide on for certain was that it was absolutely amazing, and wholly unlike anything she'd ever experienced or expected to experience. She clung to Rarity's lower half, drenched in her love juices and unable to think of anyplace she wanted to be more at the moment, save for in Rarity's forelegs as her normal self. As much as she wanted to stay wrapped around Rarity, though, she knew that it was a matter of time before she was removed and put aside to be washed. She had already learned from her last experience that Rarity slept in the buff, and even if she didn't, she was far too neat and tidy to remain in a pair of panties that she had just finished doing that in.

It was for those reasons that Twilight found herself so surprised when the sound of snoring filled the air. Anypony who might have entered Rarity's room right then would have been treated to the sight of the usually-elegant fashionista passed out on her bed, legs splayed out in a very unladylike manner and dressed in a soaked pair of panties. Although considering what they would have seen if they walked in a few minutes earlier, things could have been worse. While a sober Rarity would never allow even a beloved garment to remain on her body after being used like that, a drunk Rarity seemed to approach such things rather differently. Twilight was surprised, but pleasantly so. Sure, she was a bit sticky, but she wasn't complaining, and it wasn't only for the lack of being able to do so. She relaxed and allowed her mind to drift. She had a long night of hugging Rarity's warm, soft hindquarters to go.

Panty Played

Twilight awoke to the shifting of the muscles that she was covering. She hadn't felt any shifts before, so either Twilight was too out of it to notice Rarity's movements overnight, or Rarity had slept like a rock. Considering her state of inebriation, the latter was a strong possibility.

As she felt Rarity sit up, all of her weight shifted to her rump, Twilight began a mental countdown. By this point in her relationship with Rarity, she was well-aware of how long it took her to react to unclean situations. Perhaps this particular situation had never come up, but the general idea of realizing what an unsanitary position she was in was still present. Sure enough, by the time Twilight had gotten to four, one pristine white hoof had made its way down between Rarity's legs. A gentle pat accompanied both three and two, leaving a brief moment of silence at one. Just as Twilight reached zero, Rarity shrieked.

Twilight felt Rarity's magical grasp yank her suddenly from her body. Everything was a blur as she was whisked to Rarity's laundry room, the unicorn going on and on the whole time about how unsanitary her behavior was and how she had to treat her favorite panties better. One of the benefits of being one of Rarity's favorite garments was that they got preferential treatment when it came to being washed, and Twilight was about to find that out firsthand. She was held in place as Rarity added detergent to the washing machine, and was then swiftly deposited inside. Twilight suddenly found herself feeling very cold, and things were only going to get colder.

The machine soon began its cycle, and Twilight was bombarded with cold, soapy water. The experience of being on Rarity's body as she moved had been a bit odd at first, but it was nothing compared to how the washing machine tossed her about. She quickly found herself thankful for the fact that panties were incapable of becoming seasick, because had she been a pony at the moment, she likely would have negated any cleaning that would have been going on. Of course, if she were a pony right now, she wouldn't have been in a washing machine in the first place.

As if some divine being had heard her thoughts and fancied a bit of fun, Twilight began to feel a familiar tingling sensation. She'd had no idea what time it was, but Rarity had apparently slept late today, because Twilight's spell was beginning to wear off. Panic began to set in for the soon-to-be alicorn as her body began to grow and reform. She kept focusing, trying to teleport as soon as possible, but her magic was returning a bit slowly. She continued to grow and expand, feeling more and more cramped inside the washing machine. Just as she grew back to her normal size and shape, her horn finally went off, and with a brilliant flash that illuminated the washroom, she vanished.

~~~~~~~~~~

Spike's last 24 hours had been absolutely wonderful. He loved Twilight like a sister, but it was nice to have some time to himself here and there. Plus, being designated with responsibility was always a nice feeling. He knew that Twilight trusted him, but he enjoyed being shown proof of it, and the fact that she'd left him in charge of the entire place without anypony around to look after him was proof enough. He had been so tempted to relax and slack off all day, but to do so would have been a betrayal of Twilight's trust, so he made sure to finish all of his chores first. After they were done, though, the rest of the time was devoted to relaxing. Comic books were read, naps were had, and time was spent with Sweetie Belle. The only way it could have been better was if the nap and the time spent with Sweetie Belle had intersected, but he was way too nervous to suggest something like that.

Spike was just getting to the very last page of the new Power Ponies Annual when the room was lit up by a violet flash. Spike barely even looked up; he was so accustomed to Twilight's teleporting by this point that it rarely surprised him. Plus, this was right when she said she would be returning, and Twilight was nothing if not punctual.

"Spike!" Twilight exclaimed. "Did a package come in the mail today?"

Spike opened his mouth to respond in the affirmative, as the mailpony had just delivered said package mere minutes ago, but as soon as he looked up at Twilight, he stopped in his tracks. Twilight was absolutely soaking wet, her mane and tail hanging limply and dripping, as if she'd just gotten out of the shower. She was facing away from him, and the sight in front of his eyes was so very distracting that he couldn't get a word out.

Twilight glanced back at Spike with indignation when she didn't hear a reply. She followed Spike's gaze, giving a little roll of her eyes as she traced it right back to her flank. She briefly considered calling him out on it, but decided against it. She'd caught him stealing little looks at her here and there, and figured she couldn't really hold it against him, given the age he was getting close to. Although this was moving away from "quick look" territory and more into that of leering. If he wasn't like a little brother to her, she might have even been tempted to give a teasing little shake of her rump, but she let it be.

"It's fine, Spike, I see the package over there," Twilight said, hurrying over to the table where it lay. "Thank you for keeping the place clean. I need to bring this to Rarity, and I might stay there for a little bit. I'll be home later, okay?" She glanced at him again, almost chuckling as she saw him still staring at her rump. Perhaps just a little teasing was in order. "Did you have something you wanted to say to my butt, Spike, or are you just observing?" A small chuckle did find its way for, her mouth as she watched Spike stammer.

"N-no, it's just..." Spike said, rubbing the back of his head with a claw. "...Why are you so wet?"

"I'll explain later, Spike," Twilight said, lighting her horn up.

"And what's with-" Spike began.

"I'm sorry, Spike, but I'm in a big rush," Twilight cut him off. "I'll be back later, okay? Thanks again!" With that, she vanished in a flash of light, leaving a confused Spike just staring into the distance.

~~~~~~~~~~

Twilight checked her time on the town hall's clock as she appeared in front of Carousel Boutique, now completely dry. She was thankful for the impromptu shower she'd received from the washing machine, because stopping for a much-needed shower at home might have delayed her arrival too much. She quickly poofed the wrapping around the package out of existence and took a look at the object inside. She couldn't help but smile at the pair of panties that looked exactly identical to how she'd looked while transformed. Only two last steps remained to cover her tracks.

A quick spell, aided by her eidetic memory, was all she needed to recreate the embroidered R that Rarity had sewn into her yesterday. She had been worrying about that little detail, and was thankful to see that she'd been able to mimic it down to the last detail. Finally, one last spell teleported the panties, placing them right in the washing machine where she had been thrown earlier.

Twilight once again considered telling Rarity the truth before she knocked on her door. She didn't like lying to anypony, let alone one she was so close with, but Rarity would have been embarrassed enough about the first time she had worn Twilight, let alone what she had done with her last night. Perhaps she would tell the truth after the two were intimate for the first time, but for now, she would keep the charade going. She knocked on Carousel Boutique's door at exactly 12:42, just as planned.

"Kitten!" Rarity exclaimed once she'd opened the door. "Oh, how happy I am to see you! I'd wanted to invite you out drinking with the girls and I last night, but I knew how busy you said you'd be." She wrapped her forelegs around Twilight, then tilted her cheek in her direction. Twilight giggled lightly and planted a kiss on the cheek she was presented with.

"It's okay, Rarity," Twilight said. "I know you'd have invited me otherwise. So did you find them?"

"Oh, yes!" Rarity said, relinquishing her hold on her marefriend. "They were in my drawer, just as you'd suggested. And I was certain I'd checked there! Thank you so much, darling, I swear I'd lose my head if I didn't have you around to suggest where I might find it."

"You're welcome, honey," Twilight said, grinning. "Though I'm sure you'd have found them eventually regardless. I'm sure you only missed them there the first time because you were in such a panic, and I'm glad you care that much about my gift."

As Twilight entered the boutique proper, the thoughts of last night's activities rattled around in her brain. Every time she looked in Rarity's direction, she was bombarded with mental images of her lying on her bed, legs spread with her hoof working herself, moaning Twilight's name. Truthfully, she'd had saucy thoughts of Rarity plenty of times before, but being there to witness that actually happening last night certainly did a good job of giving her a clearer image of it. She wanted terribly to get back in that bed with Rarity now that she was back in her own body, and it seemed like she was finally able to get the courage up to suggest the possibility. She took a deep breath, gathering her thoughts. She had to make this sound perfect. Hesitation or awkwardness would only ruin the moment. She smiled, a confident little smirk, then opened her mouth to speak.

"...Kitten?"

Twilight stopped as she heard Rarity speak, her voice having been stolen away by Rarity's.

"Yes, honey?" Twilight asked. She looked at her marefriend, only to realize that she was gawking at her, much like Spike had been before. She couldn't help but grin. Being gawked at by her marefriend whom she so wanted to bed right now was pretty okay in her book.

"What...is that?" Rarity asked. Twilight tilted her head. That wasn't a question that she was expecting. She followed Rarity's gaze to her rump.

"I don't know what you mean..." Twilight said, confused. "Is there a bit of cellulite? I've been trying to watch my diet..."

"No no, darling, your rump is just perfect," Rarity replied, filling Twilight with a momentary burst of pride. "I was referring more to that." She pointed a hoof towards Twilight's cutie mark, confusing her even further. As if she could read her thoughts--or more likely the look of befuddlement on her face--Rarity wheeled a mirror over. Twilight turned to it, pointing her flank towards it. Something did look off about it; there was some manner of odd purple marking on it. She narrowed her eyes for a closer look, and nearly shrieked when she recognized it as the embroidered R that Rarity had seen onto her yesterday, the thread neatly laced into her flank as if she had been in this exact state when it was applied. Suddenly Spike's earlier interest in her hindquarters made more sense.

Before she could respond, Twilight felt Rarity's hoof touch her flank. It rubbed gently over the stitchwork, causing Twilight to blush profusely.

"This insignia and handiwork looks very familiar," Rarity said, her hoof dancing along it and embarrassing Twilight further. "What is the meaning of this, Kitten? Why is my logo on your backside?"

That one sprung leak in Twilight's dam of deception was enough to cause the entire thing to burst. Words came pouring out of her mouth at Pinkie-esque speeds as she tearfully admitted her wrongdoings, from the first incident to yesterday's. She noted Rarity's bright blushes as the gravity of the situation came crashing down on her, especially as she was reminded of just how much things had escalated last night. The two mares stared at each other once the deluge of guilt finished, tears streaming down Twilighr's face.

"I'm so, so sorry for betraying your trust and lying to you, Rarity," Twilight sniffled, barely able to look her in the eye. "I'll understand if you can't forgive my invasion of your privacy."

The silence in the room was deafening. Not that Twilight didn't see it coming; she'd been so absorbed in calming Rarity down earlier, as well as her own desires, that she had barely paid any attention to the repercussions of her actions.

"Twilight..." Rarity began. Twilight was already worried by the lack of her pet name.

"I'll leave if you want," Twilight said, turning to leave. Her progress was stopped by one of Rarity's hooves.

"Twilight, listen," Rarity said, her voice taking on a bit more of an authoritative tone. "I...cannot deny that I am hurt, more by your deception than your invasion of my privacy."

Twilight sniffled once more and nodded.

"But," Rarity continued. "I suppose the first time was a complete accident, and the second time, while preposterously misguided, was, at its core, an attempt to make me happy."

Twilight could barely believe her ears. Was she...okay with this? Her gaze finally rose back up to Rarity's eyes, pleading for confirmation that she'd understood correctly.

"And you truly are sorry, correct?" Rarity asked.

"Very sorry!" Twilight said, nodding furiously. "And I'll never do it again without your knowledge, I promise!" She clapped a hoof to her mouth as she realized how that last sentence came off. What kind of idiot was she to suggest that she wanted to experience it again? If Rarity had caught onto that bit, though, she wasn't showing it.

"Well then..." Rarity said, putting a foreleg around Twilight. "I accept your apology, darling."

That was all Twilight needed to hear. She threw her forelegs around Rarity, hugging her tightly and repeating sorries over and over again until Rarity finally put a hoof over her mouth to stop her.

"You're the best marefriend a pony could ever ask for," Twilight mumbled around Rarity's hoof.

"Mm, yes, I guess I can be on occasion" Rarity said with a cheeky little grin. If the tension hadn't already vanished from the room, the quiet giggles that followed that comment would have done so.

"You really are," Twilight said with a smile. Rarity gave a little nod, and then paused.

"Now...you said that you wished to talk to me about moving our relationship forward in a physical sense?" Rarity asked, so matter-of-factly that it threw Twilight for a loop.

"I...w-well, erm..." Twilight stammered. She wasn't quite sure why she was trying to dance around the question; she had let that bit of information out in the middle of her verbal barrage a few minutes earlier.

"You did say that, Kitten," Rarity reassured her, knowing full well that she was aware of it. "You know I love you, correct?"

"I do," Twilight responded, finding her voice again. "And I love you too, Rarity. So, so much."

"I'm aware, darling," Rarity said with a grin. "Now I must ask you this: are you properly acquainted with ancient Equestrian laws?"

Twilight was baffled by this new line of questioning that seemed to have nothing at all to do with what they were talking about. Rarity was a very intelligent pony and it was completely believable that she had some knowledge of ancient Equestrian law, but she couldn't for the life of her figure out why she'd brought it up.

"I...err, yes, I am..." Twilight said.

"Well then," Rarity continued, leading her over to a couch and sitting her down. One hoof gently rubbed Twilight's side. "I do believe I recall a very old law where if one pony's brand was on something or somepony, then they had the right to ownership over it." Rarity's hoof reached Twilight's flank, gently tracing along the stitching on it.

Twilight's cheeks turned bright red. She opened her mouth to speak, but Rarity covered it with her free front hoof.

"Ah, ah," Rarity said, her tone becoming slightly deeper and more breathy. "My property does not speak back without permission. Now, come upstairs. I wish to have fun with my property before we remove those stitches."

Twilight's eyes lit up as she began to twitch with anticipation. She watched Rarity head towards the stairs. Her shaky knees attempted to betray her, but she would not allow it as she began to follow obediently. From the looks of it, today was looking to be just as interesting as last night.